2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. FOSHAN ELECTRICAL AND LIGHTING CO., LTD. 2014 Semi-annual Report August 2014 1 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section I. Important Reminders, Contents & Explanation The Board of Directors, the Supervisory Committee as well as all directors, supervisors and senior management staff of Foshan Electrical and Lighting Co., Ltd. (hereinafter referred to as “the Company”) warrant that this report is factual, accurate and complete without any false record, misleading statement or material omission. And they shall be jointly and severally liable for that. All directors have attended in person the board session for reviewing this report except the following: Name Position Reason for not attending the Name of the proxy session in person Wu shenpo Director ON business Werner Jrgen Dietrich Hoffmann Ye zaiyou Director ON business Liu xingming The Company plans not to distribute cash dividends or bonus shares or turn capital reserve into share capital. Pan Jie, company principal & chief of the accounting work, and Yin Jianchun, chief of the accounting organ (chief of accounting), hereby confirm that the Financial Report enclosed in this report is factual, accurate and complete. The future plans and some other forward-looking statements involved in this report shall not be considered as virtual promises of the Company to investors. And investors are kindly reminded to pay attention to possible risks. This report is prepared in both Chinese and English. Should there be any discrepancy between the two versions, the Chinese version shall prevail. 2 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Contents 2014 Semi-annual Report .................................................................................................................. 1 Section I. Important Reminders, Contents & Explanation ............................................................ 2 Section II. Company Profile .............................................................................................................. 5 Section III. Highlights of Accounting Data & Financial Indicators .............................................. 7 Section IV. Report of the Board of Directors ................................................................................... 9 Section V. Significant Events ........................................................................................................... 24 Section VI. Change in Shares & Shareholders .............................................................................. 34 Section VII. Preferred Shares ......................................................................................................... 39 Section VIII. Directors, Supervisors & Senior Management Staff .............................................. 40 Section IX. Financial Report ........................................................................................................... 41 Section X. Documents Available for Reference ........................................................................... 147 3 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Explanation Term Refers to Contents The Company, Company, FSL Refers to Foshan Electrical and Lighting Co., Ltd. CSRC Refers to China Securities Regulation Commission SZSE, the Stock Exchange Refers to Shenzhen Stock Exchange Shareholders’ General Meeting of Foshan Electrical and Shareholders’ General Meeting Refers to Lighting Co., Ltd. Board of Directors of Foshan Electrical and Lighting Co., Board of Directors Refers to Ltd. Supervisory Committee of Foshan Electrical and Lighting Supervisory Committee Refers to Co., Ltd. Yuan, Thousand Yuan, Ten thousand RMB Yuan, RMB Thousand Yuan, RMB Ten thousand Refers to Yuan, One Hundred Million Yuan Yuan, RMB One Hundred Million Yuan Reporting period, this reporting period Refers to 1 Jan. 2014-30 Jun. 2014 4 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section II. Company Profile I. Basic information of the Company Stock abbreviation FSZM/YZMB Stock code 000541/200541 Stock exchange listed Shenzhen Stock Exchange with Chinese name of the 佛山电器照明股份有限公司 Company Abbr. of the Chinese name of the Company (if 佛山照明 any) English name of the FOSHAN ELECTRICAL AND LIGHTING CO., LTD Company (if any) Abbr. of the English name FSL of the Company (if any) Legal representative of Pan Jie the Company II. For Contact Company Secretary Securities Affairs Representative Name Lin Yihui Huang Yufen No. 64, Fenjiang North Road, No. 64, Fenjiang North Road, Contact address Chancheng District, Foshan City, Chancheng District, Foshan City, Guangdong Province, P.R.China Guangdong Province, P.R.China Tel. (0757)82966062 82810239 (0757)82966028 Fax (0757)82816276 (0757)82816276 E-mail fsl-yh@126.com fslhyf@163.com III. Other information 1. Ways to contact the Company Did any change occur to the registered address, office address and their postal codes, website address and email address of the Company during the reporting period? □ Applicable √ Inapplicable The registered address, office address and their postal codes, website address and email address of the Company did not change during the reporting period. The said information can be found in the 2013 Annual Report. 5 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 2. About information disclosure and where this report is placed Did any change occur to information disclosure media and where this report is placed during the reporting period? □ Applicable √ Inapplicable The newspapers designated by the Company for information disclosure, the website designated by CSRC for disclosing this report and the location where this report is placed did not change during the reporting period. The said information can be found in the 2013 Annual Report. 3. Change of the registered information Did any change occur to the registered information during the reporting period? □ Applicable √ Inapplicable The registration date and place of the Company, its business license No., taxation registration No. and organizational code did not change during the reporting period. The said information can be found in the 2013 Annual Report. 6 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section III. Highlights of Accounting Data & Financial Indicators I. Major accounting data and financial indicators Does the Company adjust retrospectively or restate accounting data of previous years due to change of any accounting policy or correction of any accounting error? □ Yes √ No Reporting period Same period of last year YoY +/- (%) Operating revenues (RMB Yuan) 1,543,058,758.03 1,208,260,446.06 27.71% Net profit attributable to shareholders of 188,959,139.45 153,047,291.37 23.46% the Company (RMB Yuan) Net profit attributable to shareholders of the Company after extraordinary gains and 169,224,226.63 146,663,823.95 15.38% losses (RMB Yuan) Net cash flows from operating activities 138,441,766.77 11,712,252.61 1,082.03% (RMB Yuan) Basic EPS (RMB Yuan/share) 0.1931 0.1564 23.47% Diluted EPS (RMB Yuan/share) 0.1931 0.1564 23.47% Weighted average ROE (%) 6.68% 5.63% 1.05% As at the end of the As at the end of last year +/- (%) reporting period Total assets (RMB Yuan) 3,673,046,108.98 3,373,781,552.85 8.87% Net assets attributable to shareholders of 2,920,569,091.65 2,890,581,921.74 1.04% the Company (RMB Yuan) II. Differences between accounting data under domestic and overseas accounting standards 1. Differences of net profit and net assets disclosed in financial reports prepared under international and Chinese accounting standards Unit: RMB Yuan Net profit attributable to shareholders of the Net assets attributable to shareholders of the Company Company Reporting period Same period of last year Closing amount Opening amount According to Chinese 188,959,139.45 153,047,291.37 2,920,569,091.65 2,890,581,921.74 accounting standards Items and amounts adjusted according to international accounting standards According to international 188,959,139.45 153,047,291.37 2,920,569,091.65 2,890,581,921.74 accounting standards 7 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 2. Differences of net profit and net assets disclosed in financial reports prepared under overseas and Chinese accounting standards Unit: RMB Yuan Net profit attributable to shareholders of the Net assets attributable to shareholders of the Company Company Reporting period Same period of last year Closing amount Opening amount According to Chinese 188,959,139.45 153,047,291.37 2,920,569,091.65 2,890,581,921.74 accounting standards Items and amounts adjusted according to overseas accounting standards According to overseas 188,959,139.45 153,047,291.37 2,920,569,091.65 2,890,581,921.74 accounting standards 3. Explain reasons for the differences between accounting data under domestic and overseas accounting standards □ Applicable √ Inapplicable III. Items and amounts of extraordinary gains and losses Unit: RMB Yuan Item Amount Explanation Gains/losses on the disposal of non-current assets (including the -106,385.02 offset part of asset impairment provisions) Government grants recognized in the current period, except for those acquired in the ordinary course of business or granted at 323,499.80 certain quotas or amounts according to the country’s unified standards Gains and losses on change in fair value from tradable financial assets and tradable financial liabilities, as well as investment income from disposal of tradable financial assets and tradable 22,326,685.31 financial liabilities and financial assets available for sales except for effective hedging related with normal businesses of the Company Other non-operation income and expenses other than the above 682,094.80 Less: Income tax effects 3,490,982.07 Total 19,734,912.82 -- Explain the reasons if the Company classifies an item as an extraordinary gain/loss according to the definition in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Extraordinary Gains and Losses, or classifies any extraordinary gain/loss item mentioned in the said explanatory announcement as a recurrent gain/loss item □ Applicable √ Inapplicable No such cases during the reporting period. 8 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section IV. Report of the Board of Directors I. Overview In the reporting period, the economic environment at home and abroad was complex and changeable, and the overseas markets were in a long and vulnerable recovery. The domestic economy slowed down “structurally” and risks were building up in the real estate and financial sectors. And the lighting industry where we belonged saw a structural over-capacity, fiercer market competition, continuously falling product prices and acclerated enterprise wash-out and integration. The industry was reaching a break point. In face of the ups and downs in the industry, with “seize opportunities, promote development, attach importantce to management and increase profits” as the guidance, the Board of Directors and the managemnt team diligently carried out all the work, enhanced budgetary management and operating plan execution management, and input more efforts in expanding domestic and overseas markets, which ensured a stable growth of the main business. For the reporting period, the Company achieved operating revenues of RMB 1543.0588 million, up 27.71% over the same period of last year, of which the revenue from domestic sale reached RMB 1052.2441 million, up 19.51% year on year, and that from export reached RMB 490.8147 million, up 49.72% year on year; total profits of RMB 228.9185 million, up 18.86% over the same period of last year; and net profit attributable to shareholders of the Company of RMB 188.9591 million, representing a year-on-year growth of 23.46%. II. Main business analysis YoY change of major financial data: Unit: RMB Yuan Reporting period Same period of last year YoY +/-% Main reasons for change Operating revenues 1,543,058,758.03 1,208,260,446.06 27.71% Operating costs 1,156,217,280.15 925,675,209.12 24.91% Selling expenses 62,967,912.93 44,431,240.08 41.72% Sale increased. Operating costs Administrative expenses 104,495,339.45 77,932,401.53 34.08% increased. Interest of term deposits Financial expenses -5,733,347.63 -3,963,817.89 -44.64% increased. Income tax expenses 41,689,863.95 39,614,342.25 5.24% R&D inputs 34,671,618.47 33,914,703.00 2.23% 9 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Cash received from Net cash flows from 138,441,766.77 11,712,252.61 1,082.03% selling goods and operating activities services increased. Cash paid for Net cash flows from -21,344,331.62 25,328,242.59 -184.27% external investment investing activities increased. Cash paid as Net cash flows from -151,583,685.10 -284,036,742.40 -46.63% dividends and profit financing activities shares decreased. Cash received from Net increase in cash selling goods -36,260,109.78 -249,046,824.08 -85.44% and cash equivalents increased and dividends decreased. Major changes to the profit structure or sources of the Company during the reporting period: □ Applicable √ Inapplicable No major changes occurred to the profit structure or sources of the Company during the reporting period. Reporting period progress of the future development planning in the disclosed documents of the Company such as share-soliciting prospectuses, offering prospectuses, asset reorganization reports, etc.: □ Applicable √ Inapplicable The Company did not mention any future planning for the reporting period in its disclosed documents such as share-soliciting prospectuses, offering prospectuses, asset reorganization reports, etc. Review the progress of the previously disclosed business plan in the reporting period: In the reporting period, according to its operating plan for 2014, the Company made rational and careful arrangements and planning. The operation as a whole showed a steady development and the operating plan for the first half of the year was excellently fulfilled. In the coming 6 months, the Company will continue to push forward relevant work at a steady pace. III. Breakdown of main business Unit: RMB Yuan Increase/decrease Increase/decrease Increase/decrease of operating of operating costs of gross profit Operating Gross profit rate Operating costs revenues over the over the same rate over the same revenues (%) same period of period of last year period of last year last year (%) (%) (%) Classified by industry: Lighting fixtures 1,527,520,198.14 1,144,349,961.56 25.08% 29.20% 25.87% 1.97% 10 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. and lamps Classified by product: Lighting fixtures 1,527,520,198.14 1,144,349,961.56 25.08% 29.20% 25.87% 1.97% and lamps Among: traditional 1,106,737,704.75 809,263,104.37 26.88% 1.82% -2.12% 2.95% lighting products LED lighting 420,782,493.39 335,086,857.19 20.37% 341.10% 306.99% 6.68% products Classified by region: Domestic 1,036,705,528.94 815,542,735.07 21.33% 21.32% 21.76% -0.29% Overseas 490,814,669.20 328,807,226.49 33.01% 49.72% 37.37% 6.02% IV. Core competitiveness analysis In the reporting period, the Company continued to give play to its leading competitive edges in brand recognition, channel building, scale & cost, technological R&D, etc. Meanwhile, it input more efforts in R&D and proactively expanded domestic and overseas markets. There was no such a case where the core competitiveness of the Company was severely damaged by core technicians leaving their posts or expiration of important intellectual properties and intangible assets. V. Investment analysis 1. Investments in equities of external parties (1) Investments in external parties √ Applicable □ Inapplicable Investments in external parties Investment amount in the reporting period Investment amount in the same period of +/-% (RMB Yuan) last year (RMB Yuan) 0.00 0.00 0.00% Particulars about investees Proportion of the Company’s investment in Name of investee Main business the investee’s total equity interests (%) Qinghai Fozhao Lithium Energy Integrated development and utilization of 38.00% Exploitation Co., Ltd. salt lake brine resource. R&D, production and sale of lithium ion batteries and materials, solar, wind and other renewable energy application Hefei Guoxuan High-tech Power Energy products, equipment and systems, 14.84% Co., Ltd. energy-saving optoelectronic and electronic products, equipment and systems, and lithium power emergency 11 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. supply, power-driven tools, transportation tools and chargers; operation and agent service of import and export of products and technologies; design and construction of lighting projects for cities and roads Investment, operation and management of Guangzhou Pearl River Asset Management self-owned funds; project planning; 15.38% Company Limited investment management consulting service Electronic products, communication devices, household appliances, furniture, speakers, paper, paper products, chemicals for daily use, shoes, hats and garment; Shenzhen Zhonghao (Group) Ltd. Less than 5.00% domestic commerce, material supply and marketing (excluding goods operated, sold and controlled by special entities); supervision of the self-developed projects Production and sale of tungsten, molybdenum, nickel and clad metal products, diamond die, thin steel strips, electric light source products, power supply products, industrial gas and special equipment; production, installation, sale, mechanic processing, vehicle repair, Chengdu Hongbo Industrial Co., Ltd. consulting service, sale of goods 6.94% (excluding those prohibited by the government from circulating), export of products produced by it or its member companies; import of needed mechanic equipment, components, raw and auxiliary materials; processing and compensation trade Xiamen Bank Banking services 7.99% China Guangfa Bank Co., Ltd. Banking services Less than 5.00% Foshan Fochen Road Development Building and operation of the Fochen 7.66% Company Limited (Foshan Chencun) Road (2)Equity-holdings in financial enterprises √ Applicable □ Inapplicable Gain/loss Initial Opening Opening Closing Closing Closing in the Enterprise Enterprise investment equity-hol equity-hol equity-hol equity-hol book value Accountin Equity reporting name variety cost (RMB dings ding ratio dings ding ratio (RMB g title source period Yuan) (share) (%) (share) (%) Yuan) (RMB 12 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Yuan) Available-f China Commerci 30,828,816 59,808,790 or-sale Additional Everbright 23,546,768 0.06% 23,546,768 0.06% 0.00 al bank .00 .72 financial issue Bank assets Long-term Xiamen Commerci 292,574,13 109,714,17 109,714,17 292,574,13 21,942,835 Additional 7.99% 7.99% equity Bank al bank 3.00 6 6 3.00 .20 issue investment China Long-term Commerci Less than Less than Additional Guangfa 500,000.00 229,792 229,792 500,000.00 0.00 equity al bank 5% 5% issue Bank investment 323,902,94 133,490,73 133,490,73 352,882,92 21,942,835 Total -- -- -- -- 9.00 6 6 3.72 .20 (3)Securities investments √ Applicable □ Inapplicable Sharehold Sharehold Gain/loss Initial Number Number Closing ing ing for investmen of shares of shares book Variety of Code of Name of percentag percentag reporting Accounti Source of t cost held at held at value securities securities securities e at e at period ng title stock (RMB period-be period-en (RMB period-be period-en (RMB Yuan) gin d Yuan) gin d Yuan) 956,522.6 970,012.0 交易性金 Stock 000027 SZNY 172,600 172,600 0.00 4 0 融资产 交易性金 Stock 300385 XLHJ 7,365.00 500 500 12,830.00 0.00 融资产 交易性金 Stock 603328 YDDZ 15,310.00 1,000 1,000 15,310.00 0.00 融资产 Founder 5,000,000 -997,145. 交易性金 Fund BC0002 Jinquanyo 5,000,000 0 0.00 .00 30 融资产 u No. 2 6,544,000 交易性金 Other 205001 1 Day 0.00 1,754.96 .00 融资产 33,249,00 交易性金 Other 205007 7 Days 0.00 21,948.24 0.00 融资产 39,794,00 113,419.5 交易性金 Other 205008 14 Days 0.00 0.00 0 融资产 42,300,42 交易性金 Other 204001 GC001 0.00 9,859.92 3.00 融资产 5,100,102 交易性金 Other 204002 GC002 0.00 1,108.84 .00 融资产 4,100,123 交易性金 Other 204003 GC003 0.00 941.62 .00 融资产 13 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 30,401,21 交易性金 Other 204004 GC004 0.00 12,207.34 6.00 融资产 40,452,02 交易性金 Other 204007 GC007 0.00 67,409.34 3.00 融资产 42,004,20 交易性金 Other 204014 GC014 0.00 53,701.66 0.00 融资产 Other securities investments -- 0.00 0.00 -- -- held at the period-end 249,924,2 998,152.0 -714,793. Total 5,174,100 174,100 -- -- -- 84.64 0 88 Disclosure date of the board announcement on approval of 23 Jan. 2014 the securities investment Disclosure date of the general meeting announcement on approval of the securities investment Shareholdings in other listed companies: □ Applicable √ Inapplicable The Company did not have any shareholding in any other listed company in the reporting period. 2. Wealth management entrustment, derivative investments and entrustment loans (1)Wealth management entrustment □ Applicable √ Inapplicable The Company did not carry out any wealth management entrustment in the reporting period. (2)Derivative investments □ Applicable √ Inapplicable The Company did not carry out any derivative investment in the reporting period. (3)Entrustment loans □ Applicable √ Inapplicable There were no entrustment loans in the reporting period. 3. Analysis to main subsidiaries and stock-participating companies √ Applicable □ Inapplicable Main subsidiaries and stock-participating companies: Unit: RMB Yuan Company Company Industry Main Registered Total assets Net assets Operating Operating Net profit 14 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. name variety products/ser capital revenues profit vices Production and operation of Foshan electronic Chansheng Manufactur ballasts, 34,527,976. 10,052,280. 77,334,376. 3,756,478 Electronic Subsidiary 1,000,000.0 2,814,994.44 e electronic 66 42 18 .99 Ballast Co., 0 transformer Ltd. s and electronic igniters Producer of lamps, electric lighting Foshan products Chanchang and related Electric Manufactur 92,062,689. 84,913,163. 46,229,159. -8,539,48 Subsidiary fittings, 72,782,944. -8,539,959.10 Appliances e 68 56 47 9.82 providing 00 (Gaoming) relevant Co., Ltd. installation and consulting services R&D, production and sales of Foshan lamps, Taimei household Manufactur 76,260,752. 20,940,309. 86,036,195. 7,145,682 Times Subsidiary appliances 5,359,257.37 e 500,000.00 97 67 59 .06 Lamps Co., and fittings, Ltd. and other electric lighting products R&D and Foshan sale of Electrical electric and Manufactur appliance, 54,400,322. 52,652,784. 1,407,011.0 -469,839. Subsidiary 50,000,000. -469,839.80 Lighting e lighting and 14 84 3 80 00 Engineering electromech Co., Ltd. anical products; 15 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. design, constructio n and maintenanc e of lighting and electromech anical projects; design, constructio n and technical service of intelligent constructio n projects; investment, design, consulting service, constructio n, service, contractual energy managemen t, technical service and assessment of energy saving projects; and internationa l trade Production Nanjing of Fozhao energy-savi Lighting ng lighting Manufactur 84,052,669. 69,235,411. 33,063,138. -171,871. Component Subsidiary products, 41,683,200. -96,305.24 e 34 81 23 74 s lamps and 00 Manufacturi lighting ng Co., Ltd. equipments; lighting 16 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. projects; energy-savi ng technology developmen t and production of relevant fittings; sale of self-produc ed products Production and sale of equipments and products of electric light source; and sale of FSL components (Xinxiang) Manufactur 52,501,922. 33,919,784. 12,827,692. 793,674.4 Subsidiary of electric 35,418,439. 793,471.71 Lighting e 64 53 51 4 light 76 Co., Ltd. source, related materials, electrical materials, automobile components , lamps and fittings Financing lease, lease, lease Guangdong consulting Fozhao and 213,238,28 212,911,32 3,152,441 Financing Subsidiary Finance guaranty, 200,000,00 0.00 2,364,331.10 6.86 7.52 .47 Lease Co., financing 0.00 Ltd. lease service for new-energy automobiles 17 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. & main components , energy-savi ng lighting products & projects R&D and production of electric light source products, equipment, fittings, electrical materials, automobile components , home appliances, socket FSL outlets, Lighting Manufactur power 60,693,773. 22,389,267. 88,831,728. 6,828,519 Equipment Subsidiary 15,000,000. 4,962,733.09 e switches, 74 70 31 .78 Co., Ltd. 00 fire-protecti on products, ventilation equipment, LED products, etc.; domestic trade, import and export of technology and goods Licensed Suzhou operations: Mont Manufactur 52,622,167. 33,592,631. 7,792,353.6 -1,568,27 Subsidiary naught. 23,634,900. -1,568,271.61 Lighting e 02 69 1 1.61 General 00 Co., Ltd. operations: 18 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. developmen t, production and sale of semi-condu ctor lighting utensils, drive circuit and control system software and hardware systems; (produced only by branches) design and installation of lighting engineering ; import & export of semi-condu ctor lighting components and utensils, drive circuit and control system software and hardware systems 4. Significant projects invested with non-raised funds √ Applicable □ Inapplicable Unit: RMB Ten Thousand Cumulative actual Project name Total investment Input for this period input as at the Project progress Project earnings period-end Suzhou Mont 2,436 2,436 2,436 100.00% -156.83 19 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Lighting Co., Ltd. Total 2,436 2,436 2,436 -- -- Date when the relevant interim announcement (if any) was disclosed on 24 May 2014 the designated website Designated website where the relevant interim announcement (if any) was www.cninfo.com.cn disclosed VI. Predict the operating results of Jan.-Sept. 2014 Warning of possible loss or considerable YoY change of the accumulated net profit made during the period-begin to the end of the next reporting period according to prediction, as well as explanations on the reasons: □Applicable √Inapplicable VII. Explanation of the Board of Directors and the Supervisory Committee on the “Non-standard Audit Report” issued by the CPAs firm for the reporting period □Applicable √Inapplicable VIII. Explanation of the Board of Directors on the issues mentioned in the “Non-standard Audit Report” issued by the CPAs firm for last year □Applicable √Inapplicable IX. Implementation of profit allocation during the reporting period Profit allocation plan implemented during the reporting period, especially execution and adjustment of the cash dividend plan and the plan for turning capital reserve into share capital: √ Applicable □ Inapplicable On 28 May 2014, the “Preplan for Profit Allocation for 2013” was reviewed and approved at the 2013 Annual Shareholders’ General Meeting held by the Company. As the profit allocation plan for 2013, the Company, based on the total 978,563,745 shares as at the end of 2013, distributed a cash dividend of RMB 1.60 (tax included; dividends for B-share holders paid in HKD) for every 10 shares held by its shareholders of A share and B share. On 12 Jun. 2014, the Company disclosed the “Announcement of the Implementation of Profit Allocation for 2013” and determined that A shares’ date of record was on 19 Jun. 2014, ex-dividend date on 20 Jun. 2014, the last trading date of B shares on 19 Jun. 2014 and the ex-dividend date on 20 Jun. 2014. B shares’ date of record 20 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. was on 24 Jun. 2014. At the end of the reporting period, the implementation of profit allocation plan for 2013 was completed. Special statement about the cash dividend policy In compliance with the Company’s Articles of Association and the resolution of the general Yes meeting Specific and clear dividend standard and ratio Yes Complete decision-making procedure and Yes mechanism Independent directors fulfilled their Yes responsibilities and played their due role. Minority shareholders have the chance to fully express their opinion and desire and their legal Yes rights and interests were fully protected. In adjustment or alteration of the cash dividend policy, the conditions and procedure were in Yes compliance with regulations and transparent. X. Pre-plan for profit allocation and turning capital reserve into share capital for the reporting period □ Applicable √ Inapplicable The Company planed not to distribute cash dividends or bonus shares or turn capital reserve into share capital for the reporting period. XI. Particulars about researches, visits and interviews received in this reporting period √ Applicable □ Inapplicable Main discussion and Time Place Way of reception Visitor type Visitor materials provided by the Company GF Securities, China Southern Asset Management, CITIC Securities, GF Fund Management, Lion Production and operation of 3 Jan. 2014 The Company Field research Institution Fund Management, the Company Beijing Longrising Asset Management, Tianhong Asset Management, PingAn Securities 21 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Production and operation of 6 Jan. 2014 The Company Field research Institution China AMC the Company Nomura International (Hong Kong), CIC International (Hong Kong), Value Partners, Manulife Asset Management, Production and operation of 18 Feb. 2014 The Company Field research Institution BlackRock, Allianz the Company Global Investors, DIAM Asset Management (Hong Kong), BOCI-Prudential, TPG-AXON Capital Morgan Stanley (Taiwan), Keywise Production and operation of 12 Mar. 2014 The Company Field research Institution Capital (Hong the Company Kong), Allianz Global Investors Great Wall Fund Management, Invesco Great Wall, SWS MU Fund Management, China Merchants Fund, Hong Kong BOCI-Prudential, China AMC, CITICPE, GF Fund Management, Production and operation of 6 May 2014 The Company Field research Institution BOCOM the Company Schroders, Penghua Fund, CITIC Securities, Foresea Life Insurance, Baoying Fund Management, Qianhe Capital, Golden Eagle, Chang Xin Asset Management, 22 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Fortune SG Fund Management, Galaxy AMC, E Fund Management, Lion Fund Management, Orient Securities Asset Management, Hua An Fund Management, Huashang Fund Management, CCB Principal Asset Management 23 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section V. Significant Events I. Corporate governance In the reporting period, in strict accordance with the Company Law, the Securities Law, the Code of Corporate Governance of Listed Companies, the Stock Listing Rules of Shenzhen Stock Exchange and other laws, regulations and rules, the Company kept improving the corporate governance structure, optimizing the internal management and standardizing operation. The Company has formulated an organizational management system including the Shareholders’ General Meeting, the Board of Directors, the Supervisory Committee and the management team, which are functioning smoothly. The Company has also formulated its Articles of Association, the Rules of Procedure for the Shareholders’ General Meeting, the Board of Directors and the Supervisory Committee, the rules of procedure for the special committees under the Board of Directors, the Working Rules for GM and some other rules, as well as internal control rules governing almost all respects in operation and management such as financial management, investment management, information disclosure, related-party transactions, provision of guarantees for external parties, etc., which are all effectively executed. In the reporting period, the actual situation of the Company’s governance did not differ from the Company Law and the relevant CSRC requirements. II. Significant lawsuits or arbitrations √ Applicable □ Inapplicable Amount involved in the Forming the Trial result and Enforcement on Basic information Progress of lawsuit estimated influence of the the judgment of Disclosure Disclosure of the lawsuit the lawsuit (arbitration) liabilities or lawsuit the lawsuit date index (arbitration) (arbitration) (RMB Ten not? (arbitration) (arbitration) thousand) In Mar. 2013, On 9 Jul. Announceme The lawsuits are CSRC Guangdong 2014, nt title: currently in trial administered an Guangzhou Announceme with no judgment. administrative Intermediat nt on Lawsuit RMB 73.4283 Therefore, the punishment on the e People’s Matters; million and No influence of these Inapplicable 18 Sep. 2013 illegal information Court Announceme HKD 82,000 lawsuits on the disclosure of the opened a nt No.: Company is Company. 515 court 2013-039; unable to be plaintiffs session for Website of known for now. separately sued the the 515 disclosure: 24 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Company to cases, but http://www.c Guangzhou no verdict ninfo.com.cn Intermediate has come People’s Court for out yet. false securities statement, demanding civil compensations from the Company for its illegal information disclosure. In Mar. 2013, CSRC Guangdong administered an administrative punishment on the On 25 Aug illegal information 2014, Announceme disclosure of the Guangzhou nt title: The lawsuits are Company. 672 Intermediat Announceme currently in trial plaintiffs e People’s nt on Lawsuit with no judgment. separately sued the Court Matters; Therefore, the Company to RMB 87.0947 opened a Announceme No influence of these Inapplicable 8 Jan. 2014 Guangzhou million court nt No.: lawsuits on the Intermediate session for 2014-003; Company is People’s Court for the group of Website of unable to be false securities cases, but disclosure: known for now. statement, no verdict http://www.c demanding civil has come ninfo.com.cn compensations out yet. from the Company for its illegal information disclosure. In Mar. 2013, Currently these Announceme CSRC Guangdong cases haven’t nt title: administered an Currently entered Announceme administrative these cases substantive nt on Lawsuit RMB 22.5254 punishment on the haven’t hearing. Matters; million and No Inapplicable 15 Mar. 2014 illegal information entered Therefore, the Announceme HKD 546,600 disclosure of the substantive influence of these nt No.: Company. 116 hearing. lawsuits on the 2014-011; plaintiffs Company is Website of separately sued the unable to be disclosure: 25 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Company to known for now. http://www.c Guangzhou ninfo.com.cn Intermediate People’s Court for false securities statement, demanding civil compensations from the Company for its illegal information disclosure. III. Media query □Applicable √Inapplicable The Company was not involved in any media query in the reporting period. IV. Bankruptcy and reorganization □ Applicable √ Inapplicable Bankruptcy and reorganization did not occur to the Company in the reporting period. V. Asset transactions 1. Purchase of assets √ Applicable □ Inapplicable Relationsh ip between Ratio of the the net transaction Influence Influence profit party and Transactio Asset Transactio Related-pa on the on the contribute the Disclosure n party or acquired n price Progress rty Disclosure Company’ Company’ d by the Company date (note ultimate or bought (RMB Ten (note 2) transaction index s operation s gain/loss asset to the (applicable 5) controller in thousand) or not (note 3) (note 4) Company for to the total related-par profit (%) ty transaction s) Zhang 34.09296 The The equity Inapplicabl 24 May Announce 1,235 Naught 0.00% No Yingchun % equity relevant acquisition e 2014 ment title: 26 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. interests of assets would not Announce Suzhou were all affect the ment on Mont transferred business Acquisitio Lighting in. continuity n of Some Co., Ltd. and Equity manageme Interests of nt stability and of the Increasing Company. the Investment in Suzhou Mont Lighting Co., Ltd.; Announce ment No.: 2014-023; Website of disclosure: http://www .cninfo.co m.cn 2. Sale of assets √ Applicable □ Inapplicable Relation Net Ratio of ship profit Whether the net between contribu or not Whether profit the ted by the or not Transact Influenc contribu transacti the the asset ownersh creditor’ ion e of the ted to Related- on party from the ip of the s right Transact price sale on the Pricing party and the and Disclos Asset Date of period-b asset liabilitie Disclos ion (RMB the Compan principl transacti Compan ure sold sale egin to involve s ure date party Ten Compan y by the e on or y involved index the date d has have thousan y (note asset not (applica of sale been been d) 3) sale to ble for fully (RMB fully transferr the total related- Ten transferr ed profit party thousan ed (%) transacti d) ons) 15.38% The sale With the Name of Inapplic 14 Jun. equity 0 of the 0.00% assessm No No No announc able 2014 interests equity ent ement: 27 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. of would result as Announ Guangz not the cement hou affect pricing on Pearl the base Transfer River business the Asset continui Equity Manage ty and of ment manage Guangz Co., ment hou Ltd. stability Pearl of the River Compan Asset y. Manage ment Co., Ltd.; Announ cement No.: 2014-02 8; Disclos ure website: www.cn info.co m.cn 3. Business combination □ Applicable √ Inapplicable No business combination occurred to the Company during the reporting period. VI. Implementation of equity incentive and its influence □ Applicable √ Inapplicable The Company did not make or carry out any equity incentive plan during the reporting period. VII. Significant related-party transactions 1. Related-party transactions concerning routine operation √ Applicable □ Inapplicable Related Relation Type of Contents Pricing Transacti Transacti Proportio Method Obtainable Disclosu Disclosur 28 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. transactio the of the principle on on n in the of market re date e index n party transactio transactio price(RM amount total settlement price for n n B Ten (RMB amounts the thousand) Ten of transaction thousand) transactio of the same ns of the kind (RMB same kind Ten (%) thousand) Purchasin g Legal products Prosperity person and Lamps & that held Purchase receiving Market Remittanc 25 Apr. www.cnin Compone over 5% of 177.53 177.53 0.19% 177.53 labor price e 2014 fo.com.cn nts shares of materials service Limited the from the Company related party Purchasin g A products company Prosperity and controlled Purchase Electrical receiving Market Remittanc 25 Apr. www.cnin by the of 1,428.74 1,428.74 1.49% 1,428.74 (China) labor price e 2014 fo.com.cn related materials Co., Ltd. service natural from the person related party Purchasin g A Hangzhou products company Times and controlled Purchase Lighting receiving Market Remittanc 25 Apr. www.cnin by the of 148.03 148.03 0.15% 148.03 and labor price e 2014 fo.com.cn related materials Electrical service natural Co., Ltd. from the person related party Hangzhou A Selling Times company products Lighting controlled and Sale of Market Remittanc 25 Apr. www.cnin 0.24 0.24 0.00% 0.24 and by the providing products price e 2014 fo.com.cn Electrical related labor Co., Ltd. natural service to 29 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. person the related party Selling Legal products Prosperity person and Lamps & that held providing Sale of Market Remittanc 25 Apr. www.cnin Compone over 5% labor 1,986.03 1,986.03 1.30% 1,986.03 products price e 2014 fo.com.cn nts shares of service to Limited the the Company related party Selling Prosperity A products (Hangzho company and u) controlled providing Sales of Market Remittanc 25 Apr. www.cnin Lighting by the labor 368.78 368.78 0.24% 368.78 products price e 2014 fo.com.cn and related service to Electrical natural the Co., Ltd. person related parties Selling A products company and Prosperity controlled providing Electrical Sales of Market Remittanc 25 Apr. www.cnin by the labor 24.54 24.54 0.02% 24.54 (China) products price e 2014 fo.com.cn related service to Co., Ltd. natural the person related parties An acting-in- Selling concert products party of a and OSRAM legal providing (China) Sales of Market Remittanc 25 Apr. www.cnin person labor 466.34 466.34 0.31% 466.34 Lighting products price e 2014 fo.com.cn that held service to Co., Ltd. over 5% the shares of related the parties Company Osram An Selling Sales of Market Remittanc 25 Apr. www.cnin Asia acting-in- products 1,816.03 1,816.03 1.19% 1,816.03 products price e 2014 fo.com.cn Pacific concert and 30 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Ltd. party of a providing legal labor person service to that held the over 5% related shares of parties the Company Total -- -- 6416.26 -- -- -- -- Details of large-amount refunds Naught On 28 May 2014, the Company convened the 2013 Annual Shareholders’ General Where the total amount of routine Meeting, at which the “Proposal on the Routine Related-party Transactions for 2014” related-party transactions to occur in the was reviewed and approved. It was estimated that the amount of routine transactions reporting period had been predicted by with related parties in 2014 would stand at RMB 185.35 million. In the reporting type, give the actual execution in the period, the actual amount of purchase from related parties was RMB 17.543 million reporting period (if any) and that of sale to related parties was RMB 46.6196 million. Explanation on significant difference between the transaction price and the Inapplicable market price (if any). 2. Related-party transactions arising from acquisition and sale of assets □ Applicable √ Inapplicable No related-party transaction arising from acquisition and sale of assets occurred to the Company during the reporting period. 3. Related-party transactions arising from joint investment in external parties □ Applicable √ Inapplicable No related-party transaction arising from joint investment in external parties occurred to the Company during the reporting period. 4. Credits and liabilities with related parties □ Applicable √ Inapplicable No credit or liability occurred to the Company and related parties during the reporting period. 5. Other significant related-party transactions □ Applicable √ Inapplicable No other significant related-party transactions occurred to the Company during the reporting period. 31 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. VIII. Occupation of the Company’s funds for non-operating purposes by the controlling shareholder and its related parties □ Applicable √ Inapplicable The controlling shareholder or its related parties did not occupy the Company’s funds for non-operating purposes during the reporting period. IX. Significant contracts and fulfillment thereof 1. Trusteeship, contracting and leasing (1) Trusteeship □ Applicable √ Inapplicable The Company did not make any entrustment in the reporting period. (2) Contracting □ Applicable √ Inapplicable No contracting occurred to the Company in the reporting period. (3) Leasing √ Applicable □ Inapplicable Particulars about the leasing: The Company and Shanghai Jiabao Industry & Commerce (Group) Co., Ltd. (hereinafter referred to as “Shanghai Jiabao) signed, where Shanghai Jiabao agreed to license the Company to exclusively use its trademarks “Hu Zi” (registration No.: 100940), “Lian He” (registration No.: 100950) and “Lian He” (registration No.: 3603597) from 1 Jan. 2014 to 31 Dec. 2016; and the Company shall pay to Shanghai Jiabao 1% of the net sales of products produced by the Company and carrying the licensed trademarks as the license fee, but it shall not be less than RMB 1 million per year (for details, see the “Announcement No. 2014-002 on Signing ” disclosed on http://www.cninfo.com.cn dated 9 Jan. 2014). Any leasing event incurring gain/loss reaching more than 10% of the total profits of the Company in the reporting period □ Applicable √ Inapplicable No leasing event incurred gain/loss reaching more than 10% of the total profits of the Company in the reporting period. 2. Guarantees provided by the company □ Applicable √ Inapplicable The Company did not provide any guarantee in the reporting period. 32 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (1) Illegal provision of guarantees for external parties □ Applicable √ Inapplicable The Company did not illegally provide any guarantee for any external party in the reporting period. 3. Other significant contracts □ Applicable √ Inapplicable There was no other significant contract of the Company in the reporting period. 4. Other significant transactions □ Applicable √ Inapplicable There was no other significant transaction of the Company in the reporting period. X. Commitments made by the Company or any shareholder holding over 5% of the Company’s shares in the reporting period or such commitments carried down into the reporting period □ Applicable √ Inapplicable No such commitments in the reporting period. XI. Engagement and disengagement of the CPAs firm Has the semi-annual financial report been audited? □ Yes √ No XII. Punishments and rectifications □ Applicable √ Inapplicable No punishments or rectifications in the reporting period. XIII. Delisting risk due to violation of any law or regulation □ Applicable √ Inapplicable No such risk in the reporting period. XIV. Other significant events □ Applicable √ Inapplicable No other significant event in the reporting period that needs to be explained. 33 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section VI. Change in Shares & Shareholders I. Change in shares Unit: Share Before the change Increase/decrease (+, -) After the change Capitalizat Percentag New Bonus ion of Percentag Number Other Subtotal Number e shares shares capital e reserve 135,203,3 135,208,4 13.82% 5,025 5,025 13.82% I. Restricted shares 81 06 3. Shares held by other 3,387,696 0.35% 5,025 5,025 3,392,721 0.35% domestic investors Among which: shares held 3,057,918 0.31% 3,057,918 0.31% by domestic corporations Shares held by domestic 329,778 0.03% 5,025 5,025 334,803 0.03% natural persons 4. Shares held by foreign 131,815,6 131,815,6 13.47% 13.47% investors 85 85 Among which: Shares held 131,815,6 131,815,6 13.47% 13.47% by foreign corporations 85 85 843,360,3 843,355,3 86.18% -5,025 -5,025 86.18% II. Non-restricted shares 64 39 618,139,3 618,134,3 63.17% -5,025 -5,025 63.17% 1. RMB ordinary shares 27 02 2. Domestically listed 225,221,0 225,221,0 23.02% 23.02% foreign shares 37 37 978,563,7 978,563,7 III. Total shares 100.00% 100.00% 45 45 Reason for the change in shares: √ Applicable □ Inapplicable In the reporting period, Chen Yu was hired as a vice GM of the Company, 75% of whose 6,700 shares in the Company were thus locked up according to regulations. As such, the restricted shares increased by 5,025 shares. Approval of share changes □ Applicable √ Inapplicable Transfer of share ownership □ Applicable √ Inapplicable 34 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Effects of changes in shares on the basic EPS, diluted EPS, net assets per share attributable to common shareholders of the Company and other financial indexes over the last year and the last reporting period □ Applicable √ Inapplicable Other contents that the Company considers necessary or is required by the securities regulatory authorities to disclose □ Applicable √ Inapplicable Change of the total shares, shareholder structure, asset structure and liability structure □ Applicable √ Inapplicable II. Total number of shareholders and their shareholdings Unit: share Total number of preferred share Total number of common holders who had resumed their shareholders at the end of the 120,845 voting right at the end of the 0 reporting period reporting period (if any) (see note 8) Shareholdings of shareholders holding more than 5% shares or top 10 shareholders Increase Pledged or frozen shares /decreas Number Number of Number e of of shares held at of Name of Nature of Shareholding shares non-rest the end of the restricte Number of shareholder shareholder percentage (%) during ricted Status of shares reporting d shares shares the shares period held reportin held g period OSRAM Holding 131,815 Company Foreign corporation 13.47% 131,815,685 0 0 ,685 Limited Prosperity Lamps 102,751 & Components Foreign corporation 10.50% 102,751,648 0 0 ,648 Limited China Construction Domestic Bank-Fortune 16,159, non-state-owned 1.65% 16,159,651 0 SGAM Industrial 651 corporation Selected Stock Fund Essence International 13,809, Foreign corporation 1.41% 13,809,268 711191 0 Securities (Hong 268 Kong) Co., Ltd. 35 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. East Asia Securities 9,527,0 Foreign corporation 0.97% 9,527,080 0 0 Company 80 Limited Bank of China-Invesco Domestic 9,328,3 Great Wall non-state-owned 0.95% 9,328,356 0 56 Dingyi Stock corporation Open-ended Fund China Construction Domestic Bank-China 8,568,6 non-state-owned 0.88% 8,568,664 0 Advantage 64 corporation Growth Stock Fund 8,324,1 Zhuang Jianyi Foreign individual 0.85% 8,324,132 0 0 32 Merrill Lynch 8,240,1 Foreign corporation 0.84% 8,240,154 0 International 54 DBS Vickers(Hong -478982 7,881,9 Foreign corporation 0.81% 7,881,913 0 Kong) Ltd A/C 8 13 Clients Strategic investor or general corporation becoming a top ten Naught shareholder due to placing of new shares (if any) (see Note 3) Among the top ten shareholders of the Company, Prosperity Lamps & Components Explanation on associated relationship Limited and Zhuang Jianyi were related parties and acting-in-concert parties. Apart from or/and persons acting in concert among that, it’s unknown whether there was any associated relationship among other shareholders the above-mentioned shareholders of the top ten shareholders, or whether there is any action-in-concert among them regarding to Administrative Measures on Acquisition of Listed Companies. Shareholdings of the top ten shareholders holding non-restricted shares Number of non-restricted shares held at the Type of shares Name of shareholder period-end Type Number Prosperity Lamps & Components RMB ordinary 102,751,648 102,751,648 Limited share China Construction Bank-Fortune RMB ordinary 16,159,651 16,159,651 SGAM Industrial Selected Stock Fund share Domestically Essence International Securities (Hong 13,809,268 listed foreign 13,809,268 Kong) Co., Ltd. share Domestically East Asia Securities Company Limited 9,527,080 9,527,080 listed foreign 36 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. share Bank of China-Invesco Great Wall RMB ordinary 9,328,356 9,328,356 Dingyi Stock Open-ended Fund share China Construction Bank-China RMB ordinary 8,568,664 8,568,664 Advantage Growth Stock Fund share Domestically Zhuang Jianyi 8,324,132 listed foreign 8,324,132 share Domestically Merrill Lynch International 8,240,154 listed foreign 8,240,154 share Domestically DBS Vickers(Hong Kong) Ltd A/C 7,881,913 listed foreign 7,881,913 Clients share Bank of Communications-Fortis RMB ordinary Haitong Selected Securities Investment 7,254,510 7,254,510 share Fund Explanation on associated relationship Among the top ten shareholders of the Company, Prosperity Lamps & Components or/and persons acting in concert among Limited and Zhuang Jianyi were related parties and acting-in-concert parties. Apart from the top ten tradable shareholders and that, it’s unknown whether there was any associated relationship among other shareholders between the top ten tradable of the top ten shareholders, or whether there is any action-in-concert among them shareholders and the top ten regarding to Administrative Measures on Acquisition of Listed Companies. shareholders Explanation on the top 10 shareholders participating in the margin trading Naught business (if any) (see Note 4) Did any shareholder of the Company carry out an agreed buy-back in the reporting period? □ Yes √ No No shareholder of the Company carried out any agreed buy-back in the reporting period. III. Change of the controlling shareholder or the actual controller Change of the controlling shareholder in the reporting period □ Applicable √ Inapplicable The controlling shareholder of the Company did not change in the reporting period. Change of the actual controller in the reporting period □ Applicable √ Inapplicable The actual controller of the Company did not change in the reporting period. 37 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. IV. Any shareholding increase plan proposed or implemented by any shareholder or its act-in-concert party during the reporting period □ Applicable √ Inapplicable To the best knowledge of the Company, no shareholder or its act-in-concert party proposed or implemented any shareholding increase plan during the reporting period. 38 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section VII. Preferred Shares Inapplicable 39 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section VIII. Directors, Supervisors & Senior Management Staff I. Change of shareholdings of directors, supervisors and senior management staff □ Applicable √ Inapplicable There was no change in the shareholdings of directors, supervisors and senior management staff in the reporting period. For details, please refer to the 2013 Annual Report. II. Change of directors, supervisors and senior management staff √ Applicable □ Inapplicable Name Position Type Date Reason Hired by the Board of Directors as a vice Chen Yu Vice GM Hired 13 May 2014 GM 40 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section IX. Financial Report I. Audit report Has this semi-annual report been audited? □ Yes √ No The semi-annual financial report has not been audited. II. Financial statements Currency unit for the statements in the notes to these financial statements: RMB Yuan 1. Consolidated balance sheet Prepared by Foshan Electrical and Lighting Co., Ltd. Unit: RMB Yuan Item Closing balance Opening balance Current Assets: Monetary funds 861,415,714.44 897,675,824.22 Settlement reserves Intra-group lendings Transactional financial assets 998,152.00 3,903,197.90 Notes receivable 231,892,346.49 154,142,432.66 Accounts receivable 522,173,015.03 390,216,735.62 Accounts paid in advance 74,912,388.57 24,054,319.34 Premiums receivable Reinsurance premiums receivable Receivable reinsurance contract reserves Interest receivable 1,306,965.54 1,304,200.33 Dividends receivable Other accounts receivable 19,478,412.05 24,145,083.88 Financial assets purchased under agreement to resell Inventories 584,168,210.52 516,804,156.44 Non-current assets due within 1 year Other current assets 9,008,826.87 9,408,829.51 Total current assets 2,305,354,031.51 2,021,654,779.90 Non-current assets: Entrustment loans and advances granted Available-for-sale financial assets 59,808,790.72 62,634,402.88 41 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Held-to-maturity investments Long-term accounts receivable Long-term equity investments 483,662,974.53 492,153,947.39 Investing properties 0.00 0.00 Fixed assets 451,568,075.10 472,740,489.84 Construction in progress 94,422,223.49 75,044,472.56 Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 191,140,283.87 173,234,598.73 R&D expense Goodwill 6,603,743.83 Long-term deferred expenses Deferred income tax assets 29,056,163.52 28,924,666.74 Other non-current assets 51,429,822.41 47,394,194.81 Total non-current assets 1,367,692,077.47 1,352,126,772.95 Total assets 3,673,046,108.98 3,373,781,552.85 Current liabilities: Short-term borrowings Borrowings from the Central Bank Customer bank deposits and due to banks and other financial institutions Intra-group borrowings Transactional financial liabilities Notes payable Accounts payable 506,823,920.43 270,968,881.44 Accounts received in advance 57,304,411.41 45,620,298.34 Financial assets sold for repurchase Handling charges and commissions payable Payroll payable 54,711,416.32 60,636,740.85 Taxes and fares payable 44,456,205.21 19,571,121.78 Interest payable Dividends payable Other accounts payable 25,343,778.09 35,613,570.14 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 42 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Other current liabilities Total current liabilities 688,639,731.46 432,410,612.55 Non-current liabilities: Long-term borrowings Bonds payable Long-term payables Specific payables Projected liabilities Deferred income tax liabilities 4,470,340.29 4,891,338.97 Other non-current liabilities 10,982,550.93 11,092,550.73 Total non-current liabilities 15,452,891.22 15,983,889.70 Total liabilities 704,092,622.68 448,394,502.25 Owners’ equity (or shareholders’ equity) Paid-up capital (or share capital) 978,563,745.00 978,563,745.00 Capital reserves 615,192,336.87 617,594,107.21 Less: Treasury stock Specific reserves 0.00 Surplus reserves 622,494,531.96 622,494,531.96 Provisions for general risks Retained profits 704,318,477.82 671,929,537.57 Foreign exchange difference Total equity attributable to owners of the 2,920,569,091.65 2,890,581,921.74 Company Minority interests 48,384,394.65 34,805,128.86 Total owners’ (or shareholders’) equity 2,968,953,486.30 2,925,387,050.60 Total liabilities and owners’ (or 3,673,046,108.98 3,373,781,552.85 shareholders’) equity Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun 2. Balance sheet of the Company Prepared by Foshan Electrical and Lighting Co., Ltd. Unit: RMB Yuan Item Closing balance Opening balance Current Assets: Monetary funds 552,886,955.79 581,390,386.39 Transactional financial assets 998,152.00 3,903,197.90 Notes receivable 227,817,682.74 153,942,432.66 Accounts receivable 535,077,480.13 428,330,282.09 Accounts paid in advance 61,726,024.05 29,435,327.20 Interest receivable Dividends receivable 43 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Other accounts receivable 78,223,792.61 71,612,354.13 Inventories 533,544,216.28 472,321,376.79 Non-current assets due within 1 year Other current assets 3,294,297.36 3,790,803.20 Total current assets 1,993,568,600.96 1,744,726,160.36 Non-current assets: Available-for-sale financial assets 59,808,790.72 62,634,402.88 Held-to-maturity investments Long-term accounts receivable Long-term equity investments 925,612,914.29 909,743,887.15 Investing properties Fixed assets 351,599,247.91 370,702,024.40 Construction in progress 92,506,898.67 74,051,205.53 Engineering materials 0.00 Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 127,533,077.27 129,859,177.45 R&D expenses Goodwill Long-term deferred expenses Deferred income tax assets 26,338,798.56 26,102,706.56 Other non-current assets 48,051,050.35 47,394,194.81 Total non-current assets 1,631,450,777.77 1,620,487,598.78 Total assets 3,625,019,378.73 3,365,213,759.14 Current liabilities: Short-term borrowings Transactional financial liabilities Notes payable Accounts payable 509,639,490.17 321,372,591.12 Accounts received in advance 55,059,878.54 45,547,349.36 Payroll payable 53,719,125.55 60,356,477.70 Taxes and fares payable 35,892,224.15 13,335,938.26 Interest payable Dividends payable Other accounts payable 80,049,313.90 60,963,050.92 Non-current liabilities due within 1 year Other current liabilities Total current liabilities 734,360,032.31 501,575,407.36 Non-current liabilities: Long-term borrowings Bonds payable 44 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Long-term payables Specific payables Projected liabilities 0.00 Deferred income tax liabilities 4,470,340.29 4,891,338.97 Other non-current liabilities 10,130,050.79 10,162,550.77 Total non-current liabilities 14,600,391.08 15,053,889.74 Total liabilities 748,960,423.39 516,629,297.10 Owners’ equity (or shareholders’ equity) Paid-up capital (or share capital) 978,563,745.00 978,563,745.00 Capital reserves 612,287,406.19 614,689,176.53 Less: Treasury stock Specific reserves 0.00 Surplus reserves 622,494,531.96 622,494,531.96 Provisions for general risks Retained profits 662,713,272.19 632,837,008.55 Foreign exchange difference Total owners’ (or shareholders’) equity 2,876,058,955.34 2,848,584,462.04 Total liabilities and owners’ (or 3,625,019,378.73 3,365,213,759.14 shareholders’) equity Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun 3. Consolidated income statement Prepared by Foshan Electrical and Lighting Co., Ltd. Unit: RMB Yuan Item Reporting period Same period of last year I. Operating revenues 1,543,058,758.03 1,208,260,446.06 Including: Sales income 1,543,058,758.03 1,208,260,446.06 Interest income Premium income Handling charge and commission income II. Operating costs 1,336,550,333.42 1,075,626,585.36 Including: Cost of sales 1,156,217,280.15 925,675,209.12 Interest expenses Handling charge and commission expenses Surrenders Net claims paid Net amount withdrawn for the insurance contract reserve 45 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Expenditure on policy dividends Reinsurance expenses Business tax and surtaxes 15,129,954.30 13,697,631.32 Selling expenses 62,967,912.93 44,431,240.08 Administrative expenses 104,495,339.45 77,932,401.53 Financial expenses -5,733,347.63 -3,963,817.89 Asset impairment loss 3,473,194.22 17,853,921.20 Add: Gain/(loss) from change in fair 1,115,756.46 -69,701.45 value (“-” for loss) Gain/(loss) from investment (“-” 18,115,405.78 -945,061.26 for loss) Including: share of profits in associates -2,310,773.80 -301,861.76 and joint ventures Foreign exchange gains (“-” for loss) III. Operating profits (“-” for loss) 225,739,586.85 131,619,097.99 Add: non-operating income 3,294,367.06 71,680,160.17 Less: non-operating expense 115,455.48 10,700,438.83 Including: loss from non-current asset 109,843.02 908,276.06 disposal IV. Total profits (“-” for loss) 228,918,498.43 192,598,819.33 Less: Income tax expense 41,689,863.95 39,614,342.25 V. Net profit (“-” for loss) 187,228,634.48 152,984,477.08 Including: Net profit achieved by combined parties before the combinations Attributable to owners of the 188,959,139.45 153,047,291.37 Company Minority shareholders’ income -1,730,504.97 -62,814.29 VI. Earnings per share -- -- (I) Basic earnings per share 0.1931 0.1564 (II) Diluted earnings per share 0.1931 0.1564 Ⅶ. Other comprehensive incomes -2,401,770.34 -3,802,803.04 Ⅷ. Total comprehensive incomes 184,826,864.14 149,181,674.04 Attributable to owners of the 186,557,369.11 149,244,488.33 Company Attributable to minority -1,730,504.97 -62,814.29 shareholders Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun 46 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 4. Income statement of the Company Prepared by Foshan Electrical and Lighting Co., Ltd. Unit: RMB Yuan Item Reporting period Same period of last year I. Sales income 1,570,233,178.58 1,223,393,705.32 Less: cost of sales 1,211,678,092.30 960,725,666.05 Business tax and surtaxes 11,194,128.07 11,627,281.00 Selling expenses 60,991,976.26 43,727,705.08 Administrative expenses 89,859,368.24 73,053,854.25 Financial costs -1,916,558.81 -621,497.90 Asset impairment loss 2,949,407.02 16,165,237.79 Add: gain/(loss) from change in 1,115,756.46 -69,701.45 fair value (“-” for loss) Gain/(loss) from investment 23,003,450.66 -2,324,333.77 (“-” for loss) Including: income form investment on associates and joint -2,310,773.80 -301,861.76 ventures II. Operating profits (“-” for loss) 219,595,972.62 116,321,423.83 Add: non-operating income 3,124,825.27 71,489,414.54 Less: non-operating expense 66,956.52 9,340,695.22 Including: loss from 61,753.86 908,276.06 non-current asset disposal III. Total profits (“-” for loss) 222,653,841.37 178,470,143.15 Less: income tax expense 36,207,378.53 34,154,458.36 IV. Net profit (“-” for loss) 186,446,462.84 144,315,684.79 V. Earnings per share -- -- (I) Basic earnings per share (II) Diluted earnings per share VI. Other comprehensive income -2,401,770.34 -3,802,803.04 VII. Total comprehensive income 184,044,692.50 140,512,881.75 Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun 5. Consolidated cash flow statement Prepared by Foshan Electrical and Lighting Co., Ltd. Unit: RMB Yuan Item Reporting period Same period of last year I. Cash flows from operating activities: Cash received from sale of 1,333,941,842.20 1,172,739,056.38 commodities and rendering of service 47 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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 34,520,178.28 4,267,457.30 Other cash received relating to 14,364,024.05 31,153,008.64 operating activities Subtotal of cash inflows from operating 1,382,826,044.53 1,208,159,522.32 activities Cash paid for goods and services 802,239,813.12 736,896,903.91 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 264,418,513.80 207,027,929.97 Various taxes paid 105,888,683.00 145,930,301.44 Other cash payment relating to 71,837,267.84 106,592,134.39 operating activities Subtotal of cash outflows from 1,244,384,277.76 1,196,447,269.71 operating activities Net cash flows from operating activities 138,441,766.77 11,712,252.61 48 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. II. Cash flows from investing activities: Cash received from withdrawal of 45,630,194.24 41,710,000.00 investments Cash received from return on 22,174,444.40 1,365,712.54 investments Net cash received from disposal of fixed assets, intangible assets and other 24,189,200.00 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 67,804,638.64 67,264,912.54 investing activities Cash paid to acquire fixed assets, intangible assets and other long-term 38,813,026.30 41,936,669.95 assets Cash paid for investment 38,823,057.64 Net increase of pledged loans Net cash paid to acquire subsidiaries 11,512,886.32 and other business units Other cash payments relating to investing activities Subtotal of cash outflows from 89,148,970.26 41,936,669.95 investing activities Net cash flows from investing activities -21,344,331.62 25,328,242.59 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 2,452.04 financing activities Subtotal of cash inflows from financing 2,452.04 0.00 activities Repayment of borrowings Cash paid for interest expenses and 149,551,837.14 284,036,742.40 distribution of dividends or profit 49 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Including: dividends or profit paid by subsidiaries to minority shareholders Other cash payments relating to 2,034,300.00 financing activities Sub-total of cash outflows from 151,586,137.14 284,036,742.40 financing activities Net cash flows from financing activities -151,583,685.10 -284,036,742.40 IV. Effect of foreign exchange rate -1,773,859.83 -2,050,576.88 changes on cash and cash equivalents V. Net increase in cash and cash -36,260,109.78 -249,046,824.08 equivalents Add: Opening balance of cash and 897,675,824.22 985,450,890.74 cash equivalents VI. Closing balance of cash and cash 861,415,714.44 736,404,066.66 equivalents Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun 6. Cash flow statement of the Company Prepared by Foshan Electrical and Lighting Co., Ltd. Unit: RMB Yuan Item Reporting period Same period of last year I. Cash flows from operating activities: Cash received from sale of 1,312,983,459.34 1,158,623,534.80 commodities and rendering of service Tax refunds received 34,520,178.28 4,267,457.30 Other cash received relating to 12,846,878.11 27,298,534.13 operating activities Subtotal of cash inflows from operating 1,360,350,515.73 1,190,189,526.23 activities Cash paid for goods and services 970,871,859.20 796,901,956.65 Cash paid to and for employees 112,196,258.40 169,614,592.87 Various taxes paid 66,645,790.86 123,599,675.65 Other cash payment relating to 66,072,257.30 104,395,965.90 operating activities Subtotal of cash outflows from 1,215,786,165.76 1,194,512,191.07 operating activities Net cash flows from operating activities 144,564,349.97 -4,322,664.84 II. Cash flows from investing activities: Cash received from retraction of 45,630,194.24 50,330,727.49 investments Cash received from return on 27,062,489.28 1,365,712.54 investments 50 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Net cash received from disposal of fixed assets, intangible assets and other 24,189,200.00 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 72,692,683.52 75,885,640.03 investing activities Cash paid to acquire fixed assets, intangible assets and other long-term 33,138,309.48 40,082,349.91 assets Cash paid for investment 63,183,057.64 15,000,000.00 Net cash paid to acquire subsidiaries and other business units Other cash payments relating to investing activities Subtotal of cash outflows from 96,321,367.12 55,082,349.91 investing activities Net cash flows from investing activities -23,628,683.60 20,803,290.12 III. Cash flows from financing activities: Cash received from capital contributions Cash received from borrowings Cash received from issuance of bonds Other cash received relating to financing activities Subtotal of cash inflows from financing activities Repayment of borrowings Cash paid for interest expenses and 147,665,237.14 284,036,742.40 distribution of dividends or profit Other cash payments relating to financing activities Sub-total of cash outflows from 147,665,237.14 284,036,742.40 financing activities Net cash flows from financing activities -147,665,237.14 -284,036,742.40 IV. Effect of foreign exchange rate -1,773,859.83 -2,050,576.88 changes on cash and cash equivalents V. Net increase in cash and cash -28,503,430.60 -269,606,694.00 equivalents 51 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Add: Opening balance of cash and 581,390,386.39 699,511,754.78 cash equivalents VI. Closing balance of cash and cash 552,886,955.79 429,905,060.78 equivalents Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun 7. Consolidated Statement of Changes in Owners’ Equity Prepared by Foshan Electrical and Lighting Co., Ltd. Reporting period Unit: RMB Yuan Reporting period Equity attributable to owners of the Company Paid-up Total Item capital Less: General Minority Capital Specific Surplus Retaine owners’ (or treasury risk Others interests reserve reserve reserve d profit equity share stock reserve capital) I. Balance at the end of the 978,563 617,594, 622,494 671,929, 34,805,12 2,925,387, previous year ,745.00 107.21 ,531.96 537.57 8.86 050.60 Add: change of accounting policy Correction of errors in previous periods Other II. Balance at the beginning of 978,563 617,594, 622,494 671,929, 34,805,12 2,925,387, the year ,745.00 107.21 ,531.96 537.57 8.86 050.60 III. Increase/ decrease in the -2,401,7 32,388,9 13,579,26 43,566,435 period (“-” means decrease) 70.34 40.25 5.79 .70 188,959, -1,730,50 187,228,63 (I) Net profit 139.45 4.97 4.48 (II) Other comprehensive -2,401,7 -2,401,770. incomes 70.34 34 -2,401,7 188,959, -1,730,50 184,826,86 Subtotal of (I) and (II) 70.34 139.45 4.97 4.14 (III) Capital paid in and 17,404,64 17,404,647 reduced by owners 7.14 .14 1. Capital paid in by owners 2. Amounts of share-based payments recognized in owners’ equity 3. Others 17,404,64 17,404,647 52 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 7.14 .14 -156,57 -2,094,87 -158,665,0 (IV) Profit distribution 0,199.20 6.38 75.58 1. Appropriations to surplus reserves 2. Appropriations to general risk provisions 3. Appropriations to -156,57 -2,094,87 -158,665,0 owners (or shareholders) 0,199.20 6.38 75.58 4. Other (V) Internal carry-forward of owners’ equity 1. New increase of capital (or share capital) from capital public reserves 2. New increase of capital (or share capital) from surplus reserves 3. Surplus reserves for making up losses 4. Other (Ⅵ) Specific reserve 1. Withdrawn for the period 2. Used in the period (Ⅶ) Other 978,563 615,192, 622,494 704,318, 48,384,39 2,968,953, IV. Closing balance ,745.00 336.87 ,531.96 477.82 4.65 486.30 Same period of last year Unit: RMB Yuan Same period of last year Equity attributable to owners of the Company Paid-up Total Item capital Less: General Minority Capital Specific Surplus Retaine owners’ (or treasury risk Others interests reserve reserve reserve d profit equity share stock reserve capital) I. Balance at the end of the 978,563 625,595, 622,494 723,452, 47,096,24 2,997,203, previous year ,745.00 757.07 ,531.96 942.14 3.24 219.41 Add: retrospective adjustment due to business combination under the same control 53 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Add: change of accounting policy Correction of errors in previous periods Other II. Balance at the beginning of 978,563 625,595, 622,494 723,452, 47,096,24 2,997,203, the year ,745.00 757.07 ,531.96 942.14 3.24 219.41 III. Increase/ decrease in the -3,802,8 -150,30 -62,814.2 -154,173,0 period (“-” means decrease) 03.04 7,469.58 9 86.91 153,047, -62,814.2 152,984,47 (I) Net profit 291.37 9 7.08 (II) Other comprehensive -3,802,8 -3,802,803. incomes 03.04 04 153,047, -62,814.2 149,181,67 Subtotal of (I) and (II) 291.37 9 4.04 (III) Capital paid in and reduced by owners 1. Capital paid in by owners 2. Amounts of share-based payments recognized in owners’ equity 3. Others -303,35 -303,354,7 (IV) Profit distribution 4,760.95 60.95 1. Appropriations to surplus reserves 2. New increase of capital (or share capital) from surplus reserves 3. Surplus reserves for -303,35 -303,354,7 making up losses 4,760.95 60.95 4. Other (V) Internal carry-forward of owners’ equity 1. New increase of capital (or share capital) from capital public reserves 2. New increase of capital (or share capital) from surplus reserves 3. Surplus reserves for making up losses 4. Other 54 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (Ⅵ) Specific reserve 1. Withdrawn for the period 2. Used in the period (Ⅶ) Other 978,563 621,792, 622,494 573,145, 47,033,42 2,843,030, IV. Closing balance ,745.00 954.03 ,531.96 472.56 8.95 132.50 Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun 8. Statement of changes in owners’ equity of the Company Prepared by Foshan Electrical and Lighting Co., Ltd. Reporting period Unit: RMB Yuan Reporting period Paid-up Less: General Total Item capital (or Capital Specific Surplus Retained treasury risk owners’ share reserve reserve reserve profit stock reserve equity capital) I. Balance at the end of the 978,563,74 614,689,17 622,494,53 632,837,00 2,848,584, previous year 5.00 6.53 1.96 8.55 462.04 Add: change of accounting policy Correction of errors in previous periods Other II. Balance at the beginning of 978,563,74 614,689,17 622,494,53 632,837,00 2,848,584, the year 5.00 6.53 1.96 8.55 462.04 III. Increase/ decrease in the -2,401,770. 29,876,263 27,474,493 period (“-” means decrease) 34 .64 .30 186,446,46 186,446,46 (I) Net profit 2.84 2.84 (II) Other comprehensive -2,401,770. -2,401,770. incomes 34 34 -2,401,770. 186,446,46 184,044,69 Subtotal of (I) and (II) 34 2.84 2.50 (III) Capital paid in and reduced by owners 1. Capital paid in by owners 2. Amounts of share-based payments recognized in owners’ equity 3. Others 55 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. -156,570,1 -156,570,1 (IV) Profit distribution 99.20 99.20 1. Appropriations to surplus reserves 2. Appropriations to general risk provisions 3. Appropriations to owners -156,570,1 -156,570,1 (or shareholders) 99.20 99.20 4. Other (V) Internal carry-forward of owners’ equity 1. New increase of capital (or share capital) from capital public reserves 2. New increase of capital (or share capital) from surplus reserves 3. Surplus reserves for making up losses 4. Other (Ⅵ) Specific reserve 1. Withdrawn for the period 2. Used in the period (Ⅶ) Other 978,563,74 612,287,40 622,494,53 662,713,27 2,876,058, IV. Closing balance 5.00 6.19 1.96 2.19 955.34 Same period of last year Unit: RMB Yuan Same period of last year Paid-up Less: General Total Item capital (or Capital Specific Surplus Retained treasury risk owners’ share reserve reserve reserve profit stock reserve equity capital) I. Balance at the end of the 978,563,74 619,092,42 583,537,29 584,004,85 2,765,198, previous year 5.00 2.15 0.22 7.71 315.08 Add: change of accounting policy Correction of errors in previous periods Other II. Balance at the beginning of 978,563,74 619,092,42 583,537,29 584,004,85 2,765,198, the year 5.00 2.15 0.22 7.71 315.08 III. Increase/ decrease in the 3,402,507. 38,957,241 105,974,23 148,333,98 56 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. period (“-” means decrease) 98 .74 9.41 9.13 389,572,41 389,572,41 (I) Net profit 7.40 7.40 (II) Other comprehensive 3,402,507. 3,402,507. incomes 98 98 3,402,507. 389,572,41 392,974,92 Subtotal of (I) and (II) 98 7.40 5.38 (III) Capital paid in and reduced by owners 1. Capital paid in by owners 2. Amounts of share-based payments recognized in owners’ equity 3. Others 38,957,241 -283,598,1 -244,640,9 (IV) Profit distribution .74 77.99 36.25 1. Appropriations to surplus 38,957,241 -38,957,24 0.00 reserves .74 1.74 2. Appropriations to general risk provisions 3. Appropriations to owners -244,640,9 -244,640,9 (or shareholders) 36.25 36.25 4. Other (V) Internal carry-forward of owners’ equity 1. New increase of capital (or share capital) from capital public reserves 2. New increase of capital (or share capital) from surplus reserves 3. Surplus reserves for making up losses 4. Other (Ⅵ) Specific reserve 1. Withdrawn for the period 2. Used in the period (Ⅶ) Other 978,563,74 622,494,93 622,494,53 689,979,09 2,913,532, IV. Closing balance 5.00 0.13 1.96 7.12 304.21 Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun 57 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. III. Company Profile Company history Foshan Electrical & Lighting Co., Ltd. (hereinafter referred to as “the Company”), a joint-stock limited company jointly founded by Foshan Electrical and Lighting Company, Nanhai Wuzhuang Color Glazed Brick Field, and Foshan Poyang Printing Industrial Co. on Oct. 20, 1992 by raising funds under the approval of YGS (1992) No. 63 Document issued by the Joint Examination Group for Experimental Enterprises in Stock System of Guangdong Province and the Economic System Reform Commission of Guangdong Province, is an enterprise with its shares held by both the corporate and the natural persons. As approved by China Securities Regulatory Commission with Document (1993) No. 33, the Company publicly issued 19.3 million shares of social public shares (A shares) to the public in Oct., 1993, and was listed in Shenzhen Stock Exchange for trade on Nov. 23, 1993. The Company was approved to issue 50,000,000 B shares on Jul. 23, 1995. And, as approved to change into a foreign-invested stock limited company on Aug. 26, 1996 by (1996) WJMZEHZ No. 466 Document issued by the Ministry of Foreign Trade and Economic Cooperation of the People’s Republic of China. On Dec. 11, 2000, as approved by China Securities Regulatory Commission with ZJGS Zi [2000] No. 175 Document, the Company additionally issued 55,000,000 A shares. At approved by the Shareholders’ General Meeting 2006, 2007 and 2008, the Company implemented the plan of capitalization of capital reserve, after the transfer, the registered capital of the Company has increased to RMB 978,563,745.00 Yuan. Registration code for corporate business license: 440000400010049 Legal representative: Mr. Pan Jie Address: No. 64, Fenjiang North Road, Foshan, Guangdong Province Business scope of the Company R&D and production of electro-optical source products, electro-optical source equipment and electro-optical accessories, electro-optical materials, lamps and components, electrical engineering materials, accessories for motor vehicles, household appliances, electrical switches, outlet, fire fighting products, ventilation equipment, LED products, lithium-ion battery and other materials, sale of those products on both the domestic and overseas markets, and the relevant engineering consultation service. The main products of the Company include all kinds of electro-optical source products. Basic organizational structure of the Company Shareholders’ General Meeting is the highest authority organ of the Company, Board of Directors is an executive organ to carry out the provisions formulated by the Shareholders’ General Meeting, Board of supervisors is an internal supervision organ of the Company, and the General Manager is responsible for routine operation and management. Up till the end of the reporting period, the Company owns nine actually controlled subsidiaries, i.e. Foshan Chanchang Electric Appliance (Gaoming) Co., Ltd., Foshan Chansheng Electronic Ballast Co., Ltd., Foshan Taimei Times Lamps and Lanterns Co., Nanjing Fozhao Lighting Components Co., Ltd., FSL (Xinxiang) Lighting Co., Ltd., Foshan Electrical and Lighting Engineering Co., Ltd., Foshan Lighting Lamps and Lanterns Co., Ltd., Guangdong Fozhao Leasing Co., Ltd. and Suzhou Mont Lighting Co., Ltd. IV. Main accounting policies, accounting estimates and corrections of prior accounting errors 1. Basis for preparation of financial statements With going-concern assumption as the basis, the Company prepares its financial statement in light of the actual transactions and matters, as well as the accounting standard for business enterprise-basic standard promulgated by 58 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. the Ministry of Finance of PRC in 15 Feb. 2006, other specific accounting standards, and the relevant provisions of application guide and interpretation, as well as the following primary accounting policies and accounting estimates. 2. Statement of compliance with Corporate Accounting Standards The financial statements prepared by the Company is in compliance with the requirements of Accounting Standard for Business Enterprises, which gives a true and fair view of the state of affairs of the Company as for the financial status and operating results & cash flows. 3. Accounting period A fiscal year starts on 1 January and ends on 31 Dec. according to the Gregorian calendar. 4. Recording currency Renminbi is the recording currency for the Company. 5. Measurement method for the business combination under the same control and business combination not under the same control (1) Business combination under the same control In a business combination under the same control, the assets and liabilities that the combining party obtains in a business combination shall be measured on the basis of their carrying amount in the combined party on the combining date. As for the balance between the carrying amount of the net assets obtained by the combining party and the carrying amount of the consideration paid by it, the additional paid-in capital shall be adjusted. If the additional paid-in capital is not sufficient to be offset, the retained earnings shall be adjusted. (2) Business combination not under the same control In a business combination not under the same control, the combination costs shall be the fair values, on the acquisition date, of the assets paid, the liabilities incurred or assumed and the equity securities issued by the acquirer in exchange for the control on the acquiree. The positive balance between the combination costs and the fair value of the identifiable net assets it obtains from the acquiree shall be recognized as goodwill. The negative balance between the combination costs and the fair value of the identifiable net assets it obtains from the acquiree shall be recorded into the profits and losses of the current period after the reexamination. 6. Preparation methods for consolidated financial statements (1) Preparation methods for consolidated financial statements The scope of consolidation of consolidated financial statements shall include the Company and all its subsidiaries. The operating outcomes and financial status of the subsidiaries shall be included in the consolidated financial statements from start date of the control to end date of the control. The subsidiaries that the Company obtains due to business combination under the same control shall be included into the scope of consolidation when preparing the consolidated financial statements of the current period, and the beginning balance in the consolidated financial statement and prior comparison sheet shall be adjusted accordingly. As for the subsidiaries that the Company obtains due to business combination not under the same control, their financial statements shall be adjusted based on the fair value of each identifiable asset and liability determined on the combining date when preparing the consolidated financial statements of the current period. Such combined subsidiaries shall be included into the scope of consolidation from the combining date. 59 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. If the accounting period and accounting policies adopted by a subsidiary are different from those adopted by the Company, when preparing the consolidated financial statement, necessary adjustments shall be made to the financial statements of the subsidiary under the accounting period and accounting policies adopted by the Company. Within the scope of consolidation, all significant transactions between the enterprises, balance and unrealized profits and losses shall be offset when preparing the consolidated financial statement. As for the unrealized losses occurred in the internal transaction, if there is evidence shows that such loss is impairment loss on relevant assets, it shall not be offset. The equity and profits & losses attributable to minority shareholders of the subsidiary shall be particularly presented in the item of “shareholder’s equity” in the consolidated balance sheets and in the item of “net profit” in the consolidated income statement respectively. (2) Relevant accounting method shall be revealed for the equity of a same subsidiary purchased and sold in successive two fiscal years Naught 7. Recognition standards for cash and cash equivalents The term “cash equivalents” refers to short-term ( within 3 months from the purchase date) and highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in value. 8. Foreign currency and accounting method for foreign currency (1) Foreign currency Foreign currency shall be recognized by employing systematic and reasonable methods, and shall be translated into the amount in the functional currency at the exchange rate which is approximate to the spot exchange rate of the transaction date. On the balance sheet date, the foreign currency monetary items shall be translated at the spot exchange rate. The balance of exchange arising from the difference between the spot exchange rate on the balance sheet date and the spot exchange rate at the time of initial recognition or prior tot the balance sheet date shall be recorded into the profits and losses at the current period except that the balance of exchange arising from foreign currency borrowings for the purchase and construction or production of qualified assets shall be capitalized. The foreign currency non-monetary items measured at the historical cost shall still be translated at the spot exchange rate on the transaction date. (2) Accounting method for foreign currency Naught 9. Financial instruments Financial instruments include financial assets, financial liabilities and equity instruments. (1) Category of financial instruments Financial assets shall be classified into the following four categories when they are initially recognized: Financial assets measured at fair value and of which variations are recorded in the profits and losses for the current period, loans and the account receivables, financial assets available for sale and the investments which will be held to their maturity. 60 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Financial liabilities shall be classified into the following two categories when they are initially recognized: (1) the Trading financial liabilities; and (2) other financial liabilities. (2) Recognition and Measurement of Financial Liabilities Financial assets, at their initial recognition, shall be measured at fair value. As for financial assets measured at fair value and of which variations are recorded in the profits and losses for the current period, the relevant trading expenses shall be directly recorded into the profits and losses of the current period; for other categories of financial assets, the transaction expenses thereof shall be included into the initially recognized amount. Financial assets measured at fair value and of which variations are recorded in the profits and losses for the current period refer to financial assets held by the Company for the purpose of selling in the near future, including trading financial assets, or financial assets designated by the management in the initial recognition to be measured at fair value with variations recorded in the gains and losses for the current period. Financial assets measured at fair value and of which variations are recorded in the profits and losses for the current period are subsequently measured at their fair values. Interest or cash dividends arising from such assets during the holing period are recognized as investment gains. Gains or losses arising from fair value changes are recorded in the gains and losses for the current period at the end of the reporting period. When such assets are disposed, the difference between their fair values and initially recognized amounts is recognized as investment gains and the gains and losses arising from fair value changes are adjusted accordingly. Loan and accounts receivable: The non-derivative financial assets for which there is no quoted price in the active market and of which the recoverable amount is fixed or determinable shall be classified as loan and accounts receivable. The Company shall make subsequent measurement on its loan and accounts receivable on the basis of the post-amortization costs by adopting the actual interest rate, from which gains and losses, when loan and accounts receivable are terminated from recognizing, or are impaired or amortized, shall be recorded into the profits and losses of the current period. Available-for-sale financial assets: the non-derivative financial assets which are designated as available-for-sale financial assets when they are initially recognized as well as the non-derivative financial assets other than loans and accounts receivables, investments held until their maturity; and transaction financial assets. The Company shall make subsequent measurement on available-for-sale financial assets at fair value, and the profits and losses arising from the change in the fair value shall be directly recorded into the owner’s equity, until the said financial assets shall be transferred out when they are terminated from recognizing or are impaired, which shall be recorded into the profits and losses of current period. Where the intention of holding or the ability to hold changes, or the fair value can not be reliably measured any more, or the term of holding has exceeded "two complete accounting years", which makes it no longer suitable to measure the available-for-sale financial assets at its fair value, the Company concerned may measure the said financial assets on the basis of post-amortization cost. And such post-amortization cost at the re-classification day shall be the carrying amount of the financial assets. The gains or losses that are related to the said financial assets and that are directly included in the owner’s equity shall be dealt with according to the following provisions: ① Where such financial asset has a fixed date of maturity, it shall be amortized within the remaining period of the said financial asset by adopting the actual interest rate method and be recorded into the profits and losses of the current period. The gap between the post-amortization cost of the financial asset and the amount on the maturity date shall also be amortized within the remaining period of the said financial asset by adopting the actual interest rate method and be recorded into the profits and losses of the current period. If, during the subsequent accounting period, the financial asset is impaired, the relevant profits and losses that were included in the owner’s equity shall be transferred out and be recorded into the current profits and losses. ② Where such financial asset does not have a fixed date of maturity, it shall remain in the owner’s equity. Where 61 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. such financial asset is transferred out when it is impaired or determined from recognizing during the remaining period of accounting that follows, and shall be recorded into the profits and losses of the current period Held-to-maturity Investments: non-derivative financial asset with a fixed date of maturity, a fixed or determinable recoverable amount and which the Company’s management holds for a definite purpose or the Company’s management is able to hold until its maturity. The Company shall make subsequent measurement on its Held-to-maturity Investments on the basis of the post-amortization costs by adopting the actual interest rate, from which gains and losses, when loan and accounts receivable are terminated from recognizing, or are impaired or amortized, shall be recorded into the profits and losses of the current period. Where part of the held-to-maturity investment is sold or the re-classified amount thereof is considerably large, so that the remainder of the said investment is no longer suitable to be classified as a held-to-maturity investment, the Company shall re-classify the remainder of the said investment as an available-for-sale financial asset, and shall make subsequent measurement on it according to its fair value on the re-classification day, and no longer re-classify the said financial asset as held-to-maturity investment in the current fiscal year and the subsequent two complete accounting years. The gap between the carrying amount of the said remnant part of the investment at the re-classification day and the fair value shall be computed into the owner’s equity. And when the said available-for-sale financial asset is terminated from recognition or transferred out when it is impaired, it shall be recorded into the profits and losses of the current period. The financial liabilities initially recognized by the Company shall be measured at their fair values. For the Trading financial liabilities, the transaction expenses thereof shall be directly recorded into the profits and losses of the current period; for other categories of financial liabilities, the transaction expenses thereof shall be included into the initially recognized amount. Trading financial liabilities: such financial liabilities held by the Company for the purpose for repurchasing at the fair value in the near future, and financial liabilities formed a part of combination of financial instruments which are managed by way of short-term profit making in the near future, and derivative financial liabilities (the designated derivative instruments which are effective hedging instruments, or derivative instruments to financial guarantee contracts, and the derivative instruments which are connected with the equity instrument investment for which there is no quoted price in the active market, whose fair value cannot be reliably measured, and which shall be settled by delivering the said equity instruments) shall be classified as trading financial liabilities. Subsequent measurement of transaction financial liabilities shall be measured at fair value, and the profits and losses arising from the change in the fair value shall be recorded into the profits and losses of the current period. Other financial liabilities: The Company shall make subsequent measurement on its other financial liabilities on the basis of the post-amortization costs by adopting the actual interest rate, from which gains and losses, when other financial liabilities are terminated from recognizing or amortized, shall be recorded into the profits and losses of the current period. Determination of the Fair Value of Financial Instruments —As for the financial instruments for which there is an active market, the quoted prices in the active market shall be used to determine the fair values thereof. Where there is no active market for a financial instrument, the Company concerned shall adopt value appraisal techniques to determine its fair value. The value appraisal techniques mainly include the prices adopted by the parties, who are familiar with the condition, in the latest market transaction upon their own free will, the current fair value obtained by referring to other financial instruments of the same essential nature, the cash flow capitalization method and the option pricing model, etc. 62 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (3) Recognition and Accounting Method for Transfer of Financial Assets Where transfer of financial assets occurs in the Company, if the Company has transferred nearly all of risks and rewards related to the ownership of the financial asset to the transferee, it shall stop recognizing the financial asset. If it retained nearly all of the risks and rewards related to the ownership of the financial asset, it shall not stop recognizing the financial asset. When the Company makes a judgment about whether the transfer of a financial asset satisfies all the above conditions to stop the recognition, the Company adopts the code of “Rather substantial than superficial”. The Company differentiates the transfer of financial asset into the entire transfer and the partial transfer of financial assets. If the transfer of an entire financial asset satisfies the conditions for stopping recognition, the difference between the amounts of the following 2 items shall be recorded in the profits and losses of the current period: (1)The book value of the transferred financial asset; (2)The sum of consideration received from the transfer, and the accumulative amount of the changes of the fair value originally recorded in the owner's equities (in the event that the financial asset involved in the transfer is a financial asset available for sale). If the transfer of partial financial asset satisfies the conditions to stop the recognition, the entire book value of the transferred financial asset shall, between the portion whose recognition has been stopped and the portion whose recognition has not been stopped (under such circumstance, the service asset retained shall be deemed as a portion of financial asset whose recognition has not been stopped), be apportioned according to their respective relative fair value, and the difference between the amounts of the following 2 items shall be included into the profits and losses of the current period : (1) The book value of the portion whose recognition has been stopped; (2) The sum of consideration of the portion whose recognition has been stopped, and the portion of the accumulative amount of the changes in the fair value originally recorded in the owner's equities which is corresponding to the portion whose recognition has been stopped (in the event that the financial asset involved in the transfer is a financial asset available for sale). If the transfer of a financial asset doesn’t satisfy the conditions to stop the recognition, the Company shall continue to recognize the financial asset and shall recognize the consideration it receives as a financial liability. (4) Recognition Conditions for Termination of Financial Liabilities When the prevailing obligations of a financial liability are relieved in all or in part may the recognition of the financial liability be terminated in all or partly. If the Company enters into an agreement with creditor so as to substitute the existing financial liabilities by way of any new financial liability, and if the contractual stipulations regarding the new financial liability is substantially different from that regarding the existing financial liability, the Company shall terminate the recognition of the existing financial liability, and shall at the same time recognize the new financial liability. Where the Company makes substantial revisions to some or all of the contractual stipulations of the existing financial liability, it shall terminated the recognition of the existing financial liability or part of it, and at the same time recognize the financial liability after revising the contractual stipulations as a new financial liability. Where the recognition of a financial liability is totally or partially terminated, the Company shall include into the profits and losses of the current period the gap between the carrying amount which has been terminated from recognition and the considerations it has paid (including the non-cash assets it has transferred out and the new financial liabilities it has assumed). If the Company buys back part of its financial liabilities, it shall distribute, on the report day, the carrying amount of the whole financial liabilities in light of the comparatively fair value of the part that continues to be recognized and the part whose recognition has already been terminated and carries out distribution of the overall book value of the financial liability. The gap between the carrying amount which is distributed to the part whose recognition has terminated and the considerations it has paid (including the non-cash assets it has transferred out and the new financial liabilities it has assumed) shall be recorded into the profits and losses of the current period. 63 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (5) Recognition of Financial Assets and Financial Liabilities As for the financial assets and financial liabilities that the Company measured by fair value, they all refer to the quoted prices in the active market. (6) Withdrawal of Impairment Provision for Financial Assets (excluding Accounts Receivable) —The Company shall carry out an inspection, on the balance sheet day, on the carrying amount of the financial assets other than those transactional financial assets. Where there is any objective evidence proving that such financial asset has been impaired, an impairment provision shall be made. — Measurement for impairment of financial assets measured on the basis of the post-amortization costs Where there is any objective evidence proving that a financial asset measured on the basis of post-amortization costs is impaired, the carrying amount of the said financial asset shall be written down to the current value of the predicted future cash flow (excluding the loss of future credits not yet occurred), and the amount as written down shall be recognized as loss of the impairment of the asset and shall be recorded into the profits and losses of the current period. An impairment test shall be made on the financial assets with significant single amounts. With regard to the financial assets with insignificant single amounts, an impairment test may be carried out by independent or combination. Where, upon independent test, the financial asset has not been impaired, it shall be included in a combination of financial assets with similar risk features so as to conduct another impairment test. The financial assets which have suffered from an impairment loss in any single amount shall not be included in any combination of financial assets with similar risk features for any impairment test. During the follow-up period, if there is any objective evidence proving that the value of the said financial asset has been restored, and it is objectively related to the events that occur after such loss is recognized, the impairment-related losses as originally recognized shall be reversed and be recorded into the profits and losses of the current period. However, the reversed carrying amount shall not be any more than the post-amortization costs of the said financial asset on the day of reverse under the assumption that no provision is made for the impairment. Where any financial asset measured on the basis of post-amortization costs is recognized as having loss, the relevant impairment provision withdrawn shall be written off. — Available-for-sale financial assets Where a available-for-sale financial asset is impaired, even if the recognition of the financial asset has not been terminated, the accumulative losses arising from the decrease of the fair value of the owner’s equity which was directly included shall be transferred out and recorded into the profits and losses of the current period. The accumulative losses that are transferred out shall be the net amount obtained from the initially obtained costs of the sold financial asset after deducting the principals as taken back, the current fair value and the impairment-related losses as was recorded into the profits and losses of the current period. Each recognition standard of each kind of available-for-sale financial assets impairment (7) Notes on Basis of Hold-to-Maturity Investment undue that reclassified into Available-for-Sales Financial Assets Naught 10. Recognition and Withdrawal Method for Bad-debt Provisions for Accounts Receivable Accounts receivable of the Company mainly including accounts receivable and other receivables. The Company conducts a check to the book value of accounts receivable at the Balance Sheet Date, if there is any objective evidence proving that the accounts receivable is impaired, it shall be recorded into provision for bad debts. (1) Provisions for Bad-debt Accounts Receivable with a significant single amount Definition or amount criteria for an account receivable with a Accounts receivable with a significant single amount refer to 64 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. significant single amount the top five accounts receivable with the largest balances or accounts accounting for over 10% of the total balance of receivables. Where there is objective evidence proving that the Company is not able to recover the full amount of an account receivable according to the original terms in relation to the account, an independent impairment test is carried out on the account receivable and the bad-debt provision is made according to Making individual bad-debt provisions for accounts receivable with the difference between the present value of the account’s a significant single amount future cash flows and the account’s carrying amount. If the independent impairment test shows that the account receivable has not been impaired, the balance of the account is put into the corresponding group and the bad-debt provision is made using the balance percentage method. (2) Accounts receivable for which bad-debt provisions are made on the group basis Group name Withdraw method Basis for recognition of group Accounts receivable arising from other common transactions Common transaction group Balance percentage method than internal transactions are classified according to credit risk features. Accounts receivable arising from internal transactions within the Internal transaction group Other methods scope of the consolidation statements are classified according to credit risk features. In the groups, those adopting aging analysis method to withdraw bad debt provision: □Applicable √Inapplicable In the groups, those adopting balance percentage method to withdraw bad debt provision √Applicable □Inapplicable Withdrawing proportion of account Withdrawing proportion of other Name of the group receivables (%) account receivables (%) Ordinary business group 6% 6% In the groups, those adopting other methods to withdraw bad debt provision: √Applicable □Inapplicable Name of the group Notes Withdrawing bad debt provision according to the discrepancy between Internal business group present value of future cash flow and book value. (3) Accounts receivable with an insignificant single amount but for which the bad debt provision is made independently Reason of individually withdrawing bad debt When there is conclusive evidence proving that obvious difference exists in the provision: recoverability. Method for making bad-debt provisions for As for other receivables (including notes receivable, prepayments, interest 65 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. the said accounts receivables: receivable, long-term receivables, etc.), bad-debt provisions are made according to the differences between the present values of their future cash flows and their carrying amounts. 11. Inventory (1) Category of Inventory Category: raw materials, products in processing, materials for consigned processing, finished products, semi-manufactured semi-finished products, and low-value consumption goods. (2) Pricing method for distributed inventories Method: weighted average Accounting of inventory: raw materials and finished products shall be measured at actual cost, while weighted average method shall be adopted when receiving or outgoing. (3) Recognition basis of net realizable value of inventories and withdrawal method for impairment provision of inventories Recognition of provision for falling price of inventory and withdrawal: The Company shall make provision for falling price of inventory on the basis of each item of inventory at the balance that net realizable value is lower than carrying cost. For finished goods, merchandise inventories, and available for sale materials which are applied directly for sales of stock inventory, the amount after deducting the estimated sale expense and relevant taxes from the estimated sell price of the inventory shall be recognized as the net realizable value. For material inventories which need to be processed, the amount after deducting the estimated cost of completion, estimated sale expense and relevant taxes from the estimated sale price of produced finished goods shall be recognized as the net realizable value. (4) Inventory system of inventories Inventory system: perceptual inventory system (5) Amortization method of low-value consumption goods and packages Low-value consumption goods Amortization method: one time method Packages Amortization method: one time method 12. Long-term equity investment (1) Recognition for initial cost Pricing of long-term equity investment — Long-term equity investment for the corporate combination ——For the merger of enterprises under the same control, it shall, on the date of merger, regard the share of the book value of the owner's equity of the merged enterprise as the initial cost of the long-term equity investment, and the direct relevant expenses occurred for the merger of enterprises shall be included into the profits and losses of the current period. ——For the merger of enterprises not under the same control, The combination costs shall be the fair values, on the acquisition date, of the assets paid, the liabilities incurred or assumed and the equity securities issued by the Company in exchange for the control on the acquiree, and all relevant direct costs incurred to the acquirer for the business combination. Where any future event that is likely to affect the combination costs is stipulated in the combination contract or agreement, if it is likely to occur and its effects on the combination costs can be measured reliably, the Company shall record the said amount into the combination costs. 66 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. ——The cost of a long-term equity investment obtained by making payment in cash shall be the purchase cost which is actually paid. The cost consists of the expenses directly relevant to the obtainment of the long-term equity investment, taxes and other necessary expenses. ——The cost of a long-term equity investment obtained on the basis of issuing equity securities shall be the fair value of the equity securities issued. ——The cost of a long-term equity investment of an investor shall be the value stipulated in the investment contract or agreement except the unfair value stipulated in the contract or agreement. ——The cost of a long-term investment obtained by the exchange of non-monetary assets (having commercial nature) shall be recognized base on taking the fair value and relevant payable taxes as the cost of the assets received. ——The cost of a long-term equity investment obtained by recombination of liabilities shall be recognized at the fair value. (2) Subsequent measurement and recognition of gains and losses —The long-term equity investment of the Company that is able to control the invested enterprise and which of the Company that does not do joint control or does not have significant influences on the invested entity, and has no offer in the active market and its fair value cannot be reliably measured, it shall be measured by employing the cost method. Except for the declared but not distributed cash dividends or profits included in the price or consideration actually paid when an investment is obtained, the dividends or profits declared to distribute by the invested entity shall be recognized as the current investment income. (3) Recognition basis of jointly control and significant influence in invested units —A long-term equity investment of the Company that does joint control or significant influences over the invested entity shall be measured by employing the equity method. If the cost of a long-term equity investment is more than the Company’s attributable share of the fair value of the invested entity's identifiable net assets for the investment, the cost of the long-term equity investment may not be adjusted. If the cost of a long-term equity investment is less than the Company’s attributable share of the fair value of the invested entity’s identifiable net assets for the investment, the difference shall be included in the current profits and losses and the cost of the long-term equity investment shall be adjusted simultaneously. The Company shall recognize the net losses of the invested enterprise until the book value of the long-term equity investment and other long-term rights and interests which substantially form the net investment made to the invested entity are reduced to zero, unless the investing enterprise has the obligation to undertake extra losses. The Company shall, on the ground of the fair value of all identifiable assets of the invested entity when it obtains the investment, recognize the attributable share of the net profits and losses of the invested entity after it adjusts the net profits of the invested entity. (4) Impairment test method and withdrawal method for impairment provision —The Company shall conduct inspection to long-term investment item by item at the end of reporting period. If the market price of long-term investment falls into sustained decline or the invested enterprise’s operation status grow worse, which will cause that the recoverable amount is lower than carrying value, moreover, such reduced value will not be restored in predicted future period, then the negative balance between the recoverable amount and carrying value of long-term investment shall be measured as provision for impairment of long-term 67 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. investment. The recoverable amount shall be determined in light of the higher one of the net amount of the fair value of the long-term equity investment minus the disposal expenses and the current value of the expected future cash flow of the long-term equity investment. Once any loss of impairment of the long-term investment is recognized, it shall not be switched back in the future accounting periods. 13. Investment real estate The Company doesn’t have investment real estate. 14. Fixed assets (1) Recognition of fixed assets Recognition of fixed assets: Fixed assets of the Company refers to the tangible assets that simultaneously possess the features as follows: they are held for the sake of producing commodities, rendering labor service, renting or business management; and their useful life is in excess of one fiscal year and unit price is higher. Category of fixed assets: housing and building, machinery equipment, transportation vehicle and other. (2) Recognition basis and pricing method for fixed assets acquired under finance lease The "finance lease" shall refer to a lease that has transferred in substance all the risks and rewards related to the ownership of an asset. The Company shall recognizes the lower one of the fair value of the leased asset and the present value of the minimum lease payments on the lease beginning date as cost of fixed assets of finance lease. In calculation of the depreciation of a leased fixed asset, the Company adopts a depreciation policy for leased assets consistent with that for depreciable assets. If it is reasonable to be certain that the Company will obtain the ownership of the leased asset when the lease term expires, the leased asset shall be fully depreciated over its useful life. If it is not reasonable to be certain that the Company will obtain the ownership of the leased asset at the expiry of the lease term, the leased asset shall be fully depreciated over the shorter one of the lease term or its useful life. (3) Depreciation method of various fixed assets The categories Estimated useful life (years) Residual value Annual depreciation rate Houses and buildings 3—25 5.00% 31.67%-4.75% Machineries 2—8 5.00% 47.50%-11.88% Electronic equipment 2—8 5.00% 47.50%-11.88% Vehicles 5—10 5.00% 19%-9.50% (4) Impairment test method and withdrawal method for impairment provision of fixed assets Provision for impairment of fixed assets: The Company shall carry out inspection to fixed assets item by item every year. If the recoverable amount is lower than carrying value due to sustained decline of market price of fixed assets or technological obsolescence, damage or long-term idle, then the provision for impairment of fixed assets shall be withdrawn on the basis of the balance hereof. Once any loss of impairment of the fixed assets is recognized, it shall not be switched back in the future accounting periods. The recoverable amount shall be determined in light of the higher one of the net amount of the fair value of the fixed assets minus the disposal expenses and the current value of the expected future cash flow of the fixed assets. The current value of future cash flow of assets shall be recognized based on the amount after the predicated future cash flow occurred in the process of continuous services and when the final disposal is discounted by adopting proper discount rate. (5) Other explanation Naught 68 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 15. Construction in Progress (1) Categories of construction in process Categories of construction in process refer to the newly establishment, amendment or expansion of fixed assets of the Company, or project expenses on unaccomplished project such as technology innovation, equipment updating and major repair projects, etc., (2) Standards and time of transferring construction in process into fixed asset Construction in progress shall be measured at actual cost. Constructions in progress shall be carried down to fixed assets by adopting provisional estimate when bringing to the expected conditions for use. After completion and settlement procedures, the Company shall adjust the carrying value of fixed assets at the actual cost. As for interests on borrowings incurred to special-borrowing loans or general borrowing for the acquisition and construction or production of assets eligible for capitalization and the ancillary expense incurred to special-borrowing loans, those incurred before a qualified asset under acquisition, construction or production is ready for the intended use or sale shall be capitalized into capitalized cost, while those incurred after a qualified asset under acquisition and construction or production is ready for the intended use or sale shall be included into the profits and losses of the current period. (3) Impairment test method and withdrawal method for impairment provision of construction in process Provision for impairment of construction in progress: the Company shall carry out overall inspection to the construction in progress at the end of the reporting period. If the construction in progress has been stopped for a long time and cannot be continued restarting in the coming three years, and such construction in progress has already fallen behind, whatever in performance or in technology, resulting in an uncertainty to economic benefit of the Company, and there is an obvious evidence shows that the construction in progress has been impaired, then provision for impairment of the construction in progress shall be withdrawn based on the negative balance between the recoverable amount of single construction in progress and carrying value. Once any loss of impairment of the construction in progress is recognized, it shall not be switched back in the future accounting periods. 16. Borrowing costs (1) Recognition principles for capitalization of borrowing costs The borrowing costs shall not be capitalized unless they simultaneously meet the following requirements: (1) The asset disbursements have already incurred, which shall include the cash, transferred non-cash assets or interest bearing debts paid for the acquisition and construction or production activities for preparing assets eligible for capitalization; (2) The borrowing costs has already incurred; and (3) The acquisition and construction or production activities which are necessary to prepare the asset for its intended use or sale have already started. (2) Capitalization period of borrowing costs The borrowing costs shall not be capitalized unless they simultaneously meet the following requirements: (1) The asset disbursements have already incurred; (2) The borrowing costs have already incurred and (3) The acquisition and construction or production activities which are necessary to prepare the asset for its intended use or sale have already started. And then it shall be recorded into assets costs that satisfied conditions of capitalization. When the qualified asset under acquisition and construction or production is ready for the intended use or sale, the capitalization of the borrowing costs shall be ceased; borrowing costs incurred thereafter shall be recognized as expenses at the incurred amount when they are incurred. 69 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (3) Period for suspending capitalization of borrowing costs Suspension of capitalization: Where the acquisition and construction or production of a qualified asset is interrupted abnormally and the interruption period lasts for more than 3 months, the capitalization of the borrowing costs shall be suspended. The borrowing costs incurred during such period shall be recognized as expenses, and shall be recorded into the profits and losses of the current period, till the acquisition and construction or production of the asset restarts. If the interruption is a necessary step for making the qualified asset under acquisition and construction or production ready for the intended use or sale, the capitalization of the borrowing costs shall continue. (4) Calculation method of capitalized amount of borrowing costs To-be-capitalized amount of interests of borrowing: As for interests of borrowing occurred special-borrowing loans or general borrowing for the acquisition and construction or production of assets eligible for capitalization, those incurred before a qualified asset under acquisition, construction or production is ready for the intended use or sale shall be capitalized based on the following methods: —As for special-borrowing loans for the acquisition and construction or production of assets eligible for capitalization, the to-be-capitalized amount of interests shall be determined in light of the actual cost incurred of the specially borrowed loan at the present period minus the income of interests earned on the unused borrowing loans as a deposit in the bank or as a temporary investment. —Where a general borrowing is used for the acquisition and construction or production of assets eligible for capitalization, the Company shall calculate and determine the to-be-capitalized amount of interests on the general borrowing by multiplying the weighted average asset disbursement of the part of the accumulative asset disbursements minus the general borrowing by the capitalization rate of the general borrowing used. The capitalization rate shall be calculated and determined in light of the weighted average interest rate of the general borrowing. 17. Biological assets Naught 18. Oil gas assets Naught 19. Intangible assets (1) Pricing method of intangible assets —The cost of outsourcing intangible assets shall be measured at actual expenditures occurred for reaching the expected use purpose. —The research expenditures for its internal research and development projects of the Company shall be recorded into the profit or loss for the current period. The development expenditures for its internal research and development projects of the Company may be confirmed as cost of intangible assets when they satisfy capitalization conditions. —The cost invested into intangible assets by investors shall be determined according to the conventional value in the investment contract or agreement, except for those of unfair value in the contract or agreement. 70 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. —The intangible assets received by the Company through accepting debtor’s non-cash assets for compensation for debts, or by receivables, shall be measured at the fair value of the intangible assets received. —The cost invested into intangible assets by non-monetary transaction shall be determined according to the fair value of non-monetary assets and relevant payable taxes. (2) Estimated useful life of intangible assets with limited useful life For intangible assets of limited useful life, the Company adopts straight-line method for amortization in useful life term. The Company shall, at the end of each year, recheck the estimated useful life and amortization method and makes suitable adjustment. Item Estimated useful life Basis Land use right 50 years Statutory use right Patent 10-20 years Estimated term of making profit (3) Judgment basis of intangible assets with uncertain useful life The Company doesn’t have intangible assets with uncertain useful life. (4) Withdrawal of impairment provision of intangible assets Provision for impairment of intangible assets: the Company shall made overall inspection to the intangible asset at the end of reporting period. If the intangible assets have already been replaced by other new technologies, resulting in the Company’s ability to create economic benefits suffering materials adverse influence, or a sustained decline of market price of intangible assets and impossible to be recover within the residual amortization years, or certain intangible asset has exceeded the term protected by law but still part of useful value is remained, or there is an obvious evidence shows that the intangible assets has been impaired, then provision for impairment of the intangible assets shall be withdrawn based on the balance between the recoverable amount of single intangible assets and carrying value. Once any loss of impairment of the intangible assets is recognized, it shall not be switched back in the future accounting periods. (5) Criteria of dividing the research phase and development phase of internal R&D project The expenditures for its internal research phase and development phase of the Company discriminate into research expenditures and development expenditures. The term “research” refers to the creative and planned investigation to acquire and understand new scientific or technological knowledge; the term “development” refers to the application of research achievements and other knowledge to a certain plan or design, prior to the commercial production or use, so as to produce any new material, device or product, or substantially improved material, device and product. (6) Calculation of the expenditures of internal R&D project The expenditures for its internal research phase and development phase of the Company discriminate into research expenditures and development expenditures: 1) The research expenditures for its internal research and development phases of the Company shall be recorded into the profit or loss for the current period. 2) The research expenditures for its internal research and development phases of the Company may be confirmed as intangible assets when they satisfy the following conditions simultaneously: ① It is feasible technically to finish intangible assets for use or sale; ② It is intended to finish and use or sell the intangible assets; 71 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. ③ The usefulness of methods for intangible assets to generate economic benefits shall be proved, including being able to prove that there is a potential market for the products manufactured by applying the intangible assets or there is a potential market for the intangible assets itself or the intangible assets will be used internally; ④ It is able to finish the development of the intangible assets, and able to use or sell the intangible assets, with the support of sufficient technologies, financial resources and other resources; and ⑤ The expenditures on development phase of the intangible assets can be reliably measured. 20. Amortization method of long-term deferred expenses Long-term deferred expenses refer to general expenses with the apportioned period over one year (one year excluded) that have occurred but attributable to the current and future periods. Long-term deferred expense shall be recoded into book in the light of the actual expenditure, and amortized averagely within benefit period. In case of no benefit in the future accounting period, the amortized value of such project that fails to be amortized shall be transferred into the profits and losses of the current period. 21. Assets transfer with repurchasing conditions Naught 22. Estimated liabilities (1) Criteria of estimated liabilities Recognition of estimated debts: The obligation such as external guaranty, pending litigation or arbitration, product quality assurance, layoff plan, loss contract, restructuring and disposal of fixed assets, pertinent to a contingencies shall be recognized as an estimated debts when the following conditions are satisfied simultaneously: ① That obligation is a current obligation of the enterprise; ② It is likely to cause any economic benefit to flow out of the enterprise as a result of performance of the obligation; and ③ The amount of the obligation can be measured in a reliable way. (2) Measurement of estimated liabilities Measurement of estimated debts: The estimated debts shall be initially measured in accordance with the best estimate of the necessary expenses for the performance of the current obligation. To determine the best estimate, the Company shall take into full consideration of the risks, uncertainty, time value of money, and other factors pertinent to the Contingencies. If the time value of money is of great significance, the best estimate shall be determined after discounting the relevant future outflow of cash. If there is a sequent range for the necessary expenses and if all the outcomes within this range are equally likely to occur, the best estimate shall be determined in accordance with the middle estimate within the range. In other cases, the best estimate shall be conducted in accordance with the following situations, respectively: ① If the Contingencies concern a single item, it shall be determined in the light of the most likely outcome. ② If the Contingencies concern two or more items, the best estimate should be calculated and determined in accordance with all possible outcomes and the relevant probabilities. ③ When all or some of the expenses necessary for the liquidation of an estimated debts of an enterprise is expected to be compensated by a third party, the compensation should be separately recognized as an asset only when it is virtually certain that the reimbursement will be obtained. The Company shall check the book value of the estimated debts on the balance sheet date. The Company shall, subject to change, make adjustment to carrying value to reflect the current best estimate. 72 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 23. Share-based payment and equity instruments (1) Categories of share-based payment The Company doesn’t have share-base payment and equity instruments. (2) Recognition method of fair value of equity instruments Naught (3) Recognition basis of the best estimate of the vested equity instruments Naught (4) Accounting treatment relevant to implement, revise and terminate share-based payment plan Naught 24. Repurchase of shares of the Company Naught 25. Revenue (1) Criteria for recognition time of revenue from sale of goods No revenue shall be realized unless the following conditions are met simultaneously: a. The significant risks and rewards of ownership of the goods or products have been transferred to the buyer by the enterprise; b. The Company retains neither management right nor effective control over the sold goods or products; c. The relevant revenue has been received or valid evidence has been obtained, d. relevant cost related to sales of goods and products can be measured in a reliable way. The principle of affirmation of revenue from “domestic sales and export sales”: (a) Affirmation method of domestic sales: qualified products would be delivered to buyers in line with the requirements of the buyers; invoice for sales shall be opened when the receivable accounts are determined, receive payment or estimate payment receivable. (b) Affirmation method of export sales: products would be produced according to the requirements of the buyers stipulated in contracts. After examination, customers clearing procedure for export would be arranged. Transport companies would ship the products. Invoice for sales shall be opened when the receivable accounts are determined; receive payment or estimate payment receivable. (2) Recognition basis of revenue from transferring use rights of assets Revenues from providing others to use company assets shall be affirmed when meeting the following conditions: the relevant economic benefits are likely to flow into the Company; the amount of revenues can be measured in a reliable way. Royalty revenues from providing others to use company assets can be calculated and affirmed in line with chargeable time and methods stipulated in relevant contracts, treaties. (3)Recognition basis of revenue from providing services Revenue from providing services shall be recognized by adopting the percentage-of-completion method when following conditions shall be met simultaneously: The amount of revenue can be measured in a reliable way; The relevant economic benefits are likely to flow into the enterprise; The schedule of completion under the transaction can be confirmed in a reliable way; and the costs incurred or to be incurred in the transaction can be measured in a reliable way. If the Company can not measure the result of a transaction concerning the providing of labor services in a reliable way, and the cost of labor services incurred is expected to be compensated, the revenue from the providing of labor services shall be recognized in accordance with the amount of the cost of labor services incurred. If the cost of labor services incurred is not expected to compensate in full, the revenue shall be recognized in accordance with the amount of the cost of labor service can be compensated; if all cost of labor 73 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. services incurred is not expected to compensate and no revenue from the providing of labor services may be recognized. (4) Recognition basis and method for the schedule of contracted project when recognizing the revenue from providing labour services and construction contract by percentage-of-completion method The Company doesn’t have revenue from providing labour services and contraction contracted by percentage-of-completion method. 26. Government grants (1) Types No government subsidy may be recognized unless the following conditions are met simultaneously: (1) The Company can meet the conditions for the government subsidies; and (2) The Company can obtain the government subsidies. (2) Accounting treatment method Government subsidy shall be confirmed when meeting the following standards: meeting the sub conditions of government subsidy; enabling to receive government subsidy. If a government subsidy is a monetary asset, it shall be measured in the light of the received or receivable amount. If a government subsidy is a non-monetary asset, it shall be measured at its fair value. If its fair value cannot be obtained in a reliable way, it shall be measured at its nominal amount. The government subsidies pertinent to assets shall be recognized as deferred income, equally distributed within the useful lives of the relevant assets, and included in the current profits and losses. But the government subsidies measured at their nominal amounts shall be directly included in the current profits and losses. The government subsidies pertinent to incomes shall be treated respectively in accordance with the circumstances as follows: (1) Those subsidies used for compensating the related future expenses or losses of the enterprise shall be recognized as deferred income and shall included in the current profits and losses during the period when the relevant expenses are recognized; or (2) Those subsidies used for compensating the related expenses or losses incurred to the enterprise shall be directly included in the current profits and losses. 27. Deferred income tax assets and liabilities (1) Recognition basis of deferred income tax assets The Company shall record a temporary difference into deferred income tax to the extent of the amount of the taxable income which it is most likely to obtain in future period and which can be deducted from the deductible temporary difference. The special situation of not confirming the deferred income tax assets or deferred income tax liabilities including: initial recognition of business reputation;other transactions or events except for the merger that will neither effect the accounting profits nor the taxable amount (or the deductible losses) when occur. (2) Recognition basis of deferred income tax liabilities As for taxable temporary differences, the Company shall record into deferred income liabilities except for special conditions. 28. Operating lease and finance lease (1) Accounting treatments of operating lease 74 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. The rents from operating leases shall be recorded by the Company in the relevant asset costs or the profits and losses of the current period by using the straight-line method over each period of the lease term. (2) Accounting treatments of finance lease (3) Accounting treatments of leaseback On the lease beginning date, the Company shall record the lower one of the fair value of the leased asset and the present value of the minimum lease payments on the lease beginning date as the entering value in an account, recognize the amount of the minimum lease payments as the entering value in an account of long-term account payable, and treat the balance between the recorded amount of the leased asset and the long-term account payable as unrecognized financing charges. (3) Accounting treatments of leaseback Naught 29. Assets held for sale (1) Recognition criteria of available-for-sale assets The Company doesn’t have any available-for-sale assets. (2) Accounting treatments of the assets held for sale The Company doesn’t have any available-for-sale assets. 30. Capitalization of assets business The Company doesn’t have any capitalization of assets business. 31. Hedging accounting The Company doesn’t have any hedging business. 32. Changes in main accounting policies and estimates Were the main accounting policies or estimates changed during the reporting period? □Yes √ No (1) Change of accounting policies Were the main accounting policies changed during the reporting period? □Yes √ No (2) Change of accounting estimates Were the main accounting estimates changed during the reporting period? □Yes √ No 33. Correction of previous accounting errors Was any accounting error made in previous periods discovered in the reporting period? □Yes √ No (1) Retrospective restatement method Was any previous accounting errors adopting retrospective restatement method discovered in the reporting period? □Yes √ No (2) Prospective application method Was any previous accounting errors adopting prospective application method discovered in the reporting period? □Yes √ No 75 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 34. Other main accounting policies, accounting estimates as well as compilation method of financial statements Naught V. Taxation 1. Main taxes and tax rate Category of taxes Tax basis Tax rate VAT on sales is calculated based on 17% of sales revenue. VAT is calculated and paid based on the difference of VAT on sales deducting deductible input VAT. Tax on VAT 17% exports managed by the Company, as approved by the taxation departments, is paid by adopting the policy of “tax exemption, tax deduction and tax rebate” since 1 Jan. 2002 Business tax Taxable service income 5% Urban maintenance and construction tax Taxable VAT and business tax 5%、7% The Company was identified as a high-tech enterprise in Dec. 2008, and passed the re-examination for the First Batch High-tech Enterprise in 2011 on 23 Aug. 2011, as well as won the “Certificate of High-tech Enterprise” with serial number GR201144000059 after approval by Department of Science and Technology of Guangdong Province, Department of Finance of Guangdong Enterprise income tax Province, Guangdong Provincial Bureau of 15% State Taxation and Guangdong Provincial Bureau of Local Taxation. In accordance with relevant provisions in Corporate Income Tax Law of the People's Republic of China and the Administration Measures for Identification of High-tech Enterprises promulgated in 2007, the Company paid the corporate income tax based on a tax rate of 15% within three years since 1 Jan. 2011. Education expenses surcharge Current turnover tax in current 3% Local education expense surcharge Current turnover tax in current 2% The income tax rates adopted by each subsidiary and branch factory The subsidiaries of the Company, including Foshan Taimei Times Lamps and Lanterns Co., Ltd., and Foshan Chanchang Electric Appliance (Gaoming) Co., Ltd., Foshan Chansheng Electronic Ballast Co., Ltd., Nanjing Fozhao Lighting Components Manufacturing Co., Ltd., Foshan Electrical & Lighting (Xinxiang) Co., Ltd., Foshan Electrical and Lighting Engineering Co., Ltd., Guangdong Fozhao Leasing Co., Ltd. and Foshan Lighting Lamps and Lanterns Co., Ltd. whose enterprise income tax rate is 25%. 76 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. The subsidiary of the Company—Suzhou Mont Lighting Co., Ltd. is a high-tech enterprise and should calculate and submit the corporate income tax according to 15% of the income tax payable. 2. Tax preference and official documents —The Company has been certified as a high-tech enterprise in December 2008, and passed the re-examination for the First Batch High-tech Enterprise in 2011 on 16 January 2011, as well as won the “Certificate of High-tech Enterprise” with serial number GR201144000059 after approved by Department of Science and Technology of Guangdong Province, Department of Finance of Guangdong Province, Guangdong Provincial Bureau of State Taxation and Guangdong Provincial Bureau of Local Taxation. In accordance with relevant provisions in Corporate Income Tax Law of the People's Republic of China and the Administration Measures for Identification of High-tech Enterprises promulgated in 2007, the Company paid the corporate income tax based on a tax rate of 15% within three years since 1 Jan. 2011. —The subsidiary of the Company—Suzhou Mont Lighting Co., Ltd. is considered as a high-tech enterprise in Aug. 2012, which won the “Certificate of High-tech Enterprise” with serial number GR201232000797 after approved by Department of Science and Technology of Jiangsu Province, Department of Finance of Jiangsu Province, Jiangsu Provincial Bureau of State Taxation and Jiangsu Provincial Bureau of Local Taxation. In accordance with relevant provisions in Corporate Income Tax Law of the People's Republic of China and the Administration Measures for Identification of High-tech Enterprises promulgated in 2007, it paid the corporate income tax based on a tax rate of 15% within three years since 1 Jan. 2012. 3. Other explanation Naught VI. Business combination and consolidated financial statements 1. Subsidiaries (1) Subsidiaries obtained by establishment and investment Unit: RMB Yuan Balance of parent compan y’s Actual equity amount Include after The The of Other d in Deducti deductin Register proporti proporti Minorit Subsidia Register Busines Busines investm essential consolid ble g the Type ed on of on of y ries ed place s nature s scope ents at investm ated minority differen capital holding voting interest the ent stateme interests ce that shares rights period-e nt loss of nd minority interests exceed equity obtained by 77 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. minority sharehol ders Producti on of Foshan ballast, Chanshe electron ng Limited ic Electron Manufa 1,000,0 2,744,5 100.00 100.00 compan Foshan transfor Yes ic cture 00 00.00 % % y mers Ballast and Co., electron Ltd. ic igniters Preparat ion, producti on and operatio n of lamps and Foshan lanterns, Chanch electric ang light Electric Limited source Manufa 42,000, 25,473, Applian compan Foshan 72,782, products 70.00% 70.00% Yes cture 000.00 949.07 ce y 944.00 and (Gaomi accessor ng) Co., ies, Ltd. installati on and consulta ncy business of relevant engineer ing Foshan Researc Taimei Limited h, Manufa 350,000 6,282,0 Times compan Foshan 500,000 develop 70.00% 70.00% Yes cture .00 92.90 Lamps y .00 ment, and producti 78 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Lantern on and s Co., sales of Ltd. lighting, househo ld applianc es and accessor ies and other lighting products R&D and producti on of electric light source Foshan lamp Electric products al and and Limited Lighting Manufa relevant 50,077, 100.00 100.00 compan Foshan 50,000, Yes Enginee cture electric 000.00 % % y 000.00 ring engineer Co., ing Ltd. material s, metal material s and non-met al material s Producti on and Foshan sales of Electric Limited electric al & liability Xinxian Manufa light 35,418, 100.00 100.00 Lighting 35,418, Yes compan g cture source 439.76 % % (Xinxia 439.76 y equipme ng) Co., nt and Ltd. electric light 79 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. source products , sales of accessor ies of electric light source, electric light source material s, electric engineer ing material s, accessor ies for motor vehicles , lamps and compon ents Financi ng leas e busin ess, lea sing bu Guangd siness, ong consulta Fozhao Limited Financia ncy of Financia 200,000 100.00 100.00 compan Foshan l 200,000 leasing Yes l ,000.00 % % y industry ,000.00 transacti Leasing on and Co., guarante Ltd. e, leas e transa ction ad visory a nd guar 80 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. antee, n ew ener gy vehi cles an d major compo nents, fi nancing lease a nd servi ce of li ghting energy saving products and en gineerin g R&D, develop ment, produce ; electric light source products , electric light source Foshan Limited equipme lighting liability Manufa nts, 15,000, 100.00 100.00 applianc Foshan 15,000, Yes compan cture assorted 000.00 % % e Co., 000.00 y equipme Ltd. nt of light source, light source material s, lamps and accessor ies, electric 81 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. material s, motor vehicle accessor ies, househo ld electrica l applianc es, electrica l receptac les, switches , fire products , ventilati on equipme nt, LED products ; domesti c trade, import and export of goods and technolo gies Particulars about subsidiaries obtained by establishment and investment —Foshan Chansheng Electronic Ballast Co., Ltd. was invested and established by the Company and Mr. Ma Henglai and had set up and obtained license for business corporation on 26 Aug. The Company holds 75% equities of the said company; therefore the said subsidiary was included into the scope of the consolidated financial statements since date of the foundation. On 24 Dec. 2013, the Company and Mr. Ma Henglai signed the equity transfer agreement. The Company purchased 25% equity of Foshan Chansheng Electronic Ballast Co., Ltd. held by Mr. Ma Henglai. After the purchasing, the Company held 100% equity of Foshan Chansheng Electronic Ballast Co., Ltd. —Foshan Chanchang Electric Appliance (Gaoming) Co., Ltd., who is the Sino-foreign joint ventures invested and established by the Company and Prosperity Lamps and Components Ltd, had obtained license for business 82 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. corporation on 23 Aug. 2005 through approval by Foreign Trade and Economic Cooperation Bureau of Gaoming District, Foshan with document “MWJMY Zi [2005] No. 79”. The Company holds 70% equities of the said company; therefore the said subsidiary was included into the scope of the consolidated financial statements since date of the foundation. —Foshan Taimei Times Lamps and Lanterns Co., Ltd., who is the Sino-foreign joint ventures invested and established by the Company and Reback North America Investment Limited, had obtained license for Business Corporation on 5 Dec. 2005 through approval by Foreign Trade and Economic Cooperation Bureau of Gaoming District, Foshan with document “MWJMY Zi [2005] No. 97”. The Company holds 000% equities of the said company; therefore the said subsidiary was included into the scope of the consolidated financial statements since date of foundation. —Foshan Electrical and Lighting Engineering Co., Ltd. (its predecessor was “Foshan Lighting Lamps and Lanterns Co., Ltd.”), which is invested and established by the Company together with Foshan Haozhiyuan Trading Co., Ltd., Shanghai Liangqi Electric Co., Ltd, Changzhou Sanfeng Electrical & Lighting Co., Ltd., Henan Xingchen Electrical & Lighting Co., Ltd., Foshan Hongbang Electrical & Lighting Co., Ltd., Hebei Jinfen Trading Co., Ltd., obtaining its license for Business Corporation on 27 Mar. 2009. The Company holds 60% equities of this company. Therefore the said subsidiary was included into the scope of the consolidated financial statements since date of the foundation. On 25 Sep. 2009 and 19 Nov. 2010, the equity transfer agreement was signed between the Company and the minority shareholders, in which the minority shareholders respectively transferred their equities of Foshan Lighting Lamps and Lanterns Co., Ltd. to the Company. After transfer, the Company holds 100% equities of Foshan Lighting Lamps and Lanterns Co., Ltd. —Foshan Electrical & Lighting (Xinxiang) Co., Ltd. is a limited liability company which is invested and established by the Company, obtaining its license for Business Corporation on 17 Apr. 2009. The holds 100% equities of the said company, therefore the said subsidiary was included into the scope of the consolidated financial statements since date of foundation. On 27 Aug. 2013, the 3rd Session of the 7th Board of Directors reviewed and approved to change the name of Foshan Lighting Lamps and Lanterns Co., Ltd. to Foshan Electrical and Lighting Engineering Co., Ltd.; at the same time invested RMB 2 million in cash, thus making the registered capital of Foshan Electrical and Lighting Engineering Co., Ltd. of RMB 35,418,439.76 Yuan. —Guangdong Fozhao Leasing Co., Ltd. is a limited liability company invested and established by the Company, which had obtained its license for Business Corporation on 31 May 2011. And the Company holds 100% equities of this company. Therefore the said subsidiary was included into the scope of the consolidated financial statements since date of foundation. —Foshan Lighting Lamps & Components Co., Ltd. is a limited liability company invested and established by the Company with the registered capital of RMB 15 million, which had obtained its license for Business Corporation on 8 May 2013. And the Company holds 100% equities of this company. Therefore the said subsidiary was included into the scope of the consolidated financial statements since date of foundation. (2) Subsidiaries obtained by business combination under same control Inapplicable (3) Subsidiaries obtained by business combination not under same control Unit: RMB Yuan Subsidia Register Busines Register Busines Actual Other The The Include Minorit Deducti Balance Type ries ed place s nature ed s scope amount essential proporti proporti d in y ble of 83 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. capital of investm on of on of consolid interest minority parent investm ent holding voting ated interests compan ents at shares rights stateme y’s the nt equity period-e after nd deductin g the differen ce that loss of minority interests exceed equity obtained by minority sharehol ders Producti on of energy-s aving photoele ctric source products Nanjing , lamps Fozhao and Lighting lanterns, Compon Limited light Manufa 41,683, 72,000, 100.00 100.00 ents Compan Nanjing source Yes cture 200 000.00 % % Manufa y equipme cturing nts, Co., illumina Ltd. tion engineer ing; technolo gical develop ment of energy-s aving 84 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. and producti on of relevant compon ents; sales of self-pro duction products Licensin g project: naught. general manage ment project: develop ment, producti on, sales: semicon ductor Suzhou lighting Mont Limited Manufa applianc 24,360, 16,628, Lighting Compan Suzhou 23,634, 50.50% 50.50% Yes cture es, 000.00 352.68 Co., y 900.00 hardwar Ltd. e and software system of drive circuit and control system; (the producti on is limited to the operatio n of 85 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. branch instituti on) lighting engineer ing Design, installati on; engaged in the semicon ductor lighting devices, applianc e, import & export business of hardwar e and software system of drive circuit and control system Other notes to subsidiaries obtained by business combination not under same control: —In accordance with the equity transfer agreement signed between the Company and Prosperity Lamps and Components Ltd. on 27 Aug. 2008, Prosperity Lamps and Components Ltd. transferred 100% equities of Nanjing Fozhao Lighting Components Manufacturing Co., Ltd. (used to known as—Prosperity (Nanjing) Lighting Components Co., Ltd., and changed name to—Nanjing Fozhao Lighting Components Manufacturing Co., Ltd. on 15 Nov. 2010.) to the Company. Therefore, Prosperity (Nanjing) Lighting Components Co., Ltd. became the wholly-owned subsidiary of the Company. The said subsidiary was included into the scope of the consolidated financial statements since merger date. —In accordance with the equity transfer agreement signed between the Company and Mr. Zhang Yingchun on 25 Apr. 2014, Mr. Zhang Yingchun transferred 34.09296% equities of Suzhou Mont Lighting Co., Ltd. to the Company, and at the same time when purchased the 34.09296% equities of Suzhou Mont Lighting Co., Ltd., the Company used its self-owned funds to increase the capital of Suzhou Mont Lighting Co., Ltd., which made the 86 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Company held 50.50% equities of Suzhou Mont Lighting Co., Ltd. The said subsidiary was included into the scope of the consolidated financial statements since being increased the capital as well as expanded the shares. 2. Special purpose entities or operating entities with control right formed by entrusted operation or lease Inapplicable 3. Explanation on changes in consolidated scope Explanation on changes in consolidated scope: √ Applicable □Inapplicable Comparing to last year, this year increased one consolidation unit, because The Company held the 10th meeting of the 7th Board of Directors, which reviewed and approved the Proposal on the Acquisition of the Equity of Suzhou Mont Lighting Co., Ltd. and the Increase of the Capital and Expand of the Shares (for details, please refer to the announcement disclosed on www.cninfo.com on 25 Apr. 2014, with the announcement No.: 2014-019. After the completion of the acquisition of the equity and the expandation of the shares, the Company held 50.50% equities of Suzhou Mont Lighting Co., Ltd. The said subsidiary was included into the scope of the consolidated financial statements since the merger. Comparing to last year, this year decreased none consolidation unit, because Naught 4. Subsidiaries that newly combined into consolidation scope in the reporting period The subsidiaries, special purpose entities and operating entities with control right formed by entrusted operation or lease that newly included in the consolidated scope Unit: RMB Yuan Name Closing net assets Net profit in current period Suzhou Mont Lighting Co., Ltd. 33,592,631.69 -1,568,271.61 The subsidiaries, special purpose entities and operating entities with control right formed by entrusted operation or lease that not longer included in the consolidated scope Inapplicable Other explanation of the newly included entities and the entities which are no more included in the consolidated scope 5. Business combination under same control during the reporting period Inapplicable 6. Business combination not under same control during the reporting period Unit: RMB Yuan Combined party Amount of goodwill Calculation method of goodwill Recognize the positive balance between the investment costs and the fair value of the Suzhou Mont Lighting Co., Ltd. 6,603,743.83 identifiable net assets it obtains from the acquiree as business reputation Other explanation of the business combination not under same control 87 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Whether there is situation that realizes the corporation merger step by step through multiple transactions and gains the control right during the reporting period □Applicable √ Inapplicable 7. Subsidiaries reduced by selling equities without control right during the reporting period □Applicable √ Inapplicable 8. The counter purchases in the reporting period Inapplicable 9. Mergers in the reporting period Inapplicable 10. Exchange rates of major items in financial statements for foreign entities Inapplicable VII. Notes on major items in consolidated financial statements of the Company 1. Monetary funds Unit: RMB Yuan Closing balance Opening balance Item Amount in Exchange Amount in Exchange Amount in RMB Amount in RMB foreign currency rate foreign currency rate Cash: -- -- 21,062.42 -- -- 6,626.15 RMB -- -- 21,062.42 -- -- 6,626.15 Bank deposit: -- -- 839,077,570.16 -- -- 891,208,601.93 RMB -- -- 831,162,884.92 -- -- 874,561,058.71 USD 1,284,092.56 6.1528 7,900,764.73 2,725,966.36 6.0969 16,619,944.30 EUR 1,658.27 8.3946 13,920.51 3,278.21 8.4189 27,598.92 Other monetary funds: -- -- 22,317,081.86 -- -- 6,460,596.14 RMB -- -- 22,317,081.86 -- -- 6,460,596.14 Total -- -- 861,415,714.44 -- -- 897,675,824.22 Special explanation shall be made for the accounts limited by being mortgaged, pledged or frozen, deposited overseas or with potential collecting risks: —Bank deposits in the name of the Company and subsidiaries in the consolidated statement are kept in bank or other relevant financial organizations. —Other monetary funds in the name of the Company are deposited in refundable deposit of the security company. 2. Trading financial assets (1) Trading financial assets Unit: RMB Yuan Item Closing fair value Opening fair value The financial assets which are measured at their fair values and the variation of which is recorded into the 998,152.00 3,903,197.90 profits and losses of the current period 88 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Total 998,152.00 3,903,197.90 (2) Trading financial assets with realizable limit Inapplicable (3) Hedging instruments and notes to relevant hedging transaction Inapplicable 3. Notes receivable (1) Category of notes receivable Unit: RMB Yuan Category Closing balance Opening balance Bank acceptance bill 150,260,725.52 154,142,432.66 Commercial acceptance bill 81,631,620.97 0.00 Total 231,892,346.49 154,142,432.66 (2) Notes receivable pledged at period-end Inapplicable (3) Notes transferred to accounts receivable because drawer of the notes fails to execute the contract or agreement, and undue notes endorsed to other parties at the end of the period Notes transferred to accounts receivable because drawer of the notes fails to execute the contract or agreement Inapplicable Notes that the Company had endorsed to other parties but had not expired Unit: RMB Yuan Drawer Date of draft Date of due Amount Remark Guangzhou Kaichuang Lighting Appliance Co., 6 Mar. 2014 5 Sep. 2014 3,000,000.00 Ltd. Beijing Zhongtai Borun 8 Feb. 2014 28 Aug. 2014 2,500,000.00 Trading Co., Ltd. Guangzhou Kaichuang Lighting Appliance Co., 11 Feb. 2014 11 Aug. 2014 2,200,000.00 Ltd. Guangzhou Kaichuang Lighting Appliance Co., 8 Jan. 2014 7 Jul. 2014 2,000,000.00 Ltd. Wenzhou Kaka Lighting 28 Feb. 2014 27 Aug. 2014 2,000,000.00 Appliance Co., Ltd. Total -- -- 11,700,000.00 -- Note Total of the notes that the Company had endorsed but had not expired was of RMB 78,234,139.01, of which the amount of the top 5 was of RMB11,700,000.00. 89 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Explanation of the discounted or pledged commercial acceptance notes —Up to 30 Jun. 2014, the Company had no any commercial acceptance notes not expired that had discounted or pledged —There was no any shareholder account receivable that held 5% (including 5%) of the voting shares among the balance of the notes receivable at the period-end. 4. Dividends receivable Inapplicable 5. Interest receivable (1) Interest receivable Unit: RMB Yuan Increase in current Decrease in current Item Opening balance Closing balance period period Interests of fixed time 1,304,200.33 3,146,680.29 3,143,915.08 1,306,965.54 deposit Total 1,304,200.33 3,146,680.29 3,143,915.08 1,306,965.54 (2) Overdue interest Inapplicable (3) Notes to the interest receivable Naught 6. Accounts receivable (1) Accounts receivable listed by categories Unit: RMB Yuan Closing balance Opening balance Category Book balance Bad debt provision Book balance Bad debt provision Amount Proportion Amount Proportion Amount Proportion Amount Proportion Accounts receivable for which bad debt provisions are made on the group basis 555,503,20 33,330,192. 415,124,1 24,907,451.2 Common business group 100.00% 6.00% 100.00% 6.00% 7.48 45 86.83 1 555,503,20 33,330,192. 415,124,1 24,907,451.2 Subtotal of the groups 100.00% 6.00% 100.00% 6.00% 7.48 45 86.83 1 555,503,20 33,330,192. 415,124,1 24,907,451.2 Total -- -- -- -- 7.48 45 86.83 1 Notes to the category of the accounts receivable Accounts receivable with significant single amount and individually withdrawn bad debt provision □Applicable √Inapplicable In the groups, accounts receivable adopting aging analysis method to withdraw bad debt provision: √Applicable □Inapplicable Unit: RMB Yuan Closing balance Opening balance Aging Book balance Provision for bad Book balance Provision for bad 90 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Proportion debts Proportion debts Amount Amount Within 1 year Of which: -- -- -- -- -- -- Within 1 year 517,540,777.69 93.17% 31,052,446.66 400,771,383.02 96.54% 24,046,282.98 Subtotal of within 517,540,777.69 93.17% 31,052,446.66 400,771,383.02 96.54% 24,046,282.98 1 year 1 to 2 years 29,606,290.83 5.33% 1,776,377.45 8,937,973.75 2.15% 536,278.43 2 to 3 years 7,791,124.53 1.40% 467,467.47 4,757,260.70 1.15% 285,435.64 Over 3 years 565,014.43 0.10% 33,900.87 657,569.36 0.16% 39,454.16 Total 555,503,207.48 -- 33,330,192.45 415,124,186.83 -- 24,907,451.21 In the group, other accounts receivable those provisions for bad debts by balance percentage: □Applicable √Inapplicable In the group, other accounts receivable those provisions for bad debts by other methods: □Applicable √Inapplicable Other closing individually insignificant but provisions for bad debts individually accounts receivable □Applicable √Inapplicable (2) Accounts receivable reversed or collected in the reporting period Inapplicable (3) The write-off accounts receivable Inapplicable (4) Particulars about accounts receivable due to shareholders holding 5% (including 5%) voting rights of the Company Unit: RMB Yuan Closing balance Opening balance Name of entity Book balance Withdrawal amount Book balance Withdrawal amount Youchang Lighting Appliance Co., 7,167,204.39 430,032.26 9,415,621.92 564,937.32 Ltd. Total 7,167,204.39 430,032.26 9,415,621.92 564,937.32 (5) Information of top 5 accounts receivable: Unit: RMB Yuan The relationship with the Name of entity Amount Aging Proportion Company ** COMPANY Non-related relationship 131,228,034.00 Within 1 year 23.62% Osram ** Co., Ltd. Related relationship 12,500,123.26 Within 1 year 2.25% Henan ** Electrical & Non-related relationship 11,578,302.41 Within 1 year 2.08% Lighting Co., Ltd. Changzhou ** Electrical Non-related relationship 11,539,351.50 Within 1 year 2.08% & Lighting Co., Ltd. Dongguan**Energy-savi Non-related relationship 10,141,248.99 Within 1 year 1.83% ng Technology Co., Ltd. 91 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Total -- 176,987,060.16 -- 31.86% (6) The amounts due from related parties Unit: RMB Yuan The relationship with the Name of entity Amount Proportion Company Corporate acting in concert and Osram Asia Pacific Co., Ltd. 12,500,123.26 2.25% holding 5 % of shares Youchang Lighting Appliance Shareholders holding 5 % of 7,167,204.39 1.29% Co., Ltd. shares China OSRAM Lighting Corporate acting in concert and 4,399,450.55 0.79% Appliance Co., Ltd. holding 5 % of shares Youchang (Hangzhou) Company controlled by 1,759,816.13 0.32% Lighting Appliance Co., Ltd related-party natural person China Youchang Lighting Company controlled by 560,216.47 0.10% Appliance Co., Ltd. related-party natural person Total -- 26,386,810.80 4.75% (7) Information of accounts receivable that terminated recognition Inapplicable (8) If securitization is carried out on accounts receivable as the underlying assets, please list amount of assets and liabilities arising from further involvement Inapplicable 7. Other accounts receivable (1) Other accounts receivable disclosed by type: Unit: RMB Yuan Closing balance Opening balance Provision for doubtful Provision for doubtful Balance Balance debts debts Category Proportio Proportio Proportion Proportio Amount n Amount n Amount Amount n Other accounts receivable that provisions for bad debts by group 20,721,714.9 25,686,259.4 Common business group 100.00% 1,243,302.90 6.00% 100.00% 1,541,175.57 6.00% 5 5 20,721,714.9 25,686,259.4 Subtotal of group 100.00% 1,243,302.90 6.00% 100.00% 1,541,175.57 6.00% 5 5 20,721,714.9 25,686,259.4 Total -- 1,243,302.90 -- -- 1,541,175.57 -- 5 5 Notes to the category of other accounts receivable Other closing accounts receivable that is individually significant and provisions for bad debts individually □ Applicable √ Inapplicable In the group, other account receivable adopting aging of accounts to withdraw bad-debt provision 92 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. √Applicable □Inapplicable Unit: RMB Yuan Period-end Period-begin Book balance Provision for bad Book balance Provision for bad Aging Proporti debts Proporti debts Amount Amount on on Within 1 year Of which: Within 1 year 16,835,925.24 81.25% 1,010,155.51 22,226,990.87 86.53% 1,333,619.45 Subtotal of within 1 year 16,835,925.24 81.25% 1,010,155.51 22,226,990.87 86.53% 1,333,619.45 1 to 2 years 604,810.78 2.92% 36,288.65 146,433.33 0.57% 8,786.00 2 to 3 years 2,897,496.28 13.98% 173,849.78 2,897,030.66 11.28% 173,821.84 Over 3 years 383,482.65 1.85% 23,008.96 415,804.59 1.62% 24,948.28 Total 20,721,714.95 -- 1,243,302.90 25,686,259.45 -- 1,541,175.57 In the group, other account receivable adopting balance percentage to withdraw bad-debt provision □ Applicable √ Inapplicable In the group, other account receivable adopting other methods to withdraw bad-debt provision □ Applicable √ Inapplicable Other closing individually insignificant but provisions for bad debts individually accounts receivable □ Applicable √ Inapplicable (2) Information of other accounts receivable reversed or recovered in the reporting period Inapplicable (3) Information of other accounts receivable written off in the reporting period Inapplicable (4) Other accounts receivable is due from shareholders with more than 5% (including 5%) of the voting shares of the Company Inapplicable (5) Nature or details of other significant accounts receivable Inapplicable (6) Information of top five other accounts receivable Unit: RMB Yuan Relationship with the Name of entity Amount Aging Proportion of the total Company Non-related party Export rebates 9,115,730.34 Within 1 year 43.99% relationship Natural person of ***natural person non-related party 2,450,000.00 Within 1 year 11.82% relationship ***Investment Co., Ltd. Non-related party 1,810,595.17 2 to 3 years 8.74% 93 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. relationship Zhejiang ***Battery Non-related party 1,568,550.00 Within 1 year 7.57% Manufacturing Co., Ltd, relationship Huizhou *** Cable Non-related party Industrial Development 600,000.00 2 to 3 years 2.90% relationship Co., Ltd. Total -- 15,544,875.51 -- 75.02% (7) Information of the amounts due from related parties Inapplicable (8) Information of other accounts receivable that terminated recognition Inapplicable (9) If securitization is carried out on other accounts receivable as the underlying assets, please list amount of assets and liabilities arising from further involvement Inapplicable (10) Government grants confirmed by the amounts receivable at the period-end Inapplicable 8. Prepayment (1) List by aging analysis: Unit: RMB Yuan Closing balance Opening balance Aging Amount Proportion Amount Proportion Within 1 year 63,503,250.97 84.77% 21,791,005.82 90.59% 1 year to 2 1,610,795.23 2.15% 1,716,958.54 7.14% years 2 years to 3 8,363,961.33 11.16% 48,253.97 0.20% years Over 3 years 1,434,381.04 1.91% 498,101.01 2.07% Total 74,912,388.57 -- 24,054,319.34 -- Notes to the aging of the prepayments (2) Information of the top 5 prepayments Unit: RMB Yuan Relationship with the Name of entity Amount Aging Reason for unsettled Company Supplier of non-related Had not closed an ** Lighting 10,280,412.10 Within 1 year party relationship account Nanjing**Optoelectroni Supplier of non-related Had not closed an 7,745,172.00 2 to 3 years c Co., Ltd. party relationship account Zhejiang **light Supplier of non-related Had not closed an 7,082,600.00 Within 1 year Technology Co., Ltd. party relationship account Shangyu **Lighting Supplier of non-related 3,646,704.69 Within 1 year Had not closed an 94 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Materials Co., Ltd. party relationship account Bo’ai ** Lighting Supplier of non-related Had not closed an 3,143,266.72 Within 1 year Materials Co., Ltd. party relationship account Total -- 31,898,155.51 -- -- Notes to the major units of the prepayments (3) Information about amount due from shareholders with more than 5% (including 5%) of the voting shares of the Company in prepayment Inapplicable (4) Notes of prepayment —Balance of prepayment in the period-end increased RMB 50,858,069.23 compared with the year-begin, accounting to an increase of 211.43%, because of the increase of advanced goods payment. —There was no shareholders prepayment held 5% (including 5%) among the balance of the prepayments at the period-end. 9. Inventory (1) Category Unit: RMB Yuan Closing balance Opening balance Item Impairment of Impairment of Book balance Book value Book balance Book value inventories inventories Raw materials 94,606,775.45 3,095,668.34 91,511,107.11 70,269,329.70 3,170,835.38 67,098,494.32 Construction 193,305,916.45 2,093,157.77 191,212,758.68 121,442,224.71 2,102,946.36 119,339,278.35 contract assets Inventory goods 301,578,350.34 1,691,281.81 299,887,068.53 335,274,523.00 6,158,637.61 329,115,885.39 Revolving materials 1,557,276.20 1,557,276.20 1,250,498.38 1,250,498.38 Total 591,048,318.44 6,880,107.92 584,168,210.52 528,236,575.79 11,432,419.35 516,804,156.44 (2) Impairment of inventories Unit: RMB Yuan Decrease Category Opening balance Increase Closing balance Switch back Written off Raw materials 3,170,835.38 75,167.04 3,095,668.34 Construction contract 2,102,946.36 9,788.59 2,093,157.77 assets Inventory goods 6,158,637.61 4,467,355.80 1,691,281.81 Total 11,432,419.35 4,552,311.43 6,880,107.92 (3) Details of provision for falling price of inventories Proportion of the balance of Reason of switch back the Basis of provision for falling the inventories among the Item provision for falling price of price of inventories amount switched at the inventories period-end 95 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Whether the cost or the net Sold the inventories had Raw materials 0.08% realizable value is lower withdrawn for falling price Whether the cost or the net Sold the inventories had Construction contract assets 1.48% realizable value is lower withdrawn for falling price Whether the cost or the net Sold the inventories had Inventory goods 0.00% realizable value is lower withdrawn for falling price Notes to the inventories 10. Other current assets Unit: RMB Yuan Item Closing balance Opening balance Pending deduct VAT on purchase 9,008,826.87 9,408,829.51 Total 9,008,826.87 9,408,829.51 Notes of other current assets: Other current assets apply pending deduct VAT on purchase. 11. Available-for-sale financial assets (1) Information of available-for-sale financial assets Unit: RMB Yuan Item Closing fair value Opening fair value Equity instruments available-for-sale 59,808,790.72 62,634,402.88 Total 59,808,790.72 62,634,402.88 In the reporting period, the Company reclassified the held-to-maturity investment into available-for-sale financial assets, a total of RMB0.00 was reclassified, which takes 0% of total matured investment before reclassification. Notes of available-for-sale financial assets —The Company obtained 23,546,768 shares of China Everbright Bank with fair value in period-end of RMB 59,808,790.72 , a decrease of RMB 2,825,612.16 comparing to the year-begin. The Company decreased deferred income tax liability of RMB 423,841.82 and cut RMB2,401,770.34 of capital reserve. (2) Long-term liability investment of available-for-sale financial assets Inapplicable (3) Impairment of available-for-sale financial assets Inapplicable (4) Changes of the impairment of available-for-sale financial assets Inapplicable (5) Explanation of the plummet or constantly decline of the fair value of the equity instruments available-for-sale at the period-end Inapplicable 12. Held-to-maturity investment (1) Investment held-to-maturity Inapplicable (2) Investment held-to-maturity that sold but not due in the reporting period Inapplicable 96 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 13. Long-term accounts receivable Inapplicable 14. Investment to joint ventures and associated enterprises Unit: RMB Yuan Percentage of Voting Name of Nature of Registration Legal Nature of Registered holding shares percentage of investee enterprises place representative business capital of the the Company Company in investee I. Joint ventures II. Associated enterprises Qinghai FSL Lithium Energy 38.00% 38.00% 27,273,997.21 400,000.00 26,873,997.21 0.00 -6,830,323.93 Exploitation Co., Ltd. Notes if significant differences exist between the important accounting policies and accounting estimations of joint ventures, associated enterprises and the Company: Inapplicable 15. Long-term equity investment (1) List of long-term equity investment Unit: RMB Yuan Explanati on for indifferen Withdraw ces n Share between Cash Voting impairme Accounti Initial holding the share Impairme bonus in Opening Increase/d Closing percentag nt Investee ng investmen percentag holding nt the balance ecrease balance e in provision method t cost e in percentag provision reporting investee in the investee e and period reporting voting period percentag e in investee Qinghai FSL Lithium Equity 38,000,00 12,807,64 -2,595,52 10,212,11 Energy 38.00% 38.00% In accord method 0.00 2.03 3.09 8.94 Exploitati on Co., Ltd. 97 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Guangdo ng Fozhao Equity 12,600,00 5,395,449 -5,395,44 Guoxuan 0.00 method 0.00 .79 9.79 Power Energy Co., Ltd. Guangzh ou Zhujiang Asset Cost 10,000,00 10,000,00 10,000,00 3,298,904 0.00 15.38% 15.38% In accord Managem method 0.00 0.00 0.00 .81 ent Company Limited Shenzhen Zhonghao Cost 5,850,000 5,850,000 5,850,000 Less than Less than 5,850,000 0.00 In accord (Group) method .00 .00 .00 5.00% 5.00% .00 Co., Ltd. Chengdu Hongbo Cost 6,000,000 6,000,000 6,000,000 0.00 6.94% 6.94% In accord Industrial method .00 .00 .00 Co., Ltd. Ximen Cost 208,574,2 292,574,1 292,574,1 Bank Co., 0.00 7.99% 7.99% In accord method 17.00 33.00 33.00 Ltd. China Guangfa Cost 500,000.0 500,000.0 500,000.0 Less than Less than 0.00 In accord Bank Co., method 0 0 0 5.00% 5.00% Ltd. Foshan Fochen Road Cost 20,757,60 8,175,627 -499,999. 7,675,627 Develop 7.66% 7.66% In accord method 0.00 .38 98 .40 ment Company Limited Hefei Guoxuan High-tech Cost 160,000,0 160,000,0 160,000,0 0.00 14.84% 14.84% In accord Power method 00.00 00.00 00.00 Energy Co., Ltd. Total -- 462,281,8 501,302,8 -8,490,97 492,811,8 -- -- -- 9,148,904 98 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 17.00 52.20 2.86 79.34 .81 (2) Information of the limitation on the capability to transfer capital to investee Inapplicable Notes to the long-term equity investment —Revenue from Foshan Fochen Road Development Company Limited has been recorded into unified collection and allocation system of road-bridge tolls. The Company regards such investments balances as right to earnings, which shall be amortized within the remaining period of business of this company. In current period, an investment cost of RMB 000 was amortized. —The investee company Guangdong Fozhao Guoxuan Power Energy Co., Ltd. had completed the liquidation procedures. —On 15 Aug. 2014, the Company and Guangzhou Finance Holdings Group Co., Ltd. signed , according to which Guangzhou Finance Holdings Group Co., Ltd. agreed to acquire the 15.38% stake of Guangzhou Pearl River Asset Management Co., Ltd. held by the Company at the price of RMB 8.52 million. Upon completion of this equity transaction, the Company no longer holds any equity in Guangzhou Pearl River Asset Management Co., Ltd. 16. Investment property (1) Investment property calculated by cost Inapplicable (2) Investment property calculated by fair value Inapplicable 17. Fixed assets (1) Fixed assets details Unit: RMB Yuan Opening book Decrease in the Closing book Item Increase in the reporting period balance reporting period balance I. Total original book value 1,489,457,684.10 22,161,975.81 10,801,534.81 1,500,818,125.10 Including: Property and 543,991,872.91 838,117.80 544,829,990.71 building Machineries 907,867,064.24 16,033,761.53 9,431,362.51 914,469,463.26 Vehicles 19,532,490.54 959,887.87 20,492,378.41 Other equipment 18,066,256.41 4,330,208.61 1,370,172.30 21,026,292.72 Closing book Opening book Increase in the Withdrawal in the Decrease in the -- balance in balance reporting period reporting period reporting period currency period II. Accumulated 1,012,463,187.90 40,950,477.19 8,417,621.45 1,044,996,043.64 depreciation Including: Property and 316,586,563.58 10,864,910.77 327,451,474.35 building 99 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Machineries 672,113,058.11 20,710,549.49 7,093,837.54 685,729,770.06 Vehicles 12,995,943.08 762,449.54 13,758,392.62 Other equipment 10,767,623.13 8,612,567.39 1,323,783.91 18,056,406.61 Opening book Closing balance in -- -- balance current period III. The net book value of 476,994,496.20 -- 455,822,081.46 fixed assets Including: Property and 227,405,309.33 -- 217,378,516.36 building Machineries 235,754,006.13 -- 223,412,288.04 Vehicles 6,536,547.46 -- 6,733,985.79 Other equipment 7,298,633.28 -- 8,297,291.27 IV. Total impairment 4,254,006.36 -- 4,254,006.36 provision Machineries 4,254,006.36 -- 4,254,006.36 Other equipment -- V. Total book value of fixed 472,740,489.84 -- 451,568,075.10 assets Including: Property and 227,405,309.33 -- 217,378,516.36 building Machineries 231,499,999.77 -- 224,485,686.84 Vehicles 6,536,547.46 -- 6,733,985.79 Other equipment 7,298,633.28 -- 2,969,886.11 Depreciation amount of this reporting period was RMB 40,950,477.19 and RMB 14,470,635.42was transferred into fixed assets from construction project. (2) Temporary idle fixed assets Unit: RMB Yuan Accumulated Impairment Item Original book value Net book value Remark depreciation provision Machineries 32,848,305.01 28,241,199.26 4,254,006.36 353,099.39 (3) Fixed assets rented in by financial leasing Inapplicable (4) Fixed assets leased out by operating leasing Inapplicable (5) Fixed assets held for sale at the period-end Inapplicable (6) Information of fixed assets failed to accomplish certification of property Inapplicable 100 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Notes to the fixed assets —Up to 30 Jun. 2014, there was no any fixed asset rented in by financial leasing or held for sale of the Company. 18. Construction in progress (1) Situation of construction in progress Unit: RMB Yuan Closing balance Opening balance Item Impairment Impairment Book balance Book value Book balance Book value provision provision Fuwan Industrial Park 12,247,062.64 12,247,062.64 12,247,062.64 12,247,062.64 Fuwan Industrial Park Lithium Battery Manufacturing 9,897,936.70 9,897,936.70 9,763,878.38 9,763,878.38 Workshop H7 Automatic production 9,429,749.02 9,429,749.02 equipment Third district hard glass 8,149,794.29 3,695,984.29 4,453,810.00 8,149,794.29 3,695,984.29 4,453,810.00 furnace LED No.2 workshop 4,118,513.64 4,118,513.64 3,804,487.14 3,804,487.14 6#、7#、8# furnace 11,040,134.04 11,040,134.04 2,835,008.92 2,835,008.92 Home-built equipments 10,680,378.80 10,680,378.80 5,525,464.41 5,525,464.41 Transformation equipments 16,578,886.03 16,578,886.03 13,331,250.82 13,331,250.82 Other outsourcing equipments 25,405,501.64 25,405,501.64 13,653,761.23 13,653,761.23 Total 98,118,207.78 3,695,984.29 94,422,223.49 78,740,456.85 3,695,984.29 75,044,472.56 (2) Significant changes in construction in progress Unit: RMB Yuan Includin Project g: Transferr Capitaliz input Capitaliz capitaliz Source Name of Opening ed to Other Project ation of Closing Budget Increase percenta ation of ation of of project balance fixed decrease process interest balance ge of interest interest funding assets rate budget this period Fuwan Later Self-own Lighting 14,800,0 12,247,0 period of 12,247,0 82.75% ed Industria 00.00 62.64 the 62.64 capital l Park project Fuwan Industria Later l Park Self-own 10,380,0 9,763,87 134,058. period of 9,897,93 Lithium 95.36% ed 00.00 8.38 32 the 6.70 Battery capital project Manufac turing 101 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Worksho p H7 Automat ic Project Self-own 10,570,0 9,429,74 406,650. 9,836,39 producti 93.06% completi ed 0.00 00.00 9.02 83 9.85 on on capital equipme nts Project Third ceased district Self-own 8,600,00 8,149,79 and had 8,149,79 hard 94.77% ed 0.00 4.29 made 4.29 glass capital impairm furnace ent Middle 6#, 7#, Self-own 18,610,0 2,835,00 8,205,12 period of 11,040,1 8# 59.32% ed 00.00 8.92 5.12 the 34.04 furnace capital project LED Later Self-own No.2 4,230,00 3,804,48 314,026. period of 4,118,51 97.36% ed worksho 0.00 7.14 50 the 3.64 capital p project Later Home-b Self-own 12,603,0 5,525,46 5,415,00 260,092. period of 10,680,3 uilt equi 86.81% ed 00.00 4.41 6.51 12 the 78.80 pments capital project Transfor Later Self-own mation e 23,737,0 13,331,2 5,835,29 2,587,65 period of 16,578,8 80.75% ed quipmen 00.00 50.82 4.14 8.93 the 86.03 capital ts project Middle Self-own 37,184,0 13,653,7 13,538,2 1,786,48 period of 25,405,5 Other 73.13% ed 00.00 61.23 24.93 4.52 the 01.64 capital project 140,714, 78,740,4 33,848,3 14,470,6 98,118,2 Total -- -- -- -- 000.00 56.85 86.35 35.42 07.78 Notes to the changes in construction in progress (3) Impairment provision of construction in progress Unit: RMB Yuan Increase in the Decrease in the Reason for Item Opening amount Closing balance reporting period reporting period withdrawal Third district hard 3,695,984.29 3,695,984.29 glass furnace 102 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Total 3,695,984.29 3,695,984.29 -- (4) Information of procedures of significant construction in progress Item Project process Note Fuwan Lighting Industrial Park Later period of the project Fuwan Industrial Park Lithium Battery Later period of the project Manufacturing Workshop H7 Automatic production equipments Project completion Third district hard glass furnace Project ceased and had made impairment 6#, 7#, 8# furnace Middle period of the project LED No.2 workshop Later period of the project Home-built equipments Later period of the project Transformation equipments Later period of the project Other Middle period of the project (5) Notes of construction in progress — None of each item of the construction in progress has to grant the capitalization of interest and exchange gains and losses. 19. Engineering materials Inapplicable 20. Clearance of fixed assets Inapplicable 21. Productive biological assets (1) Calculate by cost Inapplicable (2) Calculate by fair value Inapplicable 22. Oil and gas assets Inapplicable 23. Intangible assets (1) Information Unit: RMB Yuan Item Opening balance Increase in this period Decrease in this period Closing balance I. Total original book value 213,556,603.55 20,520,229.92 234,076,833.47 Of which: land use right 211,719,938.60 211,719,938.60 Software use right 1,636,664.95 19,529.92 1,656,194.87 Patent right 200,000.00 20,500,700.00 20,700,700.00 II. Total accrued 40,322,004.82 2,614,544.78 42,936,549.60 amortization Of which: land use right 40,070,782.26 1,956,418.58 42,027,200.84 103 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Software use right 54,555.50 168,328.26 222,883.76 Patent right 196,667.06 489,797.94 686,465.00 III. Total net book value of 173,234,598.73 17,905,685.14 191,140,283.87 intangible assets Of which: land use right 171,649,156.34 -1,956,418.58 169,692,737.76 Software use right 1,582,109.45 -148,798.34 1,433,311.11 Patent right 3,332.94 20,010,902.06 20,014,235.00 Of which: land use right Software use right Patent right Total book value of 173,234,598.73 17,905,685.14 191,140,283.87 intangible assets Of which: land use right 171,649,156.34 -1,956,418.58 169,692,737.76 Software use right 1,582,109.45 -148,798.34 1,433,311.11 Patent right 3,332.94 20,010,902.06 20,014,235.00 Amortization was of RMB 2,614,544.78 in the reporting period. (2) Development project spending Inapplicable 24. Goodwill Unit: RMB Yuan Provision for Investee or events formed the Opening balance Increase Decrease Closing balance impairment at goodwill the period-end Suzhou Mont Lighting Co., Ltd. 0.00 6,603,743.83 0.00 6,603,743.83 0.00 Total 0.00 6,603,743.83 0.00 6,603,743.83 0.00 Notes to the impairment test method and withdraw method of provision for impairment of goodwill On 25 Apr. 2014, the Company signed the agreement on the acquisition and the expandation of the capital and shares. The Company gained 50.50% equities of Suzhou Mont Lighting Co., Ltd. with the investment amount of RMB 24,360,000.00. The Company enjoyed the fair value of the net identifiable assets on the acquisition date of Suzhou Mont Lighting Co., Ltd. of RMB 17,756,256.17, of which the difference between the investment costs were confirmed as goodwill. After the equity acquisition, Suzhou Mont Lighting Co., Ltd. was renewed as the controlled combining party. 25. Long-term amortization expense Inapplicable 26. Deferred tax assets and liabilities (1) Deferred tax assets and liabilities are not listed as the net value after offset Deferred tax assets and liabilities that already recognized Unit: RMB Yuan Item Closing balance Opening balance Deferred income tax assets: Provision for assets impairment 7,229,205.63 8,459,053.84 104 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Deductible losses 2,240,937.40 2,240,937.40 Depreciation of fixed assets 11,987,464.21 11,973,373.90 Payroll payable 7,598,556.28 6,086,781.28 Changes in fair value of trading financial asse 0.00 164,520.32 ts Subtotal 29,056,163.52 28,924,666.74 Deferred income tax liabilities: Fair value changes on available-for-sale financial 4,467,497.14 4,891,338.97 assets that recognized into capital reserves Changes in fair value of trading financial assets 2,843.15 0.00 Subtotal 4,470,340.29 4,891,338.97 List of taxable differences and deductible differences Unit: RMB Yuan Amount of temporary differences Item Closing balance Opening balance Taxable difference items Property depreciation preparation 46,853,584.02 54,978,452.59 Deductible losses 8,963,749.61 8,963,749.61 Depreciation of fixed assets 79,782,273.70 79,688,338.30 Payroll payable 50,657,041.85 40,578,541.85 Changes in fair value of trading financial assets -18,954.33 1,096,802.10 Subtotal 186,237,694.85 185,305,884.45 Deductible temporary differences Fair value changes on available-for-sale financial 29,783,314.28 32,608,926.44 assets Subtotal 29,783,314.28 32,608,926.44 (2) Deferred income tax assets and liabilities are listed as the net value after offset Notes of deferred income tax assets and liabilities Unit: RMB Yuan Deferred deductible Deferred deductible Deferred income tax or taxable temporar Deferred income tax or taxable temporar assets and liabilities y differences at the assets and liabilities Item y differences at the at the end of the end of the period at the opening of the opening of the per period period iod Deferred income tax assets 29,056,163.52 28,924,666.74 Deferred income tax liabilities 4,470,340.29 4,891,338.97 List of the mutual deduction of deferred income tax assets and deferred income tax liabilities Notes to the deferred income tax assets and deferred income tax liabilities 105 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 27. List of provision for assets impairment Unit: RMB Yuan Increase in this Decrease in this period Item Opening balance Closing balance period Reversal Written off I. Provision for bad debt 26,448,626.78 8,025,505.65 34,474,132.43 II. Provision for inventory 11,432,419.35 4,552,311.43 6,880,107.92 falling price III. Impairment provision of 9,148,904.81 9,148,904.81 long-term equity investment IV. Impairment provision of 4,254,006.36 4,254,006.36 fixed assets V. Impairment provision of 3,695,984.29 3,695,984.29 construction in progress VI. Provision of goodwill 0.00 impairment Total 54,979,941.59 8,025,505.65 4,552,311.43 58,453,135.81 Notes: —Assets impairment increased is due to provision for accounts receivable and other bad debts preparation of accounts receivable. —Assets impairment decreased is due to partly of the products which had withdrawn for falling price had realized the sales. 28. Other non-current assets Unit: RMB Yuan Item Closing balance Opening balance Land purchase and the ownership implicit of 41,755,700.00 41,755,700.00 relevant items Prepayments for business facilities 9,674,122.41 5,638,494.81 Total 51,429,822.41 47,394,194.81 Notes of other non-current assets Other non-current assets are mainly composed of land purchasing, the ownership implicit of relevant items and prepayments for business facilities. 29. Short-term loan (1) Category of short-term loans Inapplicable (2) Short-term loans due but not repaid Inapplicable 30. Trading financial liabilities Inapplicable 106 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 31. Notes payable Inapplicable 32. Accounts payable (1) Information Unit: RMB Yuan Item Closing balance Opening balance Accounts payable 506,823,920.43 270,968,881.44 Total 506,823,920.43 270,968,881.44 (2) The accounts payable to shareholders with more than 5% (including 5%) of the voting shares of the Company Unit: RMB Yuan Name of company Closing balance Opening balance Youchang Lighting Equipment Co., Ltd. 1,700,721.98 573,328.59 (3) Notes of the large amount of accounts payable aging over one year: The large amount of accounts payable aging over one year mainly is the materials unpaid accounts. 33. Advance from customers (1) Information Unit: RMB Yuan Item Closing balance Opening balance Advance from customers 57,304,411.41 45,620,298.34 Total 57,304,411.41 45,620,298.34 (2) Advanced from customers from shareholders with more than 5% (including 5%) of the voting shares of the Company Inapplicable (3) Notes of significant advance from customers aging over one year —The balance of the advance at the period-end was all goods in advance and there was no advance aged more than 3 years. —The advance at the period-end increased RMB 11,684,113.07 over the beginning of the period with the increase rate of 25.61%, which was mainly due to the corresponding increase of the dealer’s payments in advance as the business scale of LED expanded and the promotion and marketing of the strengthening of LED products. —There was no account of shareholders held 5% (including 5%) of the voting shares among the balance of the advance at the period-end. 34. Payroll payable Unit: RMB Yuan Item Opening balance Increase in this period Decrease in this period Closing balance I. Salary, bonus, 65,284.37 204,443,988.56 203,776,522.06 732,750.87 allowance, subsidy II. Employee welfare 9,230,770.15 9,230,770.15 III. Social insurance 29,511,683.07 29,511,683.07 Including: Medical 10,056,590.96 10,056,590.96 insurance premiums Basic endowment i 15,633,918.07 15,633,918.07 107 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. nsurance Unemployment 821,582.79 821,582.79 insurance Work-related injury 1,494,635.49 1,494,635.49 insurance Maternity insurance 1,504,955.76 1,504,955.76 IV. Housing fund 1,834,570.38 1,834,570.38 VI. Others 60,571,456.48 12,516,579.89 19,109,370.92 53,978,665.45 Equity incentive fu 60,184,828.68 10,113,820.00 16,748,943.41 53,549,705.27 nd Labour union expen diture and personne 386,627.80 2,402,759.89 2,360,427.51 428,960.18 l education fund Total 60,636,740.85 257,537,592.05 263,462,916.58 54,711,416.32 The amounts in arrears of payroll payable are RMB 0. The labor union budget and employee education budget is RMB 2,402,759.89, and the non-monetary benefits are RMB 0, as well as the compensation for terminating the labor contract is RMB 0. 35. Taxes payable Unit: RMB Yuan Item Closing balance Opening balance Value-added tax 6,288,276.88 4,364,194.29 Business tax 91,513.94 179,348.08 Corporate income tax 28,530,656.22 7,830,829.28 Personal income tax 5,348,252.10 392,987.55 Urban maintenance and construction tax 707,097.08 1,063,705.63 Other taxes and fares 3,490,408.99 5,740,056.95 Total 44,456,205.21 19,571,121.78 36. Interest payable Inapplicable 37. Dividends payable Inapplicable 38. Other accounts payable (1) Information Unit: RMB Yuan Item Closing balance Opening balance Other accounts payable 25,343,778.09 35,613,570.14 Total 25,343,778.09 35,613,570.14 (2) Other accounts payable from shareholders with more than 5% (including 5%) of the voting shares of the Company Inapplicable 108 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (3) Notes of the other large amount accounts payable aging over one year. The other large amount accounts payable aging over one year mainly is the material margin paid by the suppliers. (4) Other large amount accounts payable should explain the content Inapplicable 39. Estimated liabilities Inapplicable 40. Non-current liabilities due within 1 year (1) Non-current liabilities due within 1 year Inapplicable (2) Long-term loans due within 1 year Inapplicable (3) Bonds payable due within 1 year Inapplicable (4) Long-term accounts payable due within 1 year Inapplicable 41. Other current liabilities Inapplicable 42. Long-term loans (1) Category of long-term loans Inapplicable (2) Long-term borrowings of top 5 Inapplicable 43. Bonds payable Inapplicable 44. Long-term payable (1) Long-term accounts payable of top 5 Inapplicable (2) List of accrued financial lease outlay of the long-term accounts payable Inapplicable 45. Specific payable Inapplicable 109 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 46. Other non-current liabilities Unit: RMB Yuan Item Closing balance Opening balance Governmental subsidy Including: Governmental subsidy related to 165,109.00 113,109.00 profits Governmental subsidy related to assets. 10,817,441.93 10,979,441.73 Total 10,982,550.93 11,092,550.73 Liabilities items involved with governmental grants Unit: RMB Yuan Amount of Amount included newly increased Closing Related to Liabilities items Opening balance in non-operating Other changes grants of the amount assets/profits income reporting period Incandescent lamps convert electronic 9,852,274.95 9,852,274.95 Related to assets energy saving lamps items Production line of energy-saving fluorescent lamps of 929,999.96 77,499.82 852,500.14 Related to assets 50 million annual output Furnace desulphurization and 197,166.82 84,499.98 112,666.84 Related to assets dust removal system items Non-electrolytic capacitor drive power 113,109.00 52,000.00 165,109.00 Related to profits supply technology Total 11,092,550.73 52,000.00 161,999.80 10,982,550.93 -- 47. Share capital Unit: RMB Yuan Increase/Decrease (+/-) Opening Capitalization Closing Issuing new balance Bonus shares of public Other Subtotal balance shares reserves Total shares 978,563,745.00 978,563,745.00 48. Treasury stock Inapplicable 49. Special reserves Inapplicable 110 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 50. Capital reserves Unit: RMB Yuan Item Opening balance Increase in this period Decrease in this period Closing balance Capital premium (share 582,653,147.29 582,653,147.29 capital premium) Other capital reserves 34,940,959.92 2,401,770.34 32,539,189.58 Total 617,594,107.21 2,401,770.34 615,192,336.87 Notes: —On 18 Apr. 2010, the shares of China Everbright Bank Co., Ltd. listed in Shanghai Securities Trading Center. The Company held 23,546,768.00 shares of Everbright Bank and its closing fair value is RMB 59,808,790.72, decreased in an amount of RMB 2,825,612.16 when compared to the opening fair value. According to the relevant rules, the Company had adjusted and reduced the deferred income tax liabilities of RMB 423,841.82, and the balance of RMB 2,401,770.34 would be decreased into capital surplus. 51. Surplus reserves Unit: RMB Yuan Item Opening balance Increase in this period Decrease in this period Closing balance Legal surplus reserves 485,607,963.60 485,607,963.60 Discretional surplus reserves 136,886,568.36 136,886,568.36 Total 622,494,531.96 622,494,531.96 52. Provision for general risk Inapplicable 53. Retained profits Unit: RMB Yuan Withdrawal or distributed Item Amount proportion Opening balance of retained profits before 671,929,537.57 -- adjustments Opening balance of retained profits after 671,929,537.57 -- adjustments Add: Net profit attributable to owners of the 188,959,139.45 -- Company Dividend of common stock payable 156,570,199.20 Closing retained profits 704,318,477.82 -- List of adjustment of opening retained profits: 1) RMB000 opening retained profits was affected by retrospective adjustment conducted according to the Accounting Standards for Business Enterprises and relevant new regulations. 2) RMB0.00 opening retained profits was affected by changes on accounting policies. 3) RMB0.00 opening retained profits was affected by correction of significant accounting errors. 4) RMB0.00 opening retained profits was affected by changes in combination scope arising from same control. 5) RMB0.00 opening retained profits was affected totally by other adjustments. 111 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 54. Revenue and Cost of Sales (1) Revenue and Cost of Sales Unit: RMB Yuan Item Reporting period Same period of last year Sales of main business 1,527,520,198.14 1,182,317,613.69 Other operating income 15,538,559.89 25,942,832.37 Cost of sales 1,156,217,280.15 925,675,209.12 (2) Main business (Classified by industry) Unit: RMB Yuan Reporting period Same period of last year Industry Revenue of sales Costs of sales Revenue of sales Costs of sales Lighting components and lamps 1,527,520,198.14 1,144,349,961.56 1,182,317,613.69 909,136,643.67 Total 1,527,520,198.14 1,144,349,961.56 1,182,317,613.69 909,136,643.67 (3) Main business (Classified by product) Unit: RMB Yuan Reporting period Same period of last year Product Revenue of sales Costs of sales Revenue of sales Costs of sales Lighting components and lamps 1,527,520,198.14 1,144,349,961.56 1,182,317,613.69 909,136,643.67 Among: traditional lighting 1,106,737,704.75 809,263,104.37 26.88% 1.82% -2.12 products LED lighting products 420,782,493.39 335,086,857.19 20.37% 341.10% 306.99 Total 1,527,520,198.14 1,144,349,961.56 1,182,317,613.69 909,136,643.67 (4) Main business (Classified by area) Unit: RMB Yuan Reporting period Same period of last year Area Revenue of sales Costs of sales Revenue of sales Costs of sales Domestic sales 1,036,705,528.94 815,542,735.07 854,494,345.56 669,777,009.95 Export sales 490,814,669.20 328,807,226.49 327,823,268.13 239,359,633.72 Total 1,527,520,198.14 1,144,349,961.56 1,182,317,613.69 909,136,643.67 (5) The revenue of sales from the top five customers Unit: RMB Yuan Customer Main business revenue Proportion of total business revenue ** COMPANY 183,203,928.16 11.87% ** ELECTRIC COMPANY 26,175,521.25 1.70% Guangzhou ** Lighting Appliance 20,154,129.33 1.31% Co., Ltd. Shenzhen ** Electric Appliance 19,876,497.63 1.29% Co., Ltd. PROSPERITY LAMPS & 19,860,345.46 1.29% COMPONENTS LIMITED Total 269,270,421.83 17.46% 55. Contract project incomes Inapplicable 112 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 56. Business tax and surcharges Unit: RMB Yuan Item Reporting period Same period of last year Calculation and payment standard Business tax 714,498.78 409,637.15 5% of taxable income Urban maintenance and construction 8,389,063.00 7,714,158.28 7% of turnover tax tax Education surtax 6,026,392.52 5,573,835.89 3-5% of turnover tax Total 15,129,954.30 13,697,631.32 -- 57. Selling expenses Unit: RMB Yuan Item Reporting period Same period of last year Traffic expenses 23,683,251.76 21,153,629.91 Energy saving product promotion services 3,088,819.85 832,380.00 expenses Worker wages and salaries 19,829,713.47 12,193,767.40 Advertising, business costs 5,850,819.24 4,688,044.76 Commission 0.00 1,127,337.29 Travel expenses 1,349,726.52 1,423,080.88 Promotional gifts, distribution and meeting 4,402,514.31 561,786.30 expenses Street light project maintenance expenses 2,711,494.40 0.00 Other 2,051,573.38 2,451,213.54 Total 62,967,912.93 44,431,240.08 58. Administration expenses Unit: RMB Yuan Item Reporting period Same period of last year The worker wages and salaries 31,108,589.63 18,374,115.70 Depreciation expenses 10,463,236.40 7,942,950.50 Tax fees 8,327,329.62 5,905,536.61 Administrative expenses 3,279,753.58 2,924,002.32 Depreciation on intangible assets 2,610,636.23 1,796,063.59 R&D expenses 3,604,623.15 1,944,808.32 Testing expense 886,083.99 849,289.88 Others 44,215,086.85 38,195,634.61 Total 104,495,339.45 77,932,401.53 59. Financial expenses Unit: RMB Yuan 113 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Item Reporting period Same period of last year Interest expenses 0.00 0.00 Less: Interest received 7,550,981.32 8,345,219.86 Exchange losses 1,194,090.82 3,317,882.75 Others 623,542.87 1,063,519.22 Total -5,733,347.63 -3,963,817.89 60. Gains and losses from changes in fair value Unit: RMB Yuan Source Reporting period Same period of last year Trading financial assets 1,115,756.46 -69,701.45 Total 1,115,756.46 -69,701.45 61. Investment income (1) List of investment income Unit: RMB Yuan Item Reporting period Same period of last year Long-term equity investment income accounted by 21,442,835.22 0.00 cost method Long-term equity investment income accounted by -2,612,635.56 -2,310,773.80 equity method Investment income gained from disposal of tradable -714,793.88 0.00 financial assets Investment income gained from available-for-sale 0.00 1,365,712.54 financial assets Total 18,115,405.78 -945,061.26 (2) Long-term equity investment income accounted by cost method Unit: RMB Yuan Same period of last Name of investee Reporting period Reason for increase/decrease year Received dividend bonus money of the Xiamen Bank Inc. 21,942,835.20 0.00 investee in the reporting period Conducted amortization to the investee Foshan Fochen Highway Development according to Foshan bridge tolls -499,999.98 0.00 Co., Ltd. unified collection distribution system in the reporting period Total 21,442,835.22 0.00 -- (3) Long-term equity investment income accounted by equity method Unit: RMB Yuan Same period of last Name of investee Reporting period Reason for increase/decrease year Qinghai Fozhao Lithium Energy -2,595,523.09 -1,957,819.93 Loss increase in this period Development Co., Ltd. 114 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Guangdong Fozhao Guoxuan Power -17,112.47 -352,953.87 losses of cancellation liquidation Battery Co., Ltd. Total -2,612,635.56 -2,310,773.80 -- 62. Impairment losses Unit: RMB Yuan Item Reporting period Same period of last year I. Loss on bad debts 8,025,505.65 16,288,405.88 II. Loss on inventory valuation -4,552,311.43 1,565,515.32 Total 3,473,194.22 17,853,921.20 63. Non-operating gains (1) List of non-operating gains Unit: RMB Yuan Included in the amount of Item Reporting period Same period of last year the non-recurring gains and losses of the current period Including:Gains from disposal of fixed 3,458.00 10,337,873.72 3,458.00 assets Gains from disposal of intangible assets 0.00 6,448,625.49 Government grants 2,603,201.80 54,481,517.78 323,499.80 Others 687,707.26 412,143.18 687,707.26 Total 3,294,367.06 71,680,160.17 1,014,665.06 (2)Government grants recorded into current profits and losses Unit: RMB Yuan Whether belong to Related to assets/ related Item Reporting period Same period of last year non-current profits and to income losses Financial subsidies of efficient lighting 2,279,702.00 54,179,017.80 Related to income No products promoting project Foshan project funding of supporting relevant 0.00 200,000.00 economic development items Incentive subsidy funds of No.36 groups of ea 13,000.00 18,000.00 Related to income Yes rly retirement incentive of yellow label car Furnace desulphurizatio 84,499.98 84,499.98 Related to income Yes n system items Annual output of 50 77,499.82 0.00 Related to income Yes million energy-saving 115 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. fluorescent lamp production line project Special funds 116,000.00 0.00 Related to income Yes (foreign-related services) Other scattered 32,500.00 0.00 Related to income Yes government subsidies Total 2,603,201.80 54,481,517.78 -- -- —Government subsidy on energy saving products was the central government subsidy that the Company obtained for promoting national efficient lighting products. The Company respectively won the bidding of National Efficient Lighting Products Promotion Project and Fiscal Subsidy Promotion Project of 2012/2013 Annual Semiconductor Lighting Products in Jul. 2012 and Oct. 2012. According to the spirit of documents of the Notice of The State Council Printed and Distributed about Comprehensive Work Plan of Energy Saving and Emission Reduction (GF [2007] No. 15) and Efficient Lighting Products Promotion Subsidy Money Management Interim Measures (CJ [2007] No. 1027) issued by Ministry of Finance and NDRC, the Central Government sets up special fund, with the method of indirect subsidy to terminal customers, gives subsidy to bid-winning enterprises, and the bid-winning enterprises sell to the terminal customers at the price that the bid-winning enterprises according to the winning agreement supply price minus fiscal subsidy, that is the Company’s promotion of efficient lighting products sale income is divided into two parts: income obtains from the payment of the terminal users and payment from the fiscal subsidy. Terminal users include bulk users and urban and rural resident users. Each efficient lighting product of bulk users, the Central Government gives subsidy according to 30% of the winning agreement supply price, each efficient lighting product of urban and rural resident users, the Central Government gives subsidy according to 50% of the winning agreement supply price. According to the stipulations of Announcement on the Related Issues of Vat of Central Government Subsidy issued by State Administration of Taxation and the interpretation of Announcement on the Related Issues of Vat of Central Government Subsidy issued by General Office of State Administration of Taxation, for the part obtained from Central Government Subsidy, in line with the new regulations of State Administration of Taxation, which do not belong to the VAT taxable income. Thus, the Company will record the 2013 fiscal subsidy for efficient lighting products into non-operating income excluding the payment of VAT. 64. Non-operating expenses Unit: RMB Yuan Included in the amount of the non-recurring Item Reporting period Same period of last year gains and losses of the current period Loss on disposal of non-current assets 109,843.02 908,276.06 109,843.02 Including: Loss on disposal of fixed assets 109,843.02 908,276.06 109,843.02 External donation 0.00 5,600,000.00 Others 5,612.46 4,192,162.77 5,612.46 Total 115,455.48 10,700,438.83 115,455.48 Note: 65. Income tax expense Unit: RMB Yuan 116 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Item Reporting period Same period of last year Current income tax expense accounted by tax and relevant 42,878,291.11 37,895,236.07 regulations Adjustment of income tax -1,188,427.16 1,719,106.18 Total 41,689,863.95 39,614,342.25 66. Calculation procedure of basic earnings per share and diluted earnings per share Item Reporting period Same period of last year Basic EPS 0.1931 0.1564 Diluted EPS 0.1931 0.1564 —The process of calculating return on equity weighted average is listed as followed: Item No 2014 2013 Numerator Net profit attributable to the Company’s common 1 188,959,139.45 153,047,291.37 shareholders Net profit attributable to the Parent Company’s common shareholders after deducting income tax 2 6,383,467.42 19,734,912.82 influence Net profit attributable to the Company’s common 3=1-2 169,224,226.63 146,663,823.95 shareholders after deducting income tax influence Denominator: Opening total number of shares 4 978,563,745.00 978,563,745.00 Shares increased by capital reserve converting to 5 shares or stock dividend distribution Shares increased by the issuance of new shares or 6 bonds converting to shares in the reporting period Months from next month of the issuance of new shares or bonds converting to shares increased to 7 the end of reporting period Shares decreased by repurchase in the reporting 8 period Shares decreased by shrinking stock in the 9 reporting period Months from next month of shares decreased to 10 the end of reporting period Months in the reporting period 11 6 6 The weighted average of common shares 12=4+5+6*7/11-8*10/11-9 978,563,745.00 978,563,745.00 outstanding Basic EPS(Net profit attributable to equity 13=1/12 0.1931 0.1564 shareholders) 117 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Basic EPS(Attributable to common shareholders, net profit after deducting non-recurring gains and 14=3/12 0.1729 0.1499 losses) —The process of calculating diluted EPS The process of calculating diluted EPS is the same as basic EPS. 67. Other comprehensive income Unit: RMB Yuan Item Reporting period Same period of last year 1. Profits/(losses) from available-for-sale financial assets -2,825,612.16 -4,473,885.92 Less: Effects on income tax generating from available-for-sale -423,841.82 -671,082.88 financial assets Subtotal -2,401,770.34 -3,802,803.04 Total -2,401,770.34 -3,802,803.04 Note: 68. Notes of Cash Flow Statement (1) Other cash received relevant to operating activities Unit: RMB Yuan Item Amount Interests on deposit 7,586,039.03 Scrap revenues 3,623,492.20 Property and rental income 862,652.72 Interest on deposits 389,010.50 Others 1,902,829.60 Total 14,364,024.05 Note: (2) Other cash paid relevant to operating activities Unit: RMB Yuan Item Amount Transportation fees 28,771,464.91 Advertising fees 5,864,699.17 Audit fees, legal fees, appraisal fees, inspection fees 5,139,087.70 Office expenses 4,145,450.36 Spare parts, maintenances, and service charges 3,429,401.85 Margins 196,977.59 Travel expenses 2,619,111.61 Commissions 528,054.46 Energy-saving promotion fees 2,274,633.66 Street light project construction and maintenance fees 5,955,954.21 Land rent and management fees 2,938,578.35 Trademark fee and patent fee 2,753,625.50 Others 7,220,228.47 118 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 合计 71,837,267.84 Note: (3) Other cash received relevant to investment activities Inapplicable (4) Other cash paid relevant to investment activities Inapplicable (5) Other cash received relevant to financing activities Unit: RMB Yuan Item Amount Bank loan interest 2,452.04 Total 2,452.04 Note: (6) Other cash paid relevant to financing activities Unit: RMB Yuan Item Amount Repay the bank loan 2,000,000.00 Pay the bank loan interest 34,300.00 Total 2,034,300.00 Note: 69. Supplemental information for Cash Flow Statement (1) Supplemental information for Cash Flow Statement Unit: RMB Yuan Supplemental information Reporting period Same period of last year 1. Reconciliation of net profit to net cash flows generated -- -- from operations: Net profit 187,228,634.48 152,984,477.08 Add: Provision for assets impairments 3,473,194.22 17,853,921.20 Depreciation of fixed assets, oil-gas assets and productive 40,950,477.19 43,344,540.90 biological assets Amortization of intangible assets 2,614,544.78 1,796,063.59 Losses/gains on disposal of property, intangible asset and -3,458.00 -15,475,353.96 other long-term assets (gains: negative) Losses/gains on scrapped of fixed assets (gains: 109,843.02 908,276.06 negative) Losses/gains from variation of fair value (gains: negative) -1,115,756.46 69,701.45 Financial cost (income: negative) 1,773,859.83 2,050,576.88 Investment loss (gains: negative) -18,115,405.78 945,061.26 Decrease in deferred tax assets (increase: negative) -131,496.78 4,134,202.52 Increase in deferred tax liabilities (decrease: negative) -67,364,054.08 -65,284,386.64 Decrease in inventory (increase: negative) -207,787,480.72 -243,976,257.07 Decrease in accounts receivable from operating activities 196,808,865.07 112,361,429.34 119 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (increase: negative) Net cash flows generated from operating activities 138,441,766.77 11,712,252.61 2. Significant investing and financing activities without -- -- involvement of cash receipts and payments 3. Change of cash and cash equivalent: -- -- Closing balance of Cash 861,415,714.44 736,404,066.66 Less: opening balance of cash 897,675,824.22 985,450,890.74 The net increase in cash and cash equivalents -36,260,109.78 -249,046,824.08 (2)Relevant information of acquisition or disposal of subsidiaries and other operation entities in the reporting period Unit: RMB Yuan Supplemental information Reporting period Same period of last year I. Relevant information on acquisition of subsidiaries and -- -- other operation entities: Net cash paid from acquisition of subsidiaries and other 11,512,886.32 operation entities II. Relevant information on disposal of subsidiaries and -- -- other operation entities (3)Composition of cash and cash equivalents Unit: RMB Yuan Item Closing balance Opening balance I. Cash 861,415,714.44 897,675,824.22 Including: Cash on hand 21,062.42 11,528.77 Bank deposit on demand 839,077,570.16 720,577,207.59 Other monetary funds on demand 22,317,081.86 15,815,330.30 II. Closing balance of cash and cash equivalents 861,415,714.44 897,675,824.22 Note: 70. Notes to statement of changes in owners’ equity Inapplicable VIII. Accounting treatment of assets securitization business 1. Note to trading arrangement, accounting treatment and bankruptcy isolation terms of assets securitization business Inapplicable 2. Particulars about the special purpose entity of the Company had no control but actually take the risk Inapplicable IX. Related Parties and Related-party Transactions 1. Information of the parent company of the Company Inapplicable 2. Information of subsidiaries of the Company Full name Type Business Registered Legal Business Registered Percentage Percentage Organizatio 120 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. type place representati nature capital (Ten of of voting n code ve thousand Shareholdin right (%) Yuan) g (%) Manufacturi ng Foshan electronic Chansheng 64 Fenjiang ballasts, Controlled Limited Electronic North Road, Pan Jie electronic 100 100.00% 100.00% 75207544-3 subsidiary company Ballast Co., Foshan transformer Ltd. s and electronic triggers. Preparations , production and operation of lamps, Foshan Cangjiang electric Chanchang Industrial light source Electric Controlled Limited Park, products Pan Jie 7278 70.00% 70.00% 77920377-5 Appliance subsidiary company Gaoming and (Gaoming) District, accessories, Co., Ltd. Foshan installation and related engineering and consulting business. Research, developmen t, production Foshan Cangjiang and sales of Taimei Industrial lighting, Times Controlled Limited Park, Pan Jie household 50 70.00% 70.00% 78203558-1 Lamps and subsidiary company Gaoming appliances Lanterns District, and Co., Ltd. Foshan accessories and other lighting products. Foshan R&D and Controlled Limited Electrical Foshan Pan Jie sale of 5000 100.00% 100.00% 68638090-8 subsidiary company and electric 121 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Lighting appliance, Engineering lighting and Co., Ltd. electromech anical products; design, construction and maintenanc e of lighting and electromech anical projects; design, construction and technical service of intelligent construction projects; investment, design, consulting service, construction , service, contractual energy managemen t, technical service and assessment of energy saving projects; and internationa l trade Nanjing Production Fozhao Controlled Limited of 74539880- Nanjing Pan Jie 4168.32 100.00% 100.00% Lighting subsidiary company energy-savi X Component ng lighting 122 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. s products, Manufacturi lamps and ng Co., Ltd. lighting equipments; lighting projects; energy-savi ng technology developmen t and production of relevant fittings; sale of self-produce d products Production and sale of equipments and products of electric light source; and sale of FSL components (Xinxiang) Controlled Limited Xinxiang Pan Jie of electric 3541.84 100.00% 100.00% 68818685-0 Lighting subsidiary company light source, Co., Ltd. related materials, electrical materials, automobile components , lamps and fittings Financing lease, lease, Guangdong lease Fozhao Controlled Limited consulting Financing Foshan Pan Jie 20000 100.00% 100.00% 57641298-0 subsidiary company and Lease Co., guaranty, Ltd. financing lease 123 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. service for new-energy automobiles & main components , energy-savi ng lighting products & projects R&D and production of electric light source products, equipment, fittings, electrical materials, automobile components , home appliances, FSL socket Lighting outlets, Controlled Limited Liu Equipment Foshan power 1500 100.00% 100.00% 06851850-0 subsidiary company Xingming Co., Ltd. switches, fire-protecti on products, ventilation equipment, LED products, etc.; domestic trade, import and export of technology and goods Suzhou Licensing Controlled Limited Zhang Mont Suzhou operating 2363.49 50.50% 50.50% 69938969-6 subsidiary company Yingchun Lighting project: 124 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Co.,Ltd. naught General operating project: Developme nt, production: and sales Semiconduc tor lighting appliances, the drive circuit and control system software and hardware: system (Production only for branch business) Lighting engineering design and installation; engaged in the import and export of semiconduc tor lighting appliances, the drive circuit and control system software and hardware: system 3. Information of joint ventures and associated enterprises Name of Business Registered Legal Business Registered Currency Percentage Relationshi Organizatio 125 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. investee type address representati nature capital of p n code ve (RMB ten shareholdin thousand g (%) Yuan) I. Joint ventures II. Associated enterprises Comprehen Qinghai sive develo FSL pment and Lithium Limited Zhong Share Qinghai utilization 10,000 38.00% 38.00% 69918800-2 Energy company Xincai company of salt lake Exploitation resources Co., Ltd. 4. Information of other related parties of the Company Name of other related party Relationship Organization code Prosperity (Hangzhou) Lighting and Associated natural control of the Company 74203276-5 Electrical Co., Ltd. Hangzhou Times Lighting and Electrical Associated natural control of the Company 67918465-0 Co., Ltd. Prosperity Electrical (China) Co., Ltd. Associated natural control of the Company 60136020-4 Prosperity Lamps & Components Limited Holding 5% or more shares of shareholder 250727 Prosperity (Xinxiang) Electro-Optical Associated natural control of the Company 76946523-7 Machinery Co., Ltd Prosperity (Xinxiang) Lighting Machinery Associated natural control of the Company 68568572-6 Co., Ltd. Prosperity Lewanli (Hangzhou) Metal Holding 5% or more shares of a legal 79969289-5 Products Co., Ltd. person acting in concert Jinzhou Youxin Electronic Materials Co., Related natural person as a director of the 76540062-0 Ltd. Company Holding 5% or more shares of a legal Fuyu Industrial Co., Ltd. 220562 person acting in concert Holding 5% or more shares of a legal Gengduoliang Lighting Co., Ltd. 293573 person acting in concert Jinzhou Changhua Carbon Products Co., Related natural person as a director of the 78878801-5 Ltd. Company Related natural person as a director of the Prosperity Nanlong Co., Ltd. 561342 Company Related natural person as a director of the Nanlong Investment Co., Ltd. 147431 Company Related natural person as a director of the Xiangguang Appliance Co., Ltd. 6585123 Company Holding 5% or more shares of a legal OSRAM Holdings Limited 909380 person 126 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Holding 5% or more shares of a legal OSRAM (China) Lighting Co., Ltd. 61763873-3 person acting in concert Holding 5% or more shares of a legal OSRAM (Hong Kong) Co., Ltd. 1098945 person acting in concert Holding 5% or more shares of a legal OSRAM (Asia-Pacific) Co., Ltd. 1022109 person acting in concert Related natural person as a director of the OSRAM (Youchang) Co., Ltd. 530385 Company Related natural person as a director of the Guangzhou Zhongde Electronic Co., Ltd. 61878662-3 Company Related natural person as a director of the OSRAM Electronic Co., Ltd. 408480 Company Related natural person as a director of the OSRAM (Taiwan) Inc. 23060514 Company Prosperity Xiteke Lighting (Langfang) Co., Company affected by related natural 75752065-7 Ltd. person OSRAM Opto Semiconductor (China) Co., Related natural person as a director of the 05524191-X Ltd. Company Related natural person as a director of the OSRAM Opto Semiconductors Asia Ltd. 1161648 Company OSRAM (China) Fluorescent Materials Company affected by related natural Co.,Ltd. person Holding 5% or more shares of a legal OSRAM Australia pty.,Ltd ACN 050 103 181 person acting in concert Related natural person as a director of the OSRAM India Pvt.Ltd U31501HR1993PTC034712 Company Related natural person as a director of the OSRAM Korea Co Ltd 110111-0546072 Company Related natural person as a director of the OSRAM Malaysia Sdn.Bhd 491867-X Company Related natural person as a director of the Osram Thailand Co Ltd 1.05537E+11 Company Osram Opto Semiconductors(Malaysia) Related natural person as a director of the 11935-P Sdn Bhd Company Related natural person as a director of the Siteco Lighting(Malaysia) Sdn Bhd 315345-A Company Related natural person as a director of the Osram Pte Ltd 198900394M Company Holding 5% or more shares of a legal Prosperity Electric Corporation 49296 person acting in concert Holding 5% or more shares of a legal Leigh Company Ltd 58986 person acting in concert Shanghai Beiyi Lighting Equipment Co., Company affected by related natural 74959758-2 Ltd. person 127 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Shanghai Haiyue Screen Co., Ltd. Associated natural control of the Company 75318366-5 Shanghai Zhuowang International Trade Associated natural control of the Company 69878181-3 Co., Ltd. Shenyang Zhongzhou Shenghua Financial Associated natural control of the Company 78874823-2 Management Ltd. Related natural person as high executive Liaoning Huize CPA Limited 24333962-3 director of the Company 5. Related-party transactions (1) Purchase of goods and acceptance of service Unit: RMB Yuan Pricing method Reporting period Same period of last year and Content of the Related party decision-making Proportio Proportio transaction Amount Amount procedures for the n (%) n (%) transaction Hangzhou Times Lighting and Purchase of materials Market price 1,480,293.13 0.15% 6,495.72 0.00% Electrical Co., Ltd. Prosperity Electrical Purchase of materials Market price 14,287,405.97 1.49% 14,826,972.16 1.43% (China) Co., Ltd. Prosperity Lamps & Purchase of materials Market price 1,775,250.56 0.19% 2,124,394.74 0.20% Components Limited OSRAM (China) Purchase of materials Market price 0.00 62,400.00 0.01% Lighting Co., Ltd. Prosperity (Xinxiang) Purchase of materials Market price 0.00 29,709.50 0.00% Electro-Optical Machinery Co., Ltd. Prosperity XitekeLighting Purchase of materials Market price 0.00 1,352,030.73 0.13% (Langfang) Co., Ltd. Prosperity Lamps & Purchase of Market price 0.00 1,340,388.53 3.44% Components Limited equipments Prosperity Purchase of (Xinxiang) Lighting Market price 0.00 720,598.29 1.85% equipments Machinery Co., Ltd Total 17,542,949.66 1.83% 20,462,989.67 7.06% Sales of goods and rendering of service Unit: RMB Yuan Pricing method Reporting period Same period of last year and Content of the Related party decision-making Proportio Proportio transaction Amount Amount procedures for the n (%) n (%) transaction 128 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Prosperity (Hangzhou) Lighting Sales of products Market price 3,687,779.13 0.24% 2,511,662.66 0.15% and Electrical Co., Ltd. Hangzhou Times Lighting and Sales of products Market price 2,448.72 0.00% Electrical Co., Ltd. Prosperity Electrical Sales of products Market price 245,382.68 0.02% 507,807.33 0.03% (China) Co., Ltd. Prosperity Lamps & Sales of products Market price 19,860,345.46 1.30% 23,298,724.88 1.44% Components Limited OSRAM (China) Sales of products Market price 4,663,440.83 0.31% 5,577,548.29 0.34% Lighting Co., Ltd. OSRAM (Asia-Pacific) Co., Sales of products Market price 18,160,268.95 1.19% 13,026.17 0.00% Ltd. Total 46,661,380.83 3.06% 31,908,769.33 1.96% (2) Information of related party trust/contract The company trust management/contract Inapplicable The company entrust management/ contracted Inapplicable Information of related party trust/contract Inapplicable (3) Information of related-party lease The Company lease Inapplicable The Company lessee Inapplicable Information of related-party lease Inapplicable (4) Information of related-party guarantee Inapplicable (5) Related-party call loan Inapplicable (6) Information about assets transfer, debt reorganization of related parties Inapplicable 129 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (7) Other related-party transaction Naught 6. Amounts due from/to related parties Amount due from related parties Unit: RMB Yuan Closing balance Opening balance Name Related party Provision for bad Provision for bad Book balance Book balance debts debts Prosperity (Hangzhou) Lighting Accounts receivable 1,759,816.13 105,588.97 2,100,275.77 126,016.55 and Electrical Co., Ltd. Prosperity Electrical Accounts receivable 560,216.47 33,612.99 561,151.46 33,669.09 (China) Co., Ltd. OSRAM (China) Accounts receivable 4,399,450.55 263,967.03 3,090,949.47 185,456.97 Lighting Co., Ltd. Prosperity Lighting Accounts receivable 7,167,204.39 430,032.26 9,415,621.92 564,937.32 Equipment Co., Ltd. OSRAM Accounts receivable (Asia-Pacific) Co., 12,500,123.26 750,007.40 5,261,448.50 315,686.91 Ltd. Total 26,386,810.80 1,583,208.65 20,429,447.12 1,225,766.84 Amount due to related parties Unit: RMB Yuan Name Related party Closing balance Opening balance Prosperity Lighting Accounts payable 1,700,721.98 573,328.59 Equipment Co., Ltd. Prosperity Electrical (China) Accounts payable 2,670,865.59 1,649,840.46 Co., Ltd Hangzhou Times Lighting Accounts payable 904,000.53 9,830.77 and Electrical Co., Ltd. Prosperity(Xingxiang) Other amounts payable 7,400.00 7,400.00 Lighting Machinery Co., Ltd Total 5,282,988.10 2,240,399.82 (X) Share-based Payment 1. Overview of share-based payment Inapplicable 2. Information of equity-settled share-based payment Inapplicable 130 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 3. Information of cash-settled share-based payment Inapplicable 4. Information of share-based payment service Inapplicable 5. Modification, termination of share-based payment Inapplicable XI. Contingencies 1. Contingent liability and financial impacts caused by pending action or arbitration Inapplicable 2. Contingent liability and financial impacts caused by provision of guarantee for other company Inapplicable XII. Commitments 1. Significant commitments Inapplicable 2. Fulfillment of the previous commitments Inapplicable XIII. Events after the balance sheet date 1. Significant events after the balance sheet date Inapplicable 2. List of profits distribution events after the balance sheet date Inapplicable 3. Other assets and liabilities events after the balance sheet date On 15 Aug. 2014, the Company and Guangzhou Finance Holdings Group Co., Ltd. signed , according to which Guangzhou Finance Holdings Group Co., Ltd. agreed to acquire the 15.38% stake of Guangzhou Pearl River Asset Management Co., Ltd. held by the Company at the price of RMB 8.52 million. Upon completion of this equity transaction, the Company no longer holds any equity in Guangzhou Pearl River Asset Management Co., Ltd. XIV. Other significant events 1. Non-monetary assets exchange Inapplicable 2. Debt restructuring Inapplicable 131 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 3. Business combination Inapplicable 4. Leasing Inapplicable 5. Financial instruments which is outstanding and can be converted into shares at the period-end Inapplicable 6. Fair value of assets and liabilities Unit: RMB Yuan Included in the rig Gains and losses of hts and interests o Provision for Item Opening amount fair value in this f the cumulative c impairment in this Closing amount period hanges in the fair period value Financial assets 1.Financial assets recognized into current gains and losses by 3,903,197.90 -2,905,045.90 998,152.00 calculated in fair value (excluded derivative financial assets) 2. Available-for-sale 62,634,402.88 -2,825,612.16 59,808,790.72 financial assets Subtotal of financial 66,537,600.78 -2,905,045.90 -2,825,612.16 60,806,942.72 assets Subtotal 66,537,600.78 -2,905,045.90 -2,825,612.16 60,806,942.72 Financial liabilities 0.00 0.00 6. Foreign financial assets and liabilities Inapplicable 7. Main content of pension plans and significant changes Inapplicable 9. Other The Company withholding equity incentive fund 10 million according to the actual performance of first half. (XV) Notes of main items in the financial statements of the parent Company 1. Accounts receivable (1) Accounts receivable Unit: RMB Yuan 132 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Closing balance Opening balance Book balance Provision for bad debts Book balance Provision for bad debts Category Proporti Proporti Proporti Proporti Amount Amount Amount Amount on (%) on (%) on (%) on (%) Accounts receivable for which bad debt provisions are made on the group basis Ordinary business group 538,177,953.97 94.86% 32,290,677.24 6.00% 405,953,943.93 89.68% 24,357,236.63 6.00% Internal business group 29,190,203.40 5.14% 46,733,574.79 10.32% 100.00 100.00 Subtotal of the groups 567,368,157.37 32,290,677.24 5.69% 452,687,518.72 24,357,236.63 5.38% % % Total 567,368,157.37 -- 32,290,677.24 -- 452,687,518.72 -- 24,357,236.63 -- Note: Accounts receivable with significant single amount and individually withdrawn bad debt provision at period end □Applicable √Inapplicable In the groups, accounts receivable adopting aging analysis method to withdraw bad debt provision: √ Applicable □ Inapplicable Unit: RMB Yuan Closing balance Opening balance Book balance Book balance Aging Provision for bad Provision for bad Proporti Proporti Amount debts Amount debts on (%) on (%) Within 1 year Including: -- -- -- -- -- -- Within 1 year 501,274,330.30 93.14% 30,076,459.82 392,366,020.60 96.65% 23,541,961.24 Subtotal of 501,274,330.30 93.14% 30,076,459.82 392,366,020.60 96.65% 23,541,961.24 within 1 year 1-2 years 29,112,365.19 5.41% 1,746,741.91 8,237,973.75 2.03% 494,278.42 2-3 years 5,582,578.93 1.04% 334,954.74 4,757,260.70 1.17% 285,435.64 Over 3 years 2,208,679.55 0.41% 132,520.77 592,688.88 0.15% 35,561.33 Total 538,177,953.97 -- 32,290,677.24 405,953,943.93 -- 24,357,236.63 In the groups, accounts receivable adopting balance percentage method to withdraw bad debt provision: □ Applicable √ Inapplicable In the groups, accounts receivable adopting other methods to withdraw bad debt provision: √Applicable □ Inapplicable Unit: RMB Yuan Group name Book balance Provision for bad debts Internal business group 29,190,203.40 0.00 Accounts receivable with insignificant single amount but independently withdrawn bad debts provision □ Applicable √ Inapplicable (2) Information of accounts receivable reversed or recovered in the reporting period Inapplicable (3) Information of accounts receivable that written off in the reporting period Inapplicable 133 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (4)Information of shareholders with more than 5% (including 5%) of the voting shares of the Company in accounts receivable in reporting period Closing amount Opening amount Name of entity Book balance Bad debt provision Book balance Bad debt provision Prosperity Lamps and Components 7,167,204.39 430,032.26 9,415,621.92 564,937.32 (5) Nature or content of other accounts receivable with significant amount Inapplicable (6) Top five accounts receivable Unit: RMB Yuan Name of company Relationship Amount Term Proportion (%) ** COMPANY Non-related party 131,228,034.00 Within one year 23.13% OSRAM ** Co., Ltd. Related party 12,500,123.26 Within one year 2.20% Henan ** Electrical & Non-related party 10,157,994.86 Within one year 1.79% Lighting Co., Ltd. Dongguan ** Energy Saving Technology Non-related party 10,141,248.99 Within one year 1.79% Co. , Ltd. Changzhou ** Electrical Non-related party 9,659,461.93 Within one year 1.70% & Lighting Co., Ltd. Total -- 173,686,863.04 -- 30.61% (7)Accounts receivable due to the related parties Unit: RMB Yuan Occupancy rate of the total Name of company Relationship with the Company Amount amount of accounts receivable (%) OSRAM (Asia-Pacific) Co., Holding 5% or more shares of a 12,500,123.26 2.20% Ltd. legal person acting in concert Prosperity Lighting Holding 5% or more shares of 7,167,204.39 1.26% Equipment Co., Ltd. shareholders OSRAM (China) Lighting Holding 5% or more shares of a 4,399,450.55 0.78% Co., Ltd. legal person acting in concert Prosperity (Hangzhou) Company controlled by related Lighting and Electrical Co., 1,460,141.13 0.26% nature person Ltd. Prosperity Electrical (China) Company controlled by related 287,097.70 0.05% Co., Ltd. nature person Total -- 25,814,017.03 4.55% (8) RMB0.00 was transferred from the accounts receivable not meeting the conditions of termination recognition. 134 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (9) If securitization is carried out on accounts receivable as the underlying asset, please brief on the arrangement of relevant transactions. Inapplicable 2. Other accounts receivable (1) Other accounts receivable Unit: RMB Yuan Closing balance Opening balance Provision for bad Provision for bad Book balance Book balance debts debts Category Propor Propo Proporti Proporti Amount Amount tion Amount Amount rtion on (%) on (%) (%) (%) Other accounts receivable for which bad debt provisions are made on the group basis Ordinary business group 15,454,749.26 19.53% 927,284.96 6.00% 22,650,649.31 31.04% 1,359,038.95 6.00% Internal business group 63,696,328.31 80.47% 50,320,743.77 68.96% 100.00 Subtotal of the groups 79,151,077.57 927,284.96 1.17% 72,971,393.08 100.00% 1,359,038.95 1.86% % Total 79,151,077.57 -- 927,284.96 -- 72,971,393.08 -- 1,359,038.95 -- Note: Other accounts receivable with insignificant single amount but independently withdrawn bad debts provision at period-end □ Applicable √ Inapplicable In the group, other accounts receivable withdrawn bad debt provision by adopting aging analysis √Applicable □ Inapplicable Unit: RMB Yuan Closing balance Opening balance Book balance Book balance Age Proporti Bad debt provision Proporti Bad debt provision Amount Amount on (%) on (%) Within 1 year Including: -- -- -- -- -- -- Within 1 year 14,082,906.14 91.12% 844,974.37 21,660,380.27 95.63% 1,299,622.82 Subtotal within 14,082,906.14 91.12% 844,974.37 21,660,380.27 95.63% 1,299,622.82 1 year 1-2 years 588,664.48 3.81% 35,319.87 114,694.08 0.50% 6,881.63 2-3 years 486,901.11 3.15% 29,214.07 486,435.49 2.15% 29,186.13 Over 3 years 296,277.53 1.92% 17,776.65 389,139.47 1.72% 23,348.37 Total 15,454,749.26 -- 927,284.96 22,650,649.31 -- 1,359,038.95 In the group, the other accounts receivable using balance percentage method for withdrawing provisions for bad debt: √Applicable □Inapplicable In the group, the accounts receivable were using other methods for withdrawing provisions for bad debt: √Applicable □Inapplicable 135 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Unit: RMB Yuan Name of group Book balance Bad debt provision Internal business group 63,696,328.31 0.00 Other accounts receivable with insignificant single amount but individually withdrawn bad debt provision at period-end √Applicable □Inapplicable (2) Information of other accounts receivable reversed or recovered in the reporting period Inapplicable (3) Information of the write-off other accounts receivable Inapplicable (4) The other accounts receivable due from shareholders with more than 5% (including 5%) of the voting shares of the Company in the reporting period Inapplicable (5) Nature or content of other accounts receivable with significant amount Inapplicable (6) Top five other accounts receivable Unit: RMB Yuan Name of company Relationship Amount Term Proportion (%) Foshan Zhaoming Lighting Equipment Co., Related party 35,242,769.62 Within 1 year 44.53% Ltd. Foshan Chansheng Electronic Ballast Co., Related party 13,172,941.57 Within 1year 16.64% Ltd. Export rebates Non-related party 9,115,730.34 Within 1 year 11.52% Nanjing Fozhao Lighting Equipment Related party 7,975,574.57 2 to 3 years 10.08% Manufacturing Co., Ltd. Foshan Electrical & Lighting (Xinxiang) Co., Related party 3,311,957.24 Within 1 year 4.18% Ltd. Total -- 68,818,973.34 -- 86.95% (7) Other account receivable due from related parties Unit: RMB Yuan Name of company Relationship Amount Proportion (%) Foshan Zhaoming Lighting Controlling subsidiary 35,242,769.62 44.53% Equipment Co., Ltd. Foshan Chansheng Electronic Controlling subsidiary 13,172,941.57 16.64% Ballast Co., Ltd. 136 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Nanjing Fozhao Lighting Equipment Manufacturing Controlling subsidiary 7,975,574.57 10.08% Co., Ltd. Foshan Electrical & Lighting Controlling subsidiary 3,311,957.24 4.18% (Xinxiang) Co., Ltd. Foshan Chanchang Electric Appliances (Gaoming) Co., Controlling subsidiary 1,990,296.99 2.51% Ltd. Foshan Taimei Times Lamps Controlling subsidiary 1,515,922.49 1.92% Co., Ltd. Foshan Lighting Lamps and Controlling subsidiary 383,544.92 0.48% Lanterns Co., Ltd. Foshan Electrical and Lighting Engineering Co., Controlling subsidiary 101,882.30 0.13% Ltd. Foshan Electrical & Lighting Controlling subsidiary 1,438.61 0.00% (Xinxiang) Co., Ltd. Total -- 63,696,328.31 80.47% (8) RMB 000 was transferred from the other accounts receivable not meeting the conditions of termination recognition. (9) If securitization is carried out on accounts receivable as the underlying asset, please brief on the arrangement of relevant transactions. Inapplicable 3. Long-term equity investments Unit: RMB Yuan Explanati ons on Withdraw difference al amount s between of Cash Sharehold Voting sharehold Provision Accounti Initial impairme bonus in The Opening Increase/ Closing ing right ing for ng investmen nt the investee balance decrease balance Proportio Proportio proportio impairme method t cost provision reporting n n n and nt loss in the period voting reporting right period proportio n Foshan Cost 2,744,500 2,744,500 2,744,500 Chanshen 100.00% 100.00% In accord method .00 .00 .00 g 137 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Electroni c Ballast Co., Ltd. Foshan Chanchan g Electric Applianc Cost 42,000,00 42,000,00 42,000,00 70.00% 70.00% In accord e method 0.00 0.00 0.00 (Gaoming ) Co., Ltd. Foshan Taimei Times Cost 350,000.0 350,000.0 350,000.0 4,888,04 Lamps 70.00% 70.00% In accord method 0 0 0 4.88 and Lanterns Co., Ltd. Nanjing Fozhao Lighting Equipm Cost 72,000,00 72,000,00 72,000,00 100.00% 100.00% In accord ent method 0.00 0.00 0.00 Manufac turing Co., Ltd. Foshan Electrical & Cost 35,418,43 35,418,43 35,418,43 Lighting 100.00% 100.00% In accord method 9.76 9.76 9.76 (Xinxiang ) Co., Ltd. Foshan Lighting Lamps Cost 50,077,00 50,077,00 50,077,00 100.00% 100.00% In accord and method 0.00 0.00 0.00 Lanterns Co., Ltd. Guangdo ng Cost 200,000,0 200,000,0 200,000,0 Fozhao 100.00% 100.00% In accord method 00.00 00.00 00.00 Financial Leasing 138 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Co., Ltd. Guangdo ng Fozhao New Cost 15,000,00 15,000,00 15,000,00 Light 100.00% 100.00% In accord method 0.00 0.00 0.00 Sources Technolo gy Co., Ltd. Suzhou Cost 24,360,00 24,360,00 24,360,00 Mont 0.00 50.50% 50.50% In accord method 0.00 0.00 0.00 Lighting Co.,Ltd, Qinghai FSL Lithium Equity 38,000,00 12,807,64 -2,595,52 10,212,11 Energy 38.00% 38.00% In accord method 0.00 2.03 3.09 8.94 Exploitati on Co., Ltd. Guangdo ng Fozhao Equity 12,600,00 5,395,449 -5,395,44 Guoxuan 0.00 In accord method 0.00 .79 9.79 Power Energy Co., Ltd. Guangzh ou Zhujiang Asset Cost 10,000,00 10,000,00 10,000,00 3,298,904 15.38% 15.38% In accord Managem method 0.00 0.00 0.00 .81 ent Company Limited Shenzhen Zhonghao Cost 5,850,000 5,850,000 5,850,000 Less than Less than 5,850,000 In accord (Group) method .00 .00 .00 5.00% 5.00% .00 Ltd. Chengdu Cost 6,000,000 6,000,000 6,000,000 Hongbo 6.94% 6.94% In accord method .00 .00 .00 Industrial 139 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Co., Ltd. Xiamen Cost 208,574,2 292,574,1 292,574,1 Bank Co., 7.99% 7.99% In accord method 17.00 33.00 33.00 Ltd. China Guangfa Cost 500,000.0 500,000.0 500,000.0 Less than Less than In accord Bank Co., method 0 0 0 5.00% 5.00% Ltd. Foshan Fochen Highway Cost 20,757,60 8,175,627 -499,999. 7,675,627 7.66% 7.66% In accord Develop method 0.00 .38 98 .40 ment Co., Ltd. Hefei Guoxuan Hi-Tech Cost 160,000,0 160,000,0 160,000,0 14.84% 14.84% In accord Power method 00.00 00.00 00.00 Energy AG 904,231,7 918,892,7 15,869,02 934,761,8 9,148,904 4,888,044 Total -- -- -- -- 56.76 91.96 7.14 19.10 .81 .88 Notes to the long-term equity investment —Revenue from Foshan Fochen Road Development Company Limited has been recorded into unified collection and allocation system of road-bridge tolls. The Company regards such investments balances as right to earnings, which shall be amortized within the remaining period of business of this company. In current period, an investment cost of RMB 000 was amortized. —The investee company Guangdong Fozhao Guoxuan Power Energy Co., Ltd. had completed the liquidation procedures. —On 15 Aug. 2014, the Company and Guangzhou Finance Holdings Group Co., Ltd. signed , according to which Guangzhou Finance Holdings Group Co., Ltd. agreed to acquire the 15.38% stake of Guangzhou Pearl River Asset Management Co., Ltd. held by the Company at the price of RMB 8.52 million. Upon completion of this equity transaction, the Company no longer holds any equity in Guangzhou Pearl River Asset Management Co., Ltd. 4. Revenue and Cost of Sales (1) Revenue Unit: RMB Yuan Item Reporting period Same period of last year Main business revenue 1,490,151,685.68 1,174,388,755.76 Other business revenue 80,081,492.90 49,004,949.56 Total 1,570,233,178.58 1,223,393,705.32 Cost of sales 1,211,678,092.30 960,725,666.05 140 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (2) Main business (Classified by industry) Unit: RMB Yuan Reporting period Same period of last year Industry Revenue of sales Cots of sales Revenue of sales Cots of sales Lighting components and 1,490,151,685.68 1,147,781,613.27 1,174,388,755.76 929,420,937.18 lamps Total 1,490,151,685.68 1,147,781,613.27 1,174,388,755.76 929,420,937.18 (3) Main business (Classified by product) Unit: RMB Yuan Reporting period Same period of last year Product Revenue of sales Cots of sales Revenue of sales Cots of sales Lighting components and 1,490,151,685.68 1,147,781,613.27 1,174,388,755.76 929,420,937.18 lamps Among: traditional lighting 1,069,369,192.29 812,694,756.08 1,078,994,820.43 847,087,142.75 products LED lighting products 420,782,493.39 335,086,857.19 95,393,935.33 82,333,794.43 Total 1,490,151,685.68 1,147,781,613.27 1,174,388,755.76 929,420,937.18 (4) Main business (Classified by area) Unit: RMB Yuan Reporting period Same period of last year Area Revenue of sales Cots of sales Revenue of sales Cots of sales Domestic 999,480,817.88 819,088,953.27 846,565,487.63 690,061,303.46 Overseas 490,670,867.80 328,692,660.00 327,823,268.13 239,359,633.72 Total 1,490,151,685.68 1,147,781,613.27 1,174,388,755.76 929,420,937.18 (5) Revenue of sales from the top five customers Unit: RMB Yuan Proportion of total Customers Total revenue of sales revenue of sales (%) ** COMPANY 183,203,928.16 11.67% ** ELECTRIC COMPANY 26,175,521.25 1.67% Guangzhou ** Lighting electric Appliance Co., Ltd. 20,154,129.33 1.28% Shenzhen ** Electric Appliance Co.,ltd. 19,876,497.63 1.27% PROSPERITY LAMPS & COMPONENTS LIMITED 19,860,345.46 1.26% Total 269,270,421.83 17.15% 5. Investment income (1) List of investment income Unit: RMB Yuan Item Reporting period Same period of last year Long-term equity investment income accounted by cost 26,330,880.10 0.00 method Long-term equity investment income accounted by equity -2,612,635.56 -2,310,773.80 method 141 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Investment income received from the disposal of tradable -714,793.88 -1,379,272.51 financial assets Investment income received from available-for-sale financial 0.00 1,365,712.54 assets Total 23,003,450.66 -2,324,333.77 (2) Long-term equity investment income accounted by cost method Unit: RMB Yuan Same period of last Name of investee Reporting period Reason for increase/decrease YoY year Received dividend bonus money from Xiamen Bank Co., Ltd. 21,942,835.20 0.00 investee in the reporting period Conducted amortization to the investee according to Foshan bridge tolls Fochen Highway Development Co., Ltd. -499,999.98 0.00 unified collection distribution system in the reporting period Foshan Taimei Times Lamps and Lanterns Received dividend bonus money from 4,888,044.88 0.00 Co., Ltd. subsidiary in the reporting period Total 26,330,880.10 0.00 -- (3) Long-term equity investment income accounted by equity method Unit: RMB Yuan Same period of last Name of investee Reporting period Reason for increase/decrease YoY year Qinghai FSL Lithium Energy Exploitation -2,595,523.09 -1,957,819.93 Loss increase in this period Co., Ltd. Guangdong Fozhao Guoxuan Power Energy -17,112.47 -352,953.87 losses of cancellation liquidation Co., Ltd. Total -2,612,635.56 -2,310,773.80 -- Note: 6. Supplemental information of Cash Flow Statement Unit: RMB Yuan Supplemental information Reporting period Same period of last year 1. Reconciliation of net profit to net cash flows generated from -- -- operations: Net profit 186,446,462.84 144,315,684.79 Add: Provision for assets impairments 2,949,407.02 16,165,237.79 Depreciation of fixed assets, oil and gas assets and productive 36,488,694.71 37,192,578.90 biological assets Amortization of intangible assets 2,326,100.18 1,690,549.45 Losses/gains on disposal of property, intangible asset and other -3,458.00 -16,786,499.21 long-term assets (gains: negative) Losses/gains on scrapped of fixed assets (gains: negative) 61,753.86 908,276.06 Losses/gains from variation of fair value (gains: negative) -1,115,756.46 69,701.45 Financial cost (income: negative) 1,773,859.83 2,050,576.88 142 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Investment loss (gains: negative) -23,003,450.66 2,324,333.77 Decrease in deferred tax assets (increase: negative) -236,092.00 4,041,585.41 Decrease in inventory (increase: negative) -61,222,839.49 -65,715,124.75 Decrease in accounts receivable from operating activities (increase: -190,629,267.99 -260,165,830.11 negative) Increase in accounts payable from operating activities (decrease: 190,728,936.13 129,586,264.73 negative) Net cash flows generated from operating activities 144,564,349.97 -4,322,664.84 2. Significant investing and financing activities without -- -- involvement of cash receipts and payments 3. Change of cash and cash equivalent: -- -- Closing balance of cash 552,886,955.79 429,905,060.78 Less: opening balance of cash 581,390,386.39 699,511,754.78 Plus: closing balance of cash equivalent -28,503,430.60 -269,606,694.00 8. Assets and liabilities in assessed value under reverse purchase Inapplicable XIV. Supplementary information 1 Items and amounts of extraordinary gains and losses Unit: RMB Yuan Item Amount Note Loss and gains on disposal of non-current assets (Including -106,385.02 write-off part of the provision for asset impairment) Governmental subsidy included in the current profits and losses(is closely related with the business event, except for the 323,499.80 governmental subsidy that according to the national unity standard quota or the quantitative regal assets) In addition to the valid hedging activity associated with the normal operation of the Company, the changes in fair value through gains or losses which arising from the holding trading financial assets and the trading financial liabilities as well as the 22,326,685.31 investment income that earning from the disposal of trading financial assets, trading financial liabilities and available-for-sale financial assets Income and expenses of the other operation except for the 682,094.80 mentioned above Less:the effect of income tax 3,490,982.07 Total 19,734,912.82 -- Government grants recognized in the current period was recurrent profit and loss item, shall specify disclosure reason item by item. □ Applicable √ Inapplicable 2. Accounting data differences according to the domestic and foreign accounting standards 143 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (1) Different situations of the net profits and net assets in the financial disclosure reports in accordance with the international accounting standards and Chinese accounting standards at the same time Unit: RMB Yuan Net profits belongs to the shareholders of the listed Net assets belongs to the shareholders of the companies listed companies Current period amount Last period amount Closing balance Opening balance According to Chinese 188,959,139.45 153,047,291.37 2,920,569,091.65 2,890,581,921.74 accounting standards Items and amounts adjusted in accordance with international accounting standards According to the international 188,959,139.45 153,047,291.37 2,920,569,091.65 2,890,581,921.74 accounting standards (2) Different situations of the net profits and net assets in the financial disclosure reports in accordance with the international accounting standards and Chinese accounting standards at the same time Unit: RMB Yuan Net profits belongs to the shareholders of the listed Net assets belongs to the shareholders of the companies listed companies Current period amount Last period amount Closing balance Opening balance According to Chinese 188,959,139.45 153,047,291.37 2,920,569,091.65 2,890,581,921.74 accounting standards Items and amounts adjusted in accordance with foreign accounting standards According to the foreign 188,959,139.45 153,047,291.37 2,920,569,091.65 2,890,581,921.74 accounting standards (3)Notes of the reasons of the differences between the accounting data according to the domestic and foreign accounting standards Naught 3. Return on equity and earnings per share Unit: RMB Yuan The weighted average ROE EPS Profit in the reporting period (%) Basic EPS Diluted EPS Net profit attributable to the Company's 6.68% 0.1931 0.1931 common stock shareholders Net profit attributable to shareholders of the Company's common stock after deducting 5.98% 0.1729 0.1729 non-recurring gains and losses 4. Particulars on the abnormal conditions of main items in the financial statements of the Company and relevant reasons Unit: RMB Yuan Item Closing balance Opening balance Change rate Reason Tradable financial Mainly due to the sale of part of 998,152.00 3,903,197.90 -74.43% assets tradable financial assets Mainly due to the increase of note Notes receivable 231,892,346.49 154,142,432.66 50.44% receivable 144 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Mainly due to the increase of the Account receivable 522,173,015.03 390,216,735.62 33.82% sale of products Mainly due to the increase of payment in advance 74,912,388.57 24,054,319.34 211.43% advance payment for materials Mainly due to the goodwill Goodwill 6,603,743.83 - 100% recognized by the newly acquisition subsidiary Mainly due to the increase of Accounts payable 506,823,920.43 270,968,881.44 87.04% purchase of material Mainly due to the increase Tax payable 44,456,205.21 19,571,121.78 127.15% of unpaid taxes payable Mainly due to the increase of newly Minority equity 48,384,394.65 34,805,128.86 39.02% purchase other shareholders’ equities of the subsidiary Mainly due to the increase of sales Sales expense 62,967,912.93 44,431,240.08 41.72% business Administration Mainly due to the increase of 104,495,339.45 77,932,401.53 34.08% expense operating expense Mainly due to the increase of bank Financial expenses -5,733,347.63 -3,963,817.89 -44.64% interest Assets impairment Mainly due to the decrease 3,473,194.22 17,853,921.20 -80.55% loss of provision for bad debts Gains on the Mainly due to the changes in fair changes in the fair 1,115,756.46 -69,701.45 1700.77% value of trading financial assets value Mainly due to receiving dividend Investment income 18,115,405.78 -945,061.26 2016.85% bonus money of Xiamen Bank Non-operating Mainly due to the decrease 3,294,367.06 71,680,160.17 -95.40% income of energy-saving subsidies income Non-operating Mainly due to the decrease of sale 115,455.48 10,700,438.83 -98.92% expenses of fixed assets Minority interest Mainly due to the increase of -1,730,504.97 -62,814.29 -2654.95% income subsidiary loss Other Mainly due to changes in fair value comprehensive -2,401,770.34 -3,802,803.04 -36.84% of available for sale financial assets income The net cash flow Mainly due to the increase of the gained from 138,441,766.77 11,712,252.61 1082.03% cash received by selling goods, operating activities providing labor services The net cash flow Mainly due to the increase of the gained from -21,344,331.62 25,328,242.59 -184.27% cash pay to foreign investment investment activities 145 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. The net cash flow Mainly due to the decrease of the gained from -151,583,685.10 -284,036,742.40 -46.63% distribution of dividends, profits or financing activities cash for interest payments 146 2014 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. X. Documents for Reference Investors and the relevant departments could refer to the following information in secretary office in the board office building: 1.Financial statements signed and sealed by legal representative, principal of accounting work, and manager of finance department; 2. Originals of all documents and announcements of the Company ever disclosed on CSRC designated disclosure media in the reporting period. 3. Text of the 2014 Semi-annual Report with the signature of the Chairman of the Board of Directors. Board of Directors Foshan Electrical and Lighting Co.,Ltd 26 August 2014 147