Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. FOSHAN ELECTRICAL AND LIGHTING CO., LTD. Report for the Third Quarter of 2014 October 2014 1 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Section I. Important Reminders 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 attended the board session for reviewing this report. 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 Statements enclosed in this report are factual, accurate and complete. This report is prepared in both Chinese and English. Should there be any discrepancy between the two versions, the Chinese version shall prevail. 2 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Section II. Financial Highlights & Change of Shareholders I. Major accounting data and financial indexes Does the Company adjust retrospectively or restate accounting data of previous years due to change of the accounting policy or correction of any accounting error? □ Yes √ No 30 Sept. 2014 31 Dec. 2013 Increase/decrease (%) Total assets (RMB Yuan) 3,700,216,486.44 3,373,781,552.85 9.68% Net assets attributable to shareholders of the Company 3,036,970,590.98 2,890,581,921.74 5.06% (RMB Yuan) YoY increase/decrease YoY increase/decrease Jul.-Sept. 2014 Jan.-Sept. 2014 (%) (%) Operating revenues (RMB Yuan) 813,054,868.99 18.86% 2,356,113,627.02 24.51% Net profit attributable to shareholders of the Company 111,798,106.18 27.04% 300,757,245.63 24.77% (RMB Yuan) Net profit attributable to shareholders of the Company after 105,665,666.49 17.57% 274,889,893.12 16.21% extraordinary gains and losses (RMB Yuan) Net cash flows from operating -- -- 159,359,389.48 1,026.27% activities (RMB Yuan) Basic EPS (RMB Yuan/share) 0.114 26.67% 0.307 24.80% Diluted EPS (RMB Yuan/share) 0.114 26.67% 0.307 24.80% Weighted average ROE (%) 3.56% 0.44% 10.24% 1.51% Items and amounts of extraordinary gains and losses √Applicable □Inapplicable Unit: RMB Yuan Item Amount as of Jan.-Sept. 2014 Note Gains/losses on the disposal of non-current assets (including the 1,610,330.57 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 702,409.68 certain quotas or amounts according to the country’s unified standards 3 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. 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 27,313,514.00 financial liabilities and financial assets available for sales, except for effective hedging related with normal businesses of the Company Other non-operating income and expenses than the above 819,766.63 Less: Income tax effects 4,578,668.37 Total 25,867,352.51 -- 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. II. Total number of shareholders and shareholdings of the top ten shareholders at the period-end 1. Total number of common shareholders and shareholdings of the top ten common shareholders at the period-end Unit: share Total number of common 136,776 shareholders at the period-end Shareholdings of the top ten common shareholders Number of Pledged or frozen shares Name of Nature of Shareholding Number of the restricted shares shareholder shareholder percentage (%) shares held Status of shares Number of shares held OSRAM Holding Foreign 13.47% 131,815,685 131,815,685 Company Limited corporation Prosperity Lamps Foreign & Components 10.50% 102,751,648 corporation Limited Essence International Foreign 1.85% 18,079,046 Securities (Hong corporation Kong) Co., Ltd. 4 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. DBS VICKERS (HONG KONG) Foreign 0.91% 8,914,235 LTD A/C corporation CLIENTS Foreign Zhuang Jianyi 0.85% 8,324,132 individual BOCHK INVESTMENT Foreign FUNDS-BOCHK 0.80% 7,797,341 corporation CHINA GOLDEN DRAGON FUND National Social Security Fund Other 0.73% 7,174,973 Portfolio 116 China Construction Bank Co., Ltd.—Huashang Other 0.47% 4,638,812 Prosperous Growth Stock Fund BBH A/C VANGUARD EMERGING Foreign 0.47% 4,592,770 MARKETS corporation STOCK INDEX FUND EAST ASIA SECURITIES Foreign 0.45% 4,402,288 COMPANY corporation LIMITED Shareholdings of the top ten non-restricted common shareholders Number of non-restricted common 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 Domestically Essence International Securities 18,079,046 listed foreign 18,079,046 (Hong Kong) Co., Ltd. share Domestically DBS VICKERS (HONG KONG) 8,914,235 listed foreign 8,914,235 LTD A/C CLIENTS share 5 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Domestically Zhuang Jianyi 8,324,132 listed foreign 8,324,132 share BOCHK INVESTMENT Domestically FUNDS-BOCHK CHINA GOLDEN 7,797,341 listed foreign 7,797,341 DRAGON FUND share National Social Security Fund RMB ordinary 7,174,973 7,174,973 Portfolio 116 share China Construction Bank Co., RMB ordinary Ltd.—Huashang Prosperous Growth 4,638,812 4,638,812 share Stock Fund Domestically BBH A/C VANGUARD EMERGING 4,592,770 listed foreign 4,592,770 MARKETS STOCK INDEX FUND share Domestically EAST ASIA SECURITIES 4,402,288 listed foreign 4,402,288 COMPANY LIMITED share Domestically Hou Chunhu 4,200,000 listed foreign 4,200,000 share Among the top ten shareholders of the Company, Prosperity Lamps & Components Limited Explanation on associated and Zhuang Jianyi were related parties and acting-in-concert parties. Apart from that, it’s relationship or persons acting in unknown whether there was any associated relationship among other shareholders of the top concert among the above-mentioned ten shareholders, or whether there is any action-in-concert among them regarding to shareholders Administrative Measures on Acquisition of Listed Companies. Top ten non-restricted common shareholders taking part in margin Naught financing and securities lending (if any) Did any of the top 10 common shareholders or the top 10 non-restricted common shareholders of the Company carry out any agreed buy-back in the reporting period? □ Yes √ No No shareholder of the Company carried out any agreed buy-back in the reporting period. 2. Total number of preferred share holders and shareholdings of the top ten preferred share holders at the period-end □ Applicable √ Inapplicable 6 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Section III. Significant Events I. Major changes of main accounting statement items and financial indicators in the reporting period, as well as reasons for the changes √ Applicable □ Inapplicable 30 Sept. 2014/ 31 Dec. 2013/ Increase/decreas Financial statement item Main reason for the change Jan.-Sept. 2014 Jan.-Sept. 2013 e (%) Transactional financial 71,815,937.00 3,903,197.90 1739.93% Investments in financial products assets increased. Notes receivable 273,607,060.09 154,142,432.66 77.50% Trade acceptance bills increased. Accounts receivable 541,387,003.89 390,216,735.62 38.74% Sales increased. Prepayments 82,145,172.31 24,054,319.34 241.50% Prepayments for materials increased. Other receivables 7,861,309.44 24,145,083.88 -67.44% Export rebates was received. Construction in progress 111,942,198.07 75,044,472.56 49.17% Engineering projects increased. Goodwill 6,603,743.83 - 100.00% Recognized goodwill of the newly acquired subsidiary Accounts payable 385,893,941.91 270,968,881.44 42.41% Paybles for materials increased. Accounts received in 60,218,549.04 45,620,298.34 32.00% Advances from customers increased. advance Taxes and fares payable 53,564,598.74 19,571,121.78 173.69% Taxes payable increased. Minority interests 49,426,472.14 34,805,128.86 42.01% A new subsidiary was acquired. Selling expenses 104,362,640.48 72,488,662.73 43.97% The sales expanded. Financial expenses -7,501,068.21 -6,011,050.17 -24.79% The interest received on bank deposits increased. Asset impairment loss 3,550,931.20 17,761,893.06 -80.01% Bad-debt provisions decreased. Gains on fair value 1,379,081.46 -59,744.10 2408.31% The fair value of transactional financial changes assets changed. Gains on investment 22,398,896.01 -2,594,601.70 963.29% The bonus from Xiamen Bank was received. Non-business expenses 443,807.91 12,071,005.22 -96.32% Such expenses decreased. Minority shareholders’ -688,427.48 781,166.10 -188.13% Losses on subsidiaries increased. income Other comprehensive 2,201,622.81 -4,603,393.15 147.83% The fair value of available-for-sale incomes financial assets changed. Net cash flows from 159,359,389.48 14,149,279.79 1026.27% The cash received from sale of goods and operating activities rendering of services increased. Net cash flows from -101,602,003.53 25,695,002.32 -495.42% The cash paid in external investment investing activities increased. 7 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Net cash flows from -151,583,685.10 -303,060,218.66 49.98% The cash paid as dividends, shares of financing activities profit or interest decreased. II. Progress and influence of significant events, as well as the analysis and explanation on solutions √ Applicable □ Inapplicable Index to the relevant Overview of the significant event Date of disclosure announcement disclosed on the website In Mar. 2013, CSRC Guangdong administered an administrative punishment on the illegal information disclosure of the Company. 515 plaintiffs separately sued the Company to Guangzhou Intermediate People’s Court for false securities statement, demanding civil compensations from the 18 Sep. 2013 www.cninfo.com.cn Company for its illegal information disclosure.The amount involved in the lawsuit is RMB 73.4283 million and HKD 82,000. On 9 Jul. 2014, Guangzhou Intermediate People’s Court opened a court session for the 515 cases, but no verdict has come out yet. In Mar. 2013, CSRC Guangdong administered an administrative punishment on the illegal information disclosure of the Company. 672 plaintiffs separately sued the Company to Guangzhou Intermediate People’s Court for false securities statement, demanding civil compensations from the 8 Jan. 2014 www.cninfo.com.cn Company for its illegal information disclosure. The amount involved in the lawsuit is RMB 87.0947 million. On 25 Aug 2014, Guangzhou Intermediate People’s Court opened a court session for the group of cases, but no verdict has come out yet. In Mar. 2013, CSRC Guangdong administered an administrative punishment on the illegal information disclosure of the Company. 116 plaintiffs separately sued the Company to Guangzhou Intermediate People’s Court for false securities statement, demanding civil compensations from the 15 Mar. 2014 www.cninfo.com.cn Company for its illegal information disclosure. The amount involved in the lawsuit is RMB 22.5254 million and HKD 546,600. Currently these cases haven’t entered substantive hearing. As reviewed and approved by the Board of Directors of the Company, the 15.38% equity interests of Guangzhou Pearl 16 Aug. 2014 www.cninfo.com.cn River Asset Management Co., Ltd. held by the Company were transferred to Guangzhou Finance Holdings Group Co., 8 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Ltd. at the price of RMB 8.52 million. Hefei Guoxuan High-tech Power Energy Co., Ltd., a joint-stock company of the Company, intended to carry out backdoor listing via Jiangsu Dongyuan Electrical Group Co., 10 Sept. 2014 www.cninfo.com.cn Ltd. The relevant drafts were reviewed and approved by the Board of Directors and the Shareholders’ General Meeting of Dongyuan Electrical, but it still awaits the approval of CSRC. III. Commitments made by the Company or shareholders 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. IV. Predict the 2014 annual operating results Warnings of possible loss or large-margin change of the accumulated net profit made during the period from the beginning of the year to the end of the next reporting period compared with the same period of the last year according to prediction, as well as explanations on the reasons □Applicable √Inapplicable V. Securities investment √ Applicable □ Inapplicable Sharehold Sharehold Gain/loss Initial Number Number Closing ing ing in 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) ginning d Yuan) ginning d Yuan) Transacti Founder 5,000,000 -997,145. onal Fund BC0002 Jinquanyo 5,000,000 .00 30 financial u No. 2 assets Transacti onal Stock 603188 YBGF 20,490.00 1,000 21,963.00 financial assets Transacti onal Stock 601016 JNFD 2,170.00 1,000 1,000 3,430.00 financial assets Transacti Stock 603456 JZYY 15,430.00 1,000 1,000 15,430.00 onal 9 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. financial assets Transacti onal Stock 300401 HYSW 3,505.00 500 500 3,505.00 financial assets Transacti 956,522.6 1,237,542 onal Stock 000027 SZNY 172,600 172,600 4 .00 financial assets Transacti onal Stock 300385 XLHJ 7,365.00 500 11,378.02 financial assets Transacti onal Stock 603328 YDDZ 15,310.00 1,000 14,514.65 financial assets Transacti 6,544,000 249,000.0 onal Other 205001 1 Day 4,893.21 .00 0 financial assets Transacti 33,249,00 154,191.7 onal Other 205007 7 Days 0.00 5 financial assets Transacti 39,794,00 382,976.6 onal Other 205008 14 Days 0.00 1 financial assets Transacti 42,300,42 onal Other 204001 GC001 58,358.49 3.00 financial assets Transacti 5,100,102 onal Other 204002 GC002 19,432.02 .00 financial assets Transacti 4,100,123 onal Other 204003 GC003 57,680.71 .00 financial assets Transacti 30,401,21 onal Other 204004 GC004 56,973.22 6.00 financial assets 10 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Transacti 40,452,02 119,747.6 onal Other 204007 GC007 3.00 7 financial assets Transacti 42,004,20 70,307,03 onal Other 204014 GC014 53,701.66 0.00 0.00 financial assets 249,965,8 71,815,93 -41,334.2 Total 5,177,600 -- 175,100 -- -- -- 79.64 7.00 9 Disclosure date of the board announcement on approval of 23 Jan. 2014 the securities investment Disclosure date of the general meeting announcement on Naught approval of the securities investment (if any) Shareholdings in other listed companies √Applicable □Inapplicable Shareholdi Gain/loss Number of Shareholdi Initial ng Number of Closing in shares held ng Source Company Company Code of investment percentage shares held book value reporting Accounti at percentage of name type securities cost (RMB at at (RMB period ng title period-beg at stock Yuan) period-beg period-end Yuan) (RMB inning period-end inning Yuan) China Commerci 601818 30,828,816 23,546,768 0.06% 23,546,768 0.06% 65,224,547 4,050,044 Availabl Additi Everbright al bank .00 .36 .10 e-for-sal onal Bank e issue financial assets VI. Investments in derivatives □Applicable √Inapplicable The Company did not invest in any derivative in the reporting period. VII. Researches, visits and interviews received in the reporting period √Applicable □Inapplicable Main discussion and Time Place Way of reception Visitor type Visitor materials provided by the 11 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Company Developments in the LED 4 Jul. 2014 The Company By phone Individual Individual investor division 10 Jul. 2014 The Company By phone Individual Individual investor Lawsuit progress Particulars about the 29 Aug. 2014 The Company By phone Individual Individual investor semi-annual report and securities investments Progress on the backdoor listing of joint-stock 10 Sept. 2014 The Company By phone Individual Individual investor company Hefei Guoxuan High-tech Power Energy Co., Ltd. VIII. Consolidated financial statements were affected by the newly promulgated or amended accounting standards √Applicable □Inapplicable In 2014, the Ministry of Finance promulgated or amended “the Accounting Standard for Business Enterprises No. 2—Long-term Equity Investment”, “the Accounting Standard for Business Enterprises No. 9—Employees’ Compensation”, “the Accounting Standard for Business Enterprises No. 30—Financial Statement Reporting”, “the Accounting Standard for Business Enterprises No. 33—Consolidated Financial Statements”, “the Accounting Standard for Business Enterprises No. 39—Fair Value Measurement”, “the Accounting Standard for Business Enterprises No. 40—Joint Operation Arrangements”, “the Accounting Standard for Business Enterprises No. 41—Equity Disclosure in Other Entities” and “the Accounting Standard for Business Enterprises No. 37—Financial Instrument Reporting”, of which the first seven standards are executed by the Company starting from 1 Jul. 2014. The aforesaid changes of the accounting standards do not affect the Company’s consolidated financial statements much, with details as follows: (I) Long-term equity investment According to the amended “Accounting Standard for Business Enterprises No. 2—Long-term Equity Investment”, the Company does not have the following situations and the consolidated financial statements are not affected. As such, no retrospective adjustment is needed: (1) The Company is able to do joint control or significant influence, which does not constitute control, over the invested entity as a result of additional investment or other reasons; or (2) The joint control or significant influence over the invested entity by the Company ceases as a result of disposing part of the investment or other reasons. (II) Welfare plan after retirement According to the amended “Accounting Standard for Business Enterprises No. 9—Employees’ Compensation”, the Company reviews the arrangements for employees’ compensation and no set benefit plan or other long-term employee’s welfare is found. Therefore, the consolidated financial statements are not affected and no retrospective adjustment is needed. (III) Consolidation scope According to the amended “Accounting Standard for Business Enterprises No. 33—Consolidated Financial Statements”, the Company reviews the consolidation scope of the consolidated financial statements and no change 12 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. of the consolidation scope is found. Therefore, the consolidated financial statements are not affected and no retrospective adjustment is needed. (IV) Arrangements for joint operation According to “the Accounting Standard for Business Enterprises No. 40—Joint Operation Arrangements”, the Company does not have joint operation arrangement in any form. Therefore, the consolidated financial statements are not affected and no retrospective adjustment is needed. (V) Influence of other standard changes Except for the above-mentioned, none of the newly promulgated or amended accounting standards for business enterprises have any significant influence on the financial statements of the Company. 13 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Section IV. Financial Statements I. Financial statements 1. Consolidated balance sheet Prepared by Foshan Electrical and Lighting Co., Ltd. Unit: RMB Yuan Item Closing balance Opening balance Current Assets: Monetary funds 799,866,319.49 897,675,824.22 Settlement reserves Intra-group lendings Financial assets measured at fair value and of which changes are 71,815,937.00 3,903,197.90 recorded into current gains and losses Notes receivable 273,607,060.09 154,142,432.66 Accounts receivable 541,387,003.89 390,216,735.62 Accounts paid in advance 82,145,172.31 24,054,319.34 Premiums receivable Reinsurance premiums receivable Receivable reinsurance contract reserves Interest receivable 2,956,088.13 1,304,200.33 Dividend receivable Other accounts receivable 7,861,309.44 24,145,083.88 Financial assets purchased under agreements to resell Inventories 540,448,326.38 516,804,156.44 Assets held for sale Non-current assets due within 1 year Other current assets 10,397,147.74 9,408,829.51 Total current assets 2,330,484,364.47 2,021,654,779.90 Non-current assets: Loans by mandate and advances 14 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. granted Available-for-sale financial assets 65,224,547.36 62,634,402.88 Held-to-maturity investments Long-term accounts receivable Long-term equity investment 474,737,041.07 492,153,947.39 Investing property Fixed assets 440,703,993.84 472,740,489.84 Construction in progress 111,942,198.07 75,044,472.56 Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 189,578,908.17 173,234,598.73 R&D expense Goodwill 6,603,743.83 Long-term deferred expenses Deferred income tax assets 29,543,682.77 28,924,666.74 Other non-current assets 51,398,006.86 47,394,194.81 Total of non-current assets 1,369,732,121.97 1,352,126,772.95 Total assets 3,700,216,486.44 3,373,781,552.85 Current liabilities: Short-term borrowings Borrowings from Central Bank Customer bank deposits and due to banks and other financial institutions Intra-group borrowings Financial liabilities measured at fair value and of which changes are recorded into current gains and losses Notes payable Accounts payable 385,893,941.91 270,968,881.44 Accounts received in advance 60,218,549.04 45,620,298.34 Financial assets sold for repurchase Handling charges and commissions payable 15 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Employee’s compensation payable 69,112,251.00 60,636,740.85 Tax payable 53,564,598.74 19,571,121.78 Interest payable Dividend payable Other accounts payable 28,690,670.94 35,613,570.14 Reinsurance premiums payable Insurance contract reserves Payables for acting trading of securities Payables for acting underwriting of securities Liabilities held for sale Non-current liabilities due within 1 year Other current liabilities Total current liabilities 597,480,011.63 432,410,612.55 Non-current liabilities: Long-term borrowings Bonds payable Long-term payables Specific payables Estimated liabilities Deferred income tax liabilities 5,279,860.64 4,891,338.97 Other non-current liabilities 11,059,551.05 11,092,550.73 Total non-current liabilities 16,339,411.69 15,983,889.70 Total liabilities 613,819,423.32 448,394,502.25 Owners’ equity (or shareholders’ equity) Paid-up capital (or share capital) 978,563,745.00 978,563,745.00 Capital reserves 589,876,519.74 589,876,519.74 Less: Treasury stock Specific reserves Other comprehensive income 29,919,210.28 27,717,587.47 Surplus reserves 622,494,531.96 622,494,531.96 Provisions for general risks 16 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Retained profits 816,116,584.00 671,929,537.57 Total equity attributable to owners of 3,036,970,590.98 2,890,581,921.74 the Company Minority interests 49,426,472.14 34,805,128.86 Total owners’ (or shareholders’) equity 3,086,397,063.12 2,925,387,050.60 Total liabilities and owners’ (or 3,700,216,486.44 3,373,781,552.85 shareholders’) equity Legal representative: Pan Jie Person-in-charge of the accounting work: Pan Jie Accounting Manager: 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 486,400,839.64 581,390,386.39 Financial assets measured at fair value and of which changes are 71,815,937.00 3,903,197.90 recorded into current gains and losses Notes receivable 269,071,862.54 153,942,432.66 Accounts receivable 558,930,304.38 428,330,282.09 Accounts paid in advance 72,537,860.24 29,435,327.20 Interest receivable Dividend receivable Other accounts receivable 78,342,658.65 71,612,354.13 Inventories 491,041,028.11 472,321,376.79 Assets held for sale Non-current assets due within 1 year Other current assets 3,284,853.44 3,790,803.20 Total current assets 2,031,425,344.00 1,744,726,160.36 Non-current assets: Available-for-sale financial assets 65,224,547.36 62,634,402.88 Held-to-maturity investments Long-term accounts receivable Long-term equity investment 916,686,980.83 909,743,887.15 Investing property 17 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Fixed assets 341,148,622.52 370,702,024.40 Construction in progress 109,693,767.03 74,051,205.53 Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 126,370,027.18 129,859,177.45 R&D expense Goodwill Long-term deferred expenses Deferred income tax assets 26,796,887.25 26,102,706.56 Other non-current assets 48,272,472.45 47,394,194.81 Total of non-current assets 1,634,193,304.62 1,620,487,598.78 Total assets 3,665,618,648.62 3,365,213,759.14 Current liabilities: Short-term borrowings Financial liabilities measured at fair value and of which changes are recorded into current gains and losses Notes payable Accounts payable 413,323,724.99 321,372,591.12 Accounts received in advance 57,189,077.00 45,547,349.36 Employee’s compensation payable 67,710,637.37 60,356,477.70 Tax payable 43,440,255.65 13,335,938.26 Interest payable Dividend payable Other accounts payable 86,648,616.68 60,963,050.92 Liabilities held for sale Non-current liabilities due within 1 year Other current liabilities Total current liabilities 668,312,311.69 501,575,407.36 Non-current liabilities: Long-term borrowings Bonds payable 18 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Long-term payables Specific payables Estimated liabilities Deferred income tax liabilities 5,279,860.64 4,891,338.97 Other non-current liabilities 10,245,800.80 10,162,550.77 Total non-current liabilities 15,525,661.44 15,053,889.74 Total liabilities 683,837,973.13 516,629,297.10 Owners’ equity (or shareholders’ equity) Paid-up capital (or share capital) 978,563,745.00 978,563,745.00 Capital reserves 586,987,786.91 586,971,589.06 Less: Treasury stock Specific reserves Other comprehensive income 29,919,210.28 27,717,587.47 Surplus reserves 622,494,531.96 622,494,531.96 Provisions for general risks Retained profits 763,815,401.34 632,837,008.55 Total owners’ (or shareholders’) equity 2,981,780,675.49 2,848,584,462.04 Total liabilities and owners’ (or 3,665,618,648.62 3,365,213,759.14 shareholders’) equity Legal representative: Pan Jie Person-in-charge of the accounting work: Pan Jie Accounting Manager: Yin Jianchun 3. Consolidated income statement for the reporting period Prepared by Foshan Electrical and Lighting Co., Ltd. Unit: RMB Yuan Item Jul.-Sept. 2014 Jul.-Sept. 2013 I. Total operating revenues 813,054,868.99 684,057,904.65 Including: Sales income 813,054,868.99 684,057,904.65 Interest income Premium income Handling charge and commission income II. Total operating cost 736,252,905.21 574,230,695.71 Including: Cost of sales 622,564,216.73 482,562,988.00 19 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Interest expenses Handling charge and commission expenses Surrenders Net claims paid Net amount withdrawn for the insurance contract reserve Expenditure on policy dividends Reinsurance premium Taxes and associate charges 5,781,243.33 7,610,919.92 Selling and distribution expenses 41,394,727.55 28,057,422.65 Administrative expenses 68,202,701.20 58,138,625.56 Financial expenses -1,767,720.58 -2,047,232.28 Asset impairment loss 77,736.98 -92,028.14 Add: Gain/(loss) from change in fair 263,325.00 9,957.35 value (“-” means loss) Gain/(loss) from investment (“-” 4,283,490.23 -1,649,540.44 means loss) Including: share of profits in -1,974,838.28 -758,976.90 associates and joint ventures Foreign exchange gains (“-” means loss) III. Business profit (“-” means loss) 81,348,779.01 108,187,625.85 Add: non-operating income 53,469,038.32 699,688.91 Less: non-operating expense 328,352.43 1,370,566.39 Including: loss from non-current 89,848.46 1,166,140.69 asset disposal IV. Total profit (“-” means loss) 134,489,464.90 107,516,748.37 Less: Income tax expense 21,649,281.23 18,668,571.05 V. Net profit (“-” means loss) 112,840,183.67 88,848,177.32 Including: Net profit achieved by combined parties before the combinations Attributable to owners of the 111,798,106.18 88,004,196.93 Company Minority shareholders’ income 1,042,077.49 843,980.39 20 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. VI. Earnings per share -- -- (I) Basic earnings per share 0.114 0.090 (II) Diluted earnings per share 0.114 0.090 Ⅶ. Other comprehensive incomes 4,603,393.15 -800,590.11 Including: Other comprehensive incomes items that cannot be 4,603,393.15 -800,590.11 reclassified as gains and losses in the subsequent accounting periods Other comprehensive incomes items that will be reclassified as gains and losses in the subsequent accounting periods as relevant requirements are met Ⅷ. Total comprehensive incomes 117,443,576.82 88,047,587.21 Attributable to owners of the 116,401,499.33 87,203,606.82 Company Attributable to minority shareholders 1,042,077.49 843,980.39 Legal representative: Pan Jie Person-in-charge of the accounting work: Pan Jie Accounting Manager: Yin Jianchun 4. Income statement of the Company for the reporting period Prepared by Foshan Electrical and Lighting Co., Ltd. Unit: RMB Yuan Item Jul.-Sept. 2014 Jul.-Sept. 2013 I. Total sales 806,665,406.65 712,519,086.03 Less: cost of sales 640,443,951.13 527,208,298.40 Business taxes and surcharges 3,478,834.42 6,348,714.97 Distribution expenses 39,720,980.54 27,601,609.60 Administrative expenses 59,903,503.42 46,793,393.10 Financial costs 309,962.70 -601,532.13 Impairment loss 239,314.19 49,218.19 Add: gain/(loss) from change in fair 263,325.00 9,957.35 value (“-” means loss) Gain/(loss) from investment (“-” 4,283,490.23 -1,649,540.44 means loss) Including: income form investment -1,974,838.28 -758,976.90 on associates and joint ventures 21 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. II. Business profit (“-” means loss) 67,115,675.48 103,479,800.81 Add: non-business income 53,186,773.16 653,793.77 Less: non-business expense 259,672.88 1,370,566.39 Including: loss from non-current 76,836.26 1,164,483.39 asset disposal III. Total profit (“-” means loss) 120,042,775.76 102,763,028.19 Less: income tax expense 18,940,646.61 17,195,034.55 IV. Net profit (“-” means loss) 101,102,129.15 85,567,993.64 V. Earnings per share -- -- (I) Basic earnings per share (II) Diluted earnings per share VI. Other comprehensive income 4,603,393.15 -800,590.11 Including: Other comprehensive incomes items that cannot be 4,603,393.15 -800,590.11 reclassified as gains and losses in the subsequent accounting periods Other comprehensive incomes items that will be reclassified as gains and losses in the subsequent accounting periods as relevant requirements are met VII. Total comprehensive income 105,705,522.30 84,767,403.53 Legal representative: Pan Jie Person-in-charge of the accounting work: Pan Jie Accounting Manager: Yin Jianchun 5. Consolidated income statement for Jan.-Sept. 2014 Prepared by Foshan Electrical and Lighting Co., Ltd. Unit: RMB Yuan Item Jan.-Sept. 2014 Jan.-Sept. 2013 I. Total operating revenues 2,356,113,627.02 1,892,318,350.71 Including: Sales income 2,356,113,627.02 1,892,318,350.71 Interest income Premium income Handling charge and commission income II. Total operating cost 2,072,803,238.63 1,649,857,281.07 Including: Cost of sales 1,778,781,496.88 1,408,238,197.12 22 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Interest expenses Handling charge and commission expenses Surrenders Net claims paid Net amount withdrawn for the insurance contract reserve Expenditure on policy dividends Reinsurance premium Taxes and associate charges 20,911,197.63 21,308,551.24 Selling and distribution expenses 104,362,640.48 72,488,662.73 Administrative expenses 172,698,040.65 136,071,027.09 Financial expenses -7,501,068.21 -6,011,050.17 Asset impairment loss 3,550,931.20 17,761,893.06 Add: Gain/(loss) from change in fair 1,379,081.46 -59,744.10 value (“-” means loss) Gain/(loss) from investment (“-” 22,398,896.01 -2,594,601.70 means loss) Including: share of profits in -4,570,361.37 -3,069,750.70 associates and joint ventures Foreign exchange gains (“-” means loss) III. Business profit (“-” means loss) 307,088,365.86 239,806,723.84 Add: non-operating income 56,763,405.38 72,379,849.08 Less: non-operating expense 443,807.91 12,071,005.22 Including: loss from non-current 199,691.48 3,385,562.00 asset disposal IV. Total profit (“-” means loss) 363,407,963.33 300,115,567.70 Less: Income tax expense 63,339,145.18 58,282,913.30 V. Net profit (“-” means loss) 300,068,818.15 241,832,654.40 Including: Net profit achieved by combined parties before the combinations Attributable to owners of the 300,757,245.63 241,051,488.30 Company Minority shareholders’ income -688,427.48 781,166.10 23 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. VI. Earnings per share -- -- (I) Basic earnings per share 0.307 0.246 (II) Diluted earnings per share 0.307 0.246 Ⅶ. Other comprehensive incomes 2,201,622.81 -4,603,393.15 Including: Other comprehensive incomes items that cannot be 2,201,622.81 -4,603,393.15 reclassified as gains and losses in the subsequent accounting periods Other comprehensive incomes items that will be reclassified as gains and losses in the subsequent accounting periods as relevant requirements are met Ⅷ. Total comprehensive incomes 302,270,440.96 237,229,261.25 Attributable to owners of the 302,958,868.44 236,448,095.15 Company Attributable to minority shareholders -688,427.48 781,166.10 Legal representative: Pan Jie Person-in-charge of the accounting work: Pan Jie Accounting Manager: Yin Jianchun 6. Income statement of the Company for Jan.-Sept. 2014 Prepared by Foshan Electrical and Lighting Co., Ltd. Unit: RMB Yuan Item Jan.-Sept. 2014 Jan.-Sept. 2013 I. Total sales 2,376,898,585.23 1,935,912,791.35 Less: cost of sales 1,852,122,043.43 1,487,933,964.45 Business taxes and surcharges 14,672,962.49 17,975,995.97 Distribution expenses 100,712,956.80 71,329,314.68 Administrative expenses 149,762,871.66 119,847,247.35 Financial costs -1,606,596.11 -1,223,030.03 Impairment loss 3,188,721.21 16,214,455.98 Add: gain/(loss) from change in fair 1,379,081.46 -59,744.10 value (“-” means loss) Gain/(loss) from investment (“-” 27,286,940.89 -3,973,874.21 means loss) Including: income form investment -4,570,361.37 -3,069,750.70 on associates and joint ventures 24 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. II. Business profit (“-” means loss) 286,711,648.10 219,801,224.64 Add: non-business income 56,311,598.43 72,143,208.31 Less: non-business expense 326,629.40 10,711,261.61 Including: loss from non-current 138,590.12 2,072,759.45 asset disposal III. Total profit (“-” means loss) 342,696,617.13 281,233,171.34 Less: income tax expense 55,148,025.14 51,349,492.91 IV. Net profit (“-” means loss) 287,548,591.99 229,883,678.43 V. Earnings per share -- -- (I) Basic earnings per share (II) Diluted earnings per share VI. Other comprehensive income 2,201,622.81 -4,603,393.15 Including: Other comprehensive incomes items that cannot be 2,201,622.81 -4,603,393.15 reclassified as gains and losses in the subsequent accounting periods Other comprehensive incomes items that will be reclassified as gains and losses in the subsequent accounting periods as relevant requirements are met VII. Total comprehensive income 289,750,214.80 225,280,285.28 Legal representative: Pan Jie Person-in-charge of the accounting work: Pan Jie Accounting Manager: Yin Jianchun 7. Consolidated cash flow statement for Jan.-Sept. 2014 Prepared by Foshan Electrical and Lighting Co., Ltd. Unit: RMB Yuan Item Jan.-Sept. 2014 Jan.-Sept. 2013 I. Cash flows from operating activities: Cash received from sale of 2,076,769,836.60 1,844,519,336.35 commodities and rendering of service Net increase of deposits from customers and dues from banks Net increase of loans from the central bank Net increase of funds borrowed from 25 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. 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 72,644,129.98 15,853,863.74 Other cash received relating to 20,082,032.78 25,143,917.00 operating activities Subtotal of cash inflows from operating 2,169,495,999.36 1,885,517,117.09 activities Cash paid for goods and services 1,326,879,168.41 1,240,973,157.57 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 395,252,355.70 333,964,568.46 Various taxes paid 173,347,398.11 200,564,389.73 Other cash payment relating to 114,657,687.66 95,865,721.54 operating activities Subtotal of cash outflows from 2,010,136,609.88 1,871,367,837.30 operating activities Net cash flows from operating activities 159,359,389.48 14,149,279.79 26 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. II. Cash flows from investing activities: Cash received from withdrawal of 84,584,789.24 50,998,477.41 investments Cash received from return on 26,897,948.09 10,312,343.03 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 investing 111,482,737.33 85,500,020.44 activities Cash paid to acquire fixed assets, intangible assets and other long-term 61,725,661.90 59,805,018.12 assets Cash paid for investment 139,846,192.64 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 213,084,740.86 59,805,018.12 investing activities Net cash flows from investing activities -101,602,003.53 25,695,002.32 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 27 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Subtotal of cash inflows from financing 2,452.04 activities Repayment of borrowings Cash paid for interest expenses and 149,551,837.14 303,060,218.66 distribution of dividends or profit 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 151,586,137.14 303,060,218.66 financing activities Net cash flows from financing activities -151,583,685.10 -303,060,218.66 IV. Effect of foreign exchange rate -3,983,205.58 -3,354,640.01 changes on cash and cash equivalents V. Net increase in cash and cash -97,809,504.73 -266,570,576.56 equivalents Add: Opening balance of cash and 897,675,824.22 985,450,890.74 cash equivalents VI. Closing balance of cash and cash 799,866,319.49 718,880,314.18 equivalents Legal representative: Pan Jie Person-in-charge of the accounting work: Pan Jie Accounting Manager: Yin Jianchun 8. Cash flow statement of the Company for Jan.-Sept. 2014 Prepared by Foshan Electrical and Lighting Co., Ltd. Unit: RMB Yuan Item Jan.-Sept. 2014 Jan.-Sept. 2013 I. Cash flows from operating activities: Cash received from sale of 2,036,003,201.81 1,831,220,680.64 commodities and rendering of service Tax refunds received 72,511,885.64 15,853,863.74 Other cash received relating to 17,748,548.58 18,923,896.29 operating activities Subtotal of cash inflows from operating 2,126,263,636.03 1,865,998,440.67 activities Cash paid for goods and services 1,581,047,195.45 1,339,274,475.52 Cash paid to and for employees 158,412,719.46 239,790,954.81 28 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Various taxes paid 109,706,043.58 162,510,170.24 Other cash payment relating to 119,487,110.64 91,573,255.20 operating activities Subtotal of cash outflows from 1,968,653,069.13 1,833,148,855.77 operating activities Net cash flows from operating activities 157,610,566.90 32,849,584.90 II. Cash flows from investing activities: Cash received from retraction of 84,584,789.24 68,601,897.00 investments Cash received from return on 31,785,992.97 10,312,343.03 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 investing 116,370,782.21 103,103,440.03 activities Cash paid to acquire fixed assets, intangible assets and other long-term 53,116,260.50 57,423,775.50 assets Cash paid for investment 164,206,192.64 62,000,000.00 Net cash paid to acquire subsidiaries and other business units Other cash payments relating to investing activities Subtotal of cash outflows from 217,322,453.14 119,423,775.50 investing activities Net cash flows from investing activities -100,951,670.93 -16,320,335.47 III. Cash Flows from Financing Activities: Cash received from capital contributions Cash received from borrowings Cash received from issuance of bonds 29 Report for the Third Quarter of 2014 of Foshan Electrical and Lighting Co., Ltd. Other cash received relating to financing activities Subtotal of cash inflows from financing activities Repayment of borrowings Cash paid for interest expenses and 147,665,237.14 303,060,218.66 distribution of dividends or profit Other cash payments relating to financing activities Sub-total of cash outflows from 147,665,237.14 303,060,218.66 financing activities Net cash flows from financing activities -147,665,237.14 -303,060,218.66 IV. Effect of foreign exchange rate -3,983,205.58 -3,354,640.01 changes on cash and cash equivalents V. Net increase in cash and cash -94,989,546.75 -289,885,609.24 equivalents Add: Opening balance of cash and 581,390,386.39 699,511,754.78 cash equivalents VI. Closing balance of cash and cash 486,400,839.64 409,626,145.54 equivalents Legal representative: Pan Jie Person-in-charge of the accounting work: Pan Jie Accounting Manager: Yin Jianchun II. Audit report Is this report audited? □ Yes √ No This report is not audited. Board of Directors Foshan Electrical and Lighting Co.,Ltd 28 Oct 2014 30