2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
FOSHAN ELECTRICAL AND LIGHTING CO., LTD.
2014 Annual Report
April 2015
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section I. Important Reminders, Contents & Terms
The Board of Directors, the Supervisory Committee, 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 session in person Name of the proxy
Ye zaiyou Director ON business Liu xingming
The Company’s profit distribution preplan upon review and approval of this board session: Based
on the total shares of the Company as at 31 Dec. 2014, a cash dividend of RMB 2.20 (tax included)
and 0 bonus shares (tax included) will be distributed for every 10 shares held by shareholders, and 3
shares will be increased to all shareholders for every 10 shares held by them with the capital
reserves.
Pan Jie, company principal and 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.
GP Certified Public Accountants LLP has issued a standard unqualified audit report for the
Company.
The accounting data and financial report in this report have all been audited by GP Certified Public
Accountants LLP. This report is prepared in both Chinese and English. Should there be any
understanding discrepancy between the two versions, the Chinese version shall prevail.
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.
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Contents
2014 Annual Report ........................................................................................................................... 1
Section I. Important Reminders, Contents & Terms ...................................................................... 2
Section II. Company Profile .............................................................................................................. 6
Section III. Accouonting & Financial Indicator Highlights ........................................................... 8
Section IV. Report of the Board of Directors ................................................................................. 11
Section V. Significant Events ........................................................................................................... 46
Section VI. Changes in Shares & Particulars about Shareholders.............................................. 60
Section VII. Preferred Shares ......................................................................................................... 66
Section VIII. Directors, Supervisors, Senior Management Staff & Employees ......................... 67
Section IX. Corporate Governance ................................................................................................ 77
Section X. Internal Control ............................................................................................................. 86
Section XI. Financial Report ........................................................................................................... 88
Section XII. Documents Available for Reference ........................................................................ 204
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Terms
Term Refers to Specific contents
The Company, Company, FSL Refers to Foshan Electrical and Lighting Co., Ltd.
CSRC Refers to China Securities Regulation Commission
SZSE Refers to Shenzhen Stock Exchange
Shareholders’ General Meeting of Foshan Electrical and Lighting Co.,
Shareholders’ General Meeting Refers to
Ltd.
Board of Directors Refers to Board of Directors of Foshan Electrical and Lighting Co., Ltd.
Supervisory Committee Refers to Supervisory Committee of Foshan Electrical and Lighting Co., Ltd.
Annual report auditor, GP Refers to GP Certified Public Accountants LLP
Yuan, Ten thousand Yuan, One Hundred RMB Yuan, RMB Ten thousand Yuan, RMB One Hundred Million
Refers to
Million Yuan Yuan
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Reminder of Major Risks
The Company is in face of risks concerning market competition, rising operating costs, collection of
accounts receivable, risk concerning investors’ claims for damages etc. Investors are kindly
reminded to pay attention to possible investment risks. For details, see “IX. Risks and
countermeasures” in Section IV in this report.
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section II. Company Profile
I. Company information
Stock abbreviation FSZM/YZMB Stock code 000541/200541
Stock exchange listed with Shenzhen Stock Exchange
Chinese name of the Company 佛山电器照明股份有限公司
Abbr. of the Chinese name of
佛山照明
the Company
English name of the Company
FOSHAN ELECTRICAL AND LIGHTING CO.,LTD
(if any)
Abbr. of the English name of
FSL
the Company (if any)
Legal representative of the
Pan Jie
Company
Registered address No. 64, Fenjiang North Road, Chancheng District, Foshan City, Guangdong Province, P.R.China
Postal code for the registered
528000
address
Office address No. 64, Fenjiang North Road, Chancheng District, Foshan City, Guangdong Province, P.R.China
Postal code for the office
528000
address
Internet website of the
www.chinafsl.com
Company
Email address gzfsligh@pub.foshan.gd.cn
II. Contact us
Company Secretary Securities Affairs Representative
Name Lin Yihui Huang Yufen
No. 64, Fenjiang North Road, Chancheng No. 64, Fenjiang North Road, Chancheng
Contact address District, Foshan City, Guangdong District, Foshan City, Guangdong
Province, P.R.China Province, P.R.China
Tel. （0757）82966062 82810239 （0757）82966028
Fax （0757）82816276 （0757）82816276
E-mail fsl-yh@126.com fslhyf@163.com
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
III. About information disclosure and where this report is placed
Newspapers designated by the Company for China Securities Journal, Securities Times, Securities Daily, Ta Kung Pao
information disclosure (HK)
Internet website designated by CSRC for disclosing
http://www.cninfo.com.cn
this report
Company Secretary Office, FSL Office Building, No. 64, Fenjiang North
Where this report is placed
Road, Chancheng District, Foshan City, Guangdong Province, P.R.China
IV. Change of the registered information
Registration code of
Registration date Registration place Business license No. Organizational code
taxation
Guangdong Province
Administration for
Initial registration 20 Oct. 1992 440000400010049 440601190352575 19035257-5
Industry &
Commerce
Guangdong Province
At the end of the Administration for
21 May 2014 440000400010049 440601190352575 19035257-5
reporting period Industry &
Commerce
Changes of the main business since listing
Unchanged
(if any)
Changes of the controlling shareholder (if
Unchanged
any)
V. Other information
The CPAs firm hired by the Company:
Name GP Certified Public Accountants LLP
10/F, Guangdong Holdings Tower, 555 DongFeng Road East, Guangzhou, Guangdong
Office address
Province, P.R.China
Signing accountants Hong Wenwei and Chen Danyan
Sponsor engaged by the Company to conduct sustained supervision during the reporting period
□ Applicable √ Inapplicable
Financial consultant engaged by the Company to conduct sustained supervision during the reporting period
□ Applicable √ Inapplicable
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section III. Accounting & Financial Indicator Highlights
I. Major accounting data and financial indicators
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
Increase or decrease of
2014 2013 this year over last year 2012
(%)
Operating revenues (RMB Yuan) 3,068,641,200.17 2,526,679,810.53 21.45% 2,201,910,731.89
Net profit attributable to
shareholders of the Company 266,125,048.97 251,831,356.38 5.68% 400,466,745.11
(RMB Yuan)
Net profit attributable to
shareholders of the Company after
306,310,907.76 247,092,182.53 23.97% 240,056,445.28
extraordinary gains and losses
(RMB Yuan)
Net cash flows from operating
305,638,745.34 204,756,881.88 49.27% 437,396,852.06
activities (RMB Yuan)
Basic EPS (RMB Yuan/share) 0.270 0.26 3.85% 0.41
Diluted EPS (RMB Yuan/share) 0.270 0.26 3.85% 0.41
Weighted average ROE (%) 9.08% 8.69% 0.39% 14.06%
Increase or decrease of
As at 31 Dec. 2014 As at 31 Dec. 2013 this year-end than last As at 31 Dec. 2012
year-end (%)
Total assets (RMB Yuan) 3,736,704,336.40 3,373,781,552.85 10.76% 3,448,274,301.82
Net assets attributable to
shareholders of the Company 3,044,585,720.58 2,890,581,921.74 5.33% 2,950,106,976.17
(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
√ Applicable □ Inapplicable
Unit: RMB Yuan
Net profit attributable to shareholders of the Net assets attributable to shareholders of the
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Company Company
2014 2013 Closing amount Opening amount
According to Chinese
266,125,048.97 251,831,356.38 3,044,585,720.58 2,890,581,921.74
accounting standards
Items and amounts adjusted according to international accounting standards
According to international
266,125,048.97 251,831,356.38 3,044,585,720.58 2,890,581,921.74
accounting standards
2. Differences of net profit and net assets disclosed in financial reports prepared under overseas and
Chinese accounting standards
√ Applicable □ Inapplicable
Unit: RMB Yuan
Net profit attributable to shareholders of the Net assets attributable to shareholders of the
Company Company
2014 2013 Closing amount Opening amount
According to Chinese
266,125,048.97 251,831,356.38 3,044,585,720.58 2,890,581,921.74
accounting standards
Items and amounts adjusted according to overseas accounting standards
According to overseas
266,125,048.97 251,831,356.38 3,044,585,720.58 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
√ Applicable □ Inapplicable
Unit: RMB Yuan
Item 2014 2013 2012 Note
Gains/losses on the disposal of non-current
assets (including the offset part of the asset -1,287,703.94 9,418,476.76 182,392,244.82
impairment provisions)
Government grants recognized in the current
period, except for those acquired in the
ordinary course of business or granted at 2,174,021.86 1,031,790.96 1,633,073.56
certain quotas or amounts according to the
government’s unified standards
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Capital occupation charges on non-financial
enterprises that are recorded into current 0.00 1,981,349.56 553,325.09
gains and losses
Gains due to that the investment costs for
the Company to obtain subsidiaries,
associates and joint ventures are lower than
-17,112.47 0.00 0.00
the enjoyable fair value of the identifiable
net assets of the investees when making the
investments
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
2,962,781.37 -109,530.85 -84,637.47
assets and tradable financial liabilities and
financial assets available for sales except for
effective hedging related with normal
businesses of the Company
Non-operating income and expense other Projected liability
-51,945,691.06 -7,368,961.02 -3,022,341.29
than the above provisions
Other gain and loss items that meet the
1,499,406.22
definition of an extraordinary gain/loss
Less: Income tax effects -6,958,646.77 901,071.70 21,172,951.60
Minority interests effects (after tax) 530,207.54 -687,120.14 -111,586.72
Total -40,185,858.79 4,739,173.85 160,410,299.83 --
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 in the reporting period.
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section IV. Report of the Board of Directors
I. Overview
2014 witnessed both opportunity and worry for the lighting industry. The LED sector continued to
grow rapidly but unfavorable factors also grew such as the declining physical economy, ceaseless
new technologies, the continuous impact on the original business model, the worsening competition
environment and oversupply. In face of the complex and changeable industry environment, we
upheld “adjust structure, stabilize growth, focus on management and increase benefits” as our
guiding ideology, continued to adjust our product structure, optimized our marketing system,
enhanced our execution of the annual budget and operating plans so as to ensure a stable growth of
the business performance. For the reporting period, the Company achieved operating revenues of
RMB 3068.6412 million, up 21.45% from the year earlier; total profits of RMB 319.1284 million,
up 6.68% year on year; and net profits of RMB 266.666 million, representing a YoY growth of
5.70%. In the reporting period, we worked on the following tasks:
1. Optimized product structure, and promoted the transformation and upgrade of traditional products
Y2014 is the year when LED encountered fast development. Based on market demand and changes,
the Company seized opportunities, input more on LED products in R&D, production, and sales,
launched a series of hit LED products and new LED products in due time. Sales revenue of LED
ascended from RMB 0.277 billion in 2013 to RMB 0.926 billion in 2014, representing a growth ratio
of 233.99%. The company successfully completed the transformation from traditional lighting to
LED, which made the Company grabbed a significant piece of pie in the developing LED market.
2. Enhanced innovation on channels, and ensured business growth
In 2014, the Company carried on innovation on channels, and continually perfected and optimized
marketing system. The Company reinforced on constructing exclusive shops, improved the capability
of showing the terminal image, and transited FSL from “a brand to the industry” to “a brand to the
public”. The Company carried out aggressive marketing strategies, convened 186 marketing
meetings across the country for the past year. The Company set up the business division of
commercial lighting and released Ming Jiang Hui, the high-end brand for the engineering channel. In
respect of E-business, the Company separately set us E-business division, authorized platforms
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
including Tmall and Jing Dong for selling our products, expanded on-line distributors, and effectively
raised the exposure ratio of the Company to multiple channels. In respect of overseas market, the
Company positively took measures against the downturn of the gross export market, actively adjusted
product and client structure, put emphasis on chasing and serving key clients, developed potential
values of key clients, improved the business performance of single client, set up FSL brand team at
the same time, positively developed businesses in emerging market, obtained good result, over
fulfilled the goal set in the year-begin, and kept the sustainable and stable growth of overseas business.
In future, in deeper accordance with consuming habits and styles, the Company will further promote
the communitization of channels and enhance the end-service capability.
3. Vigorously developed new products, and added profit drivers
Aiming at LED product features including diversified kinds, rapid upgrading and replacement speed,
as well as short cycling periods, the front-line sales and R&D staffs of the Company researched deep
into the market, took market demands as orientation, continually developed new products, especially
new LED products, and enriched the Company’s product lines, which not only accelerated product
transformation of the Company, but also added new profit drivers for the Company.
4. Improved internal management level, and established scientific management system
Firstly, the Company improved management level and reinforced cost control. The Company applied
SAP system and effectively standardized production management; reinforced energy management,
improved energy-consuming equipment, and cut down energy cost; adopted the antitheses for
standard cost, and reduced the waste of raw materials; intensified on procurement management,
integrated procurement resources, and strengthened the capability of price-negotiation against raw
material suppliers; thoroughly carried out budget management, and reinforced the force of executing
budget management by supervising and controlling on budgets of departments.
Secondly, the Company put performance management into effect and mobilized the initiatives of
employees. The Company innovated remuneration mechanism, strengthened performance
assessment and human resource management, showed the remuneration principle of more pay for
more work, stuck up for the internal fairness and external competitiveness of remuneration, and
realized the mutual development of both the Company and employees.
5. Enhanced internal construction of the Company, and pushed forward the Company’s healthy
development
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
In the reporting period, in line with requirements for listed companies, the Company disclosed related
information in due time, standardized company operation, continuously and steadily impelled the
process of effective implementation of documents for operation system of internal control standards,
further strengthened the execution and practice of the system of internal control standards, and
consolidated internal control results on the basis of strengthening daily supervision and special
inspection.
II. Main business analysis
1. Overview
Overview of the reporting period progress of development strategies and business plans disclosed in
previous periods:
In face of a declining physical economy and a complex and changeable industry environment in
2014, the Company, under the leadership of the board and management, stuck to the annual
operating plans, seized opportunities in time arising from the rapid growth of the LED sector, and
managed to achieve a stable growth in the main business through effective measures such as
adjusting the product structure, constantly updating products and technology, continuously
enhancing internal management, strictly controlling costs and vigorously expanding markets. For
the main business in the reporting period, sales income recorded RMB 3.041 billion, up 21.58%
from last year, of which the domestic sales income recorded RMB 2.161 billion, up 28.59% from
last year, and the overseas sales income recorded RMB 0.88 billion, up 7.2% from last year.
State the reasons why the Company’s actual business performance is 20% lower or higher than the earning forecast for the reporting
period which has been publicly disclosed earlier:
□ Applicable √ Inapplicable
Changes in the main operational model
□ Applicable √ Inapplicable
2. Revenues
Is the Company's product sales revenue more than its service revenue?
√ Yes □ No
Industry Item Unit 2014 2013 YoY +/-%
Sales volume Piece 1,046,376,108 1,215,921,627 -13.94%
Lighting fixtures and
Output Piece 993,887,262 1,061,333,192 -6.35%
lamps
Stock Piece 134,763,101 145,193,725 -7.18%
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Reasons for any over-30% YoY movement of the data above:
□ Applicable √ Inapplicable
Major orders on hand:
□ Applicable √ Inapplicable
Significant change or adjustment of the Company’s products or services during the reporting period:
□ Applicable √ Inapplicable
Major customers:
Total sales to the top 5 customers (RMB Yuan) 436,177,042.93
Ratio of the total sales to the top 5 customers to the
14.21%
annual total sales (%)
Information about the top 5 customers:
√ Applicable □ Inapplicable
Serial No. Name of customer Sales (RMB Yuan) Proportion in annual total sales (%)
1 Enterprise unit 1 248,392,951.31 8.09%
2 Enterprise unit 2 51,487,747.58 1.68%
3 Enterprise unit 3 49,252,633.46 1.61%
4 Enterprise unit 4 46,475,691.92 1.51%
5 Enterprise unit 5 40,568,018.66 1.32%
Total -- 436,177,042.93 14.21%
Other information about the major customers
√ Applicable □ Inapplicable
Among the top 5 customers, the 3th customer and the 5th customer is a related party of the Company while the
other three are not.
3. Costs
Classified by industry:
Unit: RMB Yuan
2014 2013
Proportion in Proportion in
Industry Item YoY +/- (%)
Amount operating costs Amount operating costs
（%） （%）
Lighting fixtures
2,230,438,495.76 99.26% 1,874,719,042.97 99.00% 18.97%
and lamps
Lighting fixtures Raw materials
1,438,316,556.44 64.01% 1,142,625,698.51 60.45% 25.88%
and lamps
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Lighting fixtures Labor
413,229,338.55 18.39% 368,240,867.93 19.48% 12.22%
and lamps
Lighting fixtures Depreciation
58,899,983.77 2.62% 71,406,530.23 3.78% -17.51%
and lamps
Classified by product:
Unit: RMB Yuan
2014 2013
Proportion in Proportion in
Product Item YoY +/- (%)
Amount operating costs Amount operating costs
（%） （%）
Traditional
1,527,938,050.39 68.00% 1,654,087,055.19 87.50% -7.63%
lighting products
Traditional Raw materials
985,303,382.84 43.85% 1,008,152,332.97 53.33% -2.27%
lighting products
Traditional Labor
283,078,341.37 12.60% 324,903,326.24 17.19% -12.87%
lighting products
Traditional Depreciation
40,348,804.30 1.80% 63,002,836.48 3.33% -35.96%
lighting products
LED lighting
702,500,445.37 31.26% 220,631,987.78 11.67% 218.40%
products
LED lighting Raw materials
453,013,173.60 20.16% 134,473,365.54 7.11% 236.88%
products
LED lighting Labor
130,150,997.18 5.79% 43,337,541.69 2.29% 200.32%
products
LED lighting Depreciation
18,551,179.47 0.83% 8,403,693.75 0.44% 120.75%
products
Major suppliers:
Total purchases from the top 5 suppliers （RMB Yuan） 289,432,957.72
Ratio of the total purchases from the top 5 suppliers to the
15.62%
annual total purchases（%）
Information about the top 5 suppliers:
√ Applicable □ Inapplicable
Procurement amount (RMB Proportion in annual total procurement
Serial No. Name of supplier
Yuan) amount (%)
1 Enterprise unit 1 142,413,566.10 7.69%
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
2 Enterprise unit 2 58,431,987.28 3.15%
3 Enterprise unit 3 33,978,824.72 1.83%
4 Enterprise unit 4 28,049,218.92 1.51%
5 Enterprise unit 5 26,559,360.70 1.43%
Total -- 289,432,957.72 15.62%
Other information about the major suppliers
√ Applicable □ Inapplicable
Among the top 5 suppliers, the 4th supplier is a related party of the Company while the other four are not.
4. Expense
Unit: RMB Yuan
Item 2014 2013 YoY +/-% Reason for change
Selling expenses 207,880,504.54 133,779,078.70 55.39% Sales increased.
Administrative 236,233,239.29 199,917,005.49 18.17%
expenses
-9,565,959.04 -4,230,937.19 -126.10% The interest on term deposits
Financial expenses
increased.
Income tax expenses 52,462,491.85 46,864,161.54 11.95%
Total 487,010,276.64 376,329,308.54 29.41%
5. R&D expenses
In order to increase the market competitiveness of products, the Company proactively developed high-efficient
lighting products featuring energy saving and environmental protection, increased the R&D input for LED
products, continuously developed new products, and increased the technological contents of products through
continuously improving technologies and production processes. In the reporting period, the Company spent RMB
98,810,000.00 in R&D, accounting for3.22 % of the current operating revenues.
6. Cash flows
Unit: RMB Yuan
Item 2014 2013 YoY +/-（%）
Subtotal of cash inflows from
2,975,103,040.68 2,826,717,360.23 5.25%
operating activities
Subtotal of cash outflows from
2,669,464,295.34 2,621,960,478.35 1.81%
operating activities
Net cash flows from operating 305,638,745.34 204,756,881.88 49.27%
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
activities
Subtotal of cash inflows from
46,553,241.51 130,801,370.00 -64.41%
investing activities
Subtotal of cash outflows from
98,620,391.12 111,512,170.50 -11.56%
investing activities
Net cash flows from investing
-52,067,149.61 19,289,199.50 -369.93%
activities
Subtotal of cash outflows from
160,694,772.73 307,968,509.92 -47.82%
financing activities
Net cash flows from financing
-160,694,772.73 -307,968,509.92 -47.82%
activities
Net increase in cash and cash
92,025,411.38 -87,775,066.52 204.84%
equivalents
Reasons for any over-30% YoY movement of the data above:
√ Applicable □ Inapplicable
1. Net cash flows from operating activities increased 49.27% from last year mainly because the goods payments received increased
and the payments for materials decreased.
2. Net cash flows from investing activities decreased 369.93% from last year mainly because the cash received from operating
activities decreased.
3. Net cash flows from financing activities decreased 47.82% from last year mainly because the dividends decreased.
4. Net increase in cash and cash equivalents increased 204.84% from last year mainly because the goods payments received increased
and the dividends paid decreased.
Reasons for a big difference between the operating cash flows and the net profit:
□ Applicable √ Inapplicable
III. Breakdown of main business
Unit: RMB Yuan
Increase/decrease Increase/decrease
Increase/decrease
Operating Gross profit rate of operating of gross profit
Operating cost of operating cost
revenue (%) revenue over last rate over last year
over last year (%)
year (%) (%)
Classified by industry:
Lighting fixtures
3,040,544,631.03 2,230,438,495.76 26.64% 21.58% 18.97% 1.60%
and lamps
Classified by product:
Traditional
2,114,355,116.21 1,527,938,050.39 27.74% -4.91% -7.63% 2.21%
lighting products
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
LED lighting
926,189,514.82 702,500,445.37 24.15% 233.99% 218.40% 3.71%
products
Classified by region:
China 2,160,911,351.32 1,612,043,755.15 25.40% 28.59% 24.72% 2.32%
Overseas 879,633,279.71 618,394,740.61 29.70% 7.20% 6.22% 0.65%
Where the Company’s accounting standard of the main business data above changed during the reporting period, give the main
business data of the latest year adjusted according to the accounting standard at the end of the reporting period:
□ Applicable √ Inapplicable
IV. Asset and liability analysis
1. Major changes of asset items
Unit: RMB Yuan
As at 31 Dec. 2014 As at 31 Dec. 2013
Proportion in Proportion in Proportion
Explain any major change
Amount total assets Amount total assets change（%）
(%) (%)
Monetary funds 989,718,395.60 26.49% 897,675,824.22 26.61% -0.12%
Accounts
322,951,674.45 8.64% 390,216,735.62 11.57% -2.93% Goods payments were collected.
receivable
Inventories were increased to get
Inventories 625,794,972.48 16.75% 516,804,156.44 15.32% 1.43%
ready for growing sales.
Investing real
0.00 0.00% 0.00 0.00%
estate
Long-term
Equity interests in some joint
equity 3,689,724.39 0.10% 18,203,091.82 0.54% -0.44%
ventures were sold.
investment
Some assets were disposed and
Fixed assets 463,267,701.29 12.40% 472,740,489.84 14.01% -1.61%
impairment provisions were made.
Construction in
90,862,098.21 2.43% 75,044,472.56 2.22% 0.21% Input to construction increased.
progress
2. Major changes of liability items
Unit: RMB Yuan
2014 2013
Proportion
Proportion in Proportion in Explain any major change
Amount Amount change（%）
total assets total assets
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(%) (%)
Short-term borrowings 0 0% 0 0% 0%
Long-term borrowings 0 0% 0 0% 0%
3. Assets and liabilities measured at fair value
√ Applicable □ Inapplicable
Unit: RMB Yuan
Gain/loss on Cumulative fair Impairment Amount
fair value Amount sold in
Opening value change provisions in purchased in Closing
Item change in the the reporting
amount recorded into the reporting the reporting amount
reporting period
period equity period period
Financial assets
1. Financial
assets
measured at
fair value and
of which
changes are
recorded into 3,903,197.90 8,660.00 11,660.00 3,903,197.90 20,320.00
current
gains/losses
(excluding
derivative
financial
assets)
3.
Available-for-s
62,634,402.88 52,273,824.96 114,908,227.84
ale financial
assets
Subtotal of
66,537,600.78 8,660.00 52,273,824.96 11,660.00 3,903,197.90 114,928,547.84
financial assets
Total of the
66,537,600.78 8,660.00 52,273,824.96 116,600.00 3,903,197.90 114,928,547.84
above
Financial
0.00 0.00
liabilities
Did any significant change occur to the attribute of the Company’s main asset measurement during the reporting period?
□ Yes √ No
4. Main assets overseas
□ Applicable √ Inapplicable
19
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
V. Core competitiveness analysis
The core competitiveness of the Company mainly reflects on fours aspects listed below:
Channel advantage
The Company has been sticking to the marketing strategy of deeply focusing and refining channels. Through years
of development and experience accumulation, the Company currently has four major sales channels, which contains
the circulation and wholesales channel, the exclusive shop channel, the E-business retail channel, and the
engineering commercial lighting channel, forming a marketing network covering the whole country. Replying on
strong and perfect sales channels, products of the Company can rapidly enter the market, which has significantly
improved the Company’s market development capability and competitiveness.
Brand advantage
The Company keeps focusing on the positioning, core value, and features of FSL brand, and continually improved
the brand recognition and reputation of FSL brand by product design, end sales, advertisement, special lighting
exhibition, and so on. At present, FSL and Fen Jiang among the three brands of the Company are both famous
trademarks in China. The FSL brand has become one of the most influential and popular brands in China, and the
powerful brand influence has become the main driver for continuous sales growth of the Company.
Technology advantage
The Company has always been attaching importance to R&D of new products and technologies, increasing the input
on independent innovation on technologies and products, and perfecting the improvement process for R&D and
technique of all products. The Company absorbs and trains technical talents, set up innovative incentive mechanism
and performance mechanism, and fully provides with supports in fund, talents, and mechanisms.
Scale advantage
As one of the enterprises to first step into the industry of producing and selling lighting products, the Company
possesses the manufacture culture of refining production and the large-scale manufacturing capability by years of
experience accumulation. The Company has production bases in Foshan, Nanjing, Xinxiang, and Suzhou,
contributing annual output of over 99388.73 ten thousand units. The large-scale and centralized production brings
obvious economic benefits to the Company, which not only shows in manufacture cost of products, but also shows
in aspects such as raw material procurement and product pricing.
VI. Investment analysis
1. Investments in equities of external parties
(1) Investments in external parties
√ Applicable □ Inapplicable
Investments in external parties
Investment amount in 2014 (RMB Yuan) Investment amount in 2013 (RMB Yuan) +/-%
20
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
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
products, equipment and systems,
energy-saving optoelectronic and
Hefei Guoxuan High-tech Power Energy electronic products, equipment and
14.84%
Co., Ltd. systems, and lithium power emergency
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
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 6.91%
Foshan branch of Guangdong Banking services Less than 5.00%
21
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Development Bank
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 reporting Accountin Equity
name variety cost (RMB dings ding ratio dings ding ratio (RMB period g title source
Yuan) (share) (%) (share) (%) Yuan) (RMB
Yuan)
Available-f
China
Commerci 30,828,816 114,908,22 4,050,044. or-sale Additional
Everbright 23,546,768 0.06% 23,546,768 0.06%
al bank .00 7.84 10 financial issue
Bank
assets
Available-f
Xiamen Commerci 292,574,13 109,714,17 109,714,17 292,574,13 21,942,835 or-sale Additional
7.99% 6.91%
Bank al bank 3.00 6 6 3.00 .20 financial issue
assets
Foshan
branch of Available-f
Guangdon Commerci Less than Less than or-sale Additional
500,000.00 229,792 229,792 500,000.00
g al bank 5.00% 5.00% financial issue
Developm assets
ent Bank
323,902,94 133,490,73 133,490,73 407,982,36 25,992,879
Total -- -- --
9.00 6 6 0.84 .30
(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)
276,460,0 384,103.3 Transacti
Other 205008 14 Days 0.00
00.00 4 onal
22
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
financial
assets
Transacti
274,387,0 204,304.0 onal
Other 205007 7 Days 0.00
00.00 8 financial
assets
Transacti
176,262,0 onal
Other 205001 1 Day 0.00 20,437.19
00.00 financial
assets
Transacti
623,006,2 157,934.7 onal
Other 204001 GC001 0.00
30.00 8 financial
assets
Transacti
68,701,37 onal
Other 204002 GC002 0.00 19,432.02
4.00 financial
assets
Transacti
203,606,1 onal
Other 204003 GC003 0.00 78,492.28
08.00 financial
assets
Transacti
146,205,8 onal
Other 204004 GC004 0.00 98,287.01
48.00 financial
assets
Transacti
464,123,2 423,793.4 onal
Other 204007 GC007 0.00
05.00 0 financial
assets
Transacti
117,711,7 112,622.1 onal
Other 204014 GC014 0.00
70.00 2 financial
assets
Transacti
onal
Stock 300385 XLHJ 7,365.00 500 0 0.00 11,378.02
financial
assets
Transacti
Stock 603328 YDDZ 15,310.00 1,000 0 0.00 14,514.65 onal
financial
23
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
assets
Transacti
onal
Stock 603188 YBGF 20,490.00 1,000 0 0.00 21,963.00
financial
assets
Transacti
onal
Stock 601016 JNFD 2,170.00 1,000 0 0.00 6,218.37
financial
assets
Transacti
onal
Stock 603456 JZYY 15,430.00 1,000 0 0.00 17,018.07
financial
assets
Transacti
onal
Stock 300401 HYSW 3,505.00 500 0 0.00 13,731.80
financial
assets
Transacti
onal
Stock 603688 SYGF 6,450.00 1,000 0 0.00 20,272.42
financial
assets
Transacti
956,522.6 964,543.4 onal
Stock 000027 SZNY 172,600 0 0.00
4 3 financial
assets
Transacti
onal
Stock 002736 GXZQ 11,660.00 2,000 2,000 20,320.00 0.00
financial
assets
Transacti
FZJQY 5,000,000 -997,145. onal
Fund BC0002 5,000,000 0 0.00
No. 2 .00 30 financial
assets
Other securities investments
0.00 0 -- 0 -- 0.00 0.00 -- --
held at the period-end
2,356,502 1,571,900
Total 5,180,600 -- 2,000 -- 20,320.00 -- --
,437.64 .68
Disclosure date of the board
announcement on approval of 23 Jan. 2014
the securities investment
Disclosure date of the general
24
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
meeting announcement on
approval of the securities
investment (if any)
（4）Shareholdings in other listed companies
□ Applicable √ Inapplicable
No such cases in the reporting period.
2. Wealth management entrustment, derivative investments and entrustment loans
(1) Wealth management entrustment
□ Applicable √ Inapplicable
No such cases in the reporting period.
(2) Investment in derivatives
□ Applicable √ Inapplicable
No such cases in the reporting period.
(3) Entrustment loans
□ Applicable √ Inapplicable
No such cases in the reporting period.
3. Use of raised funds
□ Applicable √ Inapplicable
No such cases in the reporting period.
4. Analysis to main subsidiaries and stock-participating companies
√ Applicable □ Inapplicable
Main subsidiaries and stock-participating companies:
Unit: RMB Yuan
Main
Company Company Registered Operating Operating
Industry products/ser Total assets Net assets Net profit
name variety capital revenues profit
vices
Foshan Production
Chansheng Manufactur and 1,000,000.0 32,941,104. 13,301,554. 170,783,96 8,103,152.6 6,064,268.6
Subsidiary
Electronic e operation of 0 79 66 4.01 9 8
Ballast Co., electronic
25
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Ltd. ballasts,
electronic
transformer
s, electronic
igniters,
electric
light source
products,
equipment,
fittings,
electrical
materials,
automobile
components
, home
appliances,
socket
outlets,
power
switches,
fire-protecti
on
products,
ventilation
equipment
and LED
products.
(Where
approval
from
relevant
authorities
is required
for an
operating
project
according
to law, it
shall be
obtained
before
operation.)
Foshan Manufactur Producer of 102,539,68 97,526,937. 75,463,816. 5,555,886.6 4,073,814.3
Subsidiary
Chanchang e lamps, 72,782,944. 4.21 02 96 0 6
26
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Electric electric 00
Appliances lighting
(Gaoming) products
Co., Ltd. and related
fittings,
providing
relevant
installation
and
consulting
services
R&D,
production
and sales of
Foshan lamps,
Taimei household
Manufactur 58,766,291. 26,067,500. 185,149,90 13,405,810. 10,486,447.
Times Subsidiary appliances
e 500,000.00 90 11 5.82 81 81
Lamps Co., and fittings,
Ltd. and other
electric
lighting
products
Developme
nt and sale
of electrical
appliances,
lighting and
mechanical
& electrical
products;
engineering
FSL New
design,
Light
Manufactur constructio 53,914,719. 52,431,374. 1,629,992.3 -1,037,569.
Source Subsidiary 50,000,000. -691,250.38
e n and 22 26 3 10
Technology 00
maintenanc
Co., Ltd.
e of lighting
and
mechanical
& electrical
projects;
design,
constructio
n and
technical
27
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
service for
intelligent
constructio
n projects;
investment,
design &
consulting
service,
constructio
n and
service for
energy-savi
ng projects;
contractual
energy
managemen
t and
technical
service;
energy-savi
ng project
appraisal;
internationa
l trade; and
developmen
t,
production
and sale of
electric
light source
products.
(Where
approval
from
relevant
authorities
is required
for an
operating
project
according
to law, it
shall be
obtained
28
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
before
operation.)
Production
of
energy-savi
ng lighting
products,
lamps and
lighting
Nanjing equipments;
Fozhao lighting
Lighting projects;
Manufactur 86,066,958. 67,350,984. 54,350,815. -2,454,726. -1,980,732.
Component Subsidiary energy-savi 41,683,200.
e 39 72 02 51 33
s ng 00
Manufacturi technology
ng Co., Ltd. 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
FSL sale of
(Xinxiang) Manufactur components 74,336,661. 36,938,068. 36,938,068. 5,489,566.0 4,712,022.2
Subsidiary 35,418,439.
Lighting e of electric 09 49 49 8 7
76
Co., Ltd. light
source,
related
materials,
electrical
materials,
automobile
components
, lamps and
29
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
fittings
Financing
lease, lease,
lease
consulting
and
guaranty,
financing
Guangdong
lease
Fozhao
service for 215,745,66 215,400,39 6,471,257.7 4,853,398.2
Financing Subsidiary Finance 200,000,00 0.00
new-energy 5.26 4.69 0 7
Lease Co., 0.00
automobiles
Ltd.
& main
components
,
energy-savi
ng lighting
products &
projects
R&D and
production
of electric
light source
products,
equipment,
fittings,
electrical
materials,
automobile
FSL components
Lighting , home
manufactur 82,907,740. 27,675,126. 186,330,35 13,999,353. 10,248,592.
Equipment Subsidiary appliances, 15,000,000.
e 65 91 0.42 09 30
Co., Ltd. socket 00
outlets,
power
switches,
fire-protecti
on
products,
ventilation
equipment,
LED
products,
etc.;
30
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
domestic
trade,
import and
export of
technology
and goods
Licensed
operations:
naught.
General
operations:
developmen
t,
production
and sale of
semi-condu
ctor lighting
utensils,
drive circuit
and control
system
software
and
Suzhou
hardware
Mont Manufactur 48,813,032. 10,159,431. 42,289,128. -9,227,088. -6,629,012.
Subsidiary systems; 23,634,900.
Lighting e 51 51 14 05 47
(produced 00
Co., Ltd.
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
31
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
and
hardware
systems
Particulars about main subsidiaries and stock-participating companies
—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. 2003. The Company holds 75%
equities of the said company; therefore the said subsidiary was included into the scope of the consolidated
financial statements since the date of 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 Appliances (Gaoming) Co., Ltd., which is a Sino-foreign joint venture invested and
established by the Company and Prosperity Lamps and Components Ltd, had obtained license for business
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
the date of foundation.
—Foshan Taimei Times Lamps Co., Ltd., which is a Sino-foreign joint venture 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 70% equities of the said company; therefore
the said subsidiary was included into the scope of the consolidated financial statements since the date of
foundation.
—FSL New Light Source Technology Co., Ltd. (its predecessor was “Foshan Lighting Lamps and Lanterns Co.,
Ltd.” and it changed its name to “FSL New Light Source Technology Co., Ltd.” on 17 Dec. 2014), 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 the date of 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.
—FSL (Xinxiang) Lighting 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 Company 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 invest another RMB 2 million (land in an industrial park in Xinxiang, Henan Province and monetary
funds) in FSL (Xinxiang) Lighting, increasing the registered capital of FSL (Xinxiang) Lighting to RMB
35,418,439.76.
—Guangdong Fozhao Financing Lease 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
32
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
100% equities of this company. Therefore the said subsidiary was included into the scope of the consolidated
financial statements since the date of foundation.
—FSL Lighting Equipment 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 the date of foundation.
—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. (formerly 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, Nanjing Fozhao Lighting Components Manufacturing Co., Ltd.
became a wholly-owned subsidiary of the Company. The said subsidiary was included into the scope of the
consolidated financial statements since the 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. At the same time, the Company increased another RMB 12.01 million to Suzhou Mont Lighting Co.,
Ltd., of which RMB 5.8849 million went to the registered capital and the other RMB 6.1251 million went to the
capital reserves. As such, the registered capital of Suzhou Mont Lighting Co., Ltd. went up to RMB 23.6349
million and the Company held 50.50% equities in it. The said subsidiary was included into the scope of the
consolidated financial statements since the completion date of the investment increase.
Subsidiaries acquired or disposed during the reporting period:
√ Applicable □ Inapplicable
Effect on the whole production
Name of subsidiary Purpose of acquisition/disposal Way of acquisition/disposal
and business performance
The equity acquisition would
To add new advantages and Equity acquisition and not affect the business
Suzhou Mont Lighting Co., Ltd.
expand the main business investment increase continuity and management
stability of the Company.
5. Significant projects invested with non-raised funds
√ Applicable □ Inapplicable
Unit: RMB Ten Thousand Yuan
Cumulative
Total planned Input for this actual input as Project Project Disclosure date Disclosure
Project name (if any) index (if any)
investment period at the progress earnings
period-end
Suzhou Mont Announcement
Lighting Co., 2,436 2,436 2,436 100.00% -662.90 24 May 2014 title: Progress
Ltd. Announcement
33
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
on Acquisition
of Some Equity
Interests of and
Increasing the
Investment in
Suzhou Mont
Lighting Co.,
Ltd.;
Announcement
No.: 2014-023;
Website of
disclosure:
http://www.cni
nfo.com.cn
Total 2,436 2,436 2,436 -- -- -- --
VII. Predict the operating results of Jan.-Mar. 2015
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
VIII. Entities controlled by the Company for special purposes
□ Applicable √ Inapplicable
IX. Outlook of the Company’s future development
(I) Industry trend
In the environment of energy saving, low carbon, and emission reduction, the energy saving and environmentally
friendly policies of countries have been successively implemented. Meanwhile, with the on-going performance
improvement and fast price decrease of LED products, the traditional lighting market has been shrinking, LED
lighting are being generally accepted by clients, and the penetration rate of terminal applications of LED lighting are
being continuously raised. To grasp the opportunity of rapid demand increase in LED lighting market, win more
market shares, as well as build up the influence of self-own brands, enterprises in the link of downstream LED
lighting applications with easier access fiercely compete in technology, product, price, and channels. The market
structure shows the coexistence of both flourishing demands and intensified competitions.
(II) Opportunities and challenges faced by the Company
1. Opportunities
Through the fast development of LED lighting in recent years, the field of terminal applications has been broadly
applied. Against the dual attack from the downturn of entity economy and the fiercer industry competitions, LED
enterprises will go into a situation where the strong becomes stronger and the weak becomes weaker, and as a result,
34
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
enterprises lack of comprehensive competitiveness will be gradually eliminated.
After over 2 years of development, the scale of the Company’s LED products has been large, the capacity has
obtained sharp growth, the diversified product lines of LED series have been formed, new products have been
successively released, and the LED products of the Company have gained certain influence on the industry and
market.
As a leading enterprise in the lighting industry with competitive edges in brand, technology, market and scale as
well as ample funds, the Company will continue to keep itself competitive in traditional lighting products and at
the same time vigorously promote LED products to benefit more from the continuous growth of the LED lighting
terminal application in the future.
2. Challenges
(1) Challenges brought by market competitions
In 2015, the production and operation of the Company will still be up against challenges brought by market
competitions. The growth of domestic economy will slow down, the depression trend of real estate industry will be
evident, and together with the affects from fiercer industry competitions, the product homogenization, and the more
and more drastic price battles, the gross margin of products will be hard to be increased and even decline, and the
phenomenon where companies in the industry only input more on production but gain no increase in revenue will be
increasingly widespread. The problem about how to establish technology, product, and service advantages in
competitions, conduct differentiate competitions, and structure a wide range of channel layout, has become the
challenge to the Company for realizing sustainable development.
(2) Challenges brought by company development
By development efforts for dozens of years, the scale of assets, personnel, and business of the Company has been
enlarging. As a result, higher requirements are raised for the Company’s management module. The Company is
confronted with challenges brought by a series of issues, including further improving current management system,
perfecting internal control system, enhancing management capability, and ensuring the Company’s smooth
operation.
(III) Risks faced by the Company in future and countermeasures
1. Risks of market competitions
Despite the powerful supports from the state for LED lighting, competitions in the industry in domestic market,
even in international market are fierce, performing in factors including brand, sales channels, and price. The
Company now possesses advantages in brand recognition, sales channels, and economies of scale, but with further
intensified market competitions, the Company might be negatively affected on profitability in future, leading to
higher difficulty for increasing market share. Therefore, the Company will continuously develop new products,
optimize marketing network, improve brand image, consolidate management on client relationship, sustainably
improve the core competitiveness of the Company, and ensure the persistent and healthy development of the
35
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Company.
2. Risks of rising operating cost
With the Company’s development, the management expenses, sales expenses, and labor expenses of the Company
will ceaselessly go up, which will further increase the operating cost of the Company. However, due to tough market
competitions, prices of current products of the Company are hardly to be raised up. Plus with possibly rising prices
of raw materials in future, the Company’s profitability will be negatively affected under dual pressure. Therefore,
the Company will try its best to improve the degree of machine automation to raise the labor productivity ratio,
further dig for supplier resources to cut down procurement cost, as well as defuse the risks brought by rising
operating cost by taking measures of improving management level, strengthening budget control, and cutting down
expense cost.
3. Risks of collecting accounts receivables
In order to well produce products and grasp market share, accounts receivables of the Company in recent years sums
up to a high amount. If distributors have difficulties in payment and default on good payments, there will be bad debt
risks for the Company. Therefore, in accordance with orders and sales of distributors, the Company will regularly
and comprehensively evaluate credit lines of distributors, improve the profitability of distributors by strengthening
service for distributors, and reducing bad debt risks by mortgaging real estates or other materials.
4. Risk concerning investors’ claims for damages
From Sept. 2013 to Mar. 2015, 2279 investors separately sued the Company to Guangzhou Intermediate People’s
Court for false securities statement, demanding civil compensations of RMB 335.8907 million and HKD 1.328
million in total from the Company for its illegal information disclosure. If the court ultimately rules the Company
to pay a large compensation, it would have a great impact on the Company’s subsequent operating results.
(IV) Work schedule in 2015
1. Aggressively expanding market and enlarging development space
Firstly, the Company will execute positive and rational marketing strategies, consolidate current channel advantages,
emphasize on construction of the channel of exclusive shops, the channel of engineering commercial lighting, and
the channel of E-business and retail, reinforce on refining management for markets, form a marketing network
featured by distinct structure, orderly work division, rational layout, and first-rate service, and raise the market
coverage and penetration rate. Secondly, the Company will strengthen the sense of client management, keep
attaching importance to follow-up service and potential value digging for regular and big clients, and positively
enlarge the development space of the Company by expanding new markets and clients. Thirdly, the Company will
strengthen marketing management, provide marketing staffs with professional training opportunities by relying on
consulting agencies for marketing management, and improve the capability of execution and practice of sales staffs.
Fourthly, the Company will complete international marketing network, strengthen international sales force, deeply
explore markets where stocks of traditional lighting will be replaced, and at the same time, aggressively explore
36
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
emerging markets in the Middle East, South East Asia, and Eastern Europe.
2. Controlling cost and improving management efficiency
Under the pressure of rising operating cost, the Company will further intensify the sense of cost control, upgrade
techniques, innovate technologies, optimize product structure, control procurement cost, execute the system of
limited material-picking, and eliminate the waste in all links. The Company will upgrade energy-consuming
equipment by equipment renovation, and improve operating efficiency by saving energy and reducing consumption.
The Company will continue to do well in overall budget management, strictly control on expenses, reduce
over-planned and unplanned expenses, ensure cost advantage, and keep the market competitiveness of the Company
under the condition of ensuring product quality.
3. Strengthening the building of talent team, and improving the comprehensive quality of the team
The key point to keep innovation capability and competitiveness of the Company is talents. The Company will put
more force on induction of and training for talents, and put the talent reservation work for important departments of
administration, R&D, production, and sales in first priority. The Company will depend on Foshan Lighting College,
improve the ability of internal lecturers, and reinforce the training force while externally engaging professional
training institutions. The Company will establish a perfect human resources system and competitive remuneration
mechanism, optimize the remuneration and related system oriented by performance, and build a talent team with
high quality, so as to provide the Company with talents guarantee for its sustainable, steady, and healthy
development.
X. Explanation by the Board of Directors and the Supervisory Committee about the
“non-standard audit report” issued by the CPAs firm for the reporting period
□ Applicable √ Inapplicable
XI. Explain any change of the accounting policies, the accounting estimates and the
accounting methods when compared to the financial report for last year
√ Applicable □ Inapplicable
(1) Changes in important policies
In 2014, the Ministry of Finance revised the , the , the
and the , and unveiled the , the and the . The Company has adopted the aforesaid revised or new
accounting standards since 1 Jul. 2014 and the since the 2014 Annual Report.
37
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Adjustments to items and amounts in the comparative financial statements according to the new and revised
accounting standards:
Unit: RMB Yuan
Accounting Accounting policy changes and their Influence on relevant financial statement items（+/-)
standard influence on the Company Item 1 Jan. 2013 31 Dec. 2013
measured adopting the cost method.
Transactional financial
-4,012,728.75 -3,903,197.90
assets
Financial assets
and its application guideline liabilities
Statement Deferred incomes 19,353,441.69 11,092,550.73
Presentation >
Capital reserves -35,523,341.07 -27,717,587.47
Other comprehensive
35,523,341.07 27,717,587.47
incomes
Except for the financial statement items above, the accounting policy changes have no influence on the
Company’s total assets at the end of 2012 and 2013 as well as its net profits for 2012 and 2013.
(2) Changes in accounting estimations
No such cases in the reporting period.
XII. Explain if any major correction of accounting errors occurred in the reporting period
and for that retroactive restatement was needed
□ Applicable √ Inapplicable
38
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
No such cases in the reporting period.
XIII. Explanation of the changes of the consolidation scope compared to the last financial
report
√ Applicable □ Inapplicable
On 23 Apr. 2014, the Company convened the 10th Session of the 7th Board of Directors, at which the was reviewed and
approved. On 23 May 2014, the relevant formalities were completed with the relevant industry and commerce
administration. As such, the Company holds a stake of 50.5% in Suzhou Mont Lighting, which has been
consolidated by the Company.
XIV. Profit allocation and dividend payout
Formulation, execution or adjustment of the Company’s profit allocation policy during the reporting period:
√ Applicable □ Inapplicable
According to the CSRC Notice on Further Implementing Matters Related to Cash Dividend Distribution of Listed
Companies (Zheng-Jian-Fa [2012] No. 37) and the Guangdong CSRC Notice on Further Implementing
Regulations Related to Dividend Distribution of Listed Companies (Guang-Dong-Zheng-Jian [2012] No. 91), in
order to further standardize the dividend mechanism, promote a scientific, sustained and stable dividend
mechanism and protect legal rights and interests of investors, in 2012, the Company convened a general meeting
to revise the dividend-related contents in its Articles of Association and specify the dividend conditions, the
lowest dividend ratio, the decision-making procedure, etc.. Meanwhile, it formulated the Management Rules for
Profit Distribution and the Return for Shareholder Plan for the Coming Three Years (2012-2014), specifying the
arrangements and forms of dividends, the cash dividend planning and the distribution intervals, which further
improved the decision-making and supervision procedures for dividend distribution. According to the Company’s
Articles of Association, the profit distributed in cash shall not be less than 30% of the distributable profit achieved
in the year.
The Company’s preplans for profit distribution and turning capital reserve into share capital for the reporting
period were in compliance with relevant rules such as the Company’s Articles of Association.
Special statement about the cash dividend policy
In compliance with the Company’s Articles of Association and the
Yes
resolution of the general meeting
Specific and clear dividend standard and ratio Yes
Complete decision-making procedure and mechanism Yes
Independent directors fulfilled their responsibilities and played their
Yes
due role.
Minority shareholders have the chance to fully express their
opinion and desire and their legal rights and interests were fully Yes
protected.
In adjustment or alteration of the cash dividend policy, the Yes
39
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
conditions and procedure were in compliance with regulations and
transparent.
The Company’s preplans or plans for profit allocation and turning capital reserve into share capital for the recent
three years (including the reporting year):
For 2012, based on the total 978,563,745 shares of the Company as at 31 Dec. 2012, a cash dividend of RMB 3.1
(tax included and dividends for B-share holders paid in Hong Kong dollars) was distributed for every 10 shares
held by A-share and B-share holders, with the total distributed cash dividends reaching RMB 303,354,760.95.
For 2013, based on the total 978,563,745 shares of the Company as at 31 Dec. 2013, a cash dividend of RMB 1.6
(tax included and dividends for B-share holders paid in Hong Kong dollars) was distributed for every 10 shares
held by A-share and B-share holders, with the total distributed cash dividends reaching RMB 156,570,199.20.
For 2014, based on the total 978,563,745 shares of the Company as at 31 Dec. 2014, a cash dividend of RMB 2.20
(tax included and dividends for B-share holders paid in Hong Kong dollars) will be distributed for every 10 shares
held by A-share and B-share holders, with the total distributed cash dividends reaching RMB 215,284,023.90; and
3 shares will be increased, with capital reserves, to all shareholders for every 10 shares they hold, with the
increased shares totaling 293,569,124 shares. The profit allocation and capitalization of capital reserves preplan
can only be carried out upon review and approval of the Shareholders’ General Meeting of the Company.
Cash dividend distribution of the Company over the recent three years:
Unit: RMB Yuan
Net profit Ratio to net profit
attributable to attributable to Ratio of cash
Cash offering to buy
Cash dividends shareholders of the shareholders of the offering to buy back
Year back shares recorded
(tax included) listed company in listed company in shares to cash
as cash dividends
the consolidated the consolidated dividends
statement in the year statement in the year
2014 215,284,023.90 266,125,048.97 80.90% 0.00 0.00%
2013 156,570,199.20 251,831,356.38 62.17% 0.00 0.00%
2012 303,354,760.95 400,466,745.11 75.75% 0.00 0.00%
The Company (including its subsidiaries) made profit in the reporting period and the retained profit of the Company (without
subsidiaries) was positive, but it did not put forward a preplan for cash dividend distribution:
□ Applicable √ Inapplicable
XV. Pre-plan for profit allocation and turning capital reserve into share capital for the
reporting period
√ Applicable □ Inapplicable
40
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Bonus shares for every 10 shares (share) 0
Dividend for every 10 shares (RMB Yuan) (tax included) 2.20
Increased shares for every 10 shares (share) 3
Total shares as the basis for the allocation preplan (share) 978,563,745
Total cash dividends (RMB Yuan) (tax included) 215,284,023.90
Distributable profit (RMB Yuan) 710,284,953.94
Percentage of the cash dividends in the total distributed 100.00%
profit (%)
Cash dividend policy:
Where the Company is in the mature development stage and has any major spending plan, cash dividends distributed shall account
for at least 40% in the profit allocation.
Details about the pre-plan for profit allocation and turning capital reserve into share capital
As audited by GP Certified Public Accountants LLP, the after-tax net profit of RMB 237,692,053.49 of the Company without
subsidiaries for 2014, plus the opening retained profit of RMB 632,837,008.55, minus the distributed profit of RMB
156,570,199.20 for 2013 (a cash dividend of RMB 1.6 for every 10 shares) and the statutory surplus reserves of RMB 3,673,908.90
for 2014, equals the closing profit distributable to shareholders of RMB 710,284,953.94. Considering the consistence of the profit
allocation principle, the Board of Directors proposed to allocate profit for 2014 as follows: Based on the total 978,563,745 shares of
the Company as at 31 Dec. 2014, a cash dividend of RMB2.20 (tax included and dividends for B-share holders paid in Hong Kong
dollars) will be distributed for every 10 shares held by A-share and B-share holders, with the total distributed cash dividends
reaching RMB 215,284,023.90; and 3 shares will be increased, with capital reserves, to all shareholders for every 10 shares they
hold, with the increased shares totaling 293,569,124 shares. The retained profit of RMB 495,000,930.04 will be carried forward
into the next year. The profit allocation and capitalization of capital reserves preplan can only be carried out upon review and
approval of the Shareholders’ General Meeting of the Company.
XVI. Social responsibilities
√ Applicable □ Inapplicable
The Company has always attached importance to the accomplishment of its social value. With “provide returns for
shareholders, provide a platform for employees, create value for customers and create prosperity for the society”
as its task, the Company proactively protects legal rights and interests of its employees and creditors; treats
suppliers, customers and consumers in an honest way; and proactively promotes environmental protection,
resource conservation & recycling, etc.. Meanwhile, it takes part in charity and public service activities, boosts the
local economy with its own development and promotes coordinative and harmonious development between the
Company and the society, the community and the nature.
41
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
During the reporting period, the Company enhanced R&D, promotion and sale of environment-friendly and
energy-saving products. It passed the ISO14001 environmental management system certification. Meanwhile, the
Company also passed the province’s voluntary clean production examination and won the title of “Clean
Production Enterprise in Guangdong Province”, making its own contribution to energy saving and emission
reduction. It planned to distribute cash dividends of RMB 215,284,023.90 (tax included) to its shareholders,
accounting for 80.90% of the net profit attributable to shareholders of the Company in the consolidated statements
for the reporting period, which effectively safeguarded the interests of its shareholders. It also fulfilled the safe
production objectives for the year, making its own contribution to social safety.
Does the listed company or any of its subsidiaries belong to the heavily polluting industries stipulated by the
environmental protection authorities of the country?
□ Yes √ No □ Inapplicable
Does the listed company or any of its subsidiaries have any other significant social security problems?
□ Yes √ No □ Inapplicable
Any administrative punishment during the reporting period?
□ Yes √ No □ Inapplicable
XVII. Particulars about researches, visits and interviews received in this reporting period
√ Applicable □ Inapplicable
Main discussion and
Date 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
Production and operation of
6 Jan. 2014 The Company Field research Institution China AMC
the Company
42
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
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,
Fortune SG Fund
43
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Management,
Galaxy AMC, E
Fund Management,
Lion Fund
Management,
Orient Securities
Asset Management,
Hua An Fund
Management,
Huashang Fund
Management, CCB
Principal Asset
Management
Yingda Securities,
Changjiang
Securities,
Shenzhen
Hengyunsheng
Investment
Consulting Co.,
Ltd. CITIC
Securities,
AEGON-INDUST
RIAL Fund
Management Co.,
Production and operation of
5 Nov. 2014 The Company Field research Institution Ltd., BOC
the Company
International
(China) Limited,
Shenzhen
QingShuiYuan
Investment, Orient
Securities,
Shenzhen Dade
Huifu Consultant
Co., Ltd., China
Fund Management,
GTJA Allianz
Funds
Production & operation and
1 Jan.-31 Dec. 2014 The Company By phone Individual Individual investors
lawsuits of the Company
Visiting times 6
Number of visiting institutions 50
Number of visiting individuals 96
44
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Number of other visiting entities 0
Was any material undisclosed information
No
disclosed, revealed or leaked?
45
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section V. Significant Events
I. Significant lawsuits or arbitrations
√ Applicable □ Inapplicable
Amount
involved in Forming Trial result and Enforcement on
Basic information Progress of
the 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)
On 15 Nov.
2014 and 5
Dec. 2014,
the
Company The Company has
In Mar. 2013,
received the made estimated
CSRC Guangdong
provisions Not satisfied
administrative
from according to the with the
punishment on the Announceme
Guangzhou first-instance judgment of
illegal information nt title:
Intermediat judgments of Guangzhou
disclosure of the Announceme
e Court, these cases, which Intermediate
Company. 515 nt about
ruling that will directly Court, the
plaintiffs Lawsuit
the reduce the net Company has
separately sued the RMB Progress;
Company profits of the filed an appeal
Company to 73.4383 Announceme
Yes should Company to Guangdong 17 Nov. 2014
Guangzhou million and nt No.:
make (without High Court.
Intermediate HKD 82,000 2014-040,
compensati subsidiaries) for During the
People’s Court for 2014-044;
ons of RMB 2014 by RMB appeal, the
false securities Website of
000 to the 000 and the Company does
statement, disclosure:
955 consolidated net not have to
demanding civil http://www.c
plaintiffs profits attributable perform the
compensations ninfo.com.cn
and bear to owners of the obligation of
from the Company
court Company compensation.
for its illegal
acceptance (without
information
fees of subsidiaries) by
disclosure.
RMB 000. RMB 000.
Not
satisfied
with the
judgment,
46
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
the
Company
has filed an
appeal to
Guangdong
High Court.
On 15 Nov.
2014 and 5
Dec. 2014,
the
Company
received the
The Company has
In Mar. 2013,
from made estimated
CSRC Guangdong
Guangzhou liability
administered an
Intermediat provisions Not satisfied
administrative
e Court, according to the with the
punishment on the Announceme
ruling that first-instance judgment of
illegal information nt title:
the judgments of Guangzhou
disclosure of the Announceme
Company these cases, which Intermediate
Company. 672 nt about
should will directly Court, the
plaintiffs Lawsuit
make reduce the net Company has
separately sued the Progress;
RMB compensati profits of the filed an appeal
Company to Announceme
87.0947 Yes ons of RMB Company to Guangdong 6 Dec. 2014
Guangzhou nt No.:
million 000 to the (without High Court.
Intermediate 2014-040,
955 subsidiaries) for During the
People’s Court for 2014-044;
plaintiffs 2014 by RMB appeal, the
false securities Website of
and bear 000 and the Company does
statement, disclosure:
court consolidated net not have to
demanding civil http://www.c
acceptance profits attributable perform the
compensations ninfo.com.cn
fees of to owners of the obligation of
from the Company
RMB 000. Company compensation.
for its illegal
Not (without
information
satisfied subsidiaries) by
disclosure.
with the RMB 000.
judgment,
the
Company
has filed an
appeal to
Guangdong
High Court.
47
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
In Mar. 2013,
CSRC Guangdong
administered an
administrative
punishment on the
illegal information Announceme
disclosure of the nt title:
The lawsuits are
Company. 116 Announceme
still in trial with
plaintiffs nt on Lawsuit
no judgment.
separately sued the RMB Matters;
Therefore, the
Company to 22.5254 Announceme
No Pending influence of these Inapplicable 15 Mar. 2014
Guangzhou million and nt No.:
lawsuits on the
Intermediate HKD 546,600 2014-011;
Company is
People’s Court for Website of
unable to be
false securities disclosure:
known for now.
statement, http://www.c
demanding civil ninfo.com.cn
compensations
from the Company
for its illegal
information
disclosure.
In Mar. 2013,
CSRC Guangdong
administered an
administrative
punishment on the
illegal information Announceme
disclosure of the nt title:
The lawsuits are
Company. 457 Announceme
still in trial with
plaintiffs nt on Lawsuit
no judgment.
separately sued the Matters;
RMB Therefore, the
Company to Announceme
82.2559 No Pending influence of these Inapplicable 17 Jan. 2015
Guangzhou nt No.:
million lawsuits on the
Intermediate 2015-004;
Company is
People’s Court for Website of
unable to be
false securities disclosure:
known for now.
statement, http://www.c
demanding civil ninfo.com.cn
compensations
from the Company
for its illegal
information
disclosure.
48
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
In Mar. 2013,
CSRC Guangdong
administered an
administrative
punishment on the
illegal information Announceme
disclosure of the nt title:
The lawsuits are
Company. 519 Announceme
still in trial with
plaintiffs nt on Lawsuit
no judgment.
separately sued the RMB Matters;
Therefore, the
Company to 70.5764 Announceme
No Pending influence of these Inapplicable 17 Mar. 2015
Guangzhou million and nt No.:
lawsuits on the
Intermediate HKD 699,363 2015-005;
Company is
People’s Court for Website of
unable to be
false securities disclosure:
known for now.
statement, http://www.c
demanding civil ninfo.com.cn
compensations
from the Company
for its illegal
information
disclosure.
II. Media’s queries
□ Applicable √ Inapplicable
No such cases in the reporting period.
III. Occupation of the Company’s capital by the controlling shareholder or its related parties
for non-operating purposes
□ Applicable √ Inapplicable
No such cases in the reporting period.
IV. Bankruptcy and reorganization
□ Applicable √ Inapplicable
No such cases in the reporting period.
49
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
V. Asset transactions
1. Acquisition 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)
Announce
ment title:
Announce
ment on
Acquisitio
n of Some
Equity
The equity
Interests of
acquisition
and
34.09296 would not
The Increasing
％ equity affect the
relevant the
interests of business RMB
Zhang assets Inapplicabl 24 May Investment
Suzhou 1,235 continuity -3.3476 -1.26% No
Yingchun were all e 2014 in Suzhou
Mont and million
transferred Mont
Lighting manageme
in. Lighting
Co., Ltd. nt stability
Co., Ltd.;
of the
Announce
Company.
ment No.:
2014-023;
Website of
disclosure:
http://www
.cninfo.co
m.cn
50
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
2. Sale of assets
√ Applicable □ Inapplicable
Net Relation
Whether
profit ship
Ratio of Whether or not
contribu between
the net or not the
ted to Gains the
profit the creditor’
the and transacti
contribu ownersh s right
Transact Compan losses Related- on party
ted by ip of the and
Transact ion y from arising Pricing party and the Disclos
Asset Disposa the asset asset liabilitie Disclos
ion price the from the principl transacti Compan ure
sold l date to the involve s ure date
party (RMB period-b sales of e on or y index
Compan d has involve
0’000) egin to assets not (applica
y to the been d have
the (RMB ble for
total fully been
disposal 0’000) related-
profit transferr fully
date party
(%) ed transferr
(RMB transacti
ed
0’000) ons)
Announ
cement
title:
Announ
cement
The sale
about
of the
15.38% Complet
equity
equity ion of
would
interests the
not
Guangz of With the Transfer
affect
hou Guangz assessm of
the
Finance hou ent Equity
15 Aug. RMB RMB business Inapplic 22 Nov.
Holding Pearl 0.67% result as No Yes Yes Interests
2014 852 178.48 continui able 2014
s Group River the in
ty and
Co., Asset pricing Former
manage
Ltd. Manage base Joint
ment
ment Venture;
stability
Co., Announ
of the
Ltd. cement
Compan
No.:
y.
2014-04
1;
Website
of
disclosu
51
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
re:
http://w
ww.cnin
fo.com.
cn
3. Business combination
□ Applicable √ Inapplicable
No such cases in the reporting period.
VI. Implementation and influence of any equity incentive plan of the Company
□ Applicable √ Inapplicable
No such cases in the reporting period.
VII. Significant related-party transactions
1. Related-party transactions arising from routine operation
√ Applicable □ Inapplicable
Obtainabl
Proportio
e market
n in the
Transacti price for
Transacti total
Type of Contents on the
Related on amounts
the of the Pricing amount Mode of transactio Disclosur Disclosur
transactio Relation price(RM of
transactio transactio principle (RMB settlement n of the e date e index
n party B Ten transactio
n n Ten same
thousand) ns of the
thousand) kind(RM
same kind
B Ten
(%)
thousand)
Purchasin
g
Legal
products
Prosperity person
and
Lamps & that held Purchase www.cni
receiving Market Remittanc 25 Apr.
Compone over 5% of 681.17 681.17 0.37% 681.17 nfo.com.c
labor price e 2014
nts shares of material n
service
Limited the
from the
Company
related
party
Prosperity A Purchasin Purchase Market 2,804.92 2,804.92 1.51% Remittanc 2,804.92 25 Apr. www.cni
52
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Electrical company g of price e 2014 nfo.com.c
(China) controlled products material n
Co., Ltd. by the and
related receiving
natural labor
person service
from the
related
party
An
Purchasin
acting-in-
g
concert
products
party of
OSRAM and
the legal Purchase www.cni
(China) receiving Market Remittanc 25 Apr.
person of 4.00 4.00 0.00% 4.00 nfo.com.c
Lighting labor price e 2014
that held material n
Co., Ltd. service
over 5%
from the
shares of
related
the
party
Company
Purchasin
g
A
Hangzhou products
company
Times and
controlled Purchase www.cni
Lighting receiving Market Remittanc 25 Apr.
by the of 310.83 310.83 0.17% 310.83 nfo.com.c
and labor price e 2014
related material n
Electrical service
natural
Co., Ltd. from the
person
related
party
Purchasin
g
A
Prosperity products
company
(Xinxiang and Purchase
controlled www.cni
) Lighting receiving of Market Remittanc 25 Apr.
by the 39.40 39.4 0.02% 39.40 nfo.com.c
Machiner labor equipmen price e 2014
related n
y Co., service ts
natural
Ltd. from the
person
related
party
Hangzhou A Selling www.cni
Selling Market Remittanc 25 Apr.
Times company products 3.22 3.22 0.00% 3.22 nfo.com.c
products price e 2014
Lighting controlled and n
53
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
and by the providing
Electrical related labor
Co., Ltd. natural service to
person the
related
party
Selling
Legal products
Prosperity person and
Lamps & that held providing www.cni
Selling Market Remittanc 25 Apr.
Compone over 5% labor 4,056.80 4,056.8 1.32% 4,056.80 nfo.com.c
products price e 2014
nts shares of service to n
Limited the the
Company related
party
Selling
Prosperity A products
(Hangzho company and
u) controlled providing www.cni
Selling Market Remittanc 25 Apr.
Lighting by the labor 641.06 641.06 0.21% 641.06 nfo.com.c
products price e 2014
and related service to n
Electrical natural the
Co., Ltd. person related
party
Selling
A products
company and
Prosperity
controlled providing www.cni
Electrical Selling Market Remittanc 25 Apr.
by the labor 112.51 112.51 0.04% 112.51 nfo.com.c
(China) products price e 2014
related service to n
Co., Ltd.
natural the
person related
party
An
Selling
acting-in-
products
concert
and
OSRAM party of
providing www.cni
(China) the legal Selling Market Remittanc 25 Apr.
labor 783.96 783.96 0.26% 783.96 nfo.com.c
Lighting person products price e 2014
service to n
Co., Ltd. that held
the
over 5%
related
shares of
party
the
54
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Company
An
acting-in- Selling
concert products
party of and
Osram
the legal providing www.cni
Asia Selling Market Remittanc 25 Apr.
person labor 4,925.26 4,925.26 1.61% 4,925.26 nfo.com.c
Pacific products price e 2014
that held service to n
Ltd.
over 5% the
shares of related
the party
Company
Selling
A
products
Shanghai company
and
Linxian where a
providing
Mechanic related Selling Market Remittanc Inapplica Inapplica
labor 30.86 30.86 0.01% 30.86
al & natural products price e ble ble
service to
Electrical person
the
Co., Ltd. takes a
related
post
party
A Selling
company products
Siteco
where a and
Prosperity
related providing www.cni
Lighting Selling Market Remittanc 25 Apr.
natural labor 0.09 0.09 0.00% 0.09 nfo.com.c
(Langfan products price e 2014
person service to n
g) Co.,
has the
Ltd.
influence related
on party
Legal
Prosperity person
Lamps & that held Sales Sales
Market Remittanc Inapplica Inapplica
Compone over 5% commissi commissi 142.84 142.84 142.84
price e ble ble
nts shares of on on
Limited the
Company
Total -- -- 14,536.92 -- -- -- -- --
Details of large amount of sales returns Naught
Necessity and continuity of related-party Due to the fact that the Company needed stable supply of good raw materials for its
transaction as well as reason of choosing production, such related-party transaction was necessary and will exist within a
the related party (but not other transaction long-term period.
55
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
parties) to conduct the said transaction The Company’s partial products were sold through the related parties, which would
drive the expansion of the production scale of the Company to a certain extent, so it
belonged to the continuous related-party transactions and would exist within a
long-term period.
The Company’s routine related-party transactions with the related parties had no
Impacts of related-party transaction on
influence on the independency of the Company, so the Company’s main business
independency of the Company
wouldn’t form the reliance on or be controlled by the related parties.
Dependant degree of the Company on The Company’s related-party business with the related parties occupied a small
related party and relevant solutions for the proportion in the amount of the same kind of business, so its main business wouldn’t
dependence (if any) form the reliance on or be controlled by the related parties.
In Apr. and Oct. 2014, the Company predicted the total amount of routine related-party
transactions with the related parties of OSRAM (China) Lighting Co., Ltd., Osram Asia
Pacific Ltd., Prosperity Lamps & Components Limited, Prosperity Electrical (China)
As for the prediction on the total amount of
Co., Ltd., Prosperity (Hangzhou) Lighting and Electrical Co., Ltd., Hangzhou Times
routine related-party transactions to be
Lighting and Electrical Co., Ltd., Prosperity (Xinxiang) Lighting Machinery Co., Ltd.
occurred in the reporting period by relevant
and Prosperity (Xinxiang) Electro-Optical Machinery Co., Ltd. and in the purchase
types, the actual performance in the
from related parties, the actual amount occurred in 2014 was of RMB 38.4032 million,
reporting period (if any)
of 68.15 % of the 2014 estimated amount; in the sales to the related parties, the actual
amount occurred in 2014 was of RMB 105.5376 million, of 75.38 % of the 2014
estimated amount.
Reason for significant difference between
Naught
the transaction price and the market price
2. Related-party transactions regarding purchase and sales of assets
□ Applicable √ Inapplicable
No such cases in the reporting period.
3. Significant related-party transitions arising from joint investments in external parties
□ Applicable √ Inapplicable
No such cases in the reporting period.
4. Credits and liabilities with related parties
□ Applicable √ Inapplicable
No such cases in the reporting period.
5. Other related-party transactions
□ Applicable √ Inapplicable
No such cases in the reporting period.
56
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
VIII. Significant contracts and their fulfillment
1. Trusteeship, contracting and leasing
(1) Trusteeship
□ Applicable √ Inapplicable
No such cases in the reporting period.
(2) Contracting
□ Applicable √ Inapplicable
No such cases in the reporting period.
(3) Leasing
√ Applicable □ Inapplicable
Particulars about 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 such cases in the reporting period.
2. Guarantees provided by the Company
□ Applicable √ Inapplicable
No such cases in the reporting period.
3. Other significant contracts
□ Applicable √ Inapplicable
No such cases in the reporting period.
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
4. Other significant transactions
□ Applicable √ Inapplicable
No such cases in the reporting period.
IX. Fulfillment of commitments
1. 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 cases in the reporting period.
2. The Company’s assets or projects exist profitable prediction and the reporting period is in such
prediction period, it states the profits from the assets or projects reaching original prediction and relevant
reasons
□ Applicable √ Inapplicable
X. Engagement and disengagement of the CPAs firm
CPAs firm engaged at present
Name of domestic CPAs firm GP Certified Public Accountants (LLP)
Remuneration of domestic CPAs firm (RMB 0’000) 121.9
Consecutive years of the audit services provided by
22
domestic CPAs firm
Name of the certified public accountants from the
Hong Wenwei, Chen Danyan
domestic CPAs firm
Reengage the CPAs firm at current period or not?
□ Yes √ No
Particulars on engaging the audit firm for the internal control, financial adviser or sponsor
√Applicable □Inapplicable
During the reporting period, the Company engaged GP Certified Public Accountants (LLP) as the internal control
audit constitution owning to the needs of internal control audit, with the total paid audit expenses of RMB 508.80
thousand yuan .
XI. Explanation given by the Supervisory Committee and Independent Directors (if
applicable) regarding the “non-standard auditor’s report” issued by the CPAs firm for the
reporting period
□ Applicable √ Inapplicable
58
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
XII. Punishments and rectifications
□ Applicable √ Inapplicable
No such cases in the reporting period.
XIII. Possibility of listing suspension and termination after disclosure of this annual report
□ Applicable √ Inapplicable
XIV. Other significant events
√ Applicable □ Inapplicable
The plan for the back door listing of Hefei Guoxuan High-tech Power Energy Co., Ltd. (“Guoxuan High-tech”),
where the Company held a stake, through Jiangsu Dongyuan Electrical Group Co., Ltd. (“Dongyuan Electrical”)
was reviewed and approved unconditionally by the Listed Company Merger and Reorganization Examination
Committee of CSRC on 2 Apr. 2015. Upon completion of the back door listing, the equity interests held by the
Company in Guoxuan High-tech would be converted to restricted equity interests in Dongyuan Electrical. (For
details, see Announcement No. 2015-008 disclosed on www.cninfo.com.cn dated 3 Apr. 2015.)
XV. Significant events of subsidiaries
□ Applicable √ Inapplicable
XVI. Issue of corporate bonds
□ Applicable √ Inapplicable
59
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section VI. Changes in Shares and Particulars about Shareholders
I. Changes in shares
1. Changes in shares
Unit: Share
Before the change Increase/decrease in the change (+,-) After the change
Capitalizat
Issuance ion of
Proportion Bonus Proportio
Number of new public Other Subtotal Number
(%) shares n (%)
shares reserve
fund
135,203,3 -131,810,6 -131,810,6
13.82% 3,392,721 0.35%
I. Restricted shares 81 60 60
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
329,778 0.03% 5,025 5,025 334,803 0.03%
domestic natural persons
4. Shares held by foreign 131,815,6 -131,815,6 -131,815,6
13.47% 0 0.00%
investors 85 85 85
Among which: Shares held 131,815,6 -131,815,6 -131,815,6
13.47% 0 0.00%
by foreign corporations 85 85 85
843,360,3 131,810,6 131,810,6 975,171,0
86.18% 99.65%
II. Non-restricted shares 64 60 60 24
618,139,3 131,810,6 131,810,6 749,949,9
1. RMB ordinary shares 63.17% 76.64%
27 60 60 87
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
Reasons for the changes in shares:
√ Applicable □ Inapplicable
1. In the reporting period, Chen Yu was hired as a vice GM of the Company, 75% of whose 6,700 shares in the
Company was thus locked up according to regulations. As such, the restricted shares increased by 5,025 shares.
2. The 131,815,685 restricted shares held by OSRAM Holding Company Limited in the Company became
non-restricted on 11 Dec. 2014.
3. Due to Item 1 and 2 above, the Company’s restricted shares decreased by 131,810,660 shares in the reporting
60
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
period, and the non-restricted shares increased by 131,810,660 shares.
Approval of the changes in shares
√Applicable □Inapplicable
Upon the review and approval of Shenzhen Stock Exchange and the Shenzhen branch of China Securities
Depository and Clearing Co., Ltd., the previously restricted 131,815,685 shares held by OSRAM Holding
Company Limited in the Company became tradable on 11 Dec. 2014 (for details, see the disclosed on www.cninfo.com.cn dated 9 Dec.
2014).
Transfer of share ownership
□ Applicable √ Inapplicable
Effects of the change 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 last period
□ Applicable √ Inapplicable
Other contents that the Company considered necessary or were required by the securities regulatory authorities to
disclose
□ Applicable √ Inapplicable
2. Changes in restricted shares
√Applicable □Inapplicable
Unit: share
Name of Opening Unlocked in Increased in Closing restricted Reason for
Date of unlocking
shareholder restricted shares current period current period shares unlocking
OSRAM Holding
Company 131,815,685 131,815,685 0 0 11 Dec. 2014
Limited
For he is a senior
Chen Yu 0 0 5,025 5,025
executive
Total 131,815,685 131,815,685 5,025 5,025 -- --
II. Issuance and listing of securities
1. Securities issued in the three years ended 31 Dec. 2014
□ Applicable √ Inapplicable
2. Changes in total shares of the Company and the shareholder structure, as well as the asset and liability
structures
□ Applicable √ Inapplicable
61
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
3. Existing staff-held shares
□ Applicable √ Inapplicable
III. Shareholders and actual controller
1. Total number of shareholders and their shareholdings
Unit: share
Total number of
Total number of
Total number of common
preferred
common shareholders on the
shareholders with
shareholders at the 135,929 fifth trading day 95,828 0
resumed voting
end of the reporting before the disclosure
rights at period-end
period date of the annual
(if any) (see Note 8)
report
Shareholdings of shareholders with a shareholding percentage over 5% or the top 10 shareholders
Total Pledged or frozen shares
Increase/d Number
Sharehold shares Number of
ecrease of
Name of Nature of ing held at non-restric
during the restricted
shareholder shareholder percentag the ted shares Status of shares Number of shares
reporting shares
e (%) period-en held
period held
d
OSRAM Holding
Foreign 131,815,6 131,815,6
Company 13.47%
corporation 85 85
Limited
Prosperity Lamps
Foreign 102,751,6 102,751,6
& Components 10.50%
corporation 48 48
Limited
Essence
International Foreign 18,079,04 18,079,04
1.85%
Securities (Hong corporation 6 6
Kong) Co., Ltd.
DBS
VICKERS(HON Foreign 15,660,45 15,660,45
1.60%
G KONG) LTD corporation 5 5
A/C CLIENTS
Domestic
Zhang Yuan 0.99% 9,650,000 9,650,000
individual
Zhuang Jianyi Foreign individual 0.85% 8,324,132 8,324,132
BBH A/C Foreign
0.47% 4,592,770 4,592,770
VANGUARD corporation
62
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
EMERGING
MARKETS
STOCK INDEX
FUND
BOCHK
INVESTMENT
FUNDS-BOCHK Foreign
0.46% 4,517,889 4,517,889
CHINA corporation
GOLDEN
DRAGON FUND
Domestic
Hou Chunhu 0.43% 4,200,000 4,200,000
individual
Agricultural Bank
of China Co.,
Ltd.—SWS MU
China Securities
Environmental
Other 0.39% 3,784,007 3,784,007
Protection
Industry Index
Classification
Securities
Investment Fund
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 Limited
Explanation on associated
and Zhuang Jianyi were related parties and acting-in-concert parties. Apart from that, it’s
relationship or/and 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.
Shareholdings of the top 10 shareholders holding non-restricted shares
Type of shares
Name of shareholder Number of non-restricted shares held at the period-end
Type Number
RMB ordinary
OSRAM Holding Company Limited 131,815,685 131,815,685
share
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
63
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Domestically
DBS VICKERS(HONG KONG)
15,660,455 listed foreign 15,660,455
LTD A/C CLIENTS
share
RMB ordinary
Zhang Yuan 9,650,000 9,650,000
share
Domestically
Zhuang Jianyi 8,324,132 listed foreign 8,324,132
share
BBH A/C VANGUARD Domestically
EMERGING MARKETS STOCK 4,592,770 listed foreign 4,592,770
INDEX FUND share
BOCHK INVESTMENT Domestically
FUNDS-BOCHK CHINA GOLDEN 4,517,889 listed foreign 4,517,889
DRAGON FUND share
Domestically
Hou Chunhu 4,200,000 listed foreign 4,200,000
share
Agricultural Bank of China Co.,
Ltd.—SWS MU China Securities
RMB ordinary
Environmental Protection Industry 3,784,007 3,784,007
share
Index Classification Securities
Investment Fund
Explanation on associated
Among the top ten shareholders of the Company, Prosperity Lamps & Components Limited
relationship or/and persons acting in
and Zhuang Jianyi were related parties and acting-in-concert parties. Apart from that, it’s
concert among the top ten tradable
unknown whether there was any associated relationship among other shareholders of the top
shareholders and between the top ten
ten shareholders, or whether there is any action-in-concert among them regarding to
tradable shareholders and the top ten
Administrative Measures on Acquisition of Listed Companies.
shareholders
Explanation on the top 10
Zhang Yuan, an individual shareholder, holds 0 shares in the Company through the common
shareholders participating in
securities account and 9,650,000 shares through a credit trading guarantee securities account.
securities margin trading (if any) (see
As such, the shares that he holds in the Company total 9,650,000 shares.
Note 4)
Did any of the top 10 common shareholders or the top 10 non-restricted common shareholders of the Company
conduct any promissory repo during the reporting period?
□ Yea √ No
No such cases in the reporting period.
2. Particulars about the controlling shareholder
The Company currently has no controlling shareholder or actual controller.
(1) The first principal shareholder of the Company is OSRAM Holding Company Limited, which was established
64
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
in Hong Kong in Jun. 2004 with a registered capital of HKD 500,000. The company principal is Werner Hoffmann.
It has no actual business and currently holds a stake of 13.47% in the Company.
(2) The second principal shareholder of the Company is Prosperity Lamps & Components Limited, which was
established in Hong Kong in 1978 with a registered capital of HKD 2 million. Its legal representative is Zhuang
Jianyi. It specializes in sale, import & export of lighting products. It currently holds a stake of 10.5% in the
Company.
Illustration on relationship between the Company and its first principal shareholder
Siemens Siemens The public
Aktiengesellschaft Pension-Trust e.V.
17% 2.5% 80.5%
OSRAM Licht AG
(a listed company)
100%
19.5%
OSRAM Beteiligungen
GmbH
80.5%
OSRAM Germany
100%
OSRAM Holding
Company Limited
13.47%
Foshan Electrical and Lighting
Co., Ltd.
4. Other corporate shareholders with a shareholding percentage above 10%
Except for the first and second principal shareholders—OSRAM Holding Company Limited and Prosperity
Lamps & Components Limited, no other corporate shareholders hold a stake over 10% in the Company.
IV. Shareholding increase scheme proposed or implemented by the shareholders and their
acting-in-concert parties during the reporting period
□ Applicable √ Inapplicable
No such cases in the reporting period to the best knowledge of the Company.
65
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section VII. Preferred Shares
□ Applicable √ Inapplicable
No such cases in the reporting period.
66
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section VIII. Directors, Supervisors, Senior Management Staffs and
Employees
I. Changes in shareholding of directors, supervisors and senior management staffs
Amount of Amount of
shares shares Amount of
Shares
increased decreased shares held
Tenure Ending held at the
Name Office title Sex Age Start date at the at the at the
status date year-begin
reporting reporting period-end
(share)
period period (share)
(share) (share)
Chairman
28 May 28 May
Pan Jie of the Current Male 43 0 0 0 0
2013 2016
Board
Vice
Chairman
Liu 28 May 28 May
and Current Male 52 351,280 0 0 351,280
Xingming 2013 2016
General
Manager
Wu 28 May 28 May
Director Current Male 48 0 0 0 0
Shengbo 2013 2016
Werner
Jrgen 28 May 28 May
Director Current Male 45 0 0 0 0
Dietrich 2013 2016
Hoffmann
28 May 28 May
Ye Zaiyou Director Current Male 58 0 0 0 0
2013 2016
Yang 28 May 28 May
Director Current Male 37 0 0 0 0
Jianhu 2013 2016
Liu Independe 28 May 28 May
Current Male 66 0 0 0 0
Zhenping nt Director 2013 2016
Dou Independe 28 May 28 May
Current Male 55 0 0 0 0
Linping nt Director 2013 2016
Xue Independe 28 May 28 May
Current Male 46 0 0 0 0
Yizhong nt Director 2013 2016
Zhang Chairman Current Male 40 17 Sep. 28 May 10,700 0 0 10,700
67
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Yong of the 2013 2016
Supervisor
y
Ye
21 May 28 May
Zhenghon Supervisor Current Male 41 20,560 0 0 20,560
2013 2016
g
Zhang 21 May 28 May
Supervisor Current Male 37 6,400 0 0 6,400
Xuequan 2013 2016
Zhuang 28 May 28 May
Supervisor Current Male 57 0 0 0 0
Rujia 2013 2016
Zhang 28 May 28 May
Supervisor Current Male 63 0 0 0 0
Yingqi 2013 2016
Company 28 May 28 May
Lin Yihui Current Male 60 0 0 0 0
Secretary 2013 2016
Yin 28 May 28 May
CFO Current Male 39 0 0 0 0
Jianchun 2013 2016
28 May 28 May
Xie Qing Vice GM Current Male 40 12,950 0 0 12,950
2013 2016
28 May 28 May
Wei Bin Vice GM Current Male 45 15,684 0 0 15,684
2013 2016
Jiao 17 Sep. 28 May
Vice GM Current Male 42 22,880 0 0 22,880
Zhigang 2013 2016
13 May 28 May
Chen Yu Vice GM Current Male 42 6,700 0 0 6,700
2014 2016
Total -- -- -- -- -- -- 447,154 0 0 447,154
II. Post-holding situation
Main working experience of current directors, supervisors and senior management staffs over the past five years:
(1) Work experience of directors
Pan Jie: Male, born in Shanghai, 1971, has bachelor degree of the electric light source of Dept. of Illuminating
Engineering and Light Sources of Fudan University, master’s degree of optics and optoelectronics of GUCAS and
Shanghai Institute of Technical Physics of the Chinese Academy of Sciences, and master’s degree of FDSM and
Norwegian School of Management (B1). From Mar. 2001 to Jun. 2009,he acted as the General Manager of Asia
lighting business in Consumer and Industrial Products Group of General Electric Company; From Jul. 2009 to
Mar. 2011, he acted as CEO of Asian-Pacific region in America Lingji Electronics Co., Ltd.; From Apr. 2011 to
Jun. 2012, he acted as responsible person in Asian-Pacific region of Energy Electronics in the Energy Electronics
Dept. of GE; From Jul. 2012 to May 2013, he acted as CEO of Greater China Region in GE Water in Power
Generation and GE Group of General Electric Company. In May 2013, he was elected as the Chairman of the
Board of the Company.
Liu Xingming: Male, born in Xinhui, Guangdong Province in 1962, bachelor degree holder, engineer. He joined
68
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
the Company in 1983, and acted as Vice GM from 1997 to 2005; acted as GM of the Company from Dec. 2005 to
Nov. 2008; acted as Vice GM of the Company in Dec. 2008; acted as Vice Director of the Board in Apr. 2011;
from Apr. 2012 up to now, he acted as the GM and Vice Director of the Board; after 1995, he was elected as the
Director of the Company.
Wu Shengbo: Male, American nationality, born in May 1966, bachelor degree of Thermal Engineering
Department of Tsinghua University, master degree of Mechanical Engineering of University of Nebraska-Lincoln
and master degree of Information Management System of American Keller Graduate School. From Aug. 1993 to
Dec. 2008, he worked in GE and successively acted as General Manager in China of Optimization & Control
Department of Energy Group and concurrently the President & CEO of Xinhua Control Engineering Co., Ltd.,
Operating General Manager of Control Solution Department in Asia-Pacific Area, etc.; from Jan. 2009 to Apr.
2012, he worked in Honeywell and acted as the General Manager of Process Control Department in China; since
Apr. 2012, he has been worked in OSRAM Holding Company Limited, acted as the President in Asia-Pacific Area;
since Apr. 2012, he was elected as the Director of the Company.
Werner Jrgen Dietrich Hoffmann: Male, German nationality, born in Jun. 1969, bachelor degree. He joined
Osram Asia Pacific Co., Ltd. from Jul. 2006 and had acted as E&C CFO of Commerce Department in Asia Pacific
Region and CFO MBA of Guangzhou Sino-German Electronic Co., Ltd.; acted as CFO of Sales Department, CFO
in Asia Pacific Region, and LUM & LS CFO of Commerce Department in Asia Pacific Region from Apr. 2008;
acted as CFO of Commerce Department in Asia Pacific Region from Apr. 2009; acted as CFO in Asia Pacific
Region from Oct. 2012 up to present. In May 2013, he was selected as the Director of 7th Board of Directors.
Ye Zaiyou: Male, born in Nanhai, Guangdong province in 1956,, junior middle school in educational background,
director of the Company from the 1st to 7th Board of Directors. He is currently the Chairman of the Board of
Nanhai Wuzhuang Global Ceramic Factory, also sponsor shareholder of the Company.
Yang Jianhu: Male, born in Shanghai in 1977, bachelor degree of inorganic nonmetallic materials in Shandong
Light Industry College, master’s degree of mineral crystal materials science of China University of Geosciences,
doctor’s degree of optoelectronic materials science of SIOM of CAS. From Jul. 2004 to Apr. 2009, he acted as
Senior Project Manager in General Electric (China) Co., Ltd; from May 2009 up to present, he acted as CTO of
Hangzhou Times Lighting & Electric Appliance Co., Ltd. In May, 2013, he was elected as the Director of the 7th
Board of Directors.
Liu Zhenping (Independent Director): Male, born in Shenyang, Liaoning Province in 1948, a postgraduate from
Chinese Academy of Social Sciences with a title of senior accountant. Young intellectual in the Langjia Unit,
Yuhong District, Shenyang from Sept. 1968 to Sept. 1971; Accountant, Chief Accountant and then Chief of the
Financial Affairs at Accountancy Office of Shenyang Bulb Factory from Sept. 1971 to Nov. 1983; Vice Chief
(General Accountant) in Shenyang Bulb Factory from Nov. 1983 to Sept. 1992; Factory Director and Party
Committee Secretary of Shenyang Bulb Factory from Sept. 1992 to Jan. 1998; GM, Party Committee Secretary
and Chairman of the Board of Shenyang Northeast Lighting Co., Ltd. from Jan. 1998 to Jul. 2004; from Jul. 2004
till now, GM and Partner of Liaoning Huize Certified Public Accountants Co., Ltd.; Vice President of China
Association of Lighting Industry, Chief of Electric Light Source Specialized Committee since 1992; Deputy to
People’s Congress and a member of the Politics and Law Committee under the Standing Committee of the
People’s Congress in Tiexi District, Shenyang from 1992 to 2007. He was elected as the independent director of
the 6th Board of Directors in Jun. 2010.
Dou Linping (Independent Director): Male, born in Beijing in 1959, bachelor degree. Majoring in Metal
Materials and Heat Treatment at Beijing University of Technology from Sept. 1978 to Jul. 1982; worked in
Beijing Lamp Factory from Jul. 1982 to Mar. 1985 and Vice Section Chief in the Design Section early in 1984;
Chief of the Design Office in Beijing Lamps Research Institute from Mar. 1985 to Dec. 1992 and Vice Director of
69
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
the Institute since 1990; worked in China Association of Lighting Industry from Jan. 1993 to May 2012. He has
been the Vice Secretary General of China Illuminating Engineering Society since Jun. 2012. And he was elected
as the independent director of the 6th Board of Directors in Jun. 2010.
Xue Yizhong (Independent Director): Male, born in Jul. 1968, from Xuzhou Anhui, master degree and owning
Lawyer Qualification Certificate, Economist Qualification Certificate and Political Worker Qualification
Certificate. From the year of 1993 to 2001, he successively worked as Vice Section Chief, Section Chief, Vice
Division Chief and Division Chief of International Business Division, Legal Affairs Division and Credit
Management Division (including Assets Risks Management Section, Property Credit Section, Foreign Currency
Credit Section, Project Credit Section and Industrial & Commercial Section and other functional departments);
from the year of 2001 till now, he worked in Grandall Law Firm and acted as the Senior Partner, Principal of
Financial Professional Committee and Management Partner of Shenzhen Office. From Aug. 2012, he was selected
as the Independent Director of the Company.
(2) Work experience of supervisors
Zhang Yong: Male, born in Hunan Changsha in Jun. 1974, college degree, mechanical engineer. From Jul. 1997,
he joined in the Foshan Electrical and Lighting Co., Ltd. and successively acted as Deputy Director and Director
of Lamp Filament Appliance Workshop from Oct. 1999 to Jun. 2008; acted as Factory Director of Gaoming
Fluorescent Lamp Factory and Factory Director of Gaoming Branch Factory from Jul. 2008 to Dec. 2008;
respectively acted as Department Director of Product Department, OEM Department, Mechanical Dynamics
Department and Infrastructure Department from Jan. 2009 to Dec. 2012; acted as General Manager Assistant from
Mar. 2013 up to present. In Sep. 2013, he was selected as the Chairman of the Board of Supervisors of the
Company.
Ye Zhenghong: Male, born in Jun. 1973, college degree, is Supervisor of the Company. He joined the Company
from Jul. 1995; worked in the Machine Repair Shop from Jul. 1997 to Jan. 2001; acted as Equipment
Management Director in T8 Fluorescent Lamp Factory from Feb. 2001 to Jan. 2005; acted as Director of Machine
Repair Workshop from May 2005 to Jan. 2007; acted as Chief Officer of Machinery Dynamic Department from
May 2006 to Dec. 2007; and acted as factory director of T8 Fluorescent Lamp Factory from Jan. 2008 up to
present.
Zhang Xuequan: Male, born in Dec. 1977, college degree. He joined the Company from Oct. 1996, and acted as
Workshop Manager of Lamp Workshop from Apr. 2003 to May 2008; acted as the Department Director of the
Business Management Department of the Company from Jun. 2008 till now. He acted as the Supervisor of the
Company from May 2013.
Zhuang Rujia: Male, born in Oct. 1975, in Chaoyang, Guangdong Province, graduated from technical secondary
school. He consecutively acted as director of Prosperity Lamps & Components Limited for more than twenty
years, and was director of Zhejiang Prosperity Lighting Electrical Co., Ltd. and Prosperity (Hangzhou) Lighting
Electrical Co., Ltd.; he has experience of several years in operating & running and marketing strategy of lighting
industry. He acted as the Supervisor of the Company from Jun. 2010.
Zhang Yingqi: male, comes from Shanghai, born in Feb. 1951, a postgraduate. From May 2001 to Aug. 2010, he
worked as the General Manager in Guangzhou Pearl River Asset Management Co., Ltd. and held the post of
Chairman of the Board of Directors from Aug. 2010 to Jul. 2012; acted as the Supervisor of the Company from
May 2011.
(3) Work experience of senior management staffs
Lin Yihui: Male, born in Jiexi, Guangdong Province in 1954, graduated as postgraduate of Economic Class, and
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
now is acting as Party Secretary of the Company. He was in active service in force from Dec. 1970 to 1986 and
acted as posts of command, battalion and group; works in Foshan International Trust and Investment Company
from 1986 to Sep. 2000 and acted as Section Chief and Vice GM and was in charge of the securities business of
the Company as well as host the works such as the underwritten offering and listing recommendation of the shares
of various companies over years; acted as Party Secretary of the Company from May till now. He was acted as the
Board Secretary in May, 2013.
Xie Qing: Male, born in Xinyi, Jiangsu Province in Apr. electric-light-source engineer. He graduated from
Nanjing Radio Industrial School in Jul. 1994, and worked in the General Bulbs Workshop of the Company upon
his graduation, and successively became the Chief of the production line after three months, technician of the
General Bulbs Workshop in Mar. 1996, Chief of Middle-grade Lamp Workshop in May 1997, Chief of Sing-end
Lamps Workshop from 1998 to 2010, and Deputy General Manager of the Company since Jun. 2010.
Wei Bin: male, born in Chenzhou City, Hunan Province in May 1969 and bachelor’s degree and was an engineer.
He joined in the Company in 1991, and responsible for the product development of the graduate school of the
Company from Mar. 1992 to Dec. 1996, acted as Workshop Manager of Energy Saving Lamp Workshop from Jan.
1997 to Dec. 2005, acted as Workshop Manager of HID Workshop from Jan. to Dec. 2005, acted as Workshop
Manager of T5 Workshop from 2006 to Nov. 2008, acted as the Department Director of the Technology
Department from Nov. 2008 to 2009 and acted as Vice GM of the Company from Sep. 2009.
Yin Jianchun: Male, born in Apr. 1975 in Shanghai, graduate degree. He acted as Cost Accountant in Dongfeng
Morse (Shanghai) from Jul. 1995 to Oct. 2000; acted as GL Accountant in Henkel Loctite China Co., Ltd. from
Dec. 2000 to Dec. 2001; acted as Financial Executive of Metso Automation (Shanghai) Company Operations
Center from Apr. 2002 to Aug. 2004; successively acted as Finance Manager of China manufacturing of Lighting
Division, Manager of China Business Planning Analysis of Industrial and Consumer Products Division, CFO of
Digital Energy Division of Asia Pacific Region, CFO of Energy Electronics Division of Asia Pacific Region and
Director of Global Business Planning Analysis of Energy Electronics Division. He acted as CFO of the Company
from May 2013.
Jiao Zhigang: Male, born in Shenqiu, Henan Province in May 1972, bachelor degree holder. He graduated from
South China University of Technology in Jul. 1994, and at the same year he entered Foshan Electrical and
Lighting Co., Ltd. He acted as Warehouse Director of the Company from Aug. 1995 to Sep. 2013, acted as
Department Director of Human Resources Department from May 2010 to Sep. 2013; selected as Employee
Supervisor from Mar. 2007 to Sep. 2013, and as Chairman of the Supervisory of the Company from May 2010 to
Sep. 2013. He acted as Vice GM of the Company in Sep. 2013.
Chen Yu: Male, born in Dec. 1972 in Guangdong Zhanjiang, college degree and engineer. He entered Foshan
Electrical and Lighting Co., Ltd. in Jul. 1994. And acted as workshop manager of parabolic reflector, coating film,
energy saving lamp, factory director of the branch factory of Gaoming and workshop manager of general bulbs
from Jan. 1997 to Dec. 2012, acted as Director of Production Department, OEM Department and Mechanical
Dynamics Department from Jan. to Aug. 2013, acted as Director of Production Department and OEM Department
from Sep. 2013 to May 2014 as well as acted as Vice GM of the Company from May 2014.
Post-holding in shareholders’ units
√Applicable □Inapplicable
Name of the
person holding Position in Receives payment
Beginning date Ending date of
Name of shareholder’s unit shareholder’s from shareholder’s
any post in of office term office term
unit unit?
shareholder’s
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
unit
Zhuang Rujia Prosperity Lamps & Components Limited Director 28 Apr. 1989 Yes
Post-holding in other units
√Applicable □Inapplicable
Name of the
person holding Position in Beginning date Ending date of Receives payment
Name of other unit
any post in other unit of office term office term from other unit?
other units
Wu Shengbo
OSRAM Asia-Pacific Co., Ltd. President 1 Apr. 2012 Yes
Werner Jrgen
Dietrich OSRAM Asia-Pacific Co., Ltd. CFO 3 Oct. 2012 Yes
Hoffmann
Liaoning Huize Certified Public General
Liu Zhenping 18 Jul. 2004 Yes
Accountants Co., Ltd. Manager
Secretary
Dou Linping China Illuminating Engineering Society 5 Jun. 2012 Yes
General
Senior
Xue Yizhong Grandall Law Firm 17 May 2001 Yes
Partner
Foshan Nanhai Wuzhuang Global Ceramic Chairman of
Ye Zaiyou 10 Aug. 1993 Yes
Factory the Board
III. Remuneration for directors, supervisors and senior management staffs
Decision-making procedure, determining basis and actual payment for the remuneration of directors, supervisors
and senior management staffs
The Remuneration & Appraisal Committee under the Board of Directors decides the
remuneration of directors, supervisors and senior management in accordance with the
Decision-making procedure for the
Plan for Implementing the Equity Incentive Mechanism for Middle-and Top-Rank
remuneration of directors, supervisors and
Management Personnel reviewed and approved on the 2001 Annual Shareholders’
senior management
General Meeting, and the particulars on completing current main financial indexes &
operating goals, as well as the fulfillment of job responsibilities by them.
The remuneration of directors (excluding independent directors), supervisors and senior
management who withdraw remuneration in the Company are all decided in accordance
Basis for determining the remuneration of
with the Company’s Plan for Implementing the Equity Incentive Mechanism for
directors, supervisors and senior
Middle-and Top-Rank Management Personnel and relevant appraisal indexes.
management
The allowance of independent directors should be granted according to the standard
reviewed and approved by 2010 Annual Shareholders’ General Meeting.
Actual payment of the remuneration of The total remuneration (before tax) actually paid for the directors, supervisors and
directors, supervisors and senior senior management staffs in 2014 were of RMB 11.4874 million.
management
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Remuneration for directors, supervisors and senior management staffs of the Company during the reporting period
Unit: RMB Ten Thousand Yuan
Total
Total Actual
remuneration
remuneration remuneration
Name Office title Sex Age Tenure status gained from
gained from the gained at the
shareholder’s
Company period-end
unit
Chairman of
Pan Jie Male 43 Current 243 243
the Board
Vice chairman
of the Board
and
Liu Xingming Male 52 Current 182.25 182.25
concurrently
General
Manager
Wu Shengbo Director Male 48 Current
Werner Jrgen
Dietrich Director Male 45 Current
Hoffmann
Ye Zaiyou Director Male 58 Current
Yang Jianhu Director Male 37 Current
Independent
Liu Zhenping Male 66 Current 10 10
Director
Independent
Dou Linping Male 55 Current 10 10
Director
Independent
Xue Yizhong Male 46 Current 10 10
Director
Chairman of
Zhang Yong Male 40 Current 61.87 61.87
the Supervisory
Ye Zhenghong Supervisor Male 41 Current 33.26 33.26
Zhang
Supervisor Male 37 Current 22.48 22.48
Xuequan
Zhuang Rujia Supervisor Male 57 Current 50.39 50.39
Zhang Yingqi Supervisor Male 63 Current
Board
Lin Yihui Male 60 Current 92.13 92.13
Secretary
Yin Jianchun CFO Male 39 Current 145.8 145.8
Xie Qing Vice GM Male 40 Current 98.15 98.15
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Wei Bin Vice GM Male 45 Current 92.13 92.13
Jiao Zhigang Vice GM Male 42 Current 92.13 92.13
Chen Yu Vice GM Male 42 Current 55.54 55.54
Total -- -- -- -- 1,148.74 50.39 1,199.13
Particulars about the equity incentives granted for the directors, supervisors and senior management staffs of the
Company
□ Applicable √ Inapplicable
IV. Particulars about changes of Directors, Supervisors and Senior Executives of the
Company
Name Position Type Date Reason
Chen Yu Vice GM Engaged 13 May 2014 Engaged by the Board of Directors
V. Particulars about changes in core technical team or key technicians during the reporting
period (not directors, supervisors or senior management staffs)
There were no changes in the core technical team or key technicians during the reporting period.
VI. About employees
1. As to 31 Dec. 2014, the Company (branch companies and subsidiaries included) has 8944
employees in active service, and the professional structure and educational background are as
follows:
Proportion in total amount of
Professional structure of employees Amount
employees (%)
Production staff 7803 87.24 %
Technical staff 473 5.29%
Sales staff 516 5.77%
Administration staff 108 1.21%
Financial staff 44 0.49%
Total 8944 100%
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Post Structure
Production staff
Technical staff
Sales staff
Administration staff
Financial staff
Educational backbroud Amount Proportion in total amount of employees
(%)
Above college level 1002 11.20%
Technical secondary school and 2016 22.54%
senior high school
Below senior high school 5926 66.26%
Total 8944 100%
Staffs’ Education Background Structure
Chart
Above college level
Technical secondary school
and senior high school
Below senior high school
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
2. The Company has signed the labor contracts with all its staffs and handled the social insurance for the staffs, as
well as established the public reserve funds system. There were no particulars in violation of laws and regulations
when executing the national employment system, labor protection system, social security system and medical
security system. And the Company need not undertake the expenses of resigned and retired staffs.
3. Employee’s remuneration policy
The employee’s remuneration of the Company was paid monthly in accordance with relevant remuneration
management system of the Company, and distributed the performance salary at the year-end according to its
business performance and appraisal result.
4. Employees’ training plan
According to the development needs, the Company set up Foshan Lighting University under the support of
relevant Education Department. According to the needs of the development strategies and functional departments,
the Company established the internal team of lecturer and made key training on the staffs of the marketing, R&D
and production departments by way of combination of internal & external training for making the skilled staffs to
teach business and technical knowledge regularly to the new staffs, so as to cultivate excellent talents team and
enhance its competiveness.
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section IX. Corporate Governance
I. Basic information of corporate governance
During the reporting period, in strict accordance with relevant requirements of Company Law, Securities Law,
Code of Corporate Governance of Listed Companies and Rules of Stock Listing of Shenzhen Stock Exchange as
well as other relevant laws, rules and regulations, the Company continuously perfected the corporate governance
structure and set up an effective corporate governance system. At present, the Company has set up governance
structure of responsible Shareholders’ General Meeting, the Board of Directors, the Supervisory Committee and
managers, who performed right of decision-making, execution and supervision respectively according to their
duties; besides, the Company set up special committees of the Board of Directors and system for independent
directors. The Company strengthened information disclosure of principal shareholders and persons
acting-in-concert, forbidden shareholders of the Company to misapply their rights. The Company separated from
the principal shareholder in personnel, assets, business, financial affairs and organizational, and was absolutely
impendent. The Company timely revised and perfected various systems in accordance with the latest issued laws
& rules and relevant regulations of CSRC and Shenzhen Stock Exchange. And the corporate governance is
basically in line with the requirements of relevant laws, regulations and regular documents.
The main systems (all published on www.cninfo.com.cn) established by the Company are as follows.
The latest session to review and approve the
No. Name of system Disclosure date
system
1 Articles of Association 2012 Annual General Meeting 2013.5.29
2 Rules of Procedure for Shareholders’ General The First Special Shareholders’ General Meeting 2012.8.22
Meeting for 2012
3 Rules of Procedure for Board of Directors 2012 Annual General Meeting 2013.5.29
4 Rules of Procedure for Supervisory Committee 2012 Annual General Meeting 2013.5.29
5、 Work System for Independent Directors 2012 Annual General Meeting 2013.5.29
6 Rules for execution of Audit Committee The 29th Session of the 6th Board of Directors 2013.4.26
7 Rules of Nomination Committee The 29th Session of the 6th Board of Directors 2013.4.26
8 Rules of Strategy Committee The 29th Session of the 6th Board of Directors 2013.4.26
9 Rules of Remuneration and Appraisal committ The 29th Session of the 6th Board of Directors 2013.4.26
ee
10 Working Rules of GM The 29th Session of the 6th Board of Directors 2013.4.26
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
11 The 3rd Session of the 5th Board of Directors 2007.8.28
Administrative Measures on Information
Disclosure
12 The 3rd Session of the 5th Board of Directors 2007.8.28
Management System on Related-party
Transactions
13 The 3rd Session of the 5th Board of Directors 2007.8.28
Management System on Securities Investment
rd th
14 Management System on the Shares Held by The 23 Session of the 5 Board of Directors 2010.4.29
Directors, Supervisors and Senior Management
Staffs & Their Variation
15 The 23 rd Session of the 5th Board of Directors 2010.4.29
Internal Control System
rd th
16 Accountability System on Material Errors in The 3 Session of the 5 Board of Directors 2010.7.15
Information Disclosure of Annual Report
17 The 3rd Session of the 5th Board of Directors 2010.7.15
Management System on Reporting of External
Information
18 The 16th Session of the 5th Board of Directors 2012.4.25
Management System on Registration of
Information Insiders
19 The 17th Session of the 5th Board of Directors 2012.6.13
Work System for Secretary to the Board
20 The 18th Session of the 5th Board of Directors 2012.6.29
Management System on Profits Distribution
st th
21 Plan on Return for Shareholders in the Future The 21 Session of the 6 Board of Directors 2012.6.29
Three Years (from the Year of 2012 to 2014)
22 The 21st Session of the 6th Board of Directors 2012.8.2
Internal Audit System
23 The 21st Session of the 6th Board of Directors 2012.8.2
Financial Management System
24 The 21st Session of the 6th Board of Directors 2012.8.2
Method on Risks Assessment
25 The 21st Session of the 6th Board of Directors 2012.8.2
System on Anti-fraud and Reporting
26 The 27th Session of the 6th Board of Directors 2012.12.12
Management System on Assets Impairment
Provision
27 Working system on Investor Complaint Handling The 10th Session of the 7th Board of Directors 2014.4.25
28 Management System on External guarantee The 10th Session of the 7th Board of Directors 2014-4.25
Whether there was difference between the corporate governance and the Company Law and relevant rules of
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
CSRC
□Yes √ No
There was no difference between the corporate governance and the Company Law and relevant rules of CSRC
Progress of corporate governance activities, promulgation and implementation of Registration System for
Information Insiders
The Company actively responded to the special inspection work of CSRC and CSRC Guangdong Bureau on
corporate governance and attended the work sessions on the corporate governance of listed companies, and it
promulgated and perfected various systems in accordance with requirements of CSRC and CSRC Guangdong
Bureau, so as to further improve its corporate governance structure and increase its governance level. At present,
the Company has promulgated the Management System for Information Insiders and the Management System on
Reporting of External Information, and during the period of preparing the periodical reports and occurring
significant events, requiring the relevant personnel truthfully and completely record the name list of the
information insiders involved in the links of reporting, transfer, preparation, examination, disclosure of inside
information before disclosure, time of knowing the inside information and the content, etc., and report the File of
Information Insiders according to the requirements of regulatory authorities. Through the above works, the
Company further standardized the management on record of information insiders, strengthened the confidential
work for inside information, effectively prevented the illegal behaviors of using inside information for trading,
and performed the fair principle in information disclosure, so as to protect the interest of the investors.
II. Particulars about annual shareholders’ general meeting and special shareholders’ general
meeting held during the reporting period
1. Particulars about annual shareholders’ general meeting held during the reporting period
Session Convening date Name of proposal Resolution Disclosure date Disclosure index
1. 2013 Annual Name of
Work Report of the announcement:
Board; 2. 2013 Announcement on
Annual Work Report Resolutions Made at
2013 Annual of the Supervisory All the proposals are the 2013 Annual
Shareholders’ 28 May 2014 Board; 3. Proposal approved at the 29 May 2014 Shareholders’
General Meeting on 2013 Annual session General Meeting;
Report and Its Announcement No.:
Abstract; 4. Proposal 2014-024; disclosure
on 2013 Annual website:
Financial Statement www.cninfo.com.cn.
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Report; 5. Proposal
on 2013 Annual
Profit Distribution
Pre-plan; 6. Proposal
on the 2014 Annual
Routine
Related-party
Transactions; 7.
Proposal on the
Continuous
Engaging of the
CPAs
2. Particulars about special shareholders’ general meeting held during the reporting period
During the reporting period, there was no any special shareholders’ general meeting held during the reporting
period of the Company.
3. Particulars about special shareholders’ general meeting held by the preferred shareholders with
recovered voting rights
□ Applicable √ Inapplicable
III. Performance of the Independent Directors
1. Particulars about the Independent Directors attending the board sessions and the shareholders’ general
meetings
Particulars about the Independent Directors attending the board sessions
Failing to present
Presence by
Name of independent Due presence Presence in Entrusted in person for two
telecommunicati Absence (times)
directors (times) person (times) presence (times) consecutive
on (times)
sessions or not
Liu Zhenping 9 2 7 0 0 No
Dou Linping 9 2 7 0 0 No
Xue Yizhong 9 1 7 1 0 No
Presence of independent directors in
1
shareholders’ general meeting
2. Particulars about Independent Directors propose objection on relevant events
Did Independent Directors raise any disagreement about matters of the Company?
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
√ Yes □ No
Events with objection put forward by the
Name of independent directors Contents of the objection
Independent Directors
According to the 2 teleconferences and the
relevant data inquired from the
assessment companies through letters by
Proposal on Contribution and Subscribing Deputy General Manager Office of the
the Additional Shares of Quanfeng Company, the general feeling of the future
Liu Zhenping
Optoelectronic Science & Technology operating conditions and the effective
(Hong Kong) Co., Ltd. estimations was of much uncertainty of
Quanfeng, and suggested that whether
could entrust well-known assessment
institutions to execute the re-assessment.
Agreed with the strategy of actively
developing the overseas market through
carefully review the relevant materials and
Proposal on Contribution and Subscribing
listen to the advice of each Directors
the Additional Shares of Quanfeng
Xue Yizhong among the teleconferences, but had not
Optoelectronic Science & Technology
confidence in the larger age of the actual
(Hong Kong) Co., Ltd.
controller of the investees as well as the
development ability among the overseas
market such as America.
3. Other explanation on performance of independent directors
Whether the advices of independent directors for the Company were adopted or not?
√ Yes □ No
Explanation on the advices of independent directors for the Company being adopted
During the reporting period, in accordance with the requirements of Company Law, Code of Governance of Listed
Companies, Guidance on the Establishment of the Independent Directors System of the Listed Companies,
Articles of Association and relevant systems, the independent directors of the Company attended the board
sessions held during the reporting period, carefully reviewed the proposals proposed on the sessions, paid
attention to the operation of the Company, performed the duties sincerely and diligently, and issued independent
opinion on the related-party transactions, equity transfer, purchasing the equity of the controlled subsidiaries, etc.,
as well as proposed many precious advices on perfection of systems and decision of routine operation of the
Company, so as to play an active role in protecting the legal right of the Company and its shareholders.
IV. Performance of the Special Committees under the Board during the reporting period
(I) Work situation of the Audit Committee
According to the related provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange, as
well as the Rules of Implementation for the Audit Committee of the Board, the Audit Committee diligently
performed the following work duties:
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
1. On 28 Jan. 2014, the Audit Committee convened a session and reviewed as well as approved the following two
topics:
(1) Reviewed and approved the main time arrangement of the 2013 audit work;
(2) Reviewed and approved the report of the 2013 main financial data of Ministry of Finance.
Had not discovered any significant problem of the 2013 main financial data of the Company after carefully
reviewed and the 2013 main financial data and pretax profits analysis submitted by Ministry of Finance and
listened to the report from the financial staffs. Since there is a period of time between this preliminary review of
the financial statements and the formal issuance of the auditor’s report and the financial statements, we hereby
remind the Company’s Financial Department to pay attention to dealing with the follow-up affairs after the date of
Balance Sheet in strict compliance with the New Accounting Standards for Business Enterprises, so as to ensure
the factuality, fairness and completeness of the financial statements.
2. On 15 Apr. 2014, the Audit Committee convened a session and reviewed the financial statements submitted by
the Company, on which the registered accountants had issued their preliminary audit opinions, including the
balance sheet as at 31 Dec. 2013, the profit statement, the statement of changes in shareholders’ equity and the
cash flow statement as of the fiscal year 2013, as well as the notes to the said financial statements.
After the communication with the registered accountants regarding their preliminary audit opinions, as well as our
further referring to the supplementary account books and records, the Audit Committee believed that the Company
had handled the events after the balance sheet date in strict compliance with the New Accounting Standards for
Business Enterprises; And the Company has prepared its financial statements in accordance with the New
Accounting Standards for Business Enterprises and the related financial system of the Company, which are a fair
presentation of the financial position of the Company as at 31 Dec. 2013, as well as the operating results and cash
flows for the year then ended. All members of the Audit Committee signed to approve the following proposals:
(1) 2013 annual financial and accounting report of the Company;
(2) Summary report by the Audit Committee on the 2013 annual audit performed by GP Certified Public
Accountants;
(3) GP Certified Public Accountants has been serving as the Company’s annual auditor for more than twenty years.
And it performed competently, diligently and responsibly during the 2013 annual auditing. Therefore, the Audit
Committee hereby proposes to renew the employment of GP Certified Public Accountants LLP as the annual
auditor for the year 2013;
(4) 2013 annual work report and 2014 work plan of Audit Department.
3. The Audit Committee convened a session on 5 Aug. 2014 to approve with consensus of the Proposal on the
2014 Semi-annual Withholding the Equity Incentive Fund.
(II) Work situation of the Remuneration and Appraisal Committee
1. On 15 Apr. 2014, based on the completion status of the Company’s major financial targets and business
objectives in 2013, the work scopes and main responsibilities of the Company’s present directors, supervisors and
other senior management staffs, and the completion status of indexes concerning the performance assessment of
the Company’s directors, supervisors and other senior management staffs, the Committee conducted an
assessment in regard to the remuneration of the directors, supervisors and other senior management staffs and
believed that the remuneration range for the directors, supervisors and other senior management staffs were
decided and adopted in accordance with the relevant stipulations in the Management System on Decision of
Remuneration; The Company’s provision for the incentive funds was in line with the requirements of the Equity
Incentive Mechanism for Middle-and Top-Rank Management Staffs, and the Company’s incentives to its
middle-and top-rank management staffs and its operational and technical professionals was in accordance with
relevant laws and regulations, which would promote the close connection of interest among the management staffs,
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
the Company and its shareholders.
2. On 5 Aug. 2014, the Board of Directors and the Remuneration and Appraisal Committee held the meeting
which reviewed and approved the Proposal on the 2014 Semi-annual Withholding the Equity Incentive Fund.
V. Performance of the Supervisory Committee
Whether the Supervisory Committee finds the Company existing risks or not in the supervisory activities during
the reporting period?
□ Yes √ No
There was no objection to the supervisory events of the Board of Supervisors during the reporting period.
In 2014, the Company continued to perform its duties diligently in accordance with the stipulations of the
Company Law, Code of Governance of Listed Company and Articles of Association as well as other relevant rules,
and actively protected the interest of the Company, its shareholders and staffs.
I. Work situation of the Supervisory Committee during the reporting period
The Supervisory Committee convened three sessions during the reporting period. And the Chairman of the
Supervisory Committee took part in the sessions held by the Board of Directors and the management team
meetings, participating in the discussion of the Company’s important decisions. Sessions held by the Supervisory
Committee are specified as follows:
1. On 23 Apr. 2014, the 5th Session of the 7th Supervisory Committee was held at the Conference Room on 5/F of
the Company building. 5 supervisors were supposed to attend the meeting and all of them were actually present.
The session was in accordance with the Company Law and the Articles of Association of the Company. Chairman
of the Supervisory Committee, presided over the session, with the resolutions approved as follows:
(1) The 2013 Annual Work Report of the Supervisory Committee;
(2) The 2013 Annual Report and its Summary, including both versions in the Chinese language and English
language;
(3) The 2013 Annual Financial Statement Report;
(4) The 2013 Annual Profit Distribution Pre-plan;
(5) The Proposal on Continue to Engage the CPA Firm;
(8) The Proposal on the 2013 Annual Self-appraisal Report on Internal Control;
(9) The First Quarterly Report in 2014 for the Company.
2. On 26 Aug. 2014, the 6th session of the 7th supervisory committee was held in the meeting room of the 5/F of
the Company’s office building. 5 supervisors were supposed to attend and all of them participated in the meeting.
The meeting complied with Company Laws and Articles of Association and chairman of the supervisory
committee, presided over the meeting, which the meeting reviewed and approved the 2014 Semi-annual Report
and Abstract.
3. The Company convened the 7th Session of the 7th Supervisory Committee by way of telecommunication on 28
Oct. 2014, the five supervisors, who should attend the session, all voted on the proposals proposed on the session
and consensus to review and approve the Third Quarterly Report in 2014.
II. Independent opinions from the Supervisory Committee on the following matters:
1. About the Company’s operation in accordance with the law. During the reporting period, the Company’s
supervisors have supervised on the procedures for convening the shareholders’ general meetings and Board
sessions, the resolutions and decision-making procedures, particulars on the execution of resolutions made at the
shareholders’ general meeting by the Board, particulars on the duty performance of the senior executives of the
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Company and particulars on the execution of the management systems of the Company in accordance with
relevant laws and regulations, and sat in on the shareholders’ general meetings and Board sessions. The
Supervisory Committee is of the opinion that the Board and the senior executives of the Company were
scrupulous, diligent, responsible, honest and self-contained, and with compliant and legal decision-making
procedures, as well as scrupulously executed the resolutions made at the shareholders’ general meetings over the
past year; during the reporting period, the Board of Supervisors found out no any behavior that against the laws,
regulations and Articles of Association of the Directors, Senior Executives when executing the duty and at the
same time harmed the interests of the Company.
2. About the inspection on the Company’s financial status. During the reporting period, the Supervisory
Committee actively fulfilled the responsibility for inspecting financial status of the Company, examined foreign
investment of the Company and issued audit opinion on regular reports. The Supervisory Committee is of the
opinion that the audit report and the explanation on related matters provided by GP Certified Public Accountants
LLP is a factual reflection of the Company’s financial position and operating results.
3. About acquisition and sale of significant assets. During the reporting period, there existed no acquisition of
significant assets; the Company only purchased the equity of one controlled subsidiary and sold the 51% equity of
Qinghai Fozhao Lithium Ion Battery Cathode Materials Co., Ltd. held by the Company. The Supervisory
Committee held the opinion that trading price of the above transactions was all based on assessment results and
very reasonable. The trading procedure was in conformity with laws, which brought no damage to the interests of
the Company.
4. About the related transactions. The Supervisory Committee held the opinion that in 2013, the routine related
transactions between the Company and the related enterprises were the needs for the normal operation business
and were proper business practices, with the prices were fair and reasonable, which did no harm to the interests of
the Company.
5. About construction of internal control. During the reporting period, according to Basic Standards for Internal
Control jointly issued by five ministries and commissions including Ministry of Finance and CSRC, and its
supporting guidelines and other relevant regulations, the Company comprehensively presented the business
process, further perfected the internal control system and strengthened the supervision and inspection of the
internal control. The Supervisory Committee holds the opinion that at present the Company has established
complete, normative and effective internal control system and strictly executed relevant work that reached the
objection of the internal control of the Company and met with the requirements of the relevant laws and
regulations as well as the Securities Regulation Institution.
VI. Particulars about independence of the Company from controlling shareholders in
business, personnel, assets, organizations and finance
There existed no controlling shareholder or actual controller in the Company and the Company is separate from
the first largest shareholder and the second largest shareholder in five aspects including business, personnel, assets,
organizations and finance. The Company has independent and complete business and ability of independent
management.
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VII. Horizontal competition
□ Applicable √ Inapplicable
VIII. Assessment and incentive for senior executives
In the reporting period, the Remuneration and Appraisal Committee, according to “Establishing Stock Incentive
Institution for Senior and Middle-level Management” passed by 2001 Annual Shareholders’ General Meeting and
current operation results, distributed remuneration to Senior Executives.
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section X. Internal Control
I. Construction of Internal Control
In the reporting period, according to the relevant requirements such as the Basic Standards for Internal Control
and Supporting Guidelines of Internal Control jointly issued by five ministries and commissions including
Ministry of Finance and CSRC, the Company formulated a comprehensive internal control management system
combined with the actual situation, self characteristics and management requirements, which especially strengthen
the internal control system construction of the main aspects such as the financial report, external guarantee,
significant investment and related transactions.
During the reporting period, the Company had overall sorted out and optimized the internal control process and
each department managed the business, steadily promoted the Company to effectively execute the process of the
normative system documents of the internal control and normative the operation level according to the process; on
the basic of strengthening the daily supervisions and the special inspection to solidify the internal control results.
During the reporting period, the overall situation of the internal control was fairly well without any situation of
significant defects of the internal control.
II. Statement on the Responsibility for Internal Control from the Board of Directors
The Board of Directors and all its directors hereby ensure that this announcement contains no false information,
misleading statement or material omission, and shall be jointly and severally liable for the factuality, accuracy and
completeness of the information carried in this announcement.
Establishing, perfecting and effectively conducting internal control is the liability of the Board of Directors;
establishment and implementation of internal control conducted by the Board is under the supervision of the
supervisory committee; the management is responsible for organizing and guiding daily operation of internal
control.
The goals of the Company’s internal control: reasonably guarantee the legality and compliance of the Company’s
operating management, safety of assets, authenticity and completeness of financial report and relevant information;
improve efficiency and results of operation; promote the strategic development of the Company.
III. Bases of financial statements of internal control
In accordance with national accounting principles and relevant laws and regulations, the Company formulated
“Financial Administration System” on the basis of its own actual situation and standardized financial
administration and accounting calculation; clarified responsibility and rights of relevant departments and positions
in the process of formulating financial statements to ensure the factuality, completeness and accuracy of financial
statements. Up to the end of reporting period, no significant defect was found in internal control of financial
statements,
IV. Self-assessment report of internal control
Specific details about significant defects of internal control during the reporting period found in self-assessment report of internal
control
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
During the reporting period, no significant defect was found in internal control.
Disclosure date of whole article of
self-assessment report of internal 27 Apr. 2015
control
Index for disclosure of whole
Name of announcement: 2014 Annual Self-assessment Report of Internal Control; website of
article of self-assessment report of
disclosure: www.cninfo.com.cn.
internal control
V. Audit report or authentication report of internal control
Internal control audit report
Audit opinion paragraph in the Auditor’s Report for the Internal Control
GP Certified Public Accountants (LLP) considered that: Foshan Lighting maintained effective internal control of the financial
report in all significant aspects according to the Basic Standards for Internal Control and relevant regulations on 31 Dec. 2014.
Disclosure date of the Auditor’s
27 Apr. 2015
Report on Internal Control
Disclosure index of the Auditor’s Name of announcement: Audit Report of Internal Control; website of disclosure:
Report on Internal Control www.cninfo.com.cn.
Whether the CPAs firm issues an Auditor’s Report on Internal Control with non-standard opinion or not?
□ Yes √ No
Whether the Auditor’s Report on Internal Control from the CPAs firm is in consistent with the Self-appraisal
Report from the Board or not?
√ Yes □ No
VI. Establishment and implementation of institution of clarifying responsibility for major
mistakes in annual report
In order to improve the normative operation of the Company, with the approval of the 3 rd session of the 6th board
of directors, the Company formulated “Institution of Clarifying Responsibility for Major Mistakes in Information
Disclosed of Annual Report”. Formulation of this institution clarified the responsibility and rights of persons in
charge of disclosing information of annual report, emphasized responsibility of persons in charge of disclosing
information of annual report and further enhanced quality and transparency of information disclosure of annual
report. In the reporting period, there existed no significant mistake in information disclosure of annual report.
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section XI. Financial Report
I. Audit report
Type of audit opinion Standard unqualified audit opinion
Date of signing the auditor’s report 23 Apr. 2015
Name of audit firm GP Certified Public Accountants
Document No. of the auditor’s report GHSS Zi [2015] No. G14042580010
Name of the CPA Hong Wenwei, Chen Danyan
Text of the Auditor’s Report
Audit Report
GHSS Zi [2015] No. G14042580010
All shareholders of Foshan Electrical and Lighting Co., Ltd.:
We have audited the accompanying financial statements of Foshan Electrical and Lighting Co., Ltd. (the
“Company”), which comprise the Company’s and consolidated balance sheets as at 31 Dec. 2014, the
Company’s and consolidated income statements, the Company’s and consolidated cash flow statements, the
Company’s and consolidated statements of changes in shareholders’ equity for the year then ended, and notes
to the financial statements.
1. The management’s responsibility for the financial statements
The management of the Company is responsible for the preparation of these financial statements in
accordance with the Accounting Standards for Business Enterprises. Such a responsibility includes: (1)
preparing financial statements according to the Accounting Standards for Business Enterprises and make
them a fair presentation; and (2) designing, implementing and maintaining internal control relevant to the
preparation of financial statements that are free from material misstatement, whether due to fraud or error.
2. Auditor’s responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We have
conducted our audit in accordance with the Audit Standards for Chinese Registered Accountants, which
require that we comply with ethical requirements and plan and perform the audit to obtain reasonable
assurance as to whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
the risks of material misstatement of the financial statements, whether due to fraud or error. In making those
risks assessments, the auditor considers the internal control related to the preparation of the financial
statements so as to design proper audit procedures but not for the purpose of expressing an opinion on the
effectiveness of the Company’s internal control. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of accounting estimates made by the directors, as well as
evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate, which provides a basis for
us to express auditing opinion.
3. Audit opinion
In our opinion, the financial statements of the Company have been prepared according to the Accounting
Standards for Business Enterprises in all material aspects, which give a fair view of the Company’s financial
position as at 31 Dec. 2014 and the Company’s operating results and cash flows for the year then ended.
GP Certified Public Accountants CPA: Hong Wenwei
(LLP)
CPA: Chen Danyan
China Guangzhou
23 Apr. 2015
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
II. Financial statements
The unit in financial statements is RMB Yuan.
1. Consolidated balance sheet
Prepared by Foshan Electrical and Lighting Co., Ltd.
31 Dec. 2014
Unit: RMB Yuan
Item 31 Dec. 2014 31 Dec. 2013
Current Assets:
Monetary funds 989,718,395.60 897,675,824.22
Settlement reserves
Intra-group lendings
Financial assets measured at fair
value of which changes are recorded in 20,320.00 3,903,197.90
current profits and losses
Derivative financial assets
Notes receivable 250,993,285.13 154,142,432.66
Accounts receivable 322,951,674.45 390,216,735.62
Accounts paid in advance 12,551,566.91 24,054,319.34
Premiums receivable
Reinsurance premiums receivable
Receivable reinsurance contract
reserves
Interest receivable 2,101,275.54 1,304,200.33
Dividend receivable
Other accounts receivable 74,122,844.63 24,145,083.88
Financial assets purchased under
agreements to resell
Inventories 625,794,972.48 516,804,156.44
Assets held for sale
Non-current assets due within 1 year
Other current assets 31,783,068.68 9,408,829.51
Total current assets 2,310,037,403.42 2,021,654,779.90
Non-current assets:
Loans by mandate and advances
granted
Available-for-sale financial assets 581,157,988.22 536,585,258.45
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Held-to-maturity investments
Long-term accounts receivable
Long-term equity investment 3,689,724.39 18,203,091.82
Investing real estate
Fixed assets 463,267,701.29 472,740,489.84
Construction in progress 90,862,098.21 75,044,472.56
Engineering materials
Disposal of fixed assets
Production biological assets
Oil-gas assets
Intangible assets 187,114,129.71 173,234,598.73
R&D expense
Goodwill 7,360,330.45
Long-term deferred expenses 918,958.73
Deferred income tax assets 41,696,214.79 28,924,666.74
Other non-current assets 50,599,787.19 47,394,194.81
Total of non-current assets 1,426,666,932.98 1,352,126,772.95
Total assets 3,736,704,336.40 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 of which changes are recorded in
current profits and losses
Derivative financial liabilities
Notes payable
Accounts payable 399,330,968.48 270,968,881.44
Accounts received in advance 60,842,257.61 45,620,298.34
Financial assets sold for repurchase
Handling charges and commissions
payable
Payroll payable 58,315,210.64 60,636,740.85
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Tax payable 13,881,113.81 19,571,121.78
Interest payable
Dividend payable
Other accounts payable 21,923,820.48 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 554,293,371.02 432,410,612.55
Non-current liabilities:
Long-term borrowings
Bonds payable
Of which: preferred shares
Perpetual bonds
Long-term payables
Long-term payroll payables
Specific payables
Estimated liabilities 61,438,275.16
Deferred income 10,955,833.27 11,092,550.73
Deferred income tax liabilities 15,516,937.71 4,891,338.97
Other non-current liabilities
Total non-current liabilities 87,911,046.14 15,983,889.70
Total liabilities 642,204,417.16 448,394,502.25
Owners’ equity:
Share capital 978,563,745.00 978,563,745.00
Other equity instruments
Of which: preferred shares
Perpetual bonds
Capital reserves 589,892,717.59 589,876,519.74
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Less: Treasury stock
Other comprehensive income 72,150,338.69 27,717,587.47
Specific reserves
Surplus reserves 626,168,440.86 622,494,531.96
Provisions for general risks
Retained profits 777,810,478.44 671,929,537.57
Total equity attributable to owners of
3,044,585,720.58 2,890,581,921.74
the Company
Minority interests 49,914,198.66 34,805,128.86
Total owners’ equity 3,094,499,919.24 2,925,387,050.60
Total liabilities and owners’ equity 3,736,704,336.40 3,373,781,552.85
Legal Representative: Pan Jie Person-in-charge of the accounting work: Pan Jie
Accounting Manager: Yin Jianchun
2. Balance sheet of the Company
Unit: RMB Yuan
Item 31 Dec. 2014 31 Dec. 2013
Current Assets:
Monetary funds 685,652,777.19 581,390,386.39
Financial assets measured at fair
value of which changes are recorded in 20,320.00 3,903,197.90
current profits and losses
Derivative financial assets
Notes receivable 240,920,585.13 153,942,432.66
Accounts receivable 335,793,103.52 428,330,282.09
Accounts paid in advance 16,580,637.31 29,435,327.20
Interest receivable
Dividend receivable
Other accounts receivable 142,329,039.45 71,612,354.13
Inventories 578,978,618.17 472,321,376.79
Assets held for sale
Non-current assets due within 1 year
Other current assets 27,359,093.82 3,790,803.20
Total current assets 2,027,634,174.59 1,744,726,160.36
Non-current assets:
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Available-for-sale financial assets 581,157,988.22 536,585,258.45
Held-to-maturity investments
Long-term accounts receivable
Long-term equity investment 445,639,664.15 435,793,031.58
Investing real estate
Fixed assets 362,743,711.79 370,702,024.40
Construction in progress 88,784,906.41 74,051,205.53
Engineering materials
Disposal of fixed assets
Production biological assets
Oil-gas assets
Intangible assets 125,206,977.08 129,859,177.45
R&D expense
Goodwill
Long-term deferred expenses
Deferred income tax assets 33,978,127.89 26,102,706.56
Other non-current assets 48,778,664.19 47,394,194.81
Total of non-current assets 1,686,290,039.73 1,620,487,598.78
Total assets 3,713,924,214.32 3,365,213,759.14
Current liabilities:
Short-term borrowings
Financial liabilities measured at fair
value of which changes are recorded in
current profits and losses
Derivative financial liabilities
Notes payable
Accounts payable 447,190,248.26 321,372,591.12
Accounts received in advance 56,335,813.10 45,547,349.36
Payroll payable 56,655,167.35 60,356,477.70
Tax payable 5,496,341.46 13,335,938.26
Interest payable
Dividend payable
Other accounts payable 89,738,558.57 60,963,050.92
Liabilities held for sale
Non-current liabilities due within 1
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
year
Other current liabilities
Total current liabilities 655,416,128.74 501,575,407.36
Non-current liabilities:
Long-term borrowings
Bonds payable
Of which: preferred shares
Perpetual bonds
Long-term payables
Long-term payroll payables
Specific payables
Estimated liabilities 61,438,275.16
Deferred income 10,180,833.31 10,162,550.77
Deferred income tax liabilities 12,733,711.71 4,891,338.97
Other non-current liabilities
Total non-current liabilities 84,352,820.18 15,053,889.74
Total liabilities 739,768,948.92 516,629,297.10
Owners’ equity:
Share capital 978,563,745.00 978,563,745.00
Other equity instruments
Of which: preferred shares
Perpetual bonds
Capital reserves 586,987,786.91 586,971,589.06
Less: Treasury stock
Other comprehensive income 72,150,338.69 27,717,587.47
Specific reserves
Surplus reserves 626,168,440.86 622,494,531.96
Retained profits 710,284,953.94 632,837,008.55
Total owners’ equity 2,974,155,265.40 2,848,584,462.04
Total liabilities and owners’ equity 3,713,924,214.32 3,365,213,759.14
3. Consolidated income statement
Unit: RMB Yuan
Item 2014 2013
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
I. Total operating revenues 3,068,641,200.17 2,526,679,810.53
Including: Sales income 3,068,641,200.17 2,526,679,810.53
Interest income
Premium income
Handling charge and commission
income
II. Total operating costs 2,718,773,419.24 2,274,276,457.59
Including: Cost of sales 2,247,054,674.63 1,890,307,790.64
Interest expenses
Handling charge and commission
expenses
Surrenders
Net claims paid
Net amount withdrawn for the
insurance contract reserve
Expenditure on policy dividends
Reinsurance premium
Taxes and associate charges 26,249,721.78 28,328,966.85
Selling and distribution expenses 207,880,504.54 133,779,078.70
Administrative expenses 236,233,239.29 199,917,005.49
Financial expenses -9,565,959.04 -4,230,937.19
Asset impairment loss 10,921,238.04 26,174,553.10
Add: Gain/(loss) from change in fair
1,105,462.10 -109,530.85
value (“-” means loss)
Gain/(loss) from investment (“-”
19,214,574.68 -6,870,117.46
means loss)
Including: share of profits in
-9,117,917.64 -12,820,601.90
associates and joint ventures
Foreign exchange gains (“-” means
loss)
III. Business profit (“-” means loss) 370,187,817.71 245,423,704.63
Add: non-operating income 12,059,815.30 74,021,240.13
Including: Gains on disposal of
25,197.24 16,855,838.60
non-current assets
Less: non-operating expense 63,119,188.44 20,295,815.37
Including: Losses on disposal of 1,312,901.18 11,040,784.18
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
non-current assets
IV. Total profit (“-” means loss) 319,128,444.57 299,149,129.39
Less: Income tax expense 52,462,491.85 46,864,161.54
V. Net profit (“-” means loss) 266,665,952.72 252,284,967.85
Net profit attributable to owners of
266,125,048.97 251,831,356.38
the Company
Minority shareholders’ income 540,903.75 453,611.47
VI. After-tax net amount of other
44,432,751.22 -7,805,753.60
comprehensive incomes
After-tax net amount of other
comprehensive incomes attributable to 44,432,751.22 -7,805,753.60
owners of the Company
(I) Other comprehensive incomes
that will not be reclassified into gains and
losses
1. Changes in net liabilities or
assets with a defined benefit plan upon
re-measurement
2. Enjoyable shares in other
comprehensive incomes in investees that
cannot be reclassified into gains and
losses under the equity method
(II) Other comprehensive incomes
that will be reclassified into gains and 44,432,751.22 -7,805,753.60
losses
1. Enjoyable shares in other
comprehensive incomes in investees that
will be reclassified into gains and losses
under the equity method
2. Gains and losses on fair
value changes of available-for-sale 44,432,751.22 -7,805,753.60
financial assets
3. Gains and losses on
reclassifying held-to-maturity
investments into available-for-sale
financial assets
4. Effective hedging gains and
losses on cash flows
5. Foreign-currency financial
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
statement translation difference
6. Other
After-tax net amount of other
comprehensive incomes attributable to
minority shareholders
VII. Total comprehensive incomes 311,098,703.94 244,479,214.25
Attributable to owners of the
310,557,800.19 244,025,602.78
Company
Attributable to minority
540,903.75 453,611.47
shareholders
VIII. Earnings per share
(I) Basic earnings per share 0.270 0.26
(II) Diluted earnings per share 0.270 0.26
Where business mergers under the same control occurred in this reporting period, the net profit achieved by the merged parties
before the business mergers was RMB 0, with the corresponding amount for the last period being RMB 0.
Legal Representative: Pan Jie Person-in-charge of the accounting work: Pan Jie
Accounting Manager: Yin Jianchun
4. Income statement of the Company
Unit: RMB Yuan
Item 2014 2013
I. Total sales 3,096,764,562.67 2,591,467,316.18
Less: cost of sales 2,368,497,388.05 2,000,004,624.37
Business taxes and surcharges 17,435,087.65 23,564,384.08
Distribution expenses 202,316,154.50 132,331,966.43
Administrative expenses 192,372,199.33 176,727,982.04
Financial costs -1,234,608.56 2,200,383.53
Impairment loss 9,984,446.80 23,470,722.45
Add: gain/(loss) from change in fair
1,105,462.10 -109,530.85
value (“-” means loss)
Gain/(loss) from investment (“-”
24,102,619.56 -2,895,017.94
means loss)
Including: income form investment
-9,117,917.64 -12,820,601.90
on associates and joint ventures
II. Business profit (“-” means loss) 332,601,976.56 230,162,704.49
Add: non-operating income 10,524,371.67 73,707,658.82
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Including: Gains on disposal of
23,548.17 16,855,838.60
non-current assets
Less: non-operating expense 62,732,365.11 18,646,442.42
Including: Losses on disposal of
986,923.01 9,458,698.27
non-current assets
III. Total profit (“-” means loss) 280,393,983.12 285,223,920.89
Less: Income tax expense 42,701,929.63 39,011,248.51
IV. Net profit (“-” means loss) 237,692,053.49 246,212,672.38
V. After-tax net amount of other
44,432,751.22 -7,805,753.60
comprehensive incomes
(I) Other comprehensive incomes that
will not be reclassified into gains and
losses
1. Changes in net liabilities or
assets with a defined benefit plan upon
re-measurement
2. Enjoyable shares in other
comprehensive incomes in investees
that cannot be reclassified into gains
and losses under the equity method
(II) Other comprehensive incomes
that will be reclassified into gains and 44,432,751.22 -7,805,753.60
losses
1. Enjoyable shares in other
comprehensive incomes in investees
that will be reclassified into gains and
losses under the equity method
2. Gains and losses on fair value
changes of available-for-sale financial 44,432,751.22 -7,805,753.60
assets
3. Gains and losses on
reclassifying held-to-maturity
investments into available-for-sale
financial assets
4. Effective hedging gains and
losses on cash flows
5. Foreign-currency financial
statement translation difference
6. Other
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
VI. Total comprehensive incomes 282,124,804.71 238,406,918.78
VII. Earnings per share
(I) Basic earnings per share
(II) Diluted earnings per share
5. Consolidated cash flow statement
Unit: RMB Yuan
Item 2014 2013
I. Cash flows from operating activities:
Cash received from sale of
2,870,280,032.72 2,760,533,549.58
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
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 financial
assets measured at fair value of which
changes are recorded into current gains
and losses
Cash received from interest, handling
charges and commissions
Net increase of intra-group
borrowings
Net increase of funds in repurchase
business
Tax refunds received 83,215,180.15 49,324,227.66
Other cash received relating to
21,607,827.81 16,859,582.99
operating activities
Subtotal of cash inflows from operating 2,975,103,040.68 2,826,717,360.23
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
activities
Cash paid for goods and services 1,671,417,602.90 1,780,879,109.79
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 531,774,390.53 452,728,987.91
Various taxes paid 253,524,039.74 233,834,120.80
Other cash payment relating to
212,748,262.17 154,518,259.85
operating activities
Subtotal of cash outflows from
2,669,464,295.34 2,621,960,478.35
operating activities
Net cash flows from operating activities 305,638,745.34 204,756,881.88
II. Cash flows from investing activities:
Cash received from withdrawal of
17,867,112.02 60,520,000.00
investments
Cash received from return on
28,561,925.28 3,347,062.10
investments
Net cash received from disposal of
fixed assets, intangible assets and other 124,204.21 24,189,200.00
long-term assets
Net cash received from disposal of
1,035,107.90
subsidiaries or other business units
Other cash received relating to
0.00 41,710,000.00
investing activities
Subtotal of cash inflows from investing
46,553,241.51 130,801,370.00
activities
Cash paid to acquire fixed assets,
intangible assets and other long-term 85,450,244.80 68,192,170.50
assets
Cash paid for investment 1,657,260.00 43,320,000.00
Net increase of pledged loans
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
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
98,620,391.12 111,512,170.50
investing activities
Net cash flows from investing activities -52,067,149.61 19,289,199.50
III. Cash Flows from Financing
Activities:
Cash received from capital
contributions
Including: Cash received from
minority shareholder investments by
subsidiaries
Cash received from borrowings
Cash received from issuance of
bonds
Other cash received relating to
financing activities
Subtotal of cash inflows from financing
activities
Repayment of borrowings 2,000,000.00
Cash paid for interest expenses and
158,694,772.73 307,968,509.92
distribution of dividends or profit
Including: dividends or profit paid
2,094,876.38 4,613,748.97
by subsidiaries to minority shareholders
Other cash payments relating to
financing activities
Sub-total of cash outflows from
160,694,772.73 307,968,509.92
financing activities
Net cash flows from financing activities -160,694,772.73 -307,968,509.92
IV. Effect of foreign exchange rate
-851,411.62 -3,852,637.98
changes on cash and cash equivalents
V. Net increase in cash and cash
92,025,411.38 -87,775,066.52
equivalents
Add: Opening balance of cash and
897,675,824.22 985,450,890.74
cash equivalents
VI. Closing balance of cash and cash 989,701,235.60 897,675,824.22
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
equivalents
6. Cash flow statement of the Company
Unit: RMB Yuan
Item 2014 2013
I. Cash flows from operating activities:
Cash received from sale of
2,962,985,771.22 2,796,103,254.38
commodities and rendering of service
Tax refunds received 83,196,128.84 49,324,227.66
Other cash received relating to
27,112,666.62 26,000,876.63
operating activities
Subtotal of cash inflows from operating
3,073,294,566.68 2,871,428,358.67
activities
Cash paid for goods and services 2,161,534,616.00 2,068,333,446.26
Cash paid to and for employees 198,295,463.89 280,927,345.18
Various taxes paid 163,108,324.71 181,812,293.01
Other cash payment relating to
240,583,729.43 150,050,526.54
operating activities
Subtotal of cash outflows from
2,763,522,134.03 2,681,123,610.99
operating activities
Net cash flows from operating activities 309,772,432.65 190,304,747.68
II. Cash flows from investing activities:
Cash received from retraction of
17,867,112.02 60,520,000.00
investments
Cash received from return on
33,449,970.16 14,112,476.36
investments
Net cash received from disposal of
fixed assets, intangible assets and other 104,421.11 34,186,710.03
long-term assets
Net cash received from disposal of
18,638,527.49
subsidiaries or other business units
Other cash received relating to
41,710,000.00
investing activities
Subtotal of cash inflows from investing
51,421,503.29 169,167,713.88
activities
Cash paid to acquire fixed assets,
73,509,478.18 65,066,431.02
intangible assets and other long-term
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
assets
Cash paid for investment 1,657,260.00 105,320,000.00
Net cash paid to acquire subsidiaries
24,360,000.00
and other business units
Other cash payments relating to
investing activities
Subtotal of cash outflows from
99,526,738.18 170,386,431.02
investing activities
Net cash flows from investing activities -48,105,234.89 -1,218,717.14
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
156,570,199.20 303,354,760.95
distribution of dividends or profit
Other cash payments relating to
financing activities
Sub-total of cash outflows from
156,570,199.20 303,354,760.95
financing activities
Net cash flows from financing activities -156,570,199.20 -303,354,760.95
IV. Effect of foreign exchange rate
-851,767.75 -3,852,637.98
changes on cash and cash equivalents
V. Net increase in cash and cash
104,245,230.80 -118,121,368.39
equivalents
Add: Opening balance of cash and
581,390,386.39 699,511,754.78
cash equivalents
VI. Closing balance of cash and cash
685,635,617.19 581,390,386.39
equivalents
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
7. Consolidated statement of changes in owners’ equity
2014
Unit: RMB Yuan
2014
Equity attributable to owners of the Company
Other equity
Other Minorit Total
Item instruments Less: General
Share Capital compre Specific Surplus Retaine y owners’
Prefer Perpet treasury risk
capital reserve hensive reserve reserve d profit interests equity
red ual Other stock reserve
incomes
shares bonds
I. Balance at the 978,56 2,925,3
589,876 27,717, 622,494 671,929 34,805,
end of the 3,745. 87,050.
,519.74 587.47 ,531.96 ,537.57 128.86
previous year 00 60
Add: change of
accounting policy
Correction of
errors in previous
periods
Business
mergers under the
same control
Other
II. Balance at the 978,56 2,925,3
589,876 27,717, 622,494 671,929 34,805,
beginning of the 3,745. 87,050.
,519.74 587.47 ,531.96 ,537.57 128.86
year 00 60
III. Increase/
decrease in the 16,197. 44,432, 3,673,9 105,880 15,109, 169,112
period (“-” means 85 751.22 08.90 ,940.87 069.80 ,868.64
decrease)
(I) Total
44,432, 266,125 540,903 311,098
comprehensive
751.22 ,048.97 .75 ,703.94
incomes
(II) Capital
16,663, 16,663,
increased and
042.43 042.43
reduced by owners
1. Common
shares increased
by shareholders
2. Capital
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
increased by
holders of other
equity instruments
3. Amounts
of share-based
payments
recognized in
owners’ equity
16,663, 16,663,
4. Other
042.43 042.43
-160,24 -158,66
(III) Profit 3,673,9 -2,094,8
4,108.1 5,075.5
distribution 08.90 76.38
0 8
1.
3,673,9 -3,673,9
Appropriations to
08.90 08.90
surplus reserves
2.
Appropriations to
general risk
provisions
3.
-156,57 -158,66
Appropriations to -2,094,8
0,199.2 5,075.5
owners (or 76.38
0 8
shareholders)
4. Other
(IV) 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
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
4. Other
(V) Specific
reserve
1. Withdrawn
for the period
2. Used in the
period
16,197. 16,197.
(VI) Other
85 85
978,56 3,094,4
IV. Closing 589,892 72,150, 626,168 777,810 49,914,
3,745. 99,919.
balance ,717.59 338.69 ,440.86 ,478.44 198.66
00 24
2013
Unit: RMB Yuan
2013
Equity attributable to owners of the Company
Other equity Minorit
Other Total
Item instruments y
Less: General
Share Capital compre Specific Surplus Retaine owners’
treasury risk interest
Prefer Perpet equity
capital reserve hensive reserve reserve d profit
red ual stock reserve s
Other
incomes
shares bonds
I. Balance at the 978,56 2,997,2
590,072 35,523, 622,494 723,452 47,096,
end of the 3,745. 03,219.
,416.00 341.07 ,531.96 ,942.14 243.24
previous year 00 41
Add: change of
accounting policy
Correction of
errors in previous
periods
Business
mergers under the
same control
Other
II. Balance at the 978,56 2,997,2
590,072 35,523, 622,494 723,452 47,096,
beginning of the 3,745. 03,219.
,416.00 341.07 ,531.96 ,942.14 243.24
year 00 41
III. Increase/
-195,89 -7,805,7 -51,523, -12,291 -71,816,
decrease in the
6.26 53.60 404.57 ,114.38 168.81
period (“-” means
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
decrease)
(I) Total
-7,805,7 251,831 453,611 244,479
comprehensive
53.60 ,356.38 .47 ,214.25
incomes
(II) Capital
-195,89 -8,130, -8,326,8
increased and
6.26 976.88 73.14
reduced by owners
1. Common
shares increased
by shareholders
2. Capital
increased by
holders of other
equity instruments
3. Amounts
of share-based
payments
recognized in
owners’ equity
-195,89 -8,130, -8,326,8
4. Other
6.26 976.88 73.14
-303,35 -307,96
(III) Profit -4,613,
4,760.9 8,509.9
distribution 748.97
5 2
1.
Appropriations to
surplus reserves
2.
Appropriations to
general risk
provisions
3.
-303,35 -307,96
Appropriations to -4,613,
4,760.9 8,509.9
owners (or 748.97
5 2
shareholders)
4. Other
(IV) Internal
carry-forward of
owners’ equity
1. New
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
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
(V) Specific
reserve
1. Withdrawn
for the period
2. Used in the
period
(VI) Other
978,56 2,925,3
IV. Closing 589,876 27,717, 622,494 671,929 34,805,
3,745. 87,050.
balance ,519.74 587.47 ,531.96 ,537.57 128.86
00 60
8. Statement of changes in owners’ equity of the Company
2014
Unit: RMB Yuan
2014
Other equity instruments Other
Less: Total
Item Share Capital comprehe Specific Surplus Retaine
Preferre Perpetu treasury owners’
capital Other reserve nsive reserve reserve d profit
d shares al bonds stock equity
incomes
I. Balance at the
978,563, 586,971,5 27,717,58 622,494,5 632,837 2,848,584
end of the previous
745.00 89.06 7.47 31.96 ,008.55 ,462.04
year
Add: change of
accounting policy
Correction of
errors in previous
109
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
periods
Other
II. Balance at the
978,563, 586,971,5 27,717,58 622,494,5 632,837 2,848,584
beginning of the
745.00 89.06 7.47 31.96 ,008.55 ,462.04
year
III. Increase/
decrease in the 44,432,75 3,673,908 77,447, 125,570,8
16,197.85
period (“-” means 1.22 .90 945.39 03.36
decrease)
(I) Total
44,432,75 237,692 282,124,8
comprehensive
1.22 ,053.49 04.71
incomes
(II) Capital
increased and
reduced by owners
1. Common
shares increased
by shareholders
2. Capital
increased by
holders of other
equity instruments
3. Amounts
of share-based
payments
recognized in
owners’ equity
4. Other
-160,24
(III) Profit 3,673,908 -156,570,
4,108.1
distribution .90 199.20
0
1.
3,673,908 -3,673,9
Appropriations to 0.00
.90 08.90
surplus reserves
2.
-156,57
Appropriations to -156,570,
0,199.2
owners (or 199.20
0
shareholders)
3. Other
(IV) Internal
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
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
(V) Specific
reserve
1. Withdrawn
for the period
2. Used in the
period
(VI) Other 16,197.85 16,197.85
IV. Closing 978,563, 586,987,7 72,150,33 626,168,4 710,284 2,974,155
balance 745.00 86.91 8.69 40.86 ,953.94 ,265.40
2013
Unit: RMB Yuan
2013
Other equity instruments Other
Less: Total
Item Share Capital comprehe Specific Surplus Retaine
Preferre Perpetu treasury owners’
capital Other reserve nsive reserve reserve d profit
d shares al bonds stock equity
incomes
I. Balance at the
978,563, 586,971,5 35,523,34 622,494,5 689,979 2,913,532
end of the previous
745.00 89.06 1.07 31.96 ,097.12 ,304.21
year
Add: change of
accounting policy
Correction of
errors in previous
periods
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Other
II. Balance at the
978,563, 586,971,5 35,523,34 622,494,5 689,979 2,913,532
beginning of the
745.00 89.06 1.07 31.96 ,097.12 ,304.21
year
III. Increase/
decrease in the -7,805,75 -57,142, -64,947,8
period (“-” means 3.60 088.57 42.17
decrease)
(I) Total
-7,805,75 246,212 238,406,9
comprehensive
3.60 ,672.38 18.78
incomes
(II) Capital
increased and
reduced by owners
1. Common
shares increased
by shareholders
2. Capital
increased by
holders of other
equity instruments
3. Amounts
of share-based
payments
recognized in
owners’ equity
4. Other
-303,35
(III) Profit -303,354,
4,760.9
distribution 760.95
5
1.
Appropriations to
surplus reserves
2.
-303,35
Appropriations to -303,354,
4,760.9
owners (or 760.95
5
shareholders)
3. Other
(IV) Internal
carry-forward of
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
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
(V) Specific
reserve
1. Withdrawn
for the period
2. Used in the
period
(VI) Other
IV. Closing 978,563, 586,971,5 27,717,58 622,494,5 632,837 2,848,584
balance 745.00 89.06 7.47 31.96 ,008.55 ,462.04
113
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
I. Company profile
1. Overview of the Company
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. And the registration code for corporate business license is QGYZZ No. 002889.
Legal representative: Mr. Pan Jie
Address: No. 64, Fenjiang North Road, Foshan, Guangdong Province
2. Business Scope of the Company
R&D and production of electro-optical source products, electro-optical source equipment and electro-optical
accessories, raw materials of electric light sources, lamps & fittings, electrical materials, motorcycle
components, household appliances, electric switches, electrical outlets, fire control products, ventilation
devices, LED products, lithium ion batteries and relevant materials; domestic and overseas sale of the
aforesaid products; relevant engineering consulting services. (Where a license is required, it must be
obtained according to the government’s rules before operation.)
3. Consolidation financial statement scope
The consolidation scope of the financial statement including the Company and the 9 subordinate subsidiaries
such as Foshan Chanchang Electric Appliance (Gaoming) Co., Ltd., Foshan Chansheng Electronic Ballast
Co., Ltd., Foshan Taimei Times Lamps and Lanterns Co., Ltd., Suzhou Mont Lighting Co., Ltd., Nanjing
Fozhao Lighting Components Co., Ltd., FSL (Xinxiang) Lighting Co., Ltd., Foshan Electrical and Lighting
New Light Source Technology Co., Ltd., Guangdong Fozhao Leasing Co., Ltd., and Foshan Lighting Lamps
& Components Co., Ltd.
4. Approval and Issue of the Financial Report
The Financial Report was approved and authorized for issue by the Board of Directors on 23 Apr. 2015.
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
II. Basis for preparation of financial statements
1. Preparation basis
With the going-concern assumption as the basis and based on transactions and other events that actually
occurred, the Group prepared financial statements in accordance with the Application Guidance of
Accounting Standards for Business Enterprises, the Interpretation of Accounting Standards for Business
Enterprises and other regulations issued and revised from 15 Feb. 2006 onwards (hereinafter jointly referred
to as “the Accounting Standards for Business Enterprises”, “China Accounting Standards” or “CAS”)。
2. Continuation
There will be no such events or situations in the 12 months from the end of the reporting period that will
cause material doubts as to the continuation capability of the Company.
III. Important accounting policies and estimations of the Company
1. Statement of Compliance with the Accounting Standards for Business Enterprises
The financial statements prepared by the Group are in compliance with in compliance with the Accounting
Standards for Business Enterprises, which factually and completely present the Company’s, and the Group’s
financial positions as at 31 Dec. 2014, business results and cash flows for the year of 2014, and other
relevant information.
2. Fiscal Year
A fiscal year starts on 1 January and ends on 31 Dec. according to the Gregorian calendar.
3. Operating cycle
A normal operating cycle refers to a period from the Group purchasing assets for processing to realizing cash
or cash equivalents. An operating cycle for the Group is 12 months, which is also the classification criterion
for the liquidity of its assets and liabilities.
4. Recording Currency
Renminbi is the recording currency for the Company.
5. Accounting treatment methods for business combinations under the same control or not under the
same control
(1) Business combinations under the same control
A business combination under the same control is a business combination in which all of the combining
enterprises are ultimately controlled by the same party or the same parties both before and after the business
combination and on which the control is not temporary. In a business combination under the same control,
the party which obtains control of other combining enterprise(s) on the combining date is the combining
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
party, the other combining enterprise(s) is (are) the combined party. The “combining date” refers to the date
on which the combining party actually obtains control on the combined party.
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 (or the total par value of the shares issued), the additional paid-in capital (share
premium) shall be adjusted. If the additional paid-in capital (share premium) is not sufficient to be offset, the
retained earnings shall be adjusted. Consolidation date is the date that the combine party actually acquired
the control right on the combined party.
(2) Business combinations not under the same control
A business combination not under the same control is a business combination in which the combining
enterprises are not ultimately controlled by the same party or the same parties both before and after the
business combination.
Among a business combination not under the same control, for the Intermediary fee and other relevant
management expenses such as the expenses for audit, legal services and assessment, and other administrative
expenses of the purchase party, which are recorded into the profits and losses in the current period; The
trading expenses for the equity securities or debt securities issued by the acquirer as the combination
consideration shall be recorded into the amount of initial measurement of the equity securities or debt
securities. As for the difference between the fair value of the paid assets and its book value should be
included in the current gains and losses. Purchase date refers to the date that the combine party actually
acquired the control right on the combined party.
The purchase party executes the distribution of the combined cost on the purchase date and recognizes the
fair value of each identifiable assets, liabilities or contingent liabilities acquired from the purchased party.
The acquirer shall recognize the positive balance between the combination costs and the fair value of the
identifiable net assets it obtains from the acquiree as business reputation; the difference that the combined
cost smaller than the fair value of the identifiable net assets acquired from the purchased party should be
included in the gains and losses.
6. Methods for preparing consolidated financial statements
(1) Principle for determining the consolidation scope
Recognize the consolidation scope of the consolidated financial statements based on control and the special
purpose entities controlled by the parent company are also included in the consolidation scope of the
consolidated financial statements. Exemption clause: if the parent company is the investment entity and
without any subsidiary that provides the relevant service for the investment activities, should not compile the
consolidated financial statements.
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(2) Adopted accounting methods of the consolidated statements
The Company includes the subsidiaries and the special purpose entities with actual control rights into the
scope of the consolidated financial statements.
The Company compiles the consolidated financial statement according to the No. 33 of ASBE-Consolidated
Financial Statement and the relevant regulations and offset all the significant internal transactions and
contracts within the consolidation scope when merger. Among the shareholders equity of the subsidiaries
which not attributed to the part that owned by the parent company, should be individually listed under the
shareholders’ equity of the consolidated financial statement as the minority shareholders’ equity.
The financial statements of subsidiaries are necessary adjusted in accordance with the accounting policies
and accounting period of the Group during the preparation of the consolidated financial statements, where
the accounting policies and the accounting periods are inconsistent between the Group and subsidiaries when
compiling the consolidated financial statements.
As for the subsidiaries acquired from the enterprise combine not under the same control, the individual
financial statement should be adjusted based on the fair value of the identifiable net assets on the purchase
date when compiling the consolidated financial statements; as for the subsidiaries acquired from the
enterprise combine under the same control, should be regarded as exist as the current state when each
involved combine party starting to execute the control in the ultimate control party, and should include the
assets, liabilities, operating results and the cash flow in the consolidated financial statements since the
year-begin of the combine period and to adjust the previous compared financial statement according to the
above principles.
When the disposing the subsidiary during the reporting period, should include the operating results and the
cash flow from the period-begin to the disposing date into the consolidated financial statement of the
subsidiaries.
7. Classification of joint arrangements and accounting treatment of joint operations
A joint arrangement refers to an arrangement jointly controlled by two participants or above and be divided
into joint operations and joint ventures.
When the Company is the joint venture party of the joint operations, should recognize the following items
related to the interests share of the joint operations:
(1) Recognize the assets individually held and the assets jointly held by recognizing according to the holding
share;
(2) Recognize the liabilities undertook individually and the liabilities jointly held by recognizing according
to the holding share;
(3) Recognize the revenues occurred from selling the output share of the joint operations enjoy by the
Company;
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(4) Recognize the revenues occurred from selling the assets of the joint operations according to the holding
share;
(5) Recognize the expenses individually occurred and the expenses occurred from the joint operations
according to the holding share of the Company.
When the Company is the joint operation party of the joint ventures, should recognize the investment of the
joint ventures as the long-term equity investment and be measured according g to the said methods of the
notes of the long-term equity investment of the financial statement.
8. Recognition standard for cash and cash equivalents
In the Group’s understanding, cash and cash equivalents include cash on hand, any deposit that can be used
for cover, and short-term (usually due within 3 months since the day of purchase) and high circulating
investments, which are easily convertible into known amount of cash and whose risks in change of value are
minimal.
9. Foreign currency businesses and translation of foreign currency financial statements
(1) Foreign currency business
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) Translation of foreign currency financial statements
The asset and liability items in the balance sheets shall be translated at a spot exchange rate on the balance
sheet date. Among the owner’s equity items, except for the items as “undistributed profits”, other items shall
be translated at the spot exchange rate at the time when they are incurred. The revenues and the expenses
items of the income statement should be translated according to the spot rate on the exchange date. The
difference of the foreign currency financial statements occurred from the above translation should be listed
under the “other comprehensive income” item of the owners’ equity of the consolidated financial statement.
As for the foreign currency items which actually form into the net investment of the foreign operation, the
exchange difference occurred from the exchange rate changes should be listed under the “other
comprehensive income” of the owners’ equity among the consolidated financial statement when compile the
consolidated financial statement. When disposing the foreign operation, as for the discounted difference of
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
the foreign financial statement related to the foreign operation should be transferred in the current gains and
losses according to the proportion. The foreign cash flow adopts the spot exchange rate on the occurring date
of the cash flow. And the influenced amount of the exchange rate changes should be individually listed
among the cash flow statement.
10. Financial instruments
(1) Classification, recognition and measurement of financial assets
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.
① 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 transactional 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.
② 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.
③ 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 recognize the interests or the cash bonus acquired the holding period as the investment income,
as well as directly include the profits or losses formed by the changes of the fair value into the owners’ equity
at the period-end, 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.
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④ 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.
(2) Classification, Recognition and Measurement of Financial Liabilities
Financial liabilities shall be classified into the following two categories when they are initially recognized: (1)
the transactional financial liabilities; and (2) other financial liabilities. The financial liabilities initially
recognized by the Company shall be measured at their fair values. For the transactional 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.
① As for the financial liabilities measured by fair value and its changes be included in the current gains and
losses, which including trading financial liabilities and the financial liabilities be appointed to be measured by
fair value with the changes be included in the current gains and losses when being initially recognized, should
be executed subsequent measurement according to the fair value with the profits or losses formed by the
changes of the fair value be included in the current gains and losses.
② 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.
(3) Recognition and measurement of financial asset transfers
As for the Company transferred nearly all of the risks and rewards related to the ownership of a financial asset
to the transferee, should derecognize the financial assets; as for maintained nearly all of the risks and rewards
related to the ownership of a financial asset, should continue to recognize the transferred financial assets and
recognize the received counter price as a financial liability. Where the Company does not transfer or retain
nearly all of the risks and rewards related to the ownership of a financial asset (that is to say, it is not under a
circumstance as mentioned in Article 7 of these Standards), it shall deal with it according to the circumstances
as follows, respectively: (1)If it gives up its control over the financial asset, it shall stop recognizing the
financial asset; (2)If it does not give up its control over the financial asset, it shall, according to the extent of
its continuous involvement in the transferred financial asset, recognize the related financial asset and
recognize the relevant liability accordingly.
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:
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(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.
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, 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.
(4) De-recognition conditions of financial liabilities
Only 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. Where the Group (debtor) enters into an agreement with
a 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, it terminates the recognition of the existing financial liability, and at the same time
recognizes the new financial liability. If executed practical modification on the whole or part of the contract
regulations of the existing financial liabilities, should terminate to recognize the existing financial liabilities or
certain part of it and at the same time recognize the revised financial liabilities as a new financial liabilities.
Where the recognition of a financial liability is totally or partially terminated, the enterprise concerned shall
include into the profits and losses of the current period for the gap between the book value 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 re-purchase part of the financial liabilities, should distribute the whole book value of the
financial liabilities according to the comparatively fair value between the continued reorganization part and
the terminated reorganization part on the re-purchase date. And the difference between the book value
distributed to the terminated recognition part and the counter price of the paid part (including the rolled out
non-cash assets or the new financial liabilities undertook) should be included in the current gains and losses.
(5) Recognition method of the fair value of the financial assets and the financial liabilities
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,
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etc.
(6) Impairment test of financial assets (excluding the accounts receivable) and withdrawal method of
impairment provision
The Company inspects the book value of the financial assets on the balance sheet date to judge whether there
are evidences indicate that the financial assets had occurred impairment owning to the occurrence of one or
multiple events.
As for the 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, should be recognized by the carrying amount of the difference between
the said financial asset which 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 of the as written down which shall be
recognized as loss of the impairment of the asset. When calculating the current value of the estimated future
cash flow, should adopt the original effective interests’ rate of the financial assets as the discount rate. The
book value of the assets should be written down to the estimated recoverable amount through impairment
provision items with the written down amount be included in the current gains and losses. As for the
financial assets with individual significant amount, should adopt the individual assessment for ensure
whether there are objective evidences indicate the impairment provision and as for the other assets with
insignificant amount, should be inspected by individual or group assessment for ensure whether there are
objective evidences indicate the impairment provision.
As for the financial assets measured by cost, if there are evidences indicate the impairment of the financial
instruments without market price which had not measured by fair value because the fair value could not be
reliable measured, the amount of the impairment losses should be measured by the difference between the
book value of the financial assets and the current value of the estimated future cash flow acquired from the
discounting measurement of the current market return rate of the similar financial assets.
Where an available-for-sale financial asset is impaired, 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.
11. Receivables
(1) Accounts receivable with significant single amount for which the bad debt provision is made individually
Definition or amount criteria for an account Accounts receivable with a significant single amount refer to the top five
receivable with a significant single amount accounts receivable with the largest balances or accounts accounting for
over 10% of the total balance of receivables.
Making separate bad-debt provisions for Where there is objective evidence proving that the Company is not able to
accounts receivable with a significant single recover the full amount of an account receivable according to the original
amount 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
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to the difference between the present value of the account’s 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 which the bad debt provision is withdrawn by credit risk characteristics
Grouping criteria:
Making bad-debt provisions for accounts
Group name Group name
receivable on the group basis
The accounts receivable with similar credit risks
Common
characteristics formed from other common business Percentage balance method
transaction group
except for the internal business
Withdraw the bad debt provision according
The accounts receivable with similar credit risks
Internal transaction to the difference between the lower amount
characteristics formed from the related party business
group of the current value of the future cash flow
among the consolidated financial statement
than its book value
(3) Accounts receivable which the bad debt provision is withdrawn by balance risk characteristics and the
withdrawal method of the bad debts provision of the other accounts receivable
—For receivable groups for which bad-debt provisions are made using the balance percentage method:
Group name Provision ratio for account Provision ratio for other
receivables (%) receivables (%)
Common transaction groups 6% 6%
(4)Accounts receivable with an insignificant single amount but for which the bad-debt provision is made
independently
Reason of individually
There are definite evidences indicate the obvious difference of the returnability.
withdrawing bad debt provision
Withdrawal method for bad debt Withdraw the bad debt provision according to the difference of which the future cash
provision
flow lower than the book value.
—As for other receivables (including notes receivable, prepayments, interest 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.
12. Inventory
Inventory category: raw materials, products in processing, materials for consigned processing, finished
products, semi-manufactured semi-finished products, and low-value consumption goods.
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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.
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.
Inventory system: a perpetual inventory system
13. Long-term equity investments
(1) Recognition of provision for falling price of inventory and withdrawal
① 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.
② 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.
③ 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.
④ 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.
⑤ 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.
⑥ The cost of a long-term equity investment obtained by recombination of liabilities shall be recognized at
the fair value.
(2) Subsequent measurement of long-term equity investment and recognized method of investment income
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① The long-term equity investment of the Company that is able to control the invested enterprise should be
measured by cost method. The dividends or profits declared to distribute by the invested entity shall be
recognized as the current investment income.
② The Company measured the long-term equity investment of the joint ventures and the associated
enterprises by equity method. If the cost of the 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;
③ 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.
(3) Provision for impairment of long-term investment
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 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.
14. Measurement of Fixed Assets and Depreciation
(1) Recognition conditions 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.
(2) Category of fixed assets
Housing and building, machinery equipment, transportation vehicle and electronic equipment;
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(3) Depreciation method of each fixed assets
The fixed assets should be withdrew and depreciated within the useful lift by adopting straight-line
depreciation since the next month when reached the estimated available state. The appraisal economical
useful life and depreciation rate are listed as below:
Categories Useful life Annual depreciation rate Residuals rate
Housing and building
3—25 31.67%-3.80% 5%
Machinery equipments
2—8 47.50%-11.88% 5%
Transportation vehicle
5—10 19.00%-9.50% 5%
Electronic equipment 2—8 47.50%-11.88% 5%
The “expected net salvage value” refers to the expected amount that the Company may obtain from the
current disposal of a fixed asset after deducting the expected disposal expenses at the expiration of its
expected useful life.
(4) Impairment test method and withdrawal method of the impairment provision of the 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.
15. Construction in Progress
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.
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
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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
Where the borrowing costs incurred to the Company can be directly attributable to the acquisition and
construction or production of assets eligible for capitalization, it shall be capitalized and recorded into the
costs of relevant assets. Other borrowing costs shall be recognized as expenses on the basis of the actual
amount incurred, and shall be recorded into the current profits and losses.
The borrowing costs shall not be capitalized unless they simultaneously meet the following requirements:
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; the borrowing costs has already incurred; and the acquisition and construction or
production activities which are necessary to prepare the asset for its intended use or sale have already
started.
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.
17. Intangible assets
(1) Measurement of intangible assets
① The cost of outsourcing intangible assets shall be measured at actual expenditures occurred for reaching
the expected use purpose.
② 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.
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③ 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.
④ 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.
⑤ 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) Amortization of intangible assets
Intangible assets with limited service life shall be amortized by the straight-line method within its estimated
service life. If it is unable to forecast the period when the intangible asset can bring economic benefits to
the Company, it shall be regarded as an intangible asset with uncertain service life. Intangible assets with
uncertain service life may not be amortized.
(3) 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.
18. Long-term Deferred Expense
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.
19. Payroll
(1) Accounting treatment of short-term compensation
Short-term compensation mainly including salary, bonus, allowances and subsidies, employee services and
benefits, medical insurance premiums, birth insurance premium, industrial injury insurance premium,
housing fund, labor union expenditure and personnel education fund, non-monetary benefits etc. The
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short-term compensation actually happened during the accounting period when the active staff offering the
service for the Group should be recognized as liabilities and is included in the current gains and losses or
relevant assets cost. Of which the non-monetary benefits should be measured according to the fair value.
(2) Accounting treatment of the welfare after demission
If an enterprise cancels the labor relationship with any employee prior to the expiration of the relevant labor
contract or brings forward any compensation proposal for the purpose of encouraging the employee to
accept a layoff, and should recognize the payroll liabilities occurred from the demission welfare base on the
earlier date between the time when the Group could not one-sided withdraw the demission welfare which
offered by the plan or layoff proposal owning to relieve the labor relationship and the date the Group
recognizes the cost related to the reorganization of the payment of the demission welfare and at the same
time includes which into the current gains and losses. But if the demission welfare is estimated that could
not totally pay after the end of the annual report within 12 months, should be disposed according to other
long-term payroll payment.
Welfare after demission mainly includes setting drawing plan. Of which setting the drawing plan mainly
includes basic endowment insurance and unemployment insurance, and the corresponding payable and
deposit amount should be included into the relevant assets cost or the current gains and losses when
happen.
(3) Accounting treatment of the demission welfare
The inside employee retirement plan is treated by adopting the same principle with the above dismiss ion
welfare. The group would recorded the salary and the social security insurance fees paid and so on from the
employee’s service terminative date to normal retirement date into current profits and losses (dismiss ion
welfare) under the condition that they meet the recognition conditions of estimated liabilities.
(4) Accounting treatment of the welfare of other long-term staffs
The other long-term welfare that the Group offers to the staffs, if met with the setting drawing plan, should
be accounting disposed according to the setting drawing plan, while the rest should be disposed according
to the setting revenue plan.
20. Estimated liabilities
(1) 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
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measured in a reliable way.
(2) 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. 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 amount of
compensation is not exceeding the book value of the recognized estimated liabilities.
21. Recognition of revenue
(1) No revenue from selling goods may be recognized unless the following conditions are met
simultaneously:
① The significant risks and rewards of ownership of the goods have been transferred to the buyer by the
Company;
② The Company retains neither continuous management right that usually keeps relation with the
ownership nor effective control over the sold goods;
③ The revenue amount and the relevant cost which had occurred or will occur could be reliable measured;
④ The relevant economic benefits may flow into the Company.
(2) Specific principles for recognition of the “domestic sale and export” incomes of the Company:
① Method for recognition of the domestic sale income:
According to the buyer’s requirements, the Company delivers to the buyer the products that have been
considered qualified upon examination. The amount of the income has been determined and the sales
invoice has been issued. The payment for the delivered products has been received in full or is expectedly
recoverable.
② Method for recognition of the export income:
The Company produces the products according to the contract signed with the buyer. After the products
have been examined as qualified, the Company completes the customs clearing procedure for export. The
shipping company loads the products for shipping. The amount of the income has been determined and the
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export sales invoice has been issued. The payment for the delivered products has been received in full or is
expectedly recoverable.
(3) The Company provides the external labor service with the revenues should be recognized according to
the following methods:
① The labor service started and completed during the same accounting year should be recognized as
revenues when the labor service completed. While if the starting and the completion of the labor service
attribute to different accounting year, and the Company can, on the date of the balance sheet, reliably
estimate the outcome of a transaction concerning the labor services it provides, it shall recognize the
relevant revenue from providing services employing the percentage-of-completion method.
② If an enterprise can not, on the date of the balance sheet, measure the result of a transaction concerning
the providing of labor services in a reliable way, it shall be conducted in accordance with the following
circumstances, respectively: If 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, and the cost of labor services shall be carried forward at the same amount; If the
cost of labor services incurred is not expected to compensate, the revenue shall be recognized in accordance
with the amount of the cost of labor service can be compensated, and regard the occurred labor cost as the
current cost; if all cost of labor services incurred is not expected to compensate and no revenue from the
providing of labor services may be recognized and regard the occurred labor cost as the current cost.
(4) The revenue from abalienating of right to use assets consists of interest revenue and royalty revenue, and
no revenue from abalienating of right to use assets may be recognized unless the following conditions are
met simultaneously:
① The relevant economic benefits are likely to flow into the Company;
② The amount of revenues can be measured in a reliable way.
③ The royalty revenue of the revenue from abalienating of right to use assets, should be recognized as the
operation revenue according to the chargeable time as well as the calculation method stipulated by the
relevant contracts and agreements.
22. Government Subsidies
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.
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
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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.
23. Deferred income tax assets/deferred income tax liabilities
(1) Basic of recognizing the deferred income tax assets
① As for the book value and the tax base of the assets and the liabilities exist deductible temporary
difference, the Company shall recognize the deferred income tax liability arising from a deductible
temporary difference to the extent of the amount of the taxable income which it is most likely to obtain and
which can be deducted from the deductible temporary difference according to the applicable tax rate of the
period which recovered the estimated assets or paid off the liabilities.
② On the balance sheet date, if there is any exact evidence showing that it is likely to acquire a sufficient
amount of taxable income in a future period to offset against the deductible temporary difference, the
deferred income tax assets unrecognized in prior periods shall be recognized.
③ The book value of deferred income tax assets shall be reviewed at each balance sheet date. If it is
unlikely to obtain sufficient taxable income to offset against the benefit of the deferred income tax asset, the
book value of the deferred income tax assets shall be written down. Any such write-down should be
subsequently reversed where it becomes probable that sufficient taxable income will be available.
(2) Basic of recognizing the deferred income tax liabilities
As for the book value and the tax base of the assets and the liabilities exist payable temporary difference,
the Company shall recognize the deferred income tax liability arising from a payable temporary difference
according to the applicable tax rate of the period which recovered the estimated assets or paid off the
liabilities.
24. Lease
(1) Accounting treatment of operating lease
For the leasee of he operating lease, the rent expenses from operating leases shall be recorded by the lessee
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. The initial direct costs shall be recognized as the profits and losses of the
current period; the contingent rents shall be recorded into the profits and losses of the current period in
which they actually arise. A lessor shall include the assets subject to operating leases in relevant items of its
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balance sheets in light of the nature of the asset；The rents from operating leases shall be recorded in the
profits and losses of the current period by using the straight-line method over each period of the lease term；
the initial direct costs incurred to a lessor shall be recorded into the profits and losses of the current period.
As for the fixed assets subject to operating leases, the lessor shall calculate the depreciation of it by
adopting depreciation policy for similar assets; as for other leased assets, systematic and reasonable
methods shall be adopted for its amortization; the contingent rents shall be recorded in the profits and losses
of the period in which they actually arise.
(2) Accounting treatments of financial lease
On the lease beginning date, a lessee 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; the initial direct costs such as commissions,
attorney's fees and traveling expenses, stamp duties directly attributable to the leased item incurred during
the process of lease negotiating and signing the leasing agreement shall be recorded in the asset value of the
current period; when amortizing the unrecognized financial charges during each period within the lease
term, should recognize the current financial expenses by the actual interests rate; and the contingent rental
should be included the current gains and losses when actually arise When a lessee calculates the present
value of the minimum lease payments, if it can obtain the lessor's interest rate implicit in the lease, it shall
adopt the interest rate implicit in the lease as the discount rate. Otherwise, it shall adopt the interest rate
provided in the lease agreement as the discount rate. In case the lessee cannot obtain the lessor's interest
rate implicit in the lease and no interest rate is provided in the lease agreement, the lessee shall adopt the
borrowing interest rate of the bank for the same period as the discount rate. If it is reasonable to be certain
that the lessee 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 lessee 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. On the beginning date of the lease term, a lessor
shall recognize the sum of the minimum lease receipts on the lease beginning date and the initial direct
costs as the entering value in an account of the financing lease values receivable, and record the
unguaranteed residual value at the same time; the balance between the sums of the minimum lease receipts,
the initial direct costs and the unguaranteed residual value, and the sum of their present values shall be
recognized as unrealized financing income; the unrealized financing income shall be allocated to each
period during the lease term; the lessor shall calculate the financing income at the current period by
adopting the effective interest rate method; contingent rents shall be recognized as an expense in the period
in which they are actually incurred.
25. Other comprehensive income
Other comprehensive income refers to the gains and losses which had not been recognized from the current
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
gains and losses according to the regulations of the accounting standard. And should be classified as the
following two categories for presentation:
(I) As for the other comprehensive income items which could not be re-classified in the gains and losses
during the afterwards accounting period which mainly including the re-measurement of the changes of the
net liabilities or the net assets of the defined benefit plan and the shares enjoyed among the other
comprehensive income which could not be re-classified in the gains and losses during the afterwards
accounting period of the investees that measured according to the equity method etc.
(II) Re-classified the other comprehensive income items during the afterwards accounting period when
meeting with the stipulated conditions, which mainly including the shares enjoyed among the among the
other comprehensive income which be re-classified in the gains and losses during the afterwards accounting
period when meeting with the stipulated conditions, the gains or losses form by the changes of the fair
value of the available-for-sale financial assets, the gains or losses from the held-to-maturity investment
which be re-classified as available-for-sale financial assets, the part of the gains or losses occurred from the
hedging tool of the cash flow which attribute to the effective hedging and the discounted difference of the
foreign currency financial statement etc.
26. Method for Profit Distribution
In accordance with the Articles of Association, the Company’s profit shall be distributed in order as
follows:
—Making up losses in the previous year;
—Appropriating 10% net profit as statutory public reserve, if accumulative appropriated amount reaches
over 50% of registered capital, the Company may no longer appropriate;
—Appropriating discretionary public reserve after approval by the Shareholders’ General Meeting;
—Retained profit shall be distributed according to the resolution of the Shareholders’ General Meeting.
27. Changes in main accounting policies and estimates
(1) Change of accounting policies
In 2014, Ministry of Finance revised No. 2 of ASBE-Long-term Equity Investment, No. 9 of
ASBE-Employee Compensation, No.30 of ASBE-Presentation of Financial Statement, No. 33 of
ASBE-Presentation of Consolidated Financial Statement and issued the specific regulations of No. 39 of
ASBE-Measurement of Fair Value, No. 40 of ASBE-Joint Venture Arrangement and No. 41 of ASBE-
Disclosure of the Equity among Other Entities, which be executed by the Company since 1 Jul. 2014. And
No. 37 of ASBE-Presentation of Financial Instruments is executed since the starting of the 2014 annual
report.
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Adjustments to items and amounts in the comparative financial statements according to the new and revised
accounting standards:
Accounting Accounting policy changes and their Influence on relevant financial statement items（+/-)
standard influence on the Company Item 1 Jan. 2013 31 Dec. 2013
method.
Transactional
-4,012,728.75 -3,903,197.90
financial assets
Financial assets
and its application guideline
Statement Deferred incomes 19,353,441.69 11,092,550.73
Presentation
Capital reserves -35,523,341.07 -27,717,587.47
>
Other
comprehensive 35,523,341.07 27,717,587.47
incomes
Except for the financial statement items above, the accounting policy changes have no influence on the
Company’s total assets at the end of 2012 and 2013 as well as its net profits for 2012 and 2013.
(2) Change of accounting estimates
There was no any change of the accounting estimates of the Company during the reporting period.
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
IV. Main taxes
1. Turnover tax and additional taxes
Item Basis of tax payment (fees) Taxes (fees) rate Notes
Business tax Operating income 5%
Added-value tax Sales revenues 17%
Urban construction
tax Turnover taxes payable 7%/5%
Education surcharge Turnover taxes payable 3%
Local education
Turnover taxes payable 2%
surcharge
2. Corporate income tax
Company name Tax rate Notes
Foshan Electrical and Lighting Co., Ltd. 15% Notes 1
Suzhou Mont Lighting Co., Ltd. 15% Notes 2
Foshan Chanchang Electric Appliance (Gaoming) Co., Ltd. 25%
Foshan Chansheng Electronic Ballast Co., Ltd. 25%
Foshan Taimei Times Lamps and Lanterns Co., Ltd. 25%
Foshan Electrical and Lighting New Light Source Technology
25%
Co., Ltd.
Nanjing Fozhao Lighting Components Co., Ltd. 25%
FSL (Xinxiang) Lighting Co., Ltd. 25%
Foshan Lighting Lamps & Components Co., Ltd. 25%
Guangdong Fozhao Leasing Co., Ltd. 25%
Notes 1: 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 Province, Guangdong Provincial
Bureau of State Taxation and Guangdong Provincial Bureau of Local Taxation. In accordance with relevant
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
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 Company had submitted the reexamine materials of the high-tech enterprise qualification on 2 Jul. 2014
and had passed the re-examination for the First Batch High-tech Enterprise in 2014 of Guangdong Province
as well as won the “Certificate of High-tech Enterprise” with serial number GR201444001411 after approval
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 on 17 Mar. 2015. 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. 2014.
Notes 2: The subordinate subsidiary of the Company, Suzhou Mont Lighting Co., Ltd. was identified as a
high-tech enterprise and won the “Certificate of High-tech Enterprise” with serial number GR201232000797
after approval 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 on 6 Aug. 2012. n 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. 2012.
3. Other taxes
Paid according to the relevant regulation of the tax law.
V. Notes to Main Items of Consolidated Financial Statements
1. Monetary funds
Item Closing balance Opening balance
13,150.43 6,626.15
Cash
Bank deposits 915,022,578.88 891,208,601.93
Other currency funds 74,682,666.29 6,460,596.14
Total 989,718,395.60 897,675,824.22
Of which: the total amount of the accounts
- -
deposited in overseas
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
—All bank deposits are in the name of the Company or the subsidiaries which are within the scope of
consolidated financial statements.
—The closing other monetary funds were mainly the refundable deposits in securities companies, Alipay
balance and quality guarantee deposits, of which the quality guarantee deposits of RMB 17,160.00 is
restricted in use.
2. Financial assets measured by fair value and the changes be included in the current gains and losses
Closing fair value Opening fair
Item value
Financial assets appointed to be measured by fair value with
the changes be included in the current gains and losses
Of which: Funds - 3,903,197.90
Stocks 20,320.00 -
Total 20,320.00 3,903,197.90
3. Notes receivable
(1) Notes receivable listed by category
Item Closing balance Opening balance
Bank acceptance bill 126,676,364.36 154,142,432.66
Commercial acceptance bill 124,316,920.77 -
Total 250,993,285.13 154,142,432.66
—The closing balance of the notes receivable at the period-end had increased of RMB 96,850,852.47 with
the growing rate of 62.83%, which was mainly due to the Company adopted the commercial acceptance bill
to execute accounts settlement.
(2) Notes receivable pledged by the Company at the period-end
Naught
(3) Notes receivable which had endorsed by the Company or had discounted and had not due on the balance
sheet date at the period-end
Amount of recognition termination Amount of not terminated
Item
at the period-end recognition at the period-end
Bank acceptance bill 111,357,980.01 -
Total 111,357,980.01 -
(4) Notes receivable which had endorsed by the Company had not due on the balance sheet date at the
period-end
Naught
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(5) Notes transferred to accounts receivable because drawer of the notes fails to executed the contract or
agreement
Naught
4. Accounts receivable
(1) Accounts receivable disclosed by category
Closing balance
Book balance Bad debt provision
Item
Proportion Proportion Book value
Amount Amount
(%) (%)
Significant single amounts and
make independent provision for - - - - -
impairment losses
Accounts receivable withdrawn
bad debt provision according to 343,565,611.11 99.81 20,613,936.66 6.00 322,951,674.45
credit risks characteristics
Of which: balance group 343,565,611.11 99.81 20,613,936.66 6.00 322,951,674.45
Accounts receivable with
insignificant single amount for
which bad debt provision 664,739.65 0.19 664,739.65 100.00 -
separately accrued
Total 344,230,350.76 100.00 21,278,676.31 6.18 322,951,674.45
Continued
Opening balance
Book balance Bad debt provision
Item
Proportion Proportion Book value
Amount Amount
(%) (%)
Significant single amounts and
make independent provision for - - - - -
impairment losses
Accounts receivable withdrawn
bad debt provision according to 415,124,186.83 100.00 24,907,451.21 6.00 390,216,735.62
credit risks characteristics
Of which: balance group 415,124,186.83 100.00 24,907,451.21 6.00 390,216,735.62
Accounts receivable with
insignificant single amount for
which bad debt provision - - - - -
separately accrued
Total 415,124,186.83 100.00 24,907,451.21 6.00 390,216,735.62
—Within the combination, analysis of accounts receivable that make provision for losses by balance
percentage method:
Closing balance Opening balance
Account age
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Withdrawal Withdrawal
Accounts Bad debt Accounts Bad debt
proportion proportion
receivable provision receivable provision
(%) (%)
Within 1 year 306,937,691.65 18,416,261.48 6.00 400,771,383.02 24,046,282.98 6.00
1-2 years 29,157,612.10 1,749,456.73 6.00 8,937,973.75 536,278.43 6.00
2-3 years 4,582,143.84 274,928.63 6.00 4,757,260.70 285,435.64 6.00
Over 3 years 2,888,163.52 173,289.82 6.00 657,569.36 39,454.16 6.00
Total 343,565,611.11 20,613,936.66 6.00 415,124,186.83 24,907,451.21 6.00
—Accounts receivable with insignificant single amount for which bad debt provision separately accrued
Withdrawal
Content Book balance Bad debt proportion Reason
(%)
amount
Shanghai Jinshen Electric Co., Ltd. 200,000.00 200,000.00 100.00 Eatimatediy uncollectinle
Hangzhou Huage Lighting
186,220.00 186,220.00 100.00 Eatimatediy uncollectinle
Engineering Co., Ltd.
Kunming Hongguangming
278,519.65 278,519.65 100.00 Eatimatediy uncollectinle
Commerce and Trade Co., Ltd.
Total 664,739.65 664,739.65 100.00
(2) Accounts receivable increased of the enterprise combine as well as withdrawn, reversed or collected
during the reporting period
The increase of the bad debt provision of the enterprise combine of the reporting period was of RMB99,394.75, the withdrawn
bad debt provision amount was of RMB 0.00 with the reversed bad debt provision amount of RMB 3,691,456.02.
(3) The actual write-off accounts receivable
Whether occurred from the
Name of the units Nature Amount Reason
related transactions
Verification of small Estimated not to No
amount Goods payment 36,713.63
be recovered
Total 36,713.63
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(4) Top 5 of the closing balance of the accounts receivable colleted according to the arrears party
Aging Proportion of the Closing
total year end balance of bad
Name of units Nature Closing balance balance of the debt provision
accounts
receivable (%)
Goods Within 1
Enterprise unit 1 19,092,583.73 5.55 1,145,555.02
payment year
Goods Within 1
Enterprise unit 2 13,267,801.82 3.85 796,068.11
payment year
Goods Within 2
Enterprise unit 3 10,141,244.40 2.95 608,474.66
payment years
Goods Within 1
Enterprise unit 4 9,546,635.80 2.77 572,798.15
payment year
Goods Within 1
Enterprise unit 5 7,800,400.78 2.27 468,024.05
payment year
Total / 59,848,666.53 / 17.39 3,590,919.99
(5) Account receivable which terminate the recognition owning to the transfer of the financial assets
Naught
(6) The amount of the assets and liabilities formed by the transfer and the continues involvement of accounts
receivable
Naught
5. Prepayment
(1) List by aging analysis
Closing balance Opening balance
Aging
Amount Proportion (%) Amount Proportion (%)
Within 1 year 11,552,758.71 92.04 21,791,005.82 90.59
1 to 2 years 807,228.91 6.43 1,716,958.54 7.14
2 to 3 years 144,407.98 1.15 48,253.97 0.20
2.07
Over 3 years 47,171.31 0.38 498,101.01
100.00
Total 12,551,566.91 100.00 24,054,319.34
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
—The balance of prepayments has decreased by RMB 11,502,752.43 compared with the period-begin, an
decrease of 47.82%, which was mainly due to the advertising expenses and materials had been put into
settlement of the last period.
(2) Top 5 of the closing balance of the prepayment colleted according to the prepayment target
Name of the customers Relationship Amount Proportion
Aging
(%)
1,860,058.71 Within 1
Non-related
Enterprise unit 1 supplier 14.82
year
1,351,731.40 Within 1
Non-related
Enterprise unit 2 10.77
supplier
year
Non-related Within 1
Enterprise unit 3 842,722.44 6.71
supplier
year
Non-related Within 1
Enterprise unit 4 691,653.44 5.51
supplier
year
Non-related Within 1
Enterprise unit 5 445,676.67 3.55
supplier
year
Total / 5,191,842.66 / 41.36
6. Interest receivable
(1) Category of interest receivable
Item Closing balance Opening balance
Bank deposits on a regular basis 2,101,275.54 1,304,200.33
Total 2,101,275.54 1,304,200.33
(2) Significant overdue interest
Naught
7. Other accounts receivable
(1) Other accounts receivable disclosed by category
Closing balance
Book balance Bad debt provision
Item
Proportion Proportion Book value
Amount Amount
(%) (%)
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Significant single amounts and
make independent provision for - - - - -
impairment losses
Other accounts receivable
withdrawn bad debt provision
78,854,090.02 100.00 4,731,245.39 6.00 74,122,844.63
according to credit risks
characteristics
Of which: balance group 78,854,090.02 100.00 4,731,245.39 6.00 74,122,844.63
Accounts receivable with
insignificant single amount for
which bad debt provision - - - - -
separately accrued
Total 78,854,090.02 100.00 4,731,245.39 6.00 74,122,844.63
Continued
Opening balance
Item Book balance Bad debt provision
Proportion Proportion Book value
Amount Amount
(%) (%)
Significant single amounts and
make independent provision for - - - - -
impairment losses
Other accounts receivable
withdrawn bad debt provision
25,686,259.45 100.00 1,541,175.57 6.00 24,145,083.88
according to credit risks
characteristics
Of which: balance group 25,686,259.45 100.00 1,541,175.57 6.00 24,145,083.88
Accounts receivable with
insignificant single amount for
which bad debt provision - - - - -
separately accrued
Total 25,686,259.45 100.00 1,541,175.57 6.00 24,145,083.88
—Within the combination, analysis of accounts receivable that make provision for losses by balance percentage method:
Closing balance Opening balance
Aging Withdrawal Withdrawal
Other accounts Bad debt Other accounts Bad debt
proportion proportion
receivable provision receivable provision
(%) (%)
Within 1 year 76,519,433.45 4,591,166.01 6.00 22,226,990.87 1,333,619.45 6.00
1 to 2 years 1,360,286.72 81,617.20 6.00 146,433.33 8,786.00 6.00
2 to 3 years 101,694.08 6,101.64 6.00 2,897,030.66 173,821.84 6.00
415,804.59 24,948.28
Over 3 years 872,675.77 52,360.54 6.00 6.00
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Closing balance Opening balance
Aging Withdrawal Withdrawal
Other accounts Bad debt Other accounts Bad debt
proportion proportion
receivable provision receivable provision
(%) (%)
25,686,259.45
Total 78,854,090.02 4,731,245.39 6.00 1,541,175.57 6.00
—The closing balance of the other accounts receivable at the period-end increased of RMB 53,167,830.57 over the
period-begin with the growing rate of 206.99%, which was mainly due to the promotion financial subsidies of the efficient
lighting products of the reporting period had not been settled.
(2) Bad debt provision increased of the enterprise combine as well as withdrawn reversed or collected during
the reporting period:
The increase of the bad debt provision of the enterprise combine of the reporting period was of RMB 0.00, the withdrawn bad
debt provision amount was of RMB3,190,069.82 with the reversed bad debt provision amount of RMB 0.00.
(3) The actual write-off other accounts receivable
Naught
(4) Other accounts receivable classified by the nature of accounts
Nature Closing book balance Opening book balance
Promotion financial subsidies of the efficient 59,524,157.04 -
lighting products
VAT export tax refunds 9,474,039.36 17,593,990.28
Performance earnest money 3,844,371.53 1,766,135.60
Employee loans and petty cash 2,130,228.48 1,604,560.63
Rent and water and electricity charges 1,131,824.72 194,305.94
Relevant accounts of street lights 2,523,547.23 3,979,145.17
construction
Other 225,921.66 548,121.83
78,854,090.02 25,686,259.45
Total
(5) Top 5 of the closing balance of the other accounts receivable colleted according to the arrears party
Aging Proportion of the total Closing
Name of units Nature Closing balance year end balance of the balance of bad
accounts receivable (%) debt provision
Promotion
financial
subsidies of Within 2
Enterprise unit 1 the efficient 59,524,157.04 75.49 3,571,449.42
lighting years
products
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Aging Proportion of the total Closing
Name of units Nature Closing balance year end balance of the balance of bad
accounts receivable (%) debt provision
VAT export Within 1
Enterprise unit 2 9,474,039.36 12.01 568,442.36
tax refunds
year
Advance
money for
relevant Within 1
Enterprise unit 3 2,523,547.23 3.20 151,412.83
accounts of year
street lights
construction
Performance Within 1
Enterprise unit 4 earnest 1,380,000.00 1.75 82,800.00
money year
Performance Within 1
Enterprise unit 5 earnest 1,000,000.00 1.27 60,000.00
money year
Total / 73,901,743.63 93.72 4,434,104.61
(6) Accounts receivable involved with government subsidies
Estimated received
Name of units Project of government subsidies Closing balance Closing age
time, amount and basis
Promotion financial subsidies of the
Finance Bureau 59,524,157.04 Within 2 years 2015
efficient lighting products
(7) Other account receivable which terminate the recognition owning to the transfer of the financial assets
Naught
(8) The amount of the assets and liabilities formed by the transfer and the continues involvement of other
accounts receivable
Naught
8. Inventory
(1) Changes of the increase/decrease of the inventory
Closing balance Opening balance
Item Falling price Falling price
Book balance Book value Book balance Book value
reserves reserves
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Raw materials 66,135,274.34 2,950,206.73 63,185,067.61 70,269,329.70 3,170,835.38 67,098,494.32
Semi-finished
153,424,838.87 2,183,082.98 151,241,755.89 121,442,224.71 2,102,946.36 119,339,278.35
product
Finished goods 419,125,198.44 9,718,644.81 409,406,553.63 335,274,523.00 6,158,637.61 329,115,885.39
Low-value
fugitive items 1,961,595.35 - 1,961,595.35 1,250,498.38 - 1,250,498.38
Total 640,646,907.00 14,851,934.52 625,794,972.48 528,236,575.79 11,432,419.35 516,804,156.44
(2) Falling price reserves of inventory
Increased amount Decreased amount
Increase of the
Item Opening balance Reverse or Closing balance
Withdrawal enterprise Other Other
write-off
combine
Raw materials 3,170,835.38 - 450,787.05 - 671,415.70 - 2,950,206.73
Semi-finished
2,102,946.36 54,536.77 125,352.60 - 99,752.75 - 2,183,082.98
product
125,615.14 - -
Finished goods 6,158,637.61 8,368,087.47 4,933,695.41 9,718,644.81
11,432,419.35 8,422,624.24 701,754.79 - 5,704,863.86 - 14,851,934.52
Total
9. Other current assets
Item Closing balance Beginning balance
Deductible input tax of VAT
31,783,068.68 9,408,829.51
Total
31,783,068.68 9,408,829.51
10. Available-for-sale financial assets
(1) List of available-for-sale financial assets
Closing balance
Item Depreciation
Book balance Book value
reserves
Available-for-sale equity instruments
Measured by fair value 114,908,227.84 - 114,908,227.84
Measured by cost 472,099,760.38 5,850,000.00 466,249,760.38
Total 587,007,988.22 5,850,000.00 581,157,988.22
146
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Continued
Opening balance
Item Depreciation
Book balance Book value
reserves
Available-for-sale equity instruments
Measured by fair value 62,634,402.88 - 62,634,402.88
Measured by cost 483,099,760.38 9,148,904.81 473,950,855.57
Total 545,734,163.26 9,148,904.81 536,585,258.45
(2) Available-for-sale financial assets measured by fair value at the period-end
Changed amount of
Cost of the equity the fair value
instruments/amortized accumulatively Withdrawn
Category Fair value
cost of the liabilities included in other impairment amount
instruments comprehensive
income
Trading shares of
China Everbright 30,025,476.44 114,908,227.84 84,882,751.40 -
Bank
Total
30,025,476.44 114,908,227.84 84,882,751.40 -
（3）Available for sale financial assets measured by cost method at period-end
Closing balance Bad provision
Propor Cash
Investee Opening Incre Closing Opening Incre Decreas Closing tion dividends
Decrease balance balance
balance ase balance ase e
Guangzh
ou
Zhujiang
Asset
10,000,00 10,000,00 3,298,90 3,298,90
Manage - - - - - -
ment 0.00 0.00 4.81 4.81
Compan
y
Limited
Shenzhe
n
Less t
Zhongha 5,850,000. 5,850,000. 5,850,00 5,850,00
- - - - han -
o 00 00 0.00 0.00 5%
(Group)
Ltd.
Chengdu
Hongbo
6,000,000. 6,000,000.
Industria - - - - - - 6.94% -
l Co., 00 00
Ltd.
Xiamen 292,574,1 - - 292,574,1 - - - - 6.91% 21,942,83
147
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Bank 33.00 33.00 5.20
Co., Ltd.
Guangdo
ng
Less
Develop 500,000.0 500,000.0
- - - - - - than -
ment 0 0 5%
Bank
Co., Ltd.
Foshan
Fochen
Road
Develop 8,175,627. 1,000,000 7,175,627.
- - - - - 7.66% -
ment 38 .00 38
Compan
y
Limited
Hefei
Guoxuan
High-tec 160,000,0 160,000,0 14.84
- -
h Power 00.00 - 00.00 - - - % -
Energy
Co., Ltd.
Total 483,099,7 11,000,00 472,099,7 9,148,90 3,298,90 5,850,00 21,942,83
- -
60.38 0.00 60.38 4.81 4.81 0.00 5.20
-On 15 Aug. 2014, the Company signed Equity Transaction Contract with Guangzhou Finance Holdings
Group Co., Ltd., the Company transferred its equity of Guangzhou Zhujiang Asset Management Company
Limited to Guangzhou Finance Holdings Group Co., Ltd. On 6 Nov. 2014, Guangzhou Zhujiang Asset
Management Company Limited had finished the relevant equity change procedure. As of 31 Dec. 2014, the
Company no longer held equity of Guangzhou Zhujiang Asset Management Company Limited
-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 1,000,000.00 was amortized.
(4) Changes of the impairment of the available-for-sale financial assets during the reporting period
Of which:
Of which:
Balance of the recovered Balance of the
transferred from
withdrawn Withdrawal Decreased and reversed withdrawn
Category other
impairment at amount amount after the impairment at
comprehensive
the period-begin period of the the period-end
income
fair value
Available for sale
equity 9,148,904.81 - - 3,298,904.81 - 5,850,000.00
instruments
Total 9,148,904.81 - - 3,298,904.81 - 5,850,000.00
148
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(5) Relevant notes of the fair value of the available-for-sale equity instruments which seriously fell or
temporarily fell but not withdrawn the impairment provision
N/A
11. Long-term equity investment
Increase/decrease
Closin
g
Gains Cash balance
Investe Opening and Adjustme Chan bonus Withdr Closing of
es balance Additi losses nt of ges or awal of balance impair
Reduced ment
onal recogniz other of profits impair Oth
investm provisi
invest ed under comprehe other annou ment er
ent on
ment the nsive equit nced provisi
equity income y to on
method issue
I. Joint ventures
Qinghai
FSL
Lithium
Energy 12,807,6 -9,117,9 3,689,72
- - - - - - - -
Exploit 42.03 17.64 4.39
ation
Co.,
Ltd.
Guangd
ong
Fozhao
Guoxua
5,395,44 5,395,44
n - - - -
Power 9.79 9.79 - - - - -
Energy
Co.,
Ltd.
18,203,0 5,395,44 -9,117,9 3,689,72
Total - - - -
91.82 9.79 17.64 - - 4.39 -
- In Jun 2013, the Meeting of Board of Director s had reviewed and approved the Proposal on the
Liquidation and Cancellation of Guangdong Fozhao Guoxuan Power Energy Co., Ltd. The investee
company Guangdong Fozhao Guoxuan Power Energy Co., Ltd. had completed the liquidation procedures on
3 Jun. 2014. .
149
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
12. Fixed assets and accumulated depreciation
(1) List of fixed assets
Houses and Machinery Transportation Electronic
Item
buildings equipment Total
equipment equipment
I. Original book value:
1. Opening balance 543,991,872.91 907,994,520.44 19,540,957.54 17,930,333.21 1,489,457,684.10
2. Increased amount
of the period 24,839,216.09 50,051,303.30 2,053,119.87 5,486,385.31 82,430,024.57
(1) Purchase - 16,645,720.76 1,946,499.87 4,526,088.05 23,118,308.68
(2) Transfer of
project under construction 24,839,216.09 31,885,574.55 - 726,244.85 57,451,035.49
(3) Enterprises
- 1,520,007.99 106,620.00 234,052.41 1,860,680.40
combination increase
3. Decreased amount
of the period 86,372.00 41,923,325.13 827,481.39 585,444.47 43,422,622.99
(1) Disposal or Scrap 86,372.00 17,251,017.07 827,481.39 487,322.34 18,652,192.80
- 24,672,308.06 - 98,122.13 24,770,430.19
(2) Equipment
transformation
568,744,717.00 916,122,498.61 20,766,596.02 22,831,274.05 1,528,465,085.68
4. Closing balance
II. Accumulated
desperation
316,586,563.58 672,113,058.11 12,995,943.08 10,767,623.13
1. Opening balance 1,012,463,187.90
21,793,173.10 54,592,864.94 1,493,488.54 2,479,162.27 80,358,688.85
2. Increased amount
of the period
21,793,173.10 54,312,192.28 1,433,514.64 2,350,237.98 79,889,118.00
(1) Withdrawal
280,672.66 59,973.90 128,924.29
(2) Enterprises
- 469,570.85
combination increase
77,734.80 33,166,342.66 772,025.39 539,063.04 34,555,165.89
3. Decreased amount
150
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Houses and Machinery Transportation Electronic
Item
buildings equipment Total
equipment equipment
of the period
(1) Disposal or Scrap 77,734.80 15,937,141.77 772,025.39 461,594.88 17,248,496.84
- 17,229,200.89 - 77,468.16 17,306,669.05
(2) Equipment
transformation
338,302,001.88 693,539,580.39 13,717,406.23 12,707,722.36 1,058,266,710.86
4. Closing balance
III. Impairment
provision
1. Opening balance - 4,254,006.36 - - 4,254,006.36
3,000,000.00 3,000,000.00
2. Increased amount
- - -
of the period
323,332.83 323,332.83
3. Decreased amount
- - -
of the period
6,930,673.53 6,930,673.53
4. Closing balance - - -
IV. Book value
230,442,715.12 215,652,244.69 7,049,189.79 10,123,551.69 463,267,701.29
1. Closing book value
227,405,309.33 231,627,455.97 6,545,014.46 7,162,710.08 472,740,489.84
2. Opening book value
-The decrease of equipment transformation mainly was original value of fixed assets and accumulated
depreciation of enterprise equipment transformation transfer into accounting of projects under construction.
(2) List of temporarily idle fixed assets
N/A
(3) Fixed assets leased in from financing lease
N/A
151
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(4) Fixed assets leased out from operation lease
N/A
(5) Details of fixed assets failed to accomplish certification of property
N/A
13. Construction in progress
(1) List of construction in progress
Closing balance Opening balance
Item Impairment Impairment
Book balance Book value Book balance Book value
provision provision
Construction in
94,558,082.50 3,695,984.29 90,862,098.21 78,740,456.85 3,695,984.29 75,044,472.56
progress
Total 94,558,082.50 3,695,984.29 90,862,098.21 78,740,456.85 3,695,984.29 75,044,472.56
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(2) Changes of significant construction in progress
Of which:
the
Other Proportion Capitalizatio
Amount that Accumulativ amount of
Increased decrease estimated of Project n rate of the
Name o f Estimated Opening transferred to Closing e amount of the Capital
amount of d amount the project progres interests of
item number balance fixed assets balance capitalized capitalize resources
the period of the accumulativ s (%) the period
of the period interests d interests
period e input (%) (%)
of the
period
Fuwan
Lighting 14,800,000.0 12,247,062.6 12,247,062.6 Self-raise
- - - 82.75 100.00 - - -
Industrial 0 4 4 d funds
Park
Gaoming
LED Lamps
10,380,000.0 10,515,617.0 Self-raise
and lanterns 9,763,878.38 751,738.62 - - 101.31 100.00 - - -
0 0 d funds
assembly
workshop
H7
Automatic 10,570,000.0 Self-raise
9,429,749.02 406,650.83 9,836,399.85 - - 93.06 100.00 - - -
Production 0 d funds
Equipment
Third
District 8,149,794.2 Self-raise
8,600,000.00 8,149,794.29 - - - 94.77 94.77 - - -
9 d funds
Hard Glass
Kiln
153
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Of which:
the
Other Proportion Capitalizatio
Amount that Accumulativ amount of
Increased decrease estimated of Project n rate of the
Name o f Estimated Opening transferred to Closing e amount of the Capital
amount of d amount the project progres interests of
item number balance fixed assets balance capitalized capitalize resources
the period of the accumulativ s (%) the period
of the period interests d interests
period e input (%) (%)
of the
period
LED second 4,423,879.6 Self-raise
4,500,000.00 3,804,487.14 619,392.50 - - 98.31 98.31 - - - d funds
workshop 4
Self-raise
7#、9# kiln 2,870,000.00 2,835,008.92 27,000.00 2,862,008.92 - - 99.72 100.00 - - - d funds
Gaoming
Fuwan
semi-finishe
3,647,740.0 3,647,740.0 Self-raise
d products 5,070,000.00 - - - 71.95 80.00 - - - d funds
of lamps and 0 0
assembly
workshop II
Gaoming
Fuwan Load
and unload 7,922,823.8 7,922,823.8 Self-raise
9,800,000.00 - - - 80.85 90.00 - - -
station 0 0 d funds
second
factory
Gaoming
Fuwan
semi-finishe
5,053,672.0 5,053,672.0 Self-raise
d products 7,600,000.00 - - - 66.50 80.00 - - - d funds
of lamps and 0 0
assembly
workshop I
154
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Of which:
the
Other Proportion Capitalizatio
Amount that Accumulativ amount of
Increased decrease estimated of Project n rate of the
Name o f Estimated Opening transferred to Closing e amount of the Capital
amount of d amount the project progres interests of
item number balance fixed assets balance capitalized capitalize resources
the period of the accumulativ s (%) the period
of the period interests d interests
period e input (%) (%)
of the
period
Employee
department 15,000,000.0 4,030,000.0 4,030,000.0 Self-raise
- - - 26.87 30.00 - - -
of Gaoming 0 0 0 d funds
8#9# floors
Reformation 5,906,298.8 5,906,298.8 Self-raise
5,915,000.00 - - - 99.85 99.85 - - -
of 6# kiln 2 2 d funds
155
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(3) List of the withdrawal of the impairment provision of the construction in progress
Withdrawal amount Decreased amount
Item Opening balance Closing balance
of the period of the period
Third district hard glass kiln 3,695,984.29 - - 3,695,984.29
Total 3,695,984.29 - - 3,695,984.29
14. Intangible assets
(1) List of intangible assets
Item Land use right Patent right Software license Total
I. Original book value
1. Opening balance 211,719,938.60 200,000.00 1,636,664.95 213,556,603.55
2. Increased amount of the
period - 20,500,700.00 19,529.92 20,520,229.92
(1) Purchase - - - -
(2) Internal research - - - -
(3) Enterprise combination
- 20,500,700.00 19,529.92 20,520,229.92
increase
3. Decreased amount of the
- - 19,529.92 19,529.92
period
(1) Disposal - - 19,529.92 19,529.92
4. Closing balance 211,719,938.60 20,700,700.00 1,636,664.95 234,057,303.55
II. Accumulative amortization
1. Opening balance 40,070,782.26 196,667.06 54,555.50 40,322,004.82
2. Increased amount of the 4,344,643.08 1,949,192.94 346,862.92 6,640,698.94
period
4,344,643.08 1,300,572.94 342,779.28 5,987,995.30
(1) Withdrawal
(2) Enterprise combination increase - 648,620.00 4,083.64 652,703.64
- - 19,529.92 19,529.92
3. Decreased amount of the
156
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Item Land use right Patent right Software license Total
period
- - 19,529.92 19,529.92
(1) Disposal
44,415,425.34 2,145,860.00 381,888.50 46,943,173.84
4. Closing balance
III. Impairment provision
1. Opening balance - - - -
2. Increased amount of the
period - - - -
3. Decreased amount of the
- - - -
period
4. Closing balance - - - -
IV. Book value
1. Closing book value 167,304,513.26 18,554,840.00 1,254,776.45 187,114,129.71
2. Opening book value 171,649,156.34 3,332.94 1,582,109.45 173,234,598.73
(2) Details of fixed assets failed to accomplish certification of land use right
N/A
15. Goodwill
(1) Original book value of goodwill
Name of the investees or the Opening Increase Decrease Closing
events formed goodwill balance Formed from the
Other Dispose Other balance
business combination
- 7,360,330.45 - - - 7,360,330.45
Suzhou Mont Lighting Co., Ltd.
- 7,360,330.45 - - - 7,360,330.45
Total
- On balance sheet date, the calculation of the fair value of the identifiable assets & liabilities, book value,
the combination costs and goodwill of Suzhou Mont Lighting Co., Ltd., see note VI. 1. Enterprise
combination not under same control.
157
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(2) Impairment provision of goodwill
-The Company conducted impairment test to the asset group formed by the purchasing of Suzhou Mont
Lighting Co., Ltd during the current petiod., there was no Impairment provision of goodwill should be
withdrawn.
16. Long-term unamortized expenses
Openi Other
ng Increase Amortization amount Closing
Item decreas
balanc Enterprise Enterprise Reporting balance
e Other e
combination combination period
Rent plant to
- 790,348.26 798,925.00 460,276.47 210,038.06 - 918,958.73
decorate
Total - 790,348.26 798,925.00 460,276.47 210,038.06 - 918,958.73
17. Deferred income tax assets/deferred income tax liabilities
(1) Deferred income tax assets had not been off-set
Closing balance Opening balance
Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax
difference assets difference assets
57,338,514.05 8,767,114.24
Provision for assets
54,978,452.59 8,459,053.84
impairment
75,006,724.40 11,339,084.49
Depreciation of fixed
79,688,338.30 11,973,373.90
assets
36,914,977.82 5,537,246.67 40,578,541.85 6,086,781.28
Payroll payable
Change of fair value of
- - 1,096,802.10 164,520.32
tradable financial assets
2,493,469.57 374,020.44
Internal transaction
- -
unrealized internal profit
61,438,275.16 9,215,741.27 - -
Estimated liabilities
35,034,691.49 6,463,007.68 8,963,749.61 2,240,937.40
Undistributed deficit
268,226,652.49 41,696,214.79 185,305,884.45 28,924,666.74
Total
158
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(2) Deferred income tax liabilities had not been off-set
Closing balance Opening balance
Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax
difference liabilities difference liabilities
Change of fair value of
8,660.00 1,299.00 - -
trading financial liabilities
Assets evaluation rising in
value of enterprise
18,554,840.00 2,783,226.00 - -
combination not under
same control
Change of fair value of
available for sale financial 84,882,751.40 12,732,412.71 32,608,926.47 4,891,338.97
liabilities
Total 103,446,251.40 15,516,937.71 32,608,926.47 4,891,338.97
(3) Deferred income tax assets or liabilities listed by net amount after off-set
N/A
(4) List of unrecognized deferred income tax assets
Item Closing amount Opening amount
- 2,834,560.95
Undistributed deficit
- 4,725,429.56
Internal transaction unrealized internal
profit
- 7,559,990.51
Total
(5) Deductible losses of unrecognized deferred income tax assets will due the following years
N/A
18. Other non-current assets
Item Closing balance Opening balance
41,755,700.00 41,755,700.00
Purchase of land and relevant
payment of right verification
8,844,087.19 5,638,494.81
Equipment expense in advance
159
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
50,599,787.19 47,394,194.81
Total
19. Accounts payable
(1) List of accounts payable
Item Closing balance Opening balance
Accounts payable 399,330,968.48 270,968,881.44
- Closing balance of account payable increased RMB 128,362,087.04 , 47.37 % comparing to that in opening
period, which mainly due to the Company's business expansion, the account payable for goods increased
accordingly.
(2) Notes of significant accounts payable aging over one year
N/A
20. Advance from customers
(1) List of advance from customers
Item Closing balance Opening balance
advance from customers 60,842,257.61 45,620,298.34
- Closing balance of advance from customers increased RMB 15,221,959.27 , 33.37 % comparing to that in
opening period, which mainly due to the increase of sale orders at period -end, the closing balance of
advance from customers increased accordingly.
(2) Significant advance from customers aging over one year
N/A
21. Payroll payable
(1) List of Payroll payable
Item Opening balance Increase Decrease Closing balance
60,636,740.85 494,330,064.26 496,651,594.47 58,315,210.64
I. Short-term salary
- -
II. Benefits after departure 35,309,973.97 35,309,973.97
- - - -
III. Termination benefits
160
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Item Opening balance Increase Decrease Closing balance
- - - -
IV.Other benefits due within one
year
Total 60,636,740.85 529,640,038.23 531,961,568.44 58,315,210.64
(2) List of Short-term salary
Closing
Item Opening balance Increase Decrease
balance
I. Salary, bonus, allowance, subsidy 60,250,113.05 436,926,486.35 439,258,130.06 57,918,469.34
II. Employee welfare - 22,423,919.28 22,423,919.28 -
III. Social insurance - 26,259,168.37 26,259,168.37 -
Including: 1. Medical insurance premiums - 20,151,317.21 20,151,317.21 -
2. Work-related injury insurance - 2,997,459.56 2,997,459.56 -
3. Maternity insurance - 3,092,249.60 3,092,249.60 -
- 18,142.00 18,142.00 -
4. Other
IV. Housing fund - 3,858,258.90 3,850,202.72 8,056.18
V. Labor union budget and employee education 386,627.80 4,862,231.36 4,860,174.04 388,685.12
budget
Total 60,636,740.85 494,330,064.26 496,651,594.47 58,315,210.64
（3）Lists of benefits after departure
Item Opening balance Increase Decrease Closing balance
- -
Defined contribution plans 35,309,973.97 35,309,973.97
- -
Total 35,309,973.97 35,309,973.97
Of which: lists of defined contribution plans:
Item Opening balance Increase Decrease Closing balance
I. Salary, bonus, allowance, subsidy - 33,749,250.91 33,749,250.91 -
II. Unemployment insurance - 1,560,723.06 1,560,723.06 -
- 35,309,973.97 35,309,973.97 -
Total
（4）there was no default payroll payable in the balance of payroll payable
22. Taxes payable
Item Closing balance Opening balance
4,552,997.21
Corporate income tax 7,830,829.28
161
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Item Closing balance Opening balance
2,711,408.78
VAT 4,364,194.29
Urban maintenance and construction tax 1,095,674.02 1,063,705.63
Property tax 2,364,425.73 2,549,072.08
Land use tax 1,128,469.31 1,962,169.95
Other 2,028,138.76 1,801,150.55
Total 13,881,113.81 19,571,121.78
23. Other accounts payable
(1) Other accounts payable listed by nature of the account
Item Closing balance Opening balance
performance bond 7,542,858.19 7,537,926.17
Share purchase - 1,994,500.00
Relevant fees of sale 1,589,924.29 1,608,161.56
current account 8,076,410.52 16,211,581.70
Other 4,714,627.48 8,261,400.71
Total 21,923,820.48 35,613,570.14
(2) Other significant accounts payable with aging over one year
Item Closing balance
current account 8,076,410.52
24. Estimated liabilities
Item Closing balance Opening balance Reason
Estimated lawsuit Securities false statement
61,438,275.16
compensation - liability disputes
Total 61,438,275.16 -
-On 15 Nov. 2014 and 5 Dec. 2014, the Company respectively received Civil Judgment (2013) SZFJMCZNo.
5 and Civil Judgment (2013) SZFJMCZNo. 756, issued by Guangzhou Intermediate Peoples Court, the
judgment required the Company pay the compensation of RMB 60,410,789.16 for each plaintiff of 955 cases
of civil action upon securities false statement liability disputes, and the Company bare the litigation fee
RMB 1,027,486.00 . The Company rejected to accept the judgment, and filed a suit to Guangdong Higher
People's Court, the relevant procedures had not yet been finished, the Company withdrawn estimated
162
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
liabilities RMB 61,438,275.16 in line with the above judgment temporarily.
25. Deferred income
Item Opening balance Increase Decrease Closing balance
Government subsidies 11,092,550.73 210,000.00 346,717.46 10,955,833.27
Total 11,092,550.73 210,000.00 346,717.46 10,955,833.27
—Items involved in government subsidies:
Amount accrued in
Opening Amount of Other Closing Related to the
Item non-business
balance newly subsidy changes balance assets/ income
income
LED production technical Related to the
9,852,274.95 - - - 9,852,274.95 assets
transformation project
Production line of 50 million
Related to the
energy-saving fluorescent 929,999.96 - 155,000.00 - 774,999.96 assets
lamp
Project of FGD fly ash Related to the
197,166.82 - 168,999.96 - 28,166.86 assets
removal of furnace system
No electrolytic capacitor drive Related to the
113,109.00 210,000.00 22,717.50 - 300,391.50
power supply technology assets
Total 11,092,550.73 210,000.00 346,717.46 - 10,955,833.27
26. Share capital
Increase/decrease (+/-)
Opening Newly Capitalization Closing
Item Bonus
balance issue of public Other Subtotal balance
shares
share reserves
I. Shares subject to
trading moratorium
1. Shares held by
domestic corporation - - - - - 3,057,918
3,057,918
2．Shares held by
foreign corporation - - - -131,815,685 -131,815,685 -
131,815,685
3. Shares held by
domestic natural person - - - 5,025 5,025 334,803
329,778
4. Shares held by
foreign natural person - - - - - -
-
163
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Increase/decrease (+/-)
Opening Newly Capitalization Closing
Item Bonus
balance issue of public Other Subtotal balance
shares
share reserves
Total shares subject to -
trading moratorium - - -131,810,660 -131,810,660 3,392,721
135,203,381
II. Shares not subject to
trading moratorium
1. RMB ordinary
shares - - - 131,810,660 131,810,660 749,949,987
618,139,327
2. Domestically listed
foreign shares - - - - - 225,221,037
225,221,037
Total shares not subject
to trading moratorium - - - 131,810,660 131,810,660 975,171,024
843,360,364
III. Total shares 978,563,745 - - - - - 978,563,745
27 Capital reserve
Item Opening balance Increase Decrease Closing balance
Share premium 582,653,147.29 - - 582,653,147.29
Other capital reserve
7,223,372.45 16,197.85 - 7,239,570.30
Total
589,876,519.74 16,197.85 - 589,892,717.59
- Capital reserve increase RMB 16,197.85 was the net income from the Company’s sale of odd lots stock, in line with the
Announcement on the sale of odd lots stock relevant events issued by China Securities Depository and Clearing Co. , Ltd.
Shenzhen Branch, the Securities Company accepted the entrustment form listed companies with selling odd lots stock and
returned the net income to the listed companies, meanwhile, the listed companies recorded the bet income into relevant capital
reserve of equity of shareholders.
28. Other comprehensive income
Reporting period
Less: Amount
transferred into After-ta
Opening Closing
Item profit and loss x
balance Amount After-tax attribut
in the current Less: balance
incurred period that attribute to e to
income tax
before recognized into the parent minorit
other expense
income tax company y
comprehensive shareho
income in prior lder
period
Other comprehensive income reclassify into profits and losses
Profits or 7,841,073.74
losses from
27,717,587.47 52,273,824.96 - 44,432,751.22 - 72,150,338.69
the change
of fair value
164
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
of available
for sale
financial
assets
Total 27,717,587.47 52,273,824.96 - 7,841,073.74 44,432,751.22 - 72,150,338.69
29. Surplus reserve
Item, Opening amount Increase in 2014 Decrease in 2014 Closing amount
Statutory surplus
reserves 485,607,963.60 3,673,908.90 - 489,281,872.50
Discretionary surplus
reserve 136,886,568.36 - - 136,886,568.36
T0tal
622,494,531.96 3,673,908.90 - 626,168,440.86
30. Retained profit
Item Amount in 2014 Amount in 2013
Retained profit as at the end of last year before adjustment 671,929,537.57 723,452,942.14
Total opening retained profit adjusted (increase +, decrease -) - -
Opening retained profit after adjustment 671,929,537.57 723,452,942.14
Plus: Net profit attributable to parent company for current
period 266,125,048.97 251,831,356.38
Less: Appropriation of statutory surplus reserves 3,673,908.90 -
Dividends distributed for ordinary shares 156,570,199.20 303,354,760.95
Closing retained profit 777,810,478.44 671,929,537.57
Of which: Cash dividends to be distributed 215,284,023.90 156,570,199.20
-In accordance with Pre-plan for profit allocation and capitalization of capital reserves for 2014 approved by
the Board of Directors on 23 Apr. 2015, based on the total 978,563,745 shares as at the end of 2014, the
Company intends to distribute a cash dividend of RMB 2.20 (tax included) for every 10 shares held by all
shareholders., with the total distributed cash dividends reaching RMB 215,284,023.90;And the Company
also plans to increase 3shares for every 10 shares held by all shareholders with the capital reserves. A total of
293,569,124 shares will be increased. The profit allocation and capitalization of capital reserves replan needs
to be examined by the Shareholders’ General Meeting.
31. Revenue and Cost of Sales
(1) Revenue, Cost of Sales
2014 2013
Item Revenue Cost Revenue Cost
Main operation 3,040,544,631.03 2,230,438,495.76 2,500,948,588.28 1,874,719,042.97
Other operation 28,096,569.14 16,616,178.87 25,731,222.25 15,588,747.67
Total 3,068,641,200.17 2,247,054,674.63 2,526,679,810.53 1,890,307,790.64
(2) Breakdown of main operation according to products:
2014 2013
Item
165
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Revenue Cost Revenue Cost
926,189,514.82 702,500,445.37 277,311,578.04 220,631,987.78
LED
2,114,355,116.21 1,527,938,050.39 2,223,637,010.24 1,654,087,055.19
Traditional lighting
3,040,544,631.03 2,230,438,495.76 2,500,948,588.28 1,874,719,042.97
Total
(3) Breakdown of main operation according to areas
2014 2013
Item Revenue Cost Revenue Cost
1,680,415,391.83 1,292,521,996.08
Domestic 2,160,911,351.32 1,612,043,755.15
820,533,196.45 582,197,046.89
Oversea 879,633,279.71 618,394,740.61
3,040,544,631.03 2,230,438,495.76 2,500,948,588.28 1,874,719,042.97
Total
(4) Top five customers in sales income:
Proportion in total operating revenue
Customer Operating revenue
(%)
Enterprise unit 1 248,392,951.31 8.09
Enterprise unit 2 51,487,747.58 1.68
Enterprise unit 3 49,252,633.46 1.61
Enterprise unit 4 46,475,691.92 1.51
Enterprise unit 5 40,568,018.66 1.32
Total 436,177,042.93 14.21
32. Business tax and surcharges
Item 2014 2013
City maintenance and construction tax 14,406,425.48 15,839,647.85
Educational surtax 6,196,766.24 6,804,256.43
Local education surtax 4,131,177.20 4,536,170.95
Business tax 1,515,352.86 1,148,891.62
Total 26,249,721.78 28,328,966.85
33. Sales expenses
Item 2014 2013
Transportation expenses 68,265,682.55 49,884,125.00
Business propagandize fee 42,587,178.71 20,355,616.73
Payroll 34,327,695.10 21,790,785.47
166
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Service charges on promotion of 26,676,646.80 20,401,524.23
energy-saving products
Sales promotion fee 10,694,435.28 5,974,202.58
Travel charge 6,896,228.68 5,681,601.46
Dealer meeting expense 4,798,758.39 1,595,312.83
Other 13,633,879.03 8,095,910.40
Total 207,880,504.54 133,779,078.70
34. Management expenses
Category 2014 2013
Employee payroll 122,535,253.45 105,418,134.95
Welfare fee 21,037,089.42 19,684,813.92
Depreciation charges 21,458,705.08 17,016,041.69
Tax expense 16,740,361.93 15,631,548.74
Office expenses 7,582,643.42 7,409,712.83
Expenses on amortization of intangible 5,987,995.30 4,177,812.27
assets
Land rent and management fee 7,562,686.75 6,029,313.67
Others 33,328,503.94 24,549,627.42
Total 236,233,239.29 199,917,005.49
35. Financial expense
Category 2014 2013
Interest expense 29,697.15 -
Less: Interest revenue 15,697,401.54 12,681,427.36
Exchange loss 4,806,513.22 7,022,097.90
Others 1,295,232.13 1,428,392.27
Total -9,565,959.04 -4,230,937.19
36. Assets Impairment Losses
Item 2014 2013
Bad debts losses -501,386.20 5,226,627.78
Impairment losses of inventory 8,422,624.24 12,997,934.67
Impairment losses of fixed assets 3,000,000.00 4,254,006.36
Impairment losses of construction in process - 3,695,984.29
167
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Total 10,921,238.04 26,174,553.10
37. Gain and loss on the changes in fair value
Source 2014 2013
Financial assets measured at fair value and changes recorded into
1,105,462.10 -109,530.85
current profits and losses
Total 1,105,462.10 -109,530.85
38 Investment income
Item 2014 2013
Long-term equity investment calculated by equity method -9,117,917.64 -12,820,601.90
Investment income obtained through holding available-for-sale
financial assets 25,992,879.30 1,365,712.54
Investment income obtained through disposal of long-term
equity investment -17,112.47 -4,877,695.00
Investment income obtained through disposal of available for
sale financial assets 1,784,824.81 8,481,117.34
Investment income obtained through disposal of financial
assets measured at fair value and changes recorded into 72,494.46 -
current profits and losses
Other 499,406.22 981,349.56
Total 19,214,574.68 -6,870,117.46
(1) Long-term equity investment calculated by equity method
Investor 2014 2013
Qinghai FSL Lithium Energy Exploitation Co., Ltd. -9,117,917.64 -12,543,975.96
Guangdong Fozhao Guoxuan Power Energy Co., Ltd. - -276,625.94
Total -9,117,917.64 -12,820,601.90
(2) Investment income obtained through holding available-for-sale financial assets
Investor 2014 2013
-
Xiamen Bank Co., Ltd. 21,942,835.20
China Everbright Bank 4,050,044.10 1,365,712.54
Total 25,992,879.30 1,365,712.54
168
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(3) Investment income obtained through disposal of long-term equity investment
Investor 2014 2013
Qinghai FSL Lithium Energy Exploitation Co., Ltd. -4,877,695.00
Guangdong Fozhao Guoxuan Power Energy Co., Ltd. -17,112.47 -
Total -17,112.47 -4,877,695.00
(4) Investment income obtained through disposal of available for sale financial assets
Investor 2014 2013
Guangzhou Zhujiang Asset Management Company Limited 1,784,824.81 -
Shenzhen Liangke Venture Capital Company Limited - 8,481,117.34
Total 1,784,824.81 8,481,117.34
(5) Investment income obtained through disposal of financial assets measured at fair value and changes
recorded into current profits and losses
Item 2014 2013
Fund -997,145.30 -
Stock 1,069,639.76 -
Total 72,494.46 -
(6) Other
Item 2014 2013
Repurchase business of bond collateral type offers 1,499,406.22 -
Foshan Fochen Road Development Company Limited -1,000,000.00 -1,000,000.00
Interest income from the entrustment loan to Qinghai Fozhao
Lithium Energy Exploitation Co., Ltd. - 1,981,349.56
Total 499,406.22 981,349.56
39. Non-operating gains
Recorded in the amount
Item 2014 2013 of the non-recurring
gains and losses
Total gains from disposal of 25,197.24 16,855,838.60 25,197.24
non-current assets
169
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Including: Gains from disposal of fixed
assets 25,197.24 69,339.39 25,197.24
Gains from disposal of intangible
assets - 16,786,499.21 -
- 54,247,540.40
Fiscal subsidy for high efficiency
lighting product promotion -
2,174,021.86 1,031,790.96
Government subsidy 2,174,021.86
Account payable not need to pay 8,135,171.18 - 8,135,171.18
Other 1,725,425.02 1,886,070.17 1,725,425.02
Total 12,059,815.30 74,021,240.13 12,059,815.30
-Government subsidies recorded into current profits and losses
Related to the
Item 2014 2013
assets/ income
168,999.96
Project of FGD fly ash removal of furnace system 168,999.96 Related to the assets
155,000.00
Production line of 50 million energy-saving fluorescent Related to the assets
155,000.00
lamp
Related to the
Leading growth project award 976,478.00 -
income
Related to the
Subsidies for technology standard strategy project 105,000.00 -
income
Related to the
Special fund (external development service) 116,000.00 -
income
Related to the
Government financial incentives 100,000.00 -
income
Related to the
Subsidies for construction projects 139,646.50 -
income
Project funds of Foshan supporting economic Related to the
- 200,000.00
development income
Related to the
No electrolytic capacitor drive power supply technology 22,717.50 142,891.00
income
Related to the
Reward for well-known trademark - 100,000.00
income
390,179.90 264,900.00
Other scattered government grants Related to the
170
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Related to the
Item 2014 2013
assets/ income
income
Total 2,174,021.86 1,031,790.96
Related to the
income
40. Non-operating expenses
The amount included in
Item 2014 2013 the current non-recurring
gains and losses
Total losses from disposal of non-current
assets 1,312,901.18 11,040,784.18 1,312,901.18
Including: Losses from disposal of fixed
assets 1,312,901.18 11,040,784.18 1,312,901.18
Donation 231,000.00 6,430,000.00 231,000.00
Estimated lawsuit compensation 61,438,275.16 - 61,438,275.16
Other 137,012.10 2,825,031.19 137,012.10
Total 63,119,188.44 20,295,815.37 63,119,188.44
41 Income tax expense
(1) Lists of income tax expense
Item 2014 2013
Current income tax expense 63,065,433.36 52,785,771.56
Deferred income tax expense -10,602,941.51 -5,921,610.02
Total 52,462,491.85 46,864,161.54
(2) Adjustment process of accounting profit and income tax expense
Item 2014
Total profits 319,128,444.57
Current income tax expense accounted by tax and relevant regulations 47,869,266.69
Influence of different tax rate suitable to subsidiary 4,669,010.45
Influence of income tax before adjustment 3,279,945.36
Influence of non taxable income -3,898,931.89
Influence of not deductable costs, expenses and losses 1,960,655.91
Influence of deductable losses of deferred income tax assets derecognized used in
-708,640.24
previous period
Influence of unrealized profits of internal transaction of deferred income tax assets
-708,814.43
derecognized used in previous period
Income tax expense 52,462,491.85
171
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
42. Supplementary information to cash flow statement
(1) Other cash received relevant to operating activities
Item 2014 2013
Deposit interest 14,900,326.33 11,907,769.84
2,147,696.85
Income from property and rental of
equipment 2,245,893.98
2,037,304.40
Income from subsidy 784,700.00
2,522,500.23
Other 1,921,219.17
21,607,827.81
Total 16,859,582.99
(2) Other cash paid relevant to operating activities
Item 2014 2013
Transport charges 68,265,682.55 49,884,125.00
Advertising expense 42,587,178.71 18,643,715.42
Expense for energy saving product
26,676,646.80 20,401,524.23
promotion
Sales promotion fee 10,694,435.28 5,974,202.58
Office expense 7,582,643.42 7,409,712.83
Land lease and administration
7,562,686.75 6,029,313.67
expense
Travel expense 6,896,228.68 5,681,601.46
Dealer meeting expense 4,798,758.39 1,595,312.83
Other 37,684,001.59 38,898,751.83
Total 212,748,262.17 154,518,259.85
(3) Other cash received relevant to investment activity
Item 2014 2013
-
Cash deposit regained for land bidding 41,710,000.00
172
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
-
Total 41,710,000.00
43. Supplementary information to cash flow statement
(1) Information of net profit to net cash flows generated from operating activities
Item 2014 2013
1. Reconciliation of net profit to net cash flows generated from
operating activities
Net profit 266,665,952.72 252,284,967.85
Add: Provision for impairment of assets 10,921,238.04 26,174,553.10
Depreciation of fixed assets 79,889,118.00 83,574,972.81
Amortization of intangible assets 5,987,995.30 4,177,812.27
Amortization of long-term deferred expense 210,038.06 -
Losses on disposal of property, plant and equipment,
intangible assets and other long-term assets (gains: negative) 514,331.14 -5,815,054.42
Losses on retirement of fixed assets 773,372.80 -
Losses from variation of fair value -1,105,462.10 109,530.85
Financial cost 881,108.77 3,852,637.98
Investment loss (gains: negative) -19,214,574.68 6,870,117.46
Decrease in deferred income tax assets -10,409,654.51
(“+” means increase) -5,921,610.02
Increase in deferred income tax liabilities -193,287.00
(“-” means decrease) -
Decrease in inventory (increase: negative) -114,087,591.08 -96,501,258.95
Decrease in accounts receivable from operating activities -79,704,991.15
(increase: negative) -24,641,328.86
Increase in payables from operating activities 164,511,151.03
(decrease: negative) -39,408,458.19
Net cash flows generated from operating activities 305,638,745.34 204,756,881.88
2. Net increase in cash and cash equivalents
Closing balance of cash 989,701,235.60 897,675,824.22
Less: opening balance of cash 897,675,824.22 985,450,890.74
Closing balance of cash equivalents - -
Less: Opening balance of cash equivalents - -
Net increase in cash and cash equivalents 92,025,411.38 -87,775,066.52
(2) Net Cash paid of obtaining the subsidiary
Item 2014
173
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Cash and cash equivalents paid in reporting period of the enterprise combination
24,360,000.00
in reporting period
12,847,113.68
Less: Cash and cash equivalents held by the Company on purchase date
-
Add: Cash and cash equivalents paid in reporting period of the enterprise
combination in previous period
11,512,886.32
Net cash gained from the subsidiary
(3) Net Cash receive of disposal of the subsidiary
N/A
(4) Cash and cash equivalents
Item Closing balance Opening balance
I. Cash 989,701,235.60 897,675,824.22
Including: Cash on hand 13,150.43 6,626.15
Bank deposit on demand 915,022,578.88 891,208,601.93
Other monetary funds on demand 74,665,506.29 6,460,596.14
II. Cash equivalent - -
Including: Bond investment due in three months - -
III. Closing balance of cash and cash equivalents 989,701,235.60 897,675,824.22
44 The assets with the ownership or use right restricted
Item Closing book value Restricted reason
17,160.00
Monetary capital The quality guarantee deposit
45. Foreign currency monetary items
Closing foreign currency Closing convert to RMB
Item Exchange rate
balance balance
Monetary capital
Including: USD 2,130,061.24 6.1190 13,033,844.73
EUR 1,168.30 7.4556 8,710.38
Account receivable
Including: USD 11,022,714.88 6.1190 67,447,992.35
174
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
VI. Changes of merge scope
Business merger not under same control
(1) Business merger not under same control in reporting period
Time and place of
Cost of gaining the Proportion of stock Way to gain the
Name of acquiree gaining the stock
stock rights rights stock rights
rights
Suzhou Mont Lighting Co., 30 Apr. 2014
2,436.00 50.50% Acquisition
Ltd.
Continued
Net profits of
Income of acquiree
Recognition basis of acquiree during the
Name of acquiree Purchase date during the purchase
purchase date purchase date to
date to period-end
period-end
Suzhou Mont Lighting Co., 30 Apr. 2014
Ltd. Resolution of board
directors, Equity transfer
agreement, The capital 42,289,128.14 -6,629,012.47
increase agreement,
Payment document
(2) Combined cost and goodwill
Combined cost Suzhou Mont Lighting Co., Ltd.
--Cash 24,360,000.00
--Fair value of non-cash assets
Combined cost 24,360,000.00
Less: Obtained proportion of net identifiable assets 16,999,669.55
Goodwill 7,360,330.45
(3) The identifiable assets and liabilities of acquiree at purchase date
Suzhou Mont Lighting Co., Ltd.
Item
Fair value on purchase date Book value on purchase date
Assets:
Monetary capital 12,847,113.68 12,847,113.68
175
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Suzhou Mont Lighting Co., Ltd.
Item
Fair value on purchase date Book value on purchase date
Notes receivable 501,300.00 501,300.00
Account receivable 5,735,863.78 5,735,863.78
Account paid in advance 2,295,165.90 2,295,165.90
Other account receivable 2,602,127.49 2,602,127.49
Inventories 12,606,249.01 12,606,249.01
Other current assets 299,209.64 299,209.64
Fixed asset 1,391,109.55 1,391,109.55
Intangible assets 19,867,526.28 15,446.28
Long-term expense to be apportioned 330,071.79 330,071.79
Deferred income tax assets 2,361,893.54 2,361,893.54
Liabilities:
Short-term borrowings 2,000,000.00 2,000,000.00
Accounts payable 17,904,203.05 17,904,203.05
Accounts received in advance 1,501,245.00 1,501,245.00
Employee’s compensation payable 788,972.51 788,972.51
Taxes and fares payable 8,633.12 8,633.12
Other accounts payable 1,994,053.00 1,994,053.00
Deferred income tax liabilities 2,977,812.00 -
Net assets 33,662,711.98 16,788,443.98
Less: Minority interests 16,663,042.43 8,310,279.77
Obtained net assets 16,999,669.55 8,478,164.21
VII. Equity in other entities
1. Equity in subsidiary
(1) The structure of the enterprise group
Main Proportion of
Registrati Nature of shareholding (%) Way of
Name of the subsidiary operating
on place business gaining
place Directly Indirectly
Foshan Chansheng Electronic Ballast
Foshan Foshan Production 100.00 - Newly
Co., Ltd.
176
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Main Proportion of
Registrati Nature of shareholding (%) Way of
Name of the subsidiary operating
on place business gaining
place Directly Indirectly
and sales established
Foshan Chanchang Electric Appliance Production Newly
Foshan Foshan 70.00 -
(Gaoming) Co., Ltd.
and sales established
Foshan Taimei Times Lamps and Production Newly
Foshan Foshan 70.00 -
Lanterns Co., Ltd.
and sales established
Guangdong Fozhao New Light Sources Production Newly
Foshan Foshan 100.00 -
Technology Co., Ltd. and sales established
Foshan Electrical & Lighting Production Newly
Xinxiang Xinxiang 100.00 -
(Xinxiang) Co., Ltd.
and sales established
Finance Newly
Guangdong Fozhao Leasing Co., Ltd. Foshan Foshan 100.00 -
lease established
Foshan Lighting Lamps & Components Production Newly
Foshan Foshan 100.00 -
Co., Ltd.
and sales established
Nanjing Fozhao Lighting Components Production
Nanjing Nanjing 100.00 - Acquisition
Manufacturing Co., Ltd. and sales
Suzhou Suzhou
Production
Suzhou Mont Lighting Co., Ltd. 50.50 - Acquisition
and sales
177
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(2) Significant not wholly owned subsidiary
Shareholding Balance of minority
The profits and losses arbitrate to Declaring dividends distribute to
Name proportion of shareholder at closing
the minority shareholders minority shareholder
minority shareholder period
Foshan Chanchang Electric Appliance 30.00% 1,222,144.31 - 29,258,081.11
(Gaoming) Co., Ltd.
Foshan Taimei Times Lamps and Lanterns 30.00% 3,145,934.34 2,094,876.38 7,820,250.02
Co., Ltd.
49.50% -3,827,174.90 - 12,835,867.53
Suzhou Mont Lighting Co., Ltd.
/ 540,903.75 2,094,876.38 49,914,198.66
Total
(3) The main financial information of significant not wholly owned subsidiary
Closing balance
Name
current assets Non-current assets Total assets Current liabilities Non-current liability Total liability
Foshan Chanchang Electric Appliance 63,532,557.96 39,007,126.25 102,539,684.21 5,012,747.19 - 5,012,747.19
(Gaoming) Co., Ltd.
Foshan Taimei Times Lamps and Lanterns 49,205,594.26 9,560,697.64 58,766,291.90 32,698,791.79 - 32,698,791.79
Co., Ltd.
40,855,146.44 7,957,886.07 48,813,032.51 38,653,601.00 - 38,653,601.00
Suzhou Mont Lighting Co., Ltd.
Continued
Opening balance
Name
current assets Non-current assets Total assets Current liabilities Non-current liability Total liability
178
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Foshan Chanchang Electric Appliance 64,645,229.94 42,155,367.64 106,800,597.58 13,347,474.92 - 13,347,474.92
(Gaoming) Co., Ltd.
Foshan Taimei Times Lamps and Lanterns 84,242,709.34 7,404,471.99 91,647,181.33 69,083,207.77 - 69,083,207.77
Co., Ltd.
- - - - - -
Suzhou Mont Lighting Co., Ltd.
2014 2013
Total Total
Name Operation Operating cash Operation Operating cash
Net profit comprehensive Net profit comprehensive
revenue flow revenue flow
income income
Foshan Chanchang
Electric Appliance 75,463,816.96 4,073,814.36 4,073,814.36 -13,988,182.76 147,411,873.93 5,016,215.49 5,016,215.49 -9,264,972.83
(Gaoming) Co., Ltd.
Foshan Taimei Times
Lamps and Lanterns 185,149,905.82 10,486,447.81 10,486,447.81 13,679,219.95 227,267,740.56 10,473,295.85 10,473,295.85 16,266,328.20
Co., Ltd.
Suzhou Mont
42,289,128.14 -6,629,012.47 -6,629,012.47 -4,404,066.24 - - - -
Lighting Co., Ltd.
179
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
2. Equity in joint venture arrangement or associated enterprise
(1) Significant joint venture arrangement or associated enterprise
N/A
(2) Main financial information of insignificant associated enterprise
Qinghai FSL Lithium Energy Exploitation Co., Closing balance/2014 Opening balance /2013
Ltd.
Total investment book value 3,689,724.39 12,807,642.03
Total of the followings calculated by shareholding
proportion
Net profits -9,117,917.64 -12,543,975.96
Other comprehensive income - -
Total comprehensive income -9,117,917.64 -12,543,975.96
(3) Note to the significant restrictions of the ability of associated enterprise transfer funds to the Company
N/A
(4) The excess loss of associated enterprise
N/A
(5) Contingent liabilities related to associated enterprise investment
N/A
VIII. The risk related financial instruments
The financial instruments of the Company included: monetary funds, accounts receivable, notes receivable,
accounts payable, etc. The details of each financial instrument see relevant items of note V.
The main risks of the Company due to financial instruments were credit risk, liquidity risk and market risk.
The operating management of the Company was responsible for the risk management target and the
recognition of the policies.
1 Credit risk,
Credit risk was one party of the contract failed to fulfill the obligations and causes loss of financial assets of
the other party. The credit risk the Company faced was selling on credit which leads to customer credit risk.
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The Company will evaluate credit risk of new customer, and set credit limit, once the balance of account
receivable over credit limit, require the customer to pay or producing and delivering goods shall be approved
by the management of the Company.
The Company through monthly aging analysis of account receivable and monitoring the collection situation
of the customer ensured the overall credit risk of the Company was in control scope. Once appear abnormal
situation, the Company should conduct necessary measures to requesting the payment timely.
2. Liquidity Risk
Liquidity risk was referred to there risk of incurring capital shortage when performing settlement obligation
in the way of cash payment or other financial assets. The policies of the Company were to ensure that there
was sufficient cash to pay the due liabilities. The liquidity risk was centralized controlled by the financial
department of the Company. The financial department through supervising the balance of the cash and
securities can be convert to cash at any time and the rolling prediction of cash flow in future 12 months to
ensure the Company have sufficient cash to pay the liabilities under the case of all reasonable prediction,
Each financial liability of the Company was estimated due within 1 year.
3. Market risk
Market risk was referred to risk of the fair value or future cash flow of financial instrument changed due to
the change of market price, including: exchange rate risk, interest rate risk and other price risk.
A. Exchange rate risk
Exchange rate risk was referred to the possible loss due to changes of exchange rate in the financial activities
that economic agents held or used the foreign exchange. The Company’s export business was settled by
USD which avoided exchange risk the Company faced in transaction. .
B. Interest rate risk
Interest rate risk was referred to risk of the fair value or future cash flow of financial instrument changed
due to the change of market interest risk. There was no bank loan in the Company, thus no RMB benchmark
interest rate changes
C. Other price risk
N/A
IX. The disclosure of the fair value
Closing fair value of assets and liabilities calculated by fair value
Item Closing fair value
114,908,227.84
Available-for-sale financial assets
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
114,908,227.84
Of which; circulation stock of China Everbright Bank
20,320.00
Financial assets calculated by fair value and changes
record into current profits or losses
20,320.00
Of which; stock
X. Related party and related Transaction
1. Information related to parent company of the Company
There is no direct controlling parent company in the Company.
2. Subsidiaries of the Company
See details to Notes VII. 1. Equity in subsidiaries
3. Information on the joint ventures and associated enterprises of the Company
See details to Notes VII. 2. Equity in joint ventures or associated enterprises
4. Information on other related parties of the Company
Name Relationship
Prosperity (Hangzhou) Lighting and Electrical Co., Ltd. Company controlled by related natural person
Hangzhou Times Lighting and Electrical Co., Ltd. Company controlled by related natural person
Prosperity Electrical (China) Co., Ltd. Company controlled by related natural person
Prosperity Lamps and Components Ltd. Shareholder owning over 5% shares
Prosperity (Xinxiang) Electro-Optical Machinery Co.,
Company controlled by related natural person
Ltd
Prosperity (Xinxiang) Lighting Machinery Co., Ltd. Company controlled by related natural person
Acting-in-concert party of a corporation with a stake over 5% in
OSRAM (China) Lighting Co., Ltd.
the Company
Acting-in-concert party of a corporation with a stake over 5% in
OSRAM Asia Pacific Ltd. the Company
Prosperity Xiteke Lighting (Langfang) Co., Ltd. Company influenced by related natural person
Shanghai Linxian Mechanical and Electrical Equipment
Related natural person as a senior manager in the company
Co., Ltd.
Qinghai Salt Lake Fozhao Lanke Lithium Industry Co.,
Subsidiary of joint venture
Ltd.
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5. List of related-party transactions
(1) Information on acquisition of goods and reception of labor service
Lists of acquisition of goods and reception of labor service
Related-party Content 2014 2013
Prosperity Lamps and Components Ltd. Purchase of materials 6,811,656.25 7,001,541.05
Prosperity Electrical (China) Co., Ltd. Purchase of materials 28,049,218.92 31,059,474.48
Prosperity Xiteke Lighting (Langfang) Co.,
Purchase of materials - 1,352,030.64
Ltd.
OSRAM (China) Lighting Co., Ltd. Purchase of materials 40,000.00 62,400.00
Prosperity (Xinxiang) Electro-Optical
Purchase of materials - 29,709.50
Machinery Co., Ltd
Prosperity (Xinxiang) Lighting Machinery Co.,
Purchase of materials - 3,435.90
Ltd.
Hangzhou Times Lighting Appliance Co., Ltd. Purchase of materials 3,108,325.40 22,822.21
Prosperity Lamps and Components Ltd. Sales commission 1,428,446.03 2,052,070.96
Purchase of
Prosperity Lamps and Components Ltd. - 7,729,555.20
equipment
Guangdong Fozhao Guoxuan Power Energy Purchase of
- 2,521,367.52
Co., Ltd. equipment
Prosperity (Xinxiang) Electro-Optical Purchase of
393,964.96 876,239.32
Machinery Co., Ltd equipment
Qinghai Salt Lake Fozhao Lanke Lithium Consignment loan -
- 1,981,349.56
Industry Co., Ltd. interest
Total / 39,831,611.56 54,691,996.34
Information of sales of goods and provision of labor service
Related-party Content 2014 2013
Prosperity Lamps and Components Ltd. Sale of products 40,568,018.66 53,945,797.44
Prosperity (Hangzhou) Lighting and Electrical
Sale of products 6,410,557.09 4,401,210.70
Co., Ltd.
Prosperity Electrical (China) Co., Ltd. Sale of products 1,125,059.16 1,114,611.61
OSRAM (China) Lighting Co., Ltd. Sale of products 7,839,576.54 10,441,638.78
OSRAM Asia Pacific Ltd. Sale of products 49,252,633.46 11,666,807.92
Shanghai Linxian Mechanical and Electrical
Sale of products 308,556.24 -
Equipment Co., Ltd.
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Hangzhou Times Lighting Appliance Co., Ltd. Sale of products 32,243.59 -
Prosperity Xiteke Lighting (Langfang) Co.,
Sale of products 923.08 -
Ltd.
Guangdong Fozhao Guoxuan Power Energy - 58,023.24
Utilities
Co., Ltd.
Total / 105,537,567.82 81,628,089.69
(2) Information of related lease
The Company was lessor:
The lease income
Category of leased The lease income confirmed
Name of lessee
assets confirmed in this year
in last year
- 222,120.00
Guangdong Fozhao Guoxuan Power Energy Co., Ltd. Rental
90,000.00 -
Shanghai Linxian Mechanical and Electrical Equipment
Rental
Co., Ltd.
90,000.00 222,120.00
Total /
6. Related party account receivables and account payables
(1) Balance of account receivables of related party
Closing balance Opening balance
Related party Bad debt Bad debt
Book balance Book balance
provision provision
Account receivable
Prosperity (Hangzhou) Lighting and Electrical
Co., Ltd. 3,448,847.23 206,930.83 2,100,275.77 126,016.55
Prosperity Electrical (China) Co., Ltd. 837,052.54 50,223.15 561,151.46 33,669.09
OSRAM (China) Lighting Co., Ltd. 2,630,821.95 157,849.32 3,090,949.47 185,456.97
Prosperity Lamps and Components Ltd. 6,365,602.04 381,936.12 9,415,621.92 564,937.32
OSRAM Asia Pacific Ltd. 13,267,801.82 796,068.11 5,261,448.50 315,686.91
Shanghai Linxian Mechanical and Electrical 44,374.26 2,662.46 - -
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Equipment Co., Ltd.
Other non-current assets
Prosperity (Xinxiang) Electro-Optical
836,309.00 - - -
Machinery Co., Ltd
(2) Balance of account payables of related party
Related party Closing balance Opening balance
Account payable
Prosperity Lamps and Components Ltd. 2,558,944.00 573,328.59
Prosperity Electrical (China) Co., Ltd. 8,885,342.91 1,649,840.46
Hangzhou Times Lighting Appliance Co., Ltd. 739,825.37 9,830.77
Prosperity (Xinxiang) Electro-Optical Machinery Co., Ltd 234,694.87 -
Other account payable
Prosperity (Xinxiang) Lighting Machinery Co., Ltd. 7,400.00 7,400.00
Prosperity Lamps and Components Ltd. 408,827.77 -
Receivable in advance
Shanghai Linxian Mechanical and Electrical Equipment Co., Ltd. 6,610.68 -
7 Rewards for the key management personnel
Item Post 2014 2013
2,430,000.00 1,275,000.00
Pan Jie President
1,822,500.00 1,287,500.00
Liu Xingming Vice president &GM
618,700.00 410,000.00
Chief of the board of
Zhang Yong
supervisors
921,300.00 704,200.00
Lin Yihui Secretary of the board
1,458,000.00 810,000.00
Yin Jianchun CFO
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Item Post 2014 2013
4,740,800.00 4,713,600.00
Other /
11,991,300.00 9,200,300.00
Total /
-The rewards for PanJie and Yin Jianchun were calculated since them holding the posts in Jun. 2013
XI. Commitments
1. Significant commitments
Significant commitments at balance sheet date
As of 31 Dec. 2014, there was no significant commitment or contingency in the Group.
2. Contingency
The Company respectively received five batches of Citation, Notice of Apperance and other relevant legal
documents from Guangzhou Intermediate Peoples Court on 17 Sep. 2013, 7 Jan. 2014, 13 Mar 2014, 16 Jan.
2015 and16 Mar. 2015. The Guangzhou Intermediate Peoples Court had accepted and heard a total of 2279
cases of civil lawsuits to the Company about Securities False Statement Liability Disputes.2279 plaintiffs
respectively instituted lawsuits to Guangzhou Intermediate Peoples Court and required the Company to bear
civil liability and pay the compensation about the aforesaid Information disclosure violations. the claim amount
of above cases was RMB 335,880,665.30 and HKD 1,327,843.81 , of which the amount of prosecute the
Company and part of the directors, executive officers at the same time the company and part of the directors,
executive officers was RMB 6,266,661.31 and HKD 10,622.68.
As the report issue date, the Company respectively received Civil Judgment (2013) SZFJMCZNo. 5 and
Civil Judgment (2013) SZFJMCZNo. 756, issued by Guangzhou Intermediate Peoples Court, the judgment
required the Company pay the compensation of RMB 60,410,789.16 for each plaintiff of 955 cases of civil
action upon securities false statement liability disputes, and the Company bare the litigation fee RMB
1,027,486.00 . The Company rejected to accept the judgment, and filed a suit to Guangdong Higher People's
Court, the relevant procedures had not yet been finished, the Company withdrawn estimated liabilities RMB
61,438,275.16 in line with the above judgment temporarily.
In addition, the above cases, there were 1324 cases involving total claim amount of RMB 205,024,204.64
and HKD 1,327,843.81 ( of which meanwhile accused the Company or part of present directors of the
Company, senior executive RMB 4,564,105.54 and HKD 10,622.68) which as the report issue date, the cases
have not yet been heard.
XII. Events after balance sheet date
1. Pre-plan for profit allocation and turning capital reserve into share capital
-In accordance with the profit allocation and capitalization of capital reserves for 2014 approved by the
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Board of Directors on 23 Apr. 2015, based on the total 978,563,745 shares as at the end of 2014, the
Company intends to distribute a cash dividend of RMB 2.20 (tax included) for every 10 shares held by all
shareholders., with the total distributed cash dividends reaching RMB 215,284,023.90;And the Company
also plans to increase 3shares for every 10 shares held by all shareholders with the capital reserves. A total of
293,569,124 shares will be increased. The profit allocation and capitalization of capital reserves replan needs
to be examined by the Shareholders’ General Meeting.
XIII. Other significant events
1、Stock incentive fund
The proposal on establishing stock incentive mechanism for middle and senior management staff was
approved at the shareholders’ general meeting 2001 held on 16 May 2002, of which, with annual net return
on equity being 6% as KPI, if only the annual net return on equity could reach to 6%, the stock incentive
funds shall be appropriated based on 5% of net profit, withdrawal percentage of inventive fund will be
increased simultaneously with the growth ratio of net return on equity. Such proposal had started to
implement from the fiscal year of 2001. The stock incentive fund of RMB 13 million was withdrawn for the
year then ended.
2、Particulars on back door listing of joint stock company Hefei Guoxuan High-tech Power Energy
Co., Ltd.
On 9 Sep. 2014, the Company received paper announcement from joint stock company Hefei Guoxuan
High-tech Power Energy Co., Ltd.( Hereinafter referred to as " Guoxuan High-tech ") which was: Draft of
Guoxuan High-tech plan to listing through buying shell of Jiangsu Dongyuan Elec'l Grp
Co.,Ltd.( Hereinafter referred to as " Dongyuan Elec'l "), the draft had been reviewed and approved by the
board of directors of Dongyuan Elec'l,. The back door listing of Guoxuan High-tech through Dongyuan
Electrical was approved by the Listed Company Merger and Reorganization Examination Committee of
CSRC upon review on 2 Apr. 2015. Up to the date when this financial report is approved for release, the
relevant transaction hasn’t been concluded yet.
3.Segment Information
There was no independently baring risk or rewards different from other parts, neither separable business
divisions nor area divisions in the Company.
4.Other
There was no other significant event to be disclosed.
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
XIV. Notes of main items in the financial statements of the Company
1. Accounts receivable
(1) Accounts receivable classified by category
Category
Book balance Provision for bad debts
Category
Proportion Proportion Book value
Amount Amount
(%)
(%)
Accounts receivable with
significant single amount and
- - - - -
individually withdrawn bad debt
provision
Accounts receivable withdrawal of
bad debt provision of by credit 355,364,408.20 99.81 19,571,304.68 5.51 335,793,103.52
risks characteristics:
Of which: Balance group 326,188,411.47 91.62 19,571,304.68 6.00 306,617,106.79
Internal business group 29,175,996.73 8.19 - - 29,175,996.73
Accounts receivable with
insignificant single amount and
664,739.65 0.19 664,739.65 100.00 -
individually withdrawn bad debt
provision
356,029,147.85 100.00 20,236,044.33 5.68 335,793,103.52
Total
Continued
Opening balance
Book balance Provision for bad debts
Category
Proportion Proportion Book value
Amount Amount
(%)
(%)
Accounts receivable with
significant single amount and
- - - - -
individually withdrawn bad debt
provision
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Accounts receivable withdrawal of
bad debt provision of by credit 452,687,518.72 100.00 24,357,236.63 5.38 428,330,282.09
risks characteristics:
Of which: Balance group 405,953,943.93 89.68 24,357,236.63 6.00 381,596,707.30
- -
Internal business group 46,733,574.79 10.32 46,733,574.79
Accounts receivable with
insignificant single amount and
- - - - -
individually withdrawn bad debt
provision
452,687,518.72 100.00 24,357,236.63 5.38 428,330,282.09
Total
-In the group, account receivable adopting internal business group
Entity Closing balance Opening balance
Foshan Chansheng Electronic Ballast Co., Ltd. 14,244,606.23
765,262.09
Foshan Chanchang Electric Appliance
-
(Gaoming) Co., Ltd. 4,805,233.33
Foshan Taimei Times Lamps and Lanterns
2,860,125.97
Co.,Ltd. 35,264,887.89
Nanjing Fozhao Lighting Components
3,992,927.76 -
Manufacturing Co., Ltd.
Guangdong Fozhao New Light Sources
-
Technology Co., Ltd.
2,700.00
Foshan Electrical & Lighting (Xinxiang) Co.,
1,096,283.97 5,876,755.98
Ltd.
-
FSL Lighting Equipment Co., Ltd. 18,735.50
6,982,052.80
Suzhou Mont Lighting Co., Ltd.
-
29,175,996.73 46,733,574.79
Total
-In the groups, accounts receivable adopting balance percentage method to withdraw bad debt provision:
Closing balance Opening balance
Aging Accounts Provision for Proportion Accounts Provision for Proportion
receivable bad debts (%) receivable bad debts (%)
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Closing balance Opening balance
Aging Accounts Provision for Proportion Accounts Provision for Proportion
receivable bad debts (%) receivable bad debts (%)
Within 1 year 291,351,476.72 17,481,088.58 6.00 392,366,020.60 23,541,961.24 6.00
1-2 years 27,781,507.87 1,666,890.48 6.00 8,237,973.75 494,278.42 6.00
2-3 years 4,232,143.84 253,928.63 6.00 4,757,260.70 285,435.64 6.00
Over 3 years 2,823,283.04 169,396.99 6.00 592,688.88 35,561.33 6.00
405,953,943.93 24,357,236.63
Total 326,188,411.47 19,571,304.68 6.00 6.00
-Accounts receivable with insignificant single amount and individually withdrawn bad debt provision
Content Book balance Bad debt Proportion (%) Reason
Shanghai Jinshen Electric Co., Ltd. 200,000.00 200,000.00 100.00 Estimated irrecoverable
Hangzhpou Huage Lighting
186,220.00 186,220.00 100.00 Estimated irrecoverable
Engineering Co., Ltd.
Kunming Hongguangming Commerce
278,519.65 278,519.65 100.00 Estimated irrecoverable
Co., Ltd.
Total 664,739.65 664,739.65 100.00
(2) Bad debt provision withdrawal, reversed or recovered in the report period
The amount of bad debt provision was RMB 0.00; the amount of reversed or recovered bad debt provision in
the report period was of RMB4, 084,478.67.
(3) Particulars of the actual verification of accounts receivable during the reporting period
Item Nature Amount Reason Whether occurred from related transaction
Small amount Estimated No
Loan 36,713.63
of verification irrecoverable
Total 36,713.63
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(4) Top five of account receivable of closing balance collected by arrears party
Closing balance
Name of the entity Nature Closing balance Aging Proportion (%) of bad debt
provision
1,145,555.02
Enterprise unit 1 Loan 19,092,583.73 Within 1 year 5.36
Enterprise unit 2 796,068.11
Loan 13,267,801.82 Within 1 year 3.73
Enterprise unit 3 10,141,244.40
Loan Within 2 years 2.85 608,474.66
Enterprise unit 4 572,798.15
Loan 9,546,635.80 Within 1 year 2.68
Enterprise unit 5 468,024.05
Loan 7,800,400.78 Within 1 year 2.19
Total / 59,848,666.53 / 16.81 3,590,919.99
(5) Derecogniziton of account receivable due to the transfer of financial assets
N/A
(6) Assets and liabilities formed by transferring account receivable and its continuous involvement
N/A
2. Other account receivable
(1) Other account receivable classified by category
Closing balance
Book balance Provision for bad debts
Category
Proportion Proportion Book value
Amount Amount
(%) (%)
Other accounts receivable with
significant single amount and
- - - - -
individually withdrawn bad debt
provision
Other accounts receivable
withdrawal of bad debt provision 147,003,635.15 100.00 4,674,595.70 3.18 142,329,039.45
of by credit risks characteristics:
Of which: Balance group 77,909,928.64 21.02 4,674,595.70 6.00 73,235,332.94
Internal business group 69,093,706.51 78.98 - - 69,093,706.51
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Other accounts receivable with
insignificant single amount and
- - - - -
individually withdrawn bad debt
provision
Total 147,003,635.15 100.00 4,674,595.70 3.18 142,329,039.45
Continued
Opening balance
Book balance Provision for bad debts
Category
Proportion Proportion Book value
Amount Amount
(%) (%)
Other accounts receivable with
significant single amount and
- - - - -
individually withdrawn bad debt
provision
Other accounts receivable
withdrawal of bad debt provision 72,971,393.08 100.00 1,359,038.95 1.86 71,612,354.13
of by credit risks characteristics:
22,650,649.31 31.04 1,359,038.95 6.00
Of which: Balance group 21,291,610.36
50,320,743.77 68.96 - -
Internal business group 50,320,743.77
Other accounts receivable with
insignificant single amount and
- - - - -
individually withdrawn bad debt
provision
72,971,393.08 100.00 1,359,038.95 1.86 71,612,354.13
Total
-The period-end balance of other accounts receivable has increased by RMB
74,032,242.07 ,101.45%compared with that in last year, which mainly due to the unsettlement of
government subsidy for efficient lighting promotion project.
-In the group, other account receivable adopting internal business group
Entity Closing balance Opening balance
Foshan Chanchang Electric Appliance
855,980.58
(Gaoming) Co., Ltd. 4,909,760.46
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Foshan Chansheng Electronic Ballast Co., Ltd. 1,974,306.64
7,836,857.06
Guangdong Fozhao New Light Sources
378,787.07
Technology Co., Ltd. -
Foshan Taimei Times Lamps and Lanterns Co.,
1,897,697.32
Ltd. 2,360,556.77
Nanjing Fozhao Lighting Components
8,600,950.07
Manufacturing Co., Ltd. 13,111,850.07
Foshan Electrical & Lighting (Xinxiang) Co.,
3,506,642.28
Ltd. 3,986,348.74
FSL Lighting Equipment Co., Ltd. 51,879,342.55
18,115,370.67
Total 69,093,706.51 50,320,743.77
-In the groups, other accounts receivable adopting balance percentage method to withdraw bad debt
provision:
Closing balance Opening balance
Aging Accounts Provision for Proportion Accounts Provision for Proportion
receivable bad debts (%) receivable bad debts (%)
1,299,622.82
Within 1 year 75,605,537.19 4,536,332.23 6.00 21,660,380.27 6.00
1-2 years 1,348,286.72 80,897.20 6.00 114,694.08 6,881.63 6.00
2-3 years 101,694.08 6,101.64 6.00 486,435.49 29,186.13 6.00
Over 3 years 854,410.65 51,264.63 6.00 389,139.47 23,348.37 6.00
22,650,649.31
Total 77,909,928.64 4,674,595.70 6.00 1,359,038.95 6.00
(2) Bad debt provision withdrawal, reversed or recovered in the report period
The amount of bad debt provision was RMB 3,315,556.75 ; the amount of reversed or recovered bad debt
provision in the report period was of RMB 0.00
(3) Particulars of the actual verification of accounts receivable during the reporting period
N/A
(4) Other account receivable classified by account nature
Nature Closing book value Opening book value
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Internal business group 69,093,706.51 50,320,743.77
Finance subsidy for efficient 59,524,157.04 -
lighting promotion project.
VAT export tax refunds 9,474,039.36 17,593,990.28
Performance bond 3,279,191.60 1,759,585.60
Staff borrow and deposit 1,802,527.06 1,123,146.95
Rental and utilities 1,128,036.38 192,882.17
Related payment of street light 2,523,547.23 1,568,550.00
construction
Other 178,429.97 412,494.31
147,003,635.15 72,971,393.08
Total
(5) The top five other account receivable classified by debtor at period end
Closing
Entity Nature Closing balance Aging Proportion% balance of bad
debt provision
Finance subsidy
for efficient
Enterprise unit 1 lighting 59,524,157.04 Within 2 years 40.49 3,571,449.42
promotion
project.
Enterprise unit 2 Export rebates 9,474,039.36 Within I year 6.44 568,442.36
Advancing the
street lamp
Enterprise unit 3 installation 2,523,547.23 Within I year 1.72 151,412.83
payment for
another
Enterprise unit 4 Margin 1,380,000.00 Within I year 0.94 82,800.00
Performance
Enterprise unit 5 1,000,000.00 Within I year 0.68 60,000.00
bond
Total / 73,901,743.63 / 50.27 4,434,104.61
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(6) Account receivable involving government subsidies
Estimated recovering
Name of entity Item Closing balance Closing aging
time, amount and basis
Financial Finance subsidy for efficient lighting
59,524,157.04 Within 2 years 2015
Bureau promotion project.
(7) Other account receivable derecognized due to the transfer of financial assets
N/A
(8) Assets and liabilities formed by transferring other account receivable and its continuous involvement
N/A
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2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
3. Long term equity investment
Closing balance Closing balance
Item
Book balance Bad debt provision Book value Book balance Bad debt provision Book value
Investment to subsidiary 441,949,939.76 - 441,949,939.76 417,589,939.76 - 417,589,939.76
Investment to associate enterprises 3,689,724.39 - 3,689,724.39 18,203,091.82 - 18,203,091.82
Total 445,639,664.15 - 445,639,664.15 435,793,031.58 - 435,793,031.58
(1) Investment to subsidiaries of the Company
Withdrawn Closing balance of
Opening balance Increase Decrease Closing balance impairment provision impairment
Entity in the reporting period provision
Foshan Chansheng Electronic Ballast Co., Ltd. 2,744,500.00 - - 2,744,500.00 - -
Foshan Chanchang Electric Appliance
(Gaoming) Co., Ltd. 42,000,000.00 - - 42,000,000.00 - -
Foshan Taimei Times Lamps and
350,000.00 - - 350,000.00 - -
Lanterns Co., Ltd.
Nanjing Fozhao Lighting Components
Manufacturing Co., Ltd. 72,000,000.00 - - 72,000,000.00 - -
Guangdong Fozhao New Light Sources
50,077,000.00 - - 50,077,000.00 - -
Technology Co., Ltd.
Foshan Electrical & Lighting (Xinxiang) Co.,
Ltd. 35,418,439.76 - - 35,418,439.76 - -
Guangdong Fozhao Financial Leasing Co., Ltd. 200,000,000.00 - - 200,000,000.00 - -
196
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
FSL Lighting Equipment Co., Ltd.
15,000,000.00 - - 15,000,000.00 - -
Suzhou Mont Lighting Co., Ltd. - 24,360,000.00 - 24,360,000.00 - -
Total 417,589,939.76 24,360,000.00 - 441,949,939.76 - -
(2) Investment to associated enterprise
Increase/ decrease
addit Closing
Adjustment
ional Profits or losses Ot balance of
Entity Closing balance negative of other Other Equities or profits Bad debt Closing balance
inves recognized under equity he bad debt
investment comprehens changes declare to issue provision
tmen equity method. r provision
ive income
t
Qinghai FSL
Lithium Energy
Exploitation 12,807,642.03 - - -9,117,917.64 - - - - - 3,689,724.39 -
Co., Ltd.
Guangdong
Fozhao
Guoxuan Power 5,395,449.79 - 5,395,449.79 - - - - - - - -
Energy Co.,
Ltd.
Total 18,203,091.82 - 5,395,449.79 -9,117,917.64 - - - - - 3,689,724.39 -
197
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
4. Revenue and Cost of Sales
(1) Revenue, Cost of Sales
2014 2013
Item
Revenues Operating costs Revenues Operating costs
Main operations 3,074,905,433.08 2,356,699,902.95 2,486,962,211.23 1,923,694,963.65
Other operations 21,859,129.59 11,797,485.10 104,505,104.95 76,309,660.72
Total 3,096,764,562.67 2,368,497,388.05 2,591,467,316.18 2,000,004,624.37
(2) Main business (Classified by industry)
2014 2013
Item
Revenue of sales Costs of sales Revenue of sales Costs of sales
886,818,873.41 661,932,568.81 277,217,445.76 220,560,321.16
LED
2,188,086,559.67 1,694,767,334.14 2,209,744,765.47 1,703,134,642.49
Traditional lighting
3,074,905,433.08 2,356,699,902.95 2,486,962,211.23 1,923,694,963.65
Total
(3) Breakdown of main operation according to areas
2014 2013
Item
Revenue of sales Costs of sales Revenue of sales Costs of sales
Domestic sales 2,195,459,421.66 1,738,416,539.06 1,666,429,014.78 1,341,497,916.76
Overseas sales 879,446,011.42 618,283,363.89 820,533,196.45 582,197,046.89
Total 3,074,905,433.08 2,356,699,902.95 2,486,962,211.23 1,923,694,963.65
(4) The revenue of sales from the top five customers
Customer Operating income Proportion (%)
Enterprise unit 1 248,392,951.31 8.02
Enterprise unit 2 51,487,747.58 1.66
Enterprise unit 3 49,252,633.46 1.59
Enterprise unit 4 46,475,691.92 1.50
Enterprise unit 5 40,568,018.66 1.31
Total 436,177,042.93 14.08
198
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
5. Investment income
Item 2014 2013
Long-term equity investment calculated by cost method 4,888,044.88 10,765,414.26
Long-term equity investment calculated by equity method -9,117,917.64 -12,820,601.90
Investment income during the period of the held of available
for sale financial assets 25,992,879.30 1,365,712.54
Investment income from the disposal of long-term
equity investment -17,112.47 -11,668,009.74
Investment income obtained through disposal of available for sale
financial assets 1,784,824.81 8,481,117.34
Investment income obtained through disposal of financial assets
measured at fair value and changes recorded into current 72,494.46 -
profits and losses
Other 499,406.22 981,349.56
Total 24,102,619.56 -2,895,017.94
(1) Long-term equity investment calculated by cost method
Investor 2014 2013
Foshan Taimei Times Lamps and Lanterns Co.,Ltd. 4,888,044.88 10,765,414.26
Total 4,888,044.88 10,765,414.26
(2) Long-term equity investment calculated by equity method
Investor 2014 2013
Qinghai FSL Lithium Energy Exploitation Co., Ltd. -9,117,917.64 -12,543,975.96
Guangdong Fozhao Guoxuan Power Energy Co., Ltd. - -276,625.94
Total -9,117,917.64 -12,820,601.90
(3) Investment income during the period of the held of available for sale financial assets
Investor 2014 2013
199
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
-
Xiamen Bank Co., Ltd. 21,942,835.20
China Everbright Bank 4,050,044.10 1,365,712.54
Total 25,992,879.30 1,365,712.54
(4) Investment income from the disposal of long-term equity investment
Investor 2014 2013
Qinghai FSL Lithium Energy Exploitation Co., Ltd. - -10,288,737.23
Guangdong Fozhao New Light Sources Technology Co., Ltd. - -1,379,272.51
Guangdong Fozhao Guoxuan Power Energy Co., Ltd. -17,112.47 -
Total -17,112.47 -11,668,009.74
(5) Investment income obtained through disposal of available for sale financial assets
Investor 2014 2013
Guangzhou Zhujiang Asset Management Company Limited 1,784,824.81 -
Shenzhen Liangke Venture Capital Company Limited - 8,481,117.34
Total 1,784,824.81 8,481,117.34
(6) Investment income obtained through disposal of financial assets measured at fair value and changes recorded into
current profits and losses
Item 2014 2013
Fund -997,145.30 -
Stock 1,069,639.76 -
Total 72,494.46 -
(7) Other
Item 2014 2013
Repurchase business of bond collateral type offers 1,499,406.22 -
200
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Item 2014 2013
Foshan Fochen Road Development Company Limited -1,000,000.00 -1,000,000.00
Interest income from the entrustment loan to Qinghai Fozhao
Lithium Energy Exploitation Co., Ltd. - 1,981,349.56
Total 499,406.22 981,349.56
XV. Supplementary materials
1. Items and amounts of extraordinary gains and losses
Item of extraordinary gains and losses are calculated according to related provisions of China Securities Regulatory
Comnission,”Interpretation Notice for Information Disclosures by Companies that Offer Securities to the Public No. 1:Extraordinary
Gains and Losses (revised in 2008)”
2014
Item
Gains/losses on the disposal of non-current assets -1,287,703.94
Government grants recognized in the current period, except for those acquired in the ordinary
course of business or granted at certain quotas or amounts according to the government’s unified 2,174,021.86
standards
Gains due to that the investment costs for the Company to abtain subsidiaries,associates and joint
wentures are lower than the enjoyable fair value of the identifitable net assets of the investees the -17,112.47
investees when making the investments
Gain/loss from change of fair value of transactional assets and liabilities, and investment gains
from disposal of transactional financial assets and liabilities and available-for-sale financial assets, 2,962,781.37
other than valid hedging related to the Company’s common businesses
Included in current profit and loss against the non-financial enterprises occupation fee funds
-
collected
Reversal of impairment provisions of receivables separately conducted for impairment test -
Other non-business income and expenditures other than the above -51,945,691.06
Other gain and loss items that meet the definition of an extraordinary gain/loss 1,499,406.22
Subtotal -46,614,298.02
Less: Influenced amount of income tax (“-” shows decrease) -6,958,646.77
Influenced amount of minor shareholders’ gains and losses 530,207.54
Net extraordinary gains and losses attributable to common shareholders of the Company -40,185,858.79
201
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
2. Return on Equity and Earnings per Share in the Consolidated Financial Statement
According to the requirements of China Securities Regulatory Commission, “Compilation Rules for Information
Disclosures by the Companies that Offer Securities to the Public No. 9: Calculation and Disclosure of Net Return
of Equity and Earnings per Share (revised in 2010)”, net return on equity and earnings per share presented in the
consolidated financial statement are calculated in the reporting period:
Return on equity (%) Earnings per share (RMB Yuan)
Item
Weighted average Basic EPS Diluted EPS
Net profit attributable 9.08 0.27 0.27
to the Company’s
common shareholders
Net profit attributable 10.45 0.31 0.31
2014 to the Company’s
common shareholders
after deducting
extraordinary gains and
losses
3.The process of calculating return on equity weighted average is listed as followed:
Item Order 2014 2013
Numerator
Net profit attributable to the Company’s common
1 266,125,048.97 251,831,356.38
shareholders
Net profit attributable to the Parent Company’s
common shareholders after deducting income 2 -40,185,858.79 4,739,173.85
tax influence
Net profit attributable to the Company’s
common shareholders after deducting income 3=1-2 306,310,907.76 247,092,182.53
tax influence
Denominator:
Months from next month of the issuance of new
shares or bonds converting to hares increased to 4 - -
the end of reporting period
Months from next month of other transactions
or events caused he increase or decrease in net 5 - -
assets to the end of reporting period
Months in the reporting period 6 12 12
Opening net assets attributable to the
7 2,890,581,921.74 2,950,106,976.17
Company’s common shareholders
202
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Item Order 2014 2013
Net assets increased by the issuance of new
shares or bonds converting to shares in the 8 - -
reporting period
Net assets increase caused by other transactions
9 - -
events in the reporting period
Net assets decreased by repurchase or cash
10 156,570,199.20 303,354,760.95
dividends in the reporting period
Months from next month of distribution of cash
11 7 7
dividends to the end of reporting period
Closing net assets attributable to the
12 3,044,585,720.58 2,890,581,921.74
Company’s common shareholders
The weighted average net assets attributable to 13=7+1*50%+8*4/6
2,932,311,830.03 2,899,065,710.47
the Company’s common shareholders -10*11/6±9*5/6
Return on equity weighted average( net profit
attributable to the Company’s common 14=1/13 9.08% 8.69%
shareholders)
Return on equity weighted average( net profit
attributable to the Company’s common
15=3/13 10.45% 8.52%
shareholders after deducting non-current profit
or loss)
203
2014 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section XII. Documents Available for Reference
Investors and relevant departments can refer to the following materials in office of secretary to the
Board in office building of the Company:
1. Financial statements signed and sealed by legal representative, principal of accounting work, and
manager of finance department;
2. Original document of audit report stamped by accountant firm, signed and sealed by certificated
accountant;
3. In the reporting period, all originals of the Company’s documents and public notices have been
publicly disclosed in China Securities Journal, Securities Times, and Ta Kung Pao;
4. Original Annual Report 2014 signed by Chairman of the Board.
Board of Directors
Foshan Electrical and Lighting Co., Ltd.
23 April 2015
204
