2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. FOSHAN ELECTRICAL AND LIGHTING CO., LTD. 2015 Semi-annual Report August 2015 1 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section I. Important Reminders, Contents & Explanation The Board of Directors, the Supervisory Committee as well as all directors, supervisors and senior management staff of Foshan Electrical and Lighting Co., Ltd. (hereinafter referred to as “the Company”) warrant that this report is factual, accurate and complete without any false record, misleading statement or material omission. And they shall be jointly and severally liable for that. All directors have attended in person the board session for reviewing this report except the following: Name Position Reason for not attending the Name of the proxy session in person Wu shenpo Director ON business Werner Jrgen Dietrich Hoffmann Ye zaiyou Director ON business Liu xingming The Company plans not to distribute cash dividends or bonus shares or turn capital reserve into share capital. Pan Jie, company principal & chief of the accounting work, and Yin Jianchun, chief of the accounting organ (chief of accounting), hereby confirm that the Financial Report enclosed in this report is factual, accurate and complete. The future plans and some other forward-looking statements involved in this report shall not be considered as virtual promises of the Company to investors. And investors are kindly reminded to pay attention to possible risks. This report is prepared in both Chinese and English. Should there be any discrepancy between the two versions, the Chinese version shall prevail. 2 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Contents 2015 Semi-annual Report .................................................................................................................. 1 Section I. Important Reminders, Contents & Explanation ............................................................ 2 Section II. Company Profile .............................................................................................................. 5 Section III. Highlights of Accounting Data & Financial Indicators .............................................. 7 Section IV. Report of the Board of Directors ................................................................................. 10 Section V. Significant Events ........................................................................................................... 29 Section VI. Changes in Shares & Particulars about Shareholders.............................................. 40 Section VII. Preference Shares........................................................................................................ 46 Section VIII. Directors, Supervisors & Senior Management Staff .............................................. 47 Section IX. Financial Report ........................................................................................................... 49 Section X. Documents Available for Reference ........................................................................... 151 3 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Explanation Term Refers to Contents The Company, Company, FSL Refers to Foshan Electrical and Lighting Co., Ltd. CSRC Refers to China Securities Regulation Commission SZSE, the Stock Exchange Refers to Shenzhen Stock Exchange Shareholders’ General Meeting of Foshan Electrical and Shareholders’ General Meeting Refers to Lighting Co., Ltd. Board of Directors of Foshan Electrical and Lighting Co., Board of Directors Refers to Ltd. Supervisory Committee of Foshan Electrical and Lighting Supervisory Committee Refers to Co., Ltd. Yuan, Thousand Yuan, Ten thousand RMB Yuan, RMB Thousand Yuan, RMB Ten thousand Refers to Yuan, One Hundred Million Yuan Yuan, RMB One Hundred Million Yuan Reporting period, this reporting period Refers to 1 Jan. 2015-30 Jun. 2015 4 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section II. Company Profile I. Basic information of the Company Stock abbreviation FSZM/YZMB Stock code 000541/200541 Stock exchange listed 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 the 佛山照明 Company (if any) English name of the Company (if FOSHAN ELECTRICAL AND LIGHTING CO.,LTD any) Abbr. of the English name of the FSL Company (if any) Legal representative of the Pan Jie Company II. For Contact Company Secretary Securities Affairs Representative Name Lin Yihui Huang Yufen No. 64, Fenjiang North Road, No. 64, Fenjiang North Road, Contact address Chancheng District, Foshan City, Chancheng District, Foshan City, Guangdong Province, P.R.China Guangdong Province, P.R.China Tel. (0757)82966062/82810239 (0757)82966028 Fax (0757)82816276 (0757)82816276 E-mail fsl-yh@126.com fslhyf@163.com III. Other information 1. Ways to contact the Company Did any change occur to the registered address, office address and their postal codes, website address and email address of the Company during the reporting period? □ Applicable √ Inapplicable The registered address, office address and their postal codes, website address and email address of the Company did not change during the reporting period. The said information can be found in the 2014 Annual Report. 5 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 2. About information disclosure and where this report is placed Did any change occur to information disclosure media and where this report is placed during the reporting period? □ Applicable √ Inapplicable The newspapers designated by the Company for information disclosure, the website designated by CSRC for disclosing this report and the location where this report is placed did not change during the reporting period. The said information can be found in the 2014 Annual Report. 3. Change of the registered information Did any change occur to the registered information during the reporting period? □ Applicable √ Inapplicable The registration date and place of the Company, its business license No., taxation registration No. and organizational code did not change during the reporting period. The said information can be found in the 2014 Annual Report. 6 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section III. Highlights of Accounting Data & Financial Indicators I. Major accounting data and financial indicators Does the Company adjust retrospectively or restate accounting data of previous years due to change of any accounting policy or correction of any accounting error? □ Yes √ No Reporting period Same period of last year YoY +/- (%) Operating revenues (RMB Yuan) 1,524,362,786.49 1,543,058,758.03 -1.21% Net profit attributable to shareholders of the Company (RMB 100,258,759.31 188,959,139.45 -46.94% Yuan) Net profit attributable to shareholders of the Company after 91,812,010.45 169,224,226.63 -45.75% extraordinary gains and losses (RMB Yuan) Net cash flows from operating 99,274,347.70 138,441,766.77 -28.29% activities (RMB Yuan) Basic EPS (RMB Yuan/share) 0.0788 0.1485 -46.94% Diluted EPS (RMB Yuan/share) 0.0788 0.1485 -46.94% Weighted average ROE (%) 3.48% 6.68% -3.20% As at the end of the As at the end of last +/- (%) reporting period year Total assets (RMB Yuan) 5,314,427,371.16 3,736,704,336.40 42.22% Net assets attributable to shareholders of the Company (RMB 4,325,397,037.15 3,044,585,720.58 42.07% 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 Net assets attributable to shareholders of the Company the Company Reporting period Same period of last Closing amount Opening amount 7 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. year According to Chinese 100,258,759.31 188,959,139.45 4,325,397,037.15 3,044,585,720.58 accounting standards Items and amounts adjusted according to international accounting standards According to international 100,258,759.31 188,959,139.45 4,325,397,037.15 3,044,585,720.58 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 Net assets attributable to shareholders of the Company the Company Same period of last Reporting period Closing amount Opening amount year According to Chinese 100,258,759.31 188,959,139.45 4,325,397,037.15 3,044,585,720.58 accounting standards Items and amounts adjusted according to overseas accounting standards According to overseas 100,258,759.31 188,959,139.45 4,325,397,037.15 3,044,585,720.58 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 Amount Explanation Gains/losses on the disposal of non-current assets (including the offset part of asset impairment -391,009.93 provisions) Government grants recognized in the current period, except for those acquired in the ordinary course of 2,519,246.86 business or granted at certain quotas or amounts according to the country’s unified standards Gains and losses on change in fair value from tradable 18,541,755.45 financial assets and tradable financial liabilities, as well 8 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. as investment income from disposal of tradable financial assets and tradable financial liabilities and financial assets available for sales except for effective hedging related with normal businesses of the Company Provisions for projected Non-business income and expenses other than the above -14,119,698.73 liabilities Other gain and loss items that meet the definition of an 491,693.21 extraordinary gain/loss Less: Income tax effects -1,472,221.11 Minority interests effects (after tax) 67,459.11 Total 8,446,748.86 -- Explain the reasons if the Company classifies an item as an extraordinary gain/loss according to the definition in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Extraordinary Gains and Losses, or classifies any extraordinary gain/loss item mentioned in the said explanatory announcement as a recurrent gain/loss item □ Applicable √ Inapplicable No such cases during the reporting period. 9 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section IV. Report of the Board of Directors I. Overview The reporting period saw an increasingly complicated global economic environment due to the building-up downward pressure on the domestic economy and the slow recovery of the foreign economies. In terms of the illuminating industry, despite the rapid development of LED, problems existed such as structural overcapacity, fiercer market competition and falling product prices. In face of the changes in the operating environment, the board and management of the Company relied on the Company’s brands and strength in business and seized opportunities in the thorough replacement by LED, striving to develop the LED business. Besides our developments in the traditional, home and office lighting sectors, we also developed product series in the commercial lighting sector which had been a weak point for us. This has further optimized our product mix. For the reporting period, the Company achieved operating revenues of RMB 1524.3628 million, down 1.21% over the same period of last year, of which the revenue from domestic sale reached RMB 1061.981 million, up 0.93% year on year, and that from export reached RMB 462.3818 million, down 5.79% year on year; total profits of RMB 124.4494 million, down 45.64% over the same period of last year; and net profit attributable to shareholders of the Company of RMB 100.2588 million, representing a year-on-year decrease of 46.94%. II. Main business analysis YoY change of major financial data: Unit: RMB Yuan Same period of last Main reasons for Reporting period YoY +/-% year change Operating revenues 1,524,362,786.49 1,543,058,758.03 -1.21% Operating costs 1,166,043,441.01 1,156,217,280.15 0.85% Selling expenses Selling expenses 82,224,380.27 62,967,912.93 30.58% increased. Administrative 114,295,848.69 104,495,339.45 9.38% expenses Financial expenses -11,207,940.80 -5,733,347.63 -95.49% Exchange losses 10 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. decreased. The taxable income Income tax expenses 27,933,767.11 41,689,863.95 -33.00% decreased. R&D inputs 44,480,518.51 34,671,618.47 28.29% Net cash flows from 99,274,347.70 138,441,766.77 -28.29% operating activities Net cash flows from Investment -10,708,737.02 -21,344,331.62 49.83% investing activities decreased. Net cash flows from Dividends paid -204,113,711.36 -151,583,685.10 -34.65% financing activities increased. Net increase in cash Dividends paid -115,550,831.23 -36,260,109.78 -218.67% and cash equivalents increased. Major changes to the profit structure or sources of the Company during the reporting period: □ Applicable √ Inapplicable No major changes occurred to the profit structure or sources of the Company during the reporting period. Reporting period progress of the future development planning in the disclosed documents of the Company such as share-soliciting prospectuses, offering prospectuses, asset reorganization reports, etc.: □ Applicable √ Inapplicable The Company did not mention any future planning for the reporting period in its disclosed documents such as share-soliciting prospectuses, offering prospectuses, asset reorganization reports, etc. Review the progress of the previously disclosed business plan in the reporting period: In the reporting period, according to its operating plan for 2015, the Company made rational arrangements and then strictly implemented them. The overall operation was steady. In the coming 6 months, the Company will continue to push forward relevant work at a steady pace. III. Breakdown of main business Unit: RMB Yuan Increase/decrea Increase/decrea Increase/decrea se of operating se of gross se of operating Operating Operating Gross profit revenues over profit rate over costs over the revenues costs rate (%) the same the same same period of period of last period of last last year (%) year (%) year (%) Classified by industry: Lighting fixtures and 1,511,711,913.81 1,160,678,870.83 23.22% -1.03% 1.43% -1.86% lamps Classified by product: 11 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Lighting fixtures and 1,511,711,913.81 1,160,678,870.83 23.22% -1.03% 1.43% -1.86% lamps Of which: traditional 767,496,809.02 553,666,795.27 27.86% -30.65% -31.58% 0.98% lighting products LED 744,215,104.79 607,012,075.56 18.44% 76.86% 81.15% -1.93% Classified by region: Domestic 1,049,330,092.75 805,989,778.56 23.19% 1.22% -1.17% 1.86% Overseas 462,381,821.06 354,689,092.27 23.29% -5.79% 7.87% -9.72% IV. Core competitiveness analysis No material changes occurred to the core competitiveness of the Company in the reporting period. V. Investment analysis 1. Investments in equities of external parties (1) Investments in external parties √ Applicable □ Inapplicable Investments in external parties Investment amount in the Investment amount in the same period of +/-% reporting period (RMB Yuan) last year (RMB Yuan) 0.00 0.00 0.00% Particulars about investees Proportion of the Company’s Name of investee Main business investment in the investee’s total equity interests (%) Qinghai Fozhao Lithium Energy Integrated development and utilization of 38.00% Exploitation Co., Ltd. salt lake brine resource. 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 12 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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., consulting service, sale of goods 6.94% Ltd. (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 Development, manufacture and sale of lithium ion batteries and materials, batteries, motors and vehicle control systems; development, manufacture and sale of lithium ion battery emergency power supply, energy storage batteries and batteries for electric tools; development, manufacture, sale and assembly of high and low voltage switches and package units, digital electric equipment, distribution network intelligent equipment and components and three box girders; development, manufacture, sale and assembly of solar power, wind power and Jiangsu Dongyuan Electrical other renewable power equipment; 8.47% Group Co., Ltd. development, manufacture, sale and installation of energy-saving, environment-friendly electrical appliances and equipment, electrical appliances and equipment for ships; development, manufacture and sale of transformers, transformer substations, large-scale charging equipment and stations, and vehicle-mounted chargers and high-voltage compartments; import & export of its own goods and technology and import & export of other entities’ goods and technology as an agency; and design and construction of city and road 13 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. lighting projects. Foshan Fochen Road Building and operation of the Fochen 7.66% Development Company Limited (Foshan Chencun) Road Xiamen Bank Banking services 6.91% Foshan branch of China Guangfa Banking services Less than 5.00% Bank China Everbright Bank Banking services 0.04% (2) Equity-holdings in financial enterprises √ Applicable □ Inapplicable Gain/loss Initial Closing Opening Opening Closing Closing in the investme book Enterpris Enterpris equity-ho equity-ho equity-ho equity-ho reporting Accounti Equity nt cost value e name e variety ldings lding ldings lding period ng title source (RMB (RMB (share) ratio (%) (share) ratio (%) (RMB Yuan) Yuan) Yuan) Available China Commer 30,828,816 99,410,601 20,512,962 -for-sale Addition Everbrig 23,546,768 0.06% 18,546,754 0.04% cial bank .00 .44 .80 financial al issue ht Bank assets Available Xiamen Commer 292,574,13 109,714,17 109,714,17 292,574,13 -for-sale Addition 6.91% 6.91% 0.00 Bank cial bank 3.00 6 6 3.00 financial al issue assets Foshan Available branch of Commer Less than Less than -for-sale Addition China 500,000.00 229,792 229,792 500,000.00 0.00 cial bank 5.00% 5.00% financial al issue Guangfa assets Bank 323,902,94 133,490,73 128,490,72 392,484,73 20,512,962 Total -- -- -- 9.00 6 2 4.44 .80 (3) Securities investments √ Applicable □ Inapplicable Initial Number Shareho Number Shareho Closing Gain/los Variety Code of Name of investm of lding of lding book s for of Account Source securitie securitie ent cost shares percenta shares percenta value reportin securitie ing title of stock s s (RMB held at ge at held at ge at (RMB g period s Yuan) period-b period-b period-e period-e Yuan) (RMB 14 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. egin egin nd nd Yuan) Transact 98,754,00 ional Pledged Other 205001 1 Day 6,884.18 0.00 financial repo asset Transact 12,414,00 ional Pledged Other 205007 7 Days 9,066.92 0.00 financial repo asset Transact 14 32,380,00 ional Pledged Other 205008 40,510.28 Days 0.00 financial repo asset Reverse Transact repo of 1,933,319 212,097.2 ional Bond 204001 GC001 govern ,333.00 1 financial ment asset bonds Reverse Transact repo of 141,102,8 ional Bond 204002 GC002 14,667.83 govern 22.00 financial ment asset bonds Reverse Transact repo of 83,302,49 ional Bond 204003 GC003 34,830.87 govern 9.00 financial ment asset bonds Reverse Transact repo of 244,609,7 ional Bond 204004 GC004 87,596.94 govern 84.00 financial ment asset bonds Reverse Transact repo of 182,809,1 ional Bond 204007 GC007 86,038.98 govern 40.00 financial ment asset bonds Transact Stock 002736 GXZQ 11,660.00 2,000 2,000 50,180.00 400.00 ional financial 15 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. asset Transact ional Stock 300413 KLG 4,530.00 500 0 11,958.67 financial asset Transact ional Stock 300418 KLWW 10,150.00 500 0 23,126.61 financial asset Transact ional Stock 601021 CQHK 18,160.00 1,000 0 50,547.20 financial asset Transact 1,005,199 1,564,255 ional Stock 000601 SNGF 167,300 167,300 .54 .00 financial asset Transact ional Stock 300421 LXGF 4,565.00 500 0 6,607.00 financial asset Transact ional Stock 601198 DXZQ 18,360.00 2,000 2,000 59,820.00 320.00 financial asset Transact ional Stock 603118 GJGF 11,950.00 1,000 0 13,705.10 financial asset Transact ional Stock 603618 HDGF 11,650.00 1,000 0 14,284.40 financial asset Transact ional Stock 603939 YFYF 19,470.00 1,000 0 22,454.32 financial asset Transact ional Stock 300420 WYKJ 4,135.00 500 0 9,076.88 financial asset 16 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Transact ional Stock 300433 LSKJ 11,495.00 500 500 44,205.00 financial asset Transact ional Stock 300432 FLJG 6,985.00 500 500 43,000.00 150.00 financial asset Transact ional Stock 601689 TPJT 11,370.00 1,000 1,000 25,180.00 financial asset Transact ional Stock 600958 DFZQ 50,150.00 5,000 0 53,088.25 financial asset Transact ional Stock 002752 SXGF 2,870.00 500 500 16,720.00 financial asset Transact ional Stock 603808 GLS 19,160.00 1,000 1,000 54,260.00 financial asset Transact ional Stock 600959 JSYX 10,940.00 2,000 2,000 54,580.00 financial asset Transact ional Stock 300438 PHNY 7,435.00 500 500 85,995.00 financial asset Transact ional Stock 300455 KTHW 3,440.00 500 500 24,550.00 financial asset Transact ional Stock 300456 NWKJ 7,005.00 500 500 57,220.00 financial asset Stock 603227 XFKJ 4,980.00 1,000 1,000 22,980.00 Transact 17 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. ional financial asset Transact ional Stock 603198 YJGJ 11,800.00 1,000 1,000 28,360.00 financial asset Transact ional Stock 300478 HZGX 7,420.00 500 500 24,705.00 financial asset Transact 235,260.0 ional Stock 601985 ZGHD 61,020.00 18,000 18,000 0 financial asset Transact 118,260.0 206,040.0 ional Stock 601211 GTJA 6,000 6,000 0 0 financial asset Transact ional Stock 300482 WFSW 8,000.00 500 500 11,520.00 financial asset Other securities investments held at the 0.00 0 -- 0 -- 0.00 0.00 -- -- period-end 2,730,153 2,608,830 697,411.6 Total 216,300 -- 205,300 -- -- -- ,737.54 .00 4 Disclosure date of the board announcement on 23 Jan. 2014 approval of the securities investment Disclosure date of the general meeting announcement on approval of the securities investment Note: The funds for “pledged repo” and “reverse repo of government bonds” were strictly controlled within the line approved by the board, without use out of line. In order to better use the funds, we carried out repeated investment in the mature investment products above in multiple transactions. As such, the single investment costs for “pledged repo” and “reverse repo of government bonds” were their accumulative amounts which were 18 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. repeatedly invested with in the first half of 2015. (4) Shareholdings in other listed companies √ Applicable □ Inapplicable In the reporting period, Hefei Guoxuan High-tech Power Energy Co., Ltd. (“Guoxuan High-tech”), where the Company held a stake, successfully carried out a back door listing through Jiangsu Dongyuan Electrical Group Co., Ltd. (“Dongyuan Electrical”) and the relevant asset transfer formalities were all completed. As such, the shares held by the Company in Guoxuan High-tech were shifted to 73,006,150 shares held by the Company in Dongyuan Electrical (for details, see Announcement No. 2015-018 on Progress of Back Door Listing of Shareholding Company disclosed on www.cninfo.com.cn dated 14 May 2015). 2. Wealth management entrustment, derivative investments and entrustment loans (1) Wealth management entrustment □ Applicable √ Inapplicable The Company did not carry out any wealth management entrustment in the reporting period. (2) Derivative investments □ Applicable √ Inapplicable The Company did not carry out any derivative investment in the reporting period. (3) Entrustment loans □ Applicable √ Inapplicable There were no entrustment loans in the reporting period. 3. Use of raised funds □ Applicable √ Inapplicable No such cases in the reporting period. 4. Analysis to main subsidiaries and shareholding companies √ Applicable □ Inapplicable Main subsidiaries and shareholding companies: Unit: RMB Yuan Company Company Main Registered Operating Operating Industry Total assets Net assets Net profit name variety products/ser capital revenues profit 19 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. vices Production and operation of electronic ballasts, electronic transformer s, electronic igniters, electric light source products, equipment, fittings, electrical materials, automobile components , home Foshan appliances, Chansheng socket Manufactur 56,423,841. 12,495,358. 83,581,595. -983,155. Electronic Subsidiary outlets, 1,000,000.0 -806,195.76 e 92 90 61 70 Ballast Co., power 0 Ltd. 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 20 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. obtained before operation.) Producer of lamps, electric lighting Foshan products Chanchang and related Electric Manufactur 100,912,04 96,028,361. 18,925,514. -1,819,06 Subsidiary fittings, 72,782,944. -1,498,575.91 Appliances e 7.44 11 22 7.94 providing 00 (Gaoming) relevant Co., Ltd. installation and consulting services R&D, production and sales of Foshan lamps, Taimei household Manufactur 56,209,458. 28,670,580. 67,478,345. 3,471,756 Times Subsidiary appliances 2,603,080.01 e 500,000.00 42 12 33 .08 Lamps Co., and fittings, Ltd. and other electric lighting products Developme nt and sale of electrical appliances, lighting and mechanical FSL New & electrical Light Manufactur products; 53,791,875. 49,393,693. -4,050,24 Source Subsidiary 50,000,000. 0.00 -3,037,680.46 e engineering 98 80 0.62 Technology 00 design, Co., Ltd. constructio n and maintenanc e of lighting and mechanical 21 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. & electrical projects; design, constructio n and technical 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 22 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. operating project according to law, it shall be obtained before operation.) Production of energy-savi ng lighting products, lamps and lighting Nanjing equipments; Fozhao lighting Lighting projects; Manufactur 110,130,46 65,480,961. 41,131,863. -2,723,15 Component Subsidiary energy-savi 41,683,200. -1,870,023.19 e 1.03 53 01 7.01 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 FSL light (Xinxiang) Manufactur 45,245,219. 38,715,450. 16,487,674. 2,307,336 Subsidiary source; and 35,418,439. 877,114.95 Lighting e 67 04 20 .66 sale of 76 Co., Ltd. components of electric light source, related materials, 23 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. electrical materials, automobile components , lamps and fittings Financing lease, lease, lease consulting and guaranty, financing Guangdong lease Fozhao service for 218,142,30 217,813,17 3,217,065 Financing Subsidiary Finance 200,000,00 0.00 2,412,784.38 new-energy 7.15 9.07 .84 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 FSL materials, Lighting manufactur automobile 42,136,507. 30,439,207. 88,861,975. 3,478,606 Equipment Subsidiary 15,000,000. 2,764,081.00 e components 06 91 45 .77 Co., Ltd. 00 , home appliances, socket outlets, power switches, fire-protecti on products, 24 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. ventilation equipment, LED products, etc.; 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 Suzhou system Mont Manufactur software 51,974,600. 17,699,704. 21,929,521. -9,781,53 Subsidiary 23,634,900. -8,231,340.65 Lighting e and 74 86 76 4.90 00 Co., Ltd. hardware systems; (produced only by branches) design and installation of lighting engineering ; import & export of semi-condu ctor lighting components and 25 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. utensils, drive circuit and control system software and hardware systems 5. Significant projects invested with non-raised funds □ Applicable √ Inapplicable No such cases in the reporting period. VI. Predict the operating results of Jan.-Sept. 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 VII. Explanation of the Board of Directors and the Supervisory Committee on the “Non-standard Audit Report” issued by the CPAs firm for the reporting period □Applicable √Inapplicable VIII. Explanation of the Board of Directors on the issues mentioned in the “Non-standard Audit Report” issued by the CPAs firm for last year □Applicable √Inapplicable IX. Implementation of profit allocation during the reporting period Profit allocation plan implemented during the reporting period, especially execution and adjustment of the cash dividend plan and the plan for turning capital reserve into share capital: √ Applicable □ Inapplicable On 27 May 2015, the “Preplan for Profit Allocation for 2014” was reviewed and approved at the 2014 Annual Shareholders’ General Meeting held by the Company. As the profit allocation plan for 2014, the Company, based on the total 978,563,745 shares as at the end of 2014, distributed a cash dividend of RMB 2.20 (tax included; dividends for B-share holders paid in HKD) and grant three additional shares with capital reserves for every 10 26 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. shares held by its shareholders of A share and B share. On 5 June 2015, the Company disclosed the “Announcement of the Implementation of Profit Allocation and Capitalization of Capital Reserves for 2014” and determined that A shares’ date of record was on 11 June 2015, ex-dividend date on 12 June 2015, the last trading date of B shares on 11 June 2015 and the ex-dividend date on 12 June 2015. B shares’ date of record was on 16 June 2015. At the end of the reporting period, the implementation of profit allocation plan for 2014 was completed. Special statement about the cash dividend policy In compliance with the Company’s Articles of Association and the resolution of the general Yes meeting Specific and clear dividend standard and ratio Yes Complete decision-making procedure and Yes mechanism Independent directors fulfilled their Yes responsibilities and played their due role. Minority shareholders have the chance to fully express their opinion and desire and their legal Yes rights and interests were fully protected. In adjustment or alteration of the cash dividend policy, the conditions and procedure were in Yes compliance with regulations and transparent. X. Pre-plan for profit allocation and turning capital reserve into share capital for the reporting period □ Applicable √ Inapplicable The Company planed not to distribute cash dividends or bonus shares or turn capital reserve into share capital for the reporting period. XI. Particulars about researches, visits and interviews received in this reporting period √ Applicable □ Inapplicable Main discussion and Time Place Way of reception Visitor type Visitor materials provided by the Company Production and Individual 9 January 2015 The Company By phone Individual operation of the investor Company 20 January 2015 The Company By phone Individual Individual Production and 27 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. investor operation of the Company Production and Individual 13 March 2015 The Company By phone Individual operation of the investor Company Production and Individual 16 April 2015 The Company By phone Individual operation of the investor Company Individual 28 April 2015 The Company By phone Individual Dividends for 2014 investor Individual 1 June 2015 The Company By phone Individual Dividends for 2014 investor Individual Lawsuit progress of the 5 June 2015 The Company By phone Individual investor Company 28 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section V. Significant Events I. Corporate governance In the reporting period, in strict accordance with the Company Law, the Securities Law, the Code of Corporate Governance of Listed Companies, the Stock Listing Rules of Shenzhen Stock Exchange and other laws, regulations and rules, the Company kept improving the corporate governance structure, optimizing the internal management and standardizing operation. The Company has formulated an organizational management system including the Shareholders’ General Meeting, the Board of Directors, the Supervisory Committee and the management team, which are functioning smoothly. The Company has also formulated its Articles of Association, the Rules of Procedure for the Shareholders’ General Meeting, the Board of Directors and the Supervisory Committee, the rules of procedure for the special committees under the Board of Directors, the Working Rules for GM and some other rules, as well as internal control rules governing almost all respects in operation and management such as financial management, investment management, information disclosure, related-party transactions, provision of guarantees for external parties, etc., which are all effectively executed. In the reporting period, the actual situation of the Company’s governance did not differ from the Company Law and the relevant CSRC requirements. II. Lawsuits Significant lawsuits or arbitrations √ Applicable □ Inapplicable Amount Trial result and Enforcement on Basic information Progress of involved in Any estimated influence of the the judgment of Disclosure Disclosure of the lawsuit the lawsuit the lawsuit liabilities? lawsuit the lawsuit date index (arbitration) (arbitration) (arbitration) (arbitration) (arbitration) In Mar. 2013, On 4 June At the end of Announcem CSRC Guangdong 2015, the 2014, the Up to 25 August ent title: administered an Company Company made 2015, the Announcem administrative received the projected liability RMB 160.533 Company has ent on punishment on the Civil provisions of million and Yes paid 23 July 2015 Compensati illegal information Judgment RMB 61.4383 HKD 82,000 compensations on disclosure of the from million for the to 1162 Reception; Company. During Guangdong compensations plaintiffs. Announcem the period from High Court, and court costs for ent No.: September 2013 to pronouncing the 955 cases 29 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. January 2014, against the according to the 2015-034; 1,187 plaintiffs Company’s judgments of the Website of separately sued the appeal first trial. In the disclosure: Company to against the first half of 2015, http://www. Guangzhou civil the Company cninfo.com. Intermediate judgments made projected cn People’s Court for involving liability provisions false securities 955 cases of RMB 14.1677 statement, issued by million for the demanding civil Guangzhou compensations compensations Intermediate and court costs for from the Company Court the 222 cases for its illegal during according to the information November judgments of the disclosure. and first trial. December 2014 and affirming the original judgments. On 8 July 2015, the Company received a third civil judgment from Guangzhou Intermediate Court, ruling the Company to compensate 222 plaintiffs’ loss with RMB 13.9237 million and bear the court acceptance fee of RMB 244,000. 30 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. In Mar. 2013, CSRC Guangdong administered an administrative punishment on the Announcem illegal information ent title: disclosure of the Announcem The lawsuits are Company. 116 ent on still in trial with plaintiffs Lawsuit no judgment. separately sued the Matters; RMB 22.5254 Therefore, the Company to Announcem million and No Ongoing influence of these Inapplicable 15 Mar. 2014 Guangzhou ent No.: HKD 546,600 lawsuits on the Intermediate 2014-011; Company is People’s Court for Website of unable to be false securities disclosure: known for now. statement, http://www. demanding civil cninfo.com. compensations cn from the Company for its illegal information disclosure. In Mar. 2013, CSRC Guangdong administered an administrative punishment on the Announcem illegal information ent title: disclosure of the Announcem The lawsuits are Company. 457 ent on still in trial with plaintiffs Lawsuit no judgment. separately sued the Matters; Therefore, the Company to RMB 82.2559 17 January Announcem No Ongoing influence of these Inapplicable Guangzhou million 2015 ent No.: 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. demanding civil cninfo.com. compensations cn from the Company for its illegal information disclosure. 31 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. In Mar. 2013, CSRC Guangdong administered an administrative punishment on the Announcem illegal information ent title: disclosure of the Announcem The lawsuits are Company. 519 ent on still in trial with plaintiffs Lawsuit no judgment. separately sued the Matters; RMB 70.5764 Therefore, the Company to 17 March Announcem million and No Ongoing influence of these Inapplicable Guangzhou 2015 ent No.: HKD 699,400 lawsuits on the Intermediate 2015-005; Company is People’s Court for Website of unable to be false securities disclosure: known for now. statement, http://www. demanding civil cninfo.com. compensations cn from the Company for its illegal information disclosure. In Mar. 2013, CSRC Guangdong administered an administrative punishment on the Announcem illegal information ent title: disclosure of the Announcem The lawsuits are Company. 470 ent on still in trial with plaintiffs Lawsuit no judgment. separately sued the Matters; Therefore, the Company to RMB 48.0415 Announcem No Ongoing influence of these Inapplicable 23 May 2015 Guangzhou million ent No.: lawsuits on the Intermediate 2015-020; Company is People’s Court for Website of unable to be false securities disclosure: known for now. statement, http://www. demanding civil cninfo.com. compensations cn from the Company for its illegal information disclosure. 32 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. III. Media query □Applicable √Inapplicable The Company was not involved in any media query in the reporting period. IV. Bankruptcy and reorganization □ Applicable √ Inapplicable Bankruptcy and reorganization did not occur to the Company in the reporting period. V. Asset transactions 1. Purchase of assets □ Applicable √ Inapplicable No such cases in the reporting period. 2. Sale of assets □ Applicable √ Inapplicable No such cases in the reporting period. 3. Business combination □ Applicable √ Inapplicable No such cases in the reporting period. VI. Implementation of equity incentive and its influence □ Applicable √ Inapplicable The Company did not make or carry out any equity incentive plan during the reporting period. VII. Significant related-party transactions 1. Related-party transactions concerning routine operation √ Applicable □ Inapplicable Transact Transact Proporti Approve Obtaina Type of Content ion price ion on in the d Over Method ble Related Pricing Disclo the s of the (RMB amount total transacti approve of market Disclosu transacti Relation principl sure transacti transacti Ten (RMB amounts on line d line or settleme price for re date on party e index on on thousan Ten of (RMB not nt the d) thousan transacti Ten transacti 33 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. d) ons of thousan on of the same d) the same kind (%) kind (RMB Ten thousan d) Purchasi Legal ng Prosperi person products ty that held and Purchas Lamps www.c over 5% receivin e of Market Remitta 27 Apr. & 619.98 619.98 0.70% 700 No 619.98 ninfo.c shares g labor material price nce 2015 Compon om.cn of the service s ents Compan from the Limited y related party Purchasi A ng Prosperi compan products ty y and Purchas Electric controll www.c receivin e of Market Remitta 27 Apr. al ed by 1,198.07 1.35% 3,000 No ninfo.c g labor material price 1,198.07 nce 1,198.07 2015 (China) the om.cn service s Co., related from the Ltd. natural related person party Purchasi A Hangzh ng compan ou products y Times and Purchas controll www.c Lighting receivin e of Market Remitta 27 Apr. ed by 188.61 188.61 0.21% 300 No 188.61 ninfo.c and g labor material price nce 2015 the om.cn Electric service s related al Co., from the natural Ltd. related person party Prosperi A Purchasi ty compan ng Purchas www.c (Xinxia y products e of Market Remitta 27 Apr. 16.91 16.91 0.02% 200 No 16.91 ninfo.c ng) controll and equipme price nce 2015 om.cn Lighting ed by receivin nts Machine the g labor 34 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. ry Co., related service Ltd. natural from the person related party Selling Legal Prosperi products person ty and that held Lamps providin www.c over 5% Sale of Market Remitta 27 Apr. & g labor 1,651.34 0.95% 4,500 No 1,651.34 ninfo.c shares products price 1,651.34 nce 2015 Compon service om.cn of the ents to the Compan Limited related y party Prosperi A Selling ty compan products (Hangzh y and ou) controll providin www.c Sales of Market Remitta 27 Apr. Lighting ed by g labor 123.19 123.19 0.07% 800 No 123.19 ninfo.c products price nce 2015 and the service om.cn Electric related to the al Co., natural related Ltd. person parties A Selling Prosperi compan products ty y and Electric controll providin www.c Sales of Market Remitta 27 Apr. al ed by g labor 47.60 47.6 0.03% 100 No 47.60 ninfo.c products price nce 2015 (China) the service om.cn Co., related to the Ltd. natural related person parties An acting-i Selling n-concer products OSRA t party and M of a providin www.c (China) legal Sales of Market Remitta 27 Apr. g labor 826.78 826.78 0.48% 2,500 No 826.78 ninfo.c Lighting person products price nce 2015 service om.cn Co., that held to the Ltd. over 5% related shares parties of the Compan 35 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. y An acting-i n-concer Selling t party products of a and Osram legal providin www.c Asia Sales of Market Remitta 27 Apr. person g labor 663.45 663.45 0.38% 3,500 No 663.45 ninfo.c Pacific products price nce 2015 that held service om.cn Ltd. over 5% to the shares related of the parties Compan y Selling Shangha A products i compan and Linxian y where providin www.c Mechani a related Selling Market Remitta 27 Apr. g labor 10.94 10.94 0.01% 100 10.94 ninfo.c cal & natural products price nce 2015 service om.cn Electric person to the al Co., takes a related Ltd. post party Total -- -- 5,346.87 -- 15,700 -- -- -- -- -- Details of large-amount refunds Naught Where the total amount of routine On 27 May 2015, the Company convened the 2014 Annual Shareholders’ General Meeting, related-party transactions to occur in at which the “Proposal on the Routine Related-party Transactions for 2015” was reviewed the reporting period had been and approved. It was estimated that the amount of procurement from related parties in 2015 predicted by type, give the actual would stand at RMB 44.70 million while the amount of sales to related parties at RMB 115 execution in the reporting period (if million. In the reporting period, the actual amount of purchase from related parties was RMB any) 20.2357 million and that of sale to related parties was RMB 33.233 million. Explanation on significant difference between the transaction price and the Inapplicable market price (if any). 2. Related-party transactions arising from acquisition and sale of assets □ Applicable √ Inapplicable No related-party transaction arising from acquisition and sale of assets occurred to the Company during the reporting period. 36 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 3. Related-party transactions arising from joint investment in external parties □ Applicable √ Inapplicable No related-party transaction arising from joint investment in external parties occurred to the Company during the reporting period. 4. Credits and liabilities with related parties □ Applicable √ Inapplicable No credit or liability occurred to the Company and related parties during the reporting period. 5. Other significant related-party transactions □ Applicable √ Inapplicable No other significant related-party transactions occurred to the Company during the reporting period. VIII. Occupation of the Company’s funds for non-operating purposes by the controlling shareholder and its related parties □ Applicable √ Inapplicable The controlling shareholder or its related parties did not occupy the Company’s funds for non-operating purposes during the reporting period. IX. Significant contracts and fulfillment thereof 1. Trusteeship, contracting and leasing (1) Trusteeship □ Applicable √ Inapplicable The Company did not make any entrustment in the reporting period. (2) Contracting □ Applicable √ Inapplicable No contracting occurred to the Company in the reporting period. (3) Leasing √ Applicable □ Inapplicable Particulars about the leasing: The Company and Shanghai Jiabao Industry & Commerce (Group) Co., Ltd. (hereinafter referred to as “Shanghai 37 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Jiabao) signed, where Shanghai Jiabao agreed to license the Company to exclusively use its trademarks “Hu Zi” (registration No.: 100940), “Lian He” (registration No.: 100950) and “Lian He” (registration No.: 3603597) from 1 Jan. 2014 to 31 Dec. 2016; and the Company shall pay to Shanghai Jiabao 1% of the net sales of products produced by the Company and carrying the licensed trademarks as the license fee, but it shall not be less than RMB 1 million per year (for details, see the “Announcement No. 2014-002 on Signing ” disclosed on http://www.cninfo.com.cn dated 9 Jan. 2014). Any leasing event incurring gain/loss reaching more than 10% of the total profits of the Company in the reporting period □ Applicable √ Inapplicable No leasing event incurred gain/loss reaching more than 10% of the total profits of the Company in the reporting period. 2. Guarantees provided by the company □ Applicable √ Inapplicable The Company did not provide any guarantee in the reporting period. 3. Other significant contracts □ Applicable √ Inapplicable There was no other significant contract of the Company in the reporting period. 4. Other significant transactions □ Applicable √ Inapplicable There was no other significant transaction of the Company in the reporting period. X. Commitments made by the Company or any shareholder holding over 5% of the Company’s shares in the reporting period or such commitments carried down into the reporting period □ Applicable √ Inapplicable No such commitments in the reporting period. XI. Engagement and disengagement of the CPAs firm Has the semi-annual financial report been audited? □Yes √ No This semi-annual report is not audited. XII. Punishments and rectifications □ Applicable √ Inapplicable 38 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. No punishments or rectifications in the reporting period. XIII. Delisting risk due to violation of any law or regulation □ Applicable √ Inapplicable No such risk in the reporting period. XIV. Other significant events √ Applicable □ Inapplicable In the reporting period, Hefei Guoxuan High-tech Power Energy Co., Ltd. (“Guoxuan High-tech”), where the Company held a stake, successfully carried out a back door listing through Jiangsu Dongyuan Electrical Group Co., Ltd. (“Dongyuan Electrical”) and the relevant asset transfer formalities were all completed. As such, the shares held by the Company in Guoxuan High-tech were shifted to 73,006,150 shares held by the Company in Dongyuan Electrical. These shares are restrictedly tradable shares which were listed on 15 May 2015 and shall not be transferred within 12 months of the issuance completion date (for details, see Announcement No. 2015-018 on Progress of Back Door Listing of Shareholding Company disclosed on www.cninfo.com.cn dated 14 May 2015). 39 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section VI. Changes in Shares & Shareholders I. Changes in shares Unit: Share Before the change Increase/decrease (+, -) After the change Capitalizat Percentag New Bonus ion of Percentag Number Other Subtotal Number e shares shares capital e reserve I. Restricted shares 3,392,721 0.35% 1,017,816 65,520 1,083,336 4,476,057 0.35% 3. Shares held by other 3,392,721 0.35% 1,017,816 65,520 1,083,336 4,476,057 0.35% domestic investors Among which: shares held 3,057,918 0.31% 917,375 -15,367 902,008 3,959,926 0.31% by domestic corporations Shares held by domestic natural 334,803 0.03% 100,441 80,887 181,328 516,131 0.04% persons 975,171,0 292,551,3 292,485,7 1,267,656 99.65% -65,520 99.65% II. Non-restricted shares 24 07 87 ,811 749,949,9 224,984,9 224,919,4 974,869,4 76.64% -65,520 76.63% 1. RMB ordinary shares 87 96 76 63 2. Domestically listed 225,221,0 67,566,31 67,566,31 292,787,3 23.02% 23.02% foreign shares 37 1 1 48 978,563,7 293,569,1 293,569,1 1,272,132 III. Total shares 100.00% 100.00% 45 23 23 ,868 Reasons for any changes in shares: √ Applicable □ Inapplicable 1. As resolved by the 2014 Annual General Meeting, the Company granted three additional shares with capital reserves for every 10 shares held by all shareholders on 18 June 2015. 2. In the reporting period, the directors, supervisors and senior management staff of the Company increased their shareholdings in the Company by 77,200 A-shares and 70,000 B-shares, representing an increase of 65,520 restricted shares. 3. In the reporting period, the ownership of 15,367 restricted shares was transferred from domestic corporations to 40 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. domestic individuals. Approval of share changes √ Applicable □ Inapplicable On 27 May 2015, the “Preplan for Profit Allocation for 2014” was reviewed and approved at the 2014 Annual Shareholders’ General Meeting held by the Company. As the profit allocation plan for 2014, the Company, based on the total 978,563,745 shares as at the end of 2014, distributed a cash dividend of RMB 2.20 (tax included; dividends for B-share holders paid in HKD) and grant three additional shares with capital reserves for every 10 shares held by its shareholders of A share and B share. The granted additional shares were 293,569,123 in total. Transfer of share ownership □ Applicable √ Inapplicable Effects of changes in shares on the basic EPS, diluted EPS, net assets per share attributable to common shareholders of the Company and other financial indexes over the last year and the last reporting period √ Applicable □ Inapplicable In the reporting period, the Company completed granting three additional shares with capital reserves for every 10 shares held by all shareholders, and the total shares of the Company increased from 978,563,745 to 1,272,132,868. And the effects of this 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 the last reporting period are as follows: 2014 First half of 2015 Item Based on old share Based on new share capital Based on new share capital capital Basic EPS (RMB Yuan/share) 0.2700 0.2092 0.0788 Diluted EPS (RMB 0.2700 0.2092 0.0788 Yuan/share) Net assets per share (RMB 3.11 2.39 3.40 Yuan/share) Other contents that the Company considers necessary or is required by the securities regulatory authorities to disclose □ Applicable √ Inapplicable Changes in the total shares, shareholder structure, asset structure and liability structure √ Applicable □ Inapplicable In the reporting period, the Company completed granting three additional shares with capital reserves for every 10 shares held by all shareholders, and the total shares of the Company increased from 978,563,745 to 1,272,132,868. 41 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. II. Total number of shareholders and their shareholdings Unit: share Total number of preferred share Total number of common holders who had resumed their shareholders at the end of the 99,244 voting right at the end of the 0 reporting period reporting period (if any) (see note 8) Shareholdings of common shareholders holding more than 5% shares or top 10 common shareholders Number Pledged or frozen shares of Increase/de Number Shareholdin common crease of of Number of Name of Nature of g shares shares restricted non-restrict Status of shareholder shareholder percentage held at the during the common ed common Number of shares shares (%) end of the reporting shares shares held reporting period held period OSRAM Holding Foreign 171,360,3 171,360,39 13.47% Company corporation 91 1 Limited Prosperity Lamps & Foreign 133,577,1 133,577,14 10.50% Components corporation 43 3 Limited Essence International Foreign 23,452,19 Securities 1.84% 23,452,194 corporation 4 (Hong Kong) Co., Ltd. DBS Vickers Foreign 22,063,57 (Hong Kong) 1.73% 22,063,573 corporation 3 Ltd A/C Clients National Social 11,500,04 Security Fund Other 0.90% 11,500,048 8 Portfolio 401 UOB Kay Hian Foreign 11,041,72 (Hong Kong) 0.87% 11,041,721 corporation 1 Ltd. 10,821,37 Zhuang Jianyi Foreign individual 0.85% 10,821,372 2 China Other 0.51% 6,530,338 6,530,338 42 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Construction Bank Co., Ltd.-Fullgoal China Securities New Energy Automobile Index Classification Securities Investment Fund Rongtong Capital Management-In dustrial Bank-Rongtong Other 0.47% 6,008,390 6,008,390 Capital Rongteng Capital Management Plan No. 30 Domestic Zhao Xiyi 0.45% 5,669,970 5,669,970 individual Strategic investor or general corporation becoming a top ten Naught common 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 ten common shareholders holding non-restricted shares Number of non-restricted common shares held at the Type of shares Name of shareholder period-end Type Number RMB ordinary OSRAM Holding Company Limited 171,360,391 171,360,391 share Prosperity Lamps & Components RMB ordinary 133,577,143 133,577,143 Limited share Essence International Securities 23,452,194 Domestically 23,452,194 43 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (Hong Kong) Co., Ltd. listed foreign share Domestically DBS Vickers (Hong Kong) Ltd A/C 22,063,573 listed foreign 22,063,573 Clients share National Social Security Fund RMB ordinary 11,500,048 11,500,048 Portfolio 401 share Domestically UOB Kay Hian (Hong Kong) Ltd. 11,041,721 listed foreign 11,041,721 share Domestically Zhuang Jianyi 10,821,372 listed foreign 10,821,372 share China Construction Bank Co., Ltd.-Fullgoal China Securities New RMB ordinary Energy Automobile Index 6,530,338 6,530,338 share Classification Securities Investment Fund Rongtong Capital Management-Industrial RMB ordinary 6,008,390 6,008,390 Bank-Rongtong Capital Rongteng share Capital Management Plan No. 30 RMB ordinary Zhao Xiyi 5,669,970 5,669,970 share Explanation on associated relationship or/and persons acting in Among the top ten non-restricted tradable shareholders of the Company, Prosperity Lamps & concert among the top ten Components Limited and Zhuang Jianyi were related parties and acting-in-concert parties. non-restricted common shareholders Apart from that, it’s unknown whether there was any associated relationship among other and between the top ten shareholders of the top ten shareholders, or whether there is any action-in-concert among them non-restricted common shareholders regarding to Administrative Measures on Acquisition of Listed Companies. and the top ten common shareholders Explanation on the top 10 common shareholders participating in the Naught margin trading business (if any) (see 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. 44 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. III. Change of the controlling shareholder or the actual controller Change of the controlling shareholder in the reporting period □ Applicable √ Inapplicable The controlling shareholder of the Company did not change in the reporting period. Change of the actual controller in the reporting period □ Applicable √ Inapplicable The actual controller of the Company did not change in the reporting period. IV. Any shareholding increase plan proposed or implemented by any shareholder or its act-in-concert party during the reporting period □ Applicable √ Inapplicable To the best knowledge of the Company, no shareholder or its act-in-concert party proposed or implemented any shareholding increase plan during the reporting period. 45 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section VII. Preference Shares □ Applicable √ Inapplicable No preference shares in the reporting period. 46 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section VIII. Directors, Supervisors & Senior Management Staff I. Changes in shareholdings of directors, supervisors and senior management staff √ Applicable □ Inapplicable Number of Number of Number of Number of Number of shares shares Number of granted restricted Number of shares held Incumbent increased decreased shares held restricted shares granted restricted Name Office title at /former at at at shares at granted in shares at period-beg reporting reporting period-end period-begin reporting period-end inning period period ning period Chairman Pan Jie of the Incumbent 0 43,000 55,900 0 0 0 Board Vice Chairman Liu and Incumbent 351,280 17,000 478,764 0 0 0 Xingming General Manager Wu Director Incumbent 0 0 0 0 0 0 0 Shengbo Werner Jrgen Director Incumbent 0 0 0 0 0 0 0 Dietrich Hoffmann Ye Zaiyou Director Incumbent 0 0 0 0 0 0 0 Yang Director Incumbent 0 0 0 0 0 0 0 Jianhu Liu Independe Incumbent 0 0 0 0 0 0 0 Zhenping nt Director Dou Independe Incumbent 0 0 0 0 0 0 0 Linping nt Director Xue Independe Incumbent 0 0 0 0 0 0 0 Yizhong nt Director Chairman Zhang of the Incumbent 10,700 8,500 0 24,960 0 0 0 Yong Supervisor y Ye Supervisor Incumbent 20,560 2,000 0 29,328 0 0 0 47 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Zhenghon g Zhang Supervisor Incumbent 6,400 2,300 0 11,311 0 0 0 Xuequan Zhang Supervisor Incumbent 0 0 0 0 0 0 0 Yingqi Zhuang Supervisor Incumbent 0 0 0 0 0 0 0 Rujia Company Lin Yihui Incumbent 0 10,000 0 13,000 0 0 0 Secretary Yin CFO Incumbent 0 27,000 0 35,100 0 0 0 Jianchun Xie Qing Vice GM Incumbent 12,950 11,300 0 31,525 0 0 0 Wei Bin Vice GM Incumbent 15,684 10,600 0 34,169 0 0 0 Jiao Vice GM Incumbent 22,880 9,000 0 41,444 0 0 0 Zhigang Chen Yu Vice GM Incumbent 6,700 6,500 0 17,160 0 0 0 Total -- -- 447,154 147,200 0 772,661 0 0 0 II. Changes in directors, supervisors and senior management staff □ Applicable √ Inapplicable The directors, supervisors and senior management staff of the Company remained the same in the reporting period. See the 2014 Annual Report for details. 48 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section IX. Financial Report I. Audit report Has this semi-annual report been audited? □ Yes √ No The semi-annual financial report has not been audited. II. Financial statements Currency unit for the statements in the notes to these financial statements: RMB Yuan 1. Consolidated balance sheet Prepared by Foshan Electrical and Lighting Co., Ltd. 30 June 2015 Unit: RMB Yuan Item Closing balance Opening balance Current assets: Monetary funds 874,167,564.37 989,718,395.60 Settlement reserves Intra-group lendings Financial assets measured at fair value of which changes are recorded in 2,608,830.00 20,320.00 current profits and losses Derivative financial assets Notes receivable 264,648,058.16 250,993,285.13 Accounts receivable 432,554,414.97 322,951,674.45 Accounts paid in advance 12,268,357.38 12,551,566.91 Premiums receivable Reinsurance premiums receivable Receivable reinsurance contract reserves Interest receivable 3,763,084.50 2,101,275.54 Dividend receivable Other accounts receivable 62,835,147.39 74,122,844.63 Financial assets purchased under 49 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. agreements to resell Inventories 604,817,756.95 625,794,972.48 Assets held for sale Non-current assets due within 1 year Other current assets 29,873,096.75 31,783,068.68 Total current assets 2,287,536,310.47 2,310,037,403.42 Non-current assets: Loans by mandate and advances granted Available-for-sale financial assets 2,216,442,943.10 581,157,988.22 Held-to-maturity investments Long-term accounts receivable Long-term equity investment 3,688,515.99 3,689,724.39 Investing real estate Fixed assets 404,532,951.27 463,267,701.29 Construction in progress 108,164,692.97 90,862,098.21 Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 184,040,240.20 187,114,129.71 R&D expense Goodwill 7,360,330.45 7,360,330.45 Long-term deferred expenses 1,012,810.85 918,958.73 Deferred income tax assets 45,838,914.37 41,696,214.79 Other non-current assets 55,809,661.49 50,599,787.19 Total of non-current assets 3,026,891,060.69 1,426,666,932.98 Total assets 5,314,427,371.16 3,736,704,336.40 Current liabilities: Short-term borrowings Borrowings from the Central Bank Customer bank deposits and due to banks and other financial institutions Intra-group borrowings Financial liabilities measured at fair 50 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. value of which changes are recorded in current profits and losses Derivative financial liabilities Notes payable Accounts payable 437,532,017.64 399,330,968.48 Accounts received in advance 45,115,269.01 60,842,257.61 Financial assets sold and repurchased Handling charges and commissions payable Payroll payable 54,084,786.23 58,315,210.64 Tax payable 51,205,333.20 13,881,113.81 Interest payable Dividend payable Other accounts payable 67,628,013.15 21,923,820.48 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 655,565,419.23 554,293,371.02 Non-current liabilities: Long-term borrowings Bonds payable Of which: preference shares Perpetual bonds Long-term payables Long-term payroll payables Specific payables Estimated liabilities 14,167,695.69 61,438,275.16 Deferred income 11,240,166.48 10,955,833.27 51 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Deferred income tax liabilities 261,886,016.34 15,516,937.71 Other non-current liabilities Total non-current liabilities 287,293,878.51 87,911,046.14 Total liabilities 942,859,297.74 642,204,417.16 Owners’ equity: Share capital 1,272,132,868.00 978,563,745.00 Other equity instruments Of which: preference shares Perpetual bonds Capital reserves 296,323,594.59 589,892,717.59 Less: Treasury stock Other comprehensive income 1,467,986,919.85 72,150,338.69 Specific reserves Surplus reserves 626,168,440.86 626,168,440.86 Provisions for general risks Retained profits 662,785,213.85 777,810,478.44 Total equity attributable to owners of 4,325,397,037.15 3,044,585,720.58 the Company Minority interests 46,171,036.27 49,914,198.66 Total owners’ equity 4,371,568,073.42 3,094,499,919.24 Total liabilities and owners’ equity 5,314,427,371.16 3,736,704,336.40 Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun 2. Balance sheet of the Company Unit: RMB Yuan Item Closing balance Opening balance Current assets: Monetary funds 561,252,636.36 685,652,777.19 Financial assets measured at fair value of which changes are recorded in 2,608,830.00 20,320.00 current profits and losses Derivative financial assets Notes receivable 252,656,728.32 240,920,585.13 52 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Accounts receivable 486,587,800.53 335,793,103.52 Accounts paid in advance 16,029,742.25 16,580,637.31 Interest receivable Dividend receivable Other accounts receivable 88,208,211.98 142,329,039.45 Inventories 568,893,276.72 578,978,618.17 Assets held for sale Non-current assets due within 1 year Other current assets 22,875,713.53 27,359,093.82 Total current assets 1,999,112,939.69 2,027,634,174.59 Non-current assets: Available-for-sale financial assets 2,216,442,943.10 581,157,988.22 Held-to-maturity investments Long-term accounts receivable Long-term equity investment 445,638,455.75 445,639,664.15 Investing real estate Fixed assets 321,320,935.87 362,743,711.79 Construction in progress 105,942,688.57 88,784,906.41 Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 122,880,876.90 125,206,977.08 R&D expense Goodwill Long-term deferred expenses Deferred income tax assets 30,353,581.46 33,978,127.89 Other non-current assets 53,947,970.49 48,778,664.19 Total of non-current assets 3,296,527,452.14 1,686,290,039.73 Total assets 5,295,640,391.83 3,713,924,214.32 Current liabilities: Short-term borrowings Financial liabilities measured at fair value of which changes are recorded in current profits and losses 53 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Derivative financial liabilities Notes payable Accounts payable 530,808,134.21 447,190,248.26 Accounts received in advance 43,515,890.51 56,335,813.10 Payroll payable 41,934,205.11 56,655,167.35 Tax payable 39,192,765.81 5,496,341.46 Interest payable Dividend payable Other accounts payable 98,151,906.12 89,738,558.57 Liabilities held for sale Non-current liabilities due within 1 year Other current liabilities Total current liabilities 753,602,901.76 655,416,128.74 Non-current liabilities: Long-term borrowings Bonds payable Of which: preference shares Perpetual bonds Long-term payables Long-term payroll payables Specific payables Estimated liabilities 14,167,695.69 61,438,275.16 Deferred income 10,542,666.45 10,180,833.31 Deferred income tax liabilities 259,248,729.84 12,733,711.71 Other non-current liabilities Total non-current liabilities 283,959,091.98 84,352,820.18 Total liabilities 1,037,561,993.74 739,768,948.92 Owners’ equity: Share capital 1,272,132,868.00 978,563,745.00 Other equity instruments Of which: preference shares Perpetual bonds Capital reserves 293,418,663.91 586,987,786.91 54 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Less: Treasury stock Other comprehensive income 1,467,986,919.85 72,150,338.69 Specific reserves Surplus reserves 626,168,440.86 626,168,440.86 Retained profits 598,371,505.47 710,284,953.94 Total owners’ equity 4,258,078,398.09 2,974,155,265.40 Total liabilities and owners’ equity 5,295,640,391.83 3,713,924,214.32 Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun 3. Consolidated income statement Unit: RMB Yuan Item Reporting period Same period of last year I. Operating revenues 1,524,362,786.49 1,543,058,758.03 Including: Sales income 1,524,362,786.49 1,543,058,758.03 Interest income Premium income Handling charge and commission income II. Operating costs 1,409,903,896.94 1,336,550,333.42 Including: Cost of sales 1,166,043,441.01 1,156,217,280.15 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 11,924,833.78 15,129,954.30 Selling and distribution expenses 82,224,380.27 62,967,912.93 Administrative expenses 114,295,848.69 104,495,339.45 Financial expenses -11,207,940.80 -5,733,347.63 55 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Asset impairment loss 46,623,333.99 3,473,194.22 Add: Gain/(loss) from change in fair 1,272,770.46 1,115,756.46 value (“-” means loss) Gain/(loss) from investment (“-” 20,709,165.82 18,115,405.78 means loss) Including: share of profits in -1,208.40 -2,310,773.80 associates and joint ventures Foreign exchange gains (“-” means loss) III. Business profit (“-” means loss) 136,440,825.83 225,739,586.85 Add: non-operating income 2,944,702.35 3,294,367.06 Including: Gains on disposal of 6,114.53 3,458.00 non-current assets Less: non-operating expense 14,936,164.15 115,455.48 Including: Losses on disposal of 397,124.46 109,843.02 non-current assets IV. Total profit (“-” means loss) 124,449,364.03 228,918,498.43 Less: Income tax expense 27,933,767.11 41,689,863.95 V. Net profit (“-” means loss) 96,515,596.92 187,228,634.48 Net profit attributable to owners of 100,258,759.31 188,959,139.45 the Company Minority shareholders’ income -3,743,162.39 -1,730,504.97 VI. After-tax net amount of other 1,395,836,581.16 -2,401,770.34 comprehensive incomes After-tax net amount of other comprehensive incomes attributable to 1,395,836,581.16 -2,401,770.34 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 1,395,836,581.16 -2,401,770.34 56 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. that will be reclassified into gains and 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 1,395,836,581.16 -2,401,770.34 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 statement translation difference 6. Other After-tax net amount of other comprehensive incomes attributable to 0.00 0.00 minority shareholders VII. Total comprehensive incomes 1,492,352,178.08 184,826,864.14 Attributable to owners of the 1,496,095,340.47 186,557,369.11 Company Attributable to minority -3,743,162.39 -1,730,504.97 shareholders VIII. Earnings per share (I) Basic earnings per share 0.0788 0.1485 (II) Diluted earnings per share 0.0788 0.1485 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 0.00, with the corresponding amount for the last period being RMB 0.00. Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun 4. Income statement of the Company Unit: RMB Yuan Item Reporting period Same period of last year 57 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. I. Total sales 1,549,599,454.38 1,570,233,178.58 Less: cost of sales 1,213,318,424.48 1,211,678,092.30 Business taxes and surcharges 7,609,200.08 11,194,128.07 Distribution expenses 79,948,452.69 60,991,976.26 Administrative expenses 91,564,361.63 89,859,368.24 Financial costs -7,145,592.94 -1,916,558.81 Impairment loss 43,024,657.06 2,949,407.02 Add: gain/(loss) from change in fair 1,272,770.46 1,115,756.46 value (“-” means loss) Gain/(loss) from investment (“-” 20,709,165.82 23,003,450.66 means loss) Including: income form investment -1,208.40 -2,310,773.80 on associates and joint ventures II. Business profit (“-” means loss) 143,261,887.66 219,595,972.62 Add: non-operating income 2,326,541.73 3,124,825.27 Including: Gains on disposal of 6,114.53 3,458.00 non-current assets Less: non-operating expense 14,835,525.95 66,956.52 Including: Losses on disposal of 296,633.20 61,753.86 non-current assets III. Total profit (“-” means loss) 130,752,903.44 222,653,841.37 Less: Income tax expense 27,382,328.01 36,207,378.53 IV. Net profit (“-” means loss) 103,370,575.43 186,446,462.84 V. After-tax net amount of other 1,395,836,581.16 -2,401,770.34 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 1,395,836,581.16 -2,401,770.34 losses 58 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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 1,395,836,581.16 -2,401,770.34 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 VI. Total comprehensive incomes 1,499,207,156.59 184,044,692.50 VII. Earnings per share (I) Basic earnings per share (II) Diluted earnings per share Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun 5. Consolidated cash flow statement Unit: RMB Yuan Item Reporting period Same period of last year I. Cash flows from operating activities: Cash received from sale of 1,345,802,227.80 1,333,941,842.20 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 59 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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 23,274,910.75 34,520,178.28 Other cash received relating to 13,548,303.57 14,364,024.05 operating activities Subtotal of cash inflows from operating 1,382,625,442.12 1,382,826,044.53 activities Cash paid for goods and services 821,473,245.91 802,239,813.12 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 278,388,347.81 264,418,513.80 Various taxes paid 87,254,513.50 105,888,683.00 Other cash payment relating to 96,234,987.20 71,837,267.84 operating activities Subtotal of cash outflows from 1,283,351,094.42 1,244,384,277.76 operating activities Net cash flows from operating activities 99,274,347.70 138,441,766.77 60 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. II. Cash flows from investing activities: Cash received from withdrawal of 5,059,989.08 45,630,194.24 investments Cash received from return on 21,210,374.44 22,174,444.40 investments Net cash received from disposal of fixed assets, intangible assets and other 37,188.00 long-term assets Net cash received from disposal of subsidiaries or other business units Other cash received relating to investing activities Subtotal of cash inflows from investing 26,307,551.52 67,804,638.64 activities Cash paid to acquire fixed assets, intangible assets and other long-term 37,016,288.54 38,813,026.30 assets Cash paid for investment 38,823,057.64 Net increase of pledged loans Net cash paid to acquire subsidiaries 11,512,886.32 and other business units Other cash payments relating to investing activities Subtotal of cash outflows from 37,016,288.54 89,148,970.26 investing activities Net cash flows from investing activities -10,708,737.02 -21,344,331.62 III. Cash Flows from Financing Activities: Cash received from capital contributions Including: Cash received from minority shareholder investments by subsidiaries Cash received from borrowings Cash received from issuance of bonds Other cash received relating to 2,452.04 financing activities 61 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Subtotal of cash inflows from financing 2,452.04 activities Repayment of borrowings Cash paid for interest expenses and 204,113,711.36 149,551,837.14 distribution of dividends or profit Including: dividends or profit paid by subsidiaries to minority shareholders Other cash payments relating to 2,034,300.00 financing activities Sub-total of cash outflows from 204,113,711.36 151,586,137.14 financing activities Net cash flows from financing activities -204,113,711.36 -151,583,685.10 IV. Effect of foreign exchange rate -2,730.55 -1,773,859.83 changes on cash and cash equivalents V. Net increase in cash and cash -115,550,831.23 -36,260,109.78 equivalents Add: Opening balance of cash and 989,718,395.60 897,675,824.22 cash equivalents VI. Closing balance of cash and cash 874,167,564.37 861,415,714.44 equivalents Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun 6. Cash flow statement of the Company Unit: RMB Yuan Item Reporting period Same period of last year I. Cash flows from operating activities: Cash received from sale of 1,295,186,863.29 1,312,983,459.34 commodities and rendering of service Tax refunds received 23,117,146.79 34,520,178.28 Other cash received relating to 10,252,907.40 12,846,878.11 operating activities Subtotal of cash inflows from operating 1,328,556,917.48 1,360,350,515.73 activities Cash paid for goods and services 999,081,013.91 970,871,859.20 Cash paid to and for employees 115,370,248.82 112,196,258.40 62 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Various taxes paid 36,865,141.68 66,645,790.86 Other cash payment relating to 89,721,510.45 66,072,257.30 operating activities Subtotal of cash outflows from 1,241,037,914.86 1,215,786,165.76 operating activities Net cash flows from operating activities 87,519,002.62 144,564,349.97 II. Cash flows from investing activities: Cash received from withdrawal of 5,059,989.08 45,630,194.24 investments Cash received from return on 21,210,374.44 27,062,489.28 investments Net cash received from disposal of fixed assets, intangible assets and other 17,188.00 long-term assets Net cash received from disposal of subsidiaries or other business units Other cash received relating to investing activities Subtotal of cash inflows from investing 26,287,551.52 72,692,683.52 activities Cash paid to acquire fixed assets, intangible assets and other long-term 34,075,558.41 33,138,309.48 assets Cash paid for investment 63,183,057.64 Net cash paid to acquire subsidiaries and other business units Other cash payments relating to investing activities Subtotal of cash outflows from 34,075,558.41 96,321,367.12 investing activities Net cash flows from investing activities -7,788,006.89 -23,628,683.60 III. Cash Flows from Financing Activities: Cash received from capital contributions Cash received from borrowings Cash received from issuance of bonds 63 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Other cash received relating to financing activities Subtotal of cash inflows from financing activities Repayment of borrowings Cash paid for interest expenses and 204,113,711.36 147,665,237.14 distribution of dividends or profit Other cash payments relating to financing activities Sub-total of cash outflows from 204,113,711.36 147,665,237.14 financing activities Net cash flows from financing activities -204,113,711.36 -147,665,237.14 IV. Effect of foreign exchange rate -17,425.20 -1,773,859.83 changes on cash and cash equivalents V. Net increase in cash and cash -124,400,140.83 -28,503,430.60 equivalents Add: Opening balance of cash and 685,652,777.19 581,390,386.39 cash equivalents VI. Closing balance of cash and cash 561,252,636.36 552,886,955.79 equivalents Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun 7. Consolidated Statement of Changes in Owners’ Equity Reporting period Unit: RMB Yuan Reporting period 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 ence ual Other stock reserve incomes shares bonds I. Balance at the 978,56 3,094,4 589,892 72,150, 626,168 777,810 49,914, end of the 3,745. 99,919. ,717.59 338.69 ,440.86 ,478.44 198.66 previous year 00 24 64 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Add: change of accounting policy Correction of errors in previous periods Business mergers under the same control Other II. Balance at the 978,56 3,094,4 589,892 72,150, 626,168 777,810 49,914, beginning of the 3,745. 99,919. ,717.59 338.69 ,440.86 ,478.44 198.66 year 00 24 III. Increase/ 293,56 -293,56 1,395,8 -115,02 1,277,0 decrease in the -3,743,1 9,123. 9,123.0 36,581. 5,264.5 68,154. period (“-” means 62.39 00 0 16 9 18 decrease) (I) Total 1,395,8 1,492,3 100,258 -3,743,1 comprehensive 36,581. 52,178. ,759.31 62.39 incomes 16 08 (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 -215,28 -215,28 (III) Profit 4,023.9 4,023.9 distribution 0 0 1. Appropriations to 65 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. surplus reserves 2. Appropriations to general risk provisions 3. -215,28 -215,28 Appropriations to 4,023.9 4,023.9 owners (or 0 0 shareholders) 4. Other (IV) Internal 293,56 -293,56 carry-forward of 9,123. 9,123.0 0.00 owners’ equity 00 0 1. New increase of capital 293,56 -293,56 (or share capital) 9,123. 9,123.0 0.00 from capital public 00 0 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 1,272, 1,467,9 4,371,5 IV. Closing 296,323 626,168 662,785 46,171, 132,86 86,919. 68,073. balance ,594.59 ,440.86 ,213.85 036.27 8.00 85 42 66 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Same period of last year Unit: RMB Yuan Same period of last year Equity attributable to owners of the Company Other equity Minorit Other Total Item instruments Less: General y Share Capital compre Specific Surplus Retaine owners’ treasury risk interest Prefer Perpet equity capital reserve hensive reserve reserve d profit stock reserve s ence ual Other 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 -2,401,7 32,388, 13,579, 43,566, period (“-” means 70.34 940.25 265.79 435.70 decrease) (I) Total -2,401,7 188,959 -1,730, 184,826 comprehensive 70.34 ,139.45 504.97 ,864.14 incomes (II) Capital 17,404, 17,404, increased and 647.14 647.14 reduced by owners 1. Common shares increased by shareholders 2. Capital increased by holders of other 67 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. equity instruments 3. Amounts of share-based payments recognized in owners’ equity 17,404, 17,404, 4. Other 647.14 647.14 -156,57 -158,66 (III) Profit -2,094, 0,199.2 5,075.5 distribution 876.38 0 8 1. Appropriations to surplus reserves 2. Appropriations to general risk provisions 3. -156,57 -158,66 Appropriations to -2,094, 0,199.2 5,075.5 owners (or 876.38 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 4. Other 68 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (V) Specific reserve 1. Withdrawn for the period 2. Used in the period (VI) Other 978,56 2,968,9 IV. Closing 589,876 25,315, 622,494 704,318 48,384, 3,745. 53,486. balance ,519.74 817.13 ,531.96 ,477.82 394.65 00 30 Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun 8. Statement of changes in owners’ equity of the Company Reporting period Unit: RMB Yuan Reporting period Other equity instruments Other Less: Total Item Share Capital comprehe Specific Surplus Retaine Prefere Perpetu treasury owners’ capital nce Other reserve nsive reserve reserve d profit al bonds stock equity shares incomes I. Balance at the 978,563, 586,987,7 72,150,33 626,168,4 710,284 2,974,155 end of the previous 745.00 86.91 8.69 40.86 ,953.94 ,265.40 year Add: change of accounting policy Correction of errors in previous periods Other II. Balance at the 978,563, 586,987,7 72,150,33 626,168,4 710,284 2,974,155 beginning of the 745.00 86.91 8.69 40.86 ,953.94 ,265.40 year III. Increase/ -111,91 decrease in the 293,569, -293,569, 1,395,836 1,283,923 3,448.4 period (“-” means 123.00 123.00 ,581.16 ,132.69 7 decrease) 69 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (I) Total 1,395,836 103,370 1,499,207 comprehensive ,581.16 ,575.43 ,156.59 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 -215,28 (III) Profit -215,284, 4,023.9 distribution 023.90 0 1. Appropriations to surplus reserves 2. -215,28 Appropriations to -215,284, 4,023.9 owners (or 023.90 0 shareholders) 3. Other (IV) Internal 293,569, -293,569, carry-forward of 123.00 123.00 owners’ equity 1. New increase of capital 293,569, -293,569, (or share capital) 123.00 123.00 from capital public reserves 2. New increase of capital (or share capital) 70 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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 1,272,13 293,418,6 1,467,986 626,168,4 598,371 4,258,078 balance 2,868.00 63.91 ,919.85 40.86 ,505.47 ,398.09 Same period of last year Unit: RMB Yuan Same period of last year Other equity instruments Other Less: Total Item Share Capital comprehe Specific Surplus Retaine Prefere Perpetu treasury owners’ capital nce Other reserve nsive reserve reserve d profit al bonds stock equity shares 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 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 -2,401,77 29,876, 27,490,69 16,197.85 period (“-” means 0.34 263.64 1.15 decrease) (I) Total -2,401,77 186,446 184,044,6 71 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. comprehensive 0.34 ,462.84 92.50 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 -156,57 (III) Profit -156,570, 0,199.2 distribution 199.20 0 1. Appropriations to surplus reserves 2. -156,57 Appropriations to -156,570, 0,199.2 owners (or 199.20 0 shareholders) 3. 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 72 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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 25,315,81 622,494,5 662,713 2,876,075 balance 745.00 86.91 7.13 31.96 ,272.19 ,153.19 Legal representative: Pan Jie Chief of the accounting work: Pan Jie Chief of the accounting organ: Yin Jianchun III. 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 1,272,132,868.00. 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, 73 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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 25 Aug. 2015. 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. V. Important accounting policies and estimations Reminders of the specific accounting policies and accounting estimations: Naught 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. 74 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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 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. (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 75 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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; (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. 76 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 9. Foreign currency and accounting method for foreign currency (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 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 77 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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. ③Available-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. 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 78 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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: (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, 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. 79 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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 receivable with a Accounts receivable with a significant single amount refer to the significant single amount top five accounts receivable with the largest balances or accounts accounting for over 10% of the total balance of receivables. Making separate bad-debt provisions for accounts receivable Where there is objective evidence proving that the Company is with a significant single amount not able to recover the full amount of an account receivable according to the original terms in relation to the account, an independent impairment test is carried out on the account receivable and the bad-debt provision is made according to 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 Group name Withdrawal method of bad debt provision Common transaction group Percentage balance method Internal transaction group Age analysis method In the groups, those adopting aging analysis method to withdraw bad debt provision: √ Applicable □ Inapplicable 80 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Withdrawal proportion of account Withdrawal proportion of other account Aging receivables receivables Within 1 year (including 1 year) 6.00% 6.00% 1 to 2 years 6.00% 6.00% 2 to 3 years 6.00% 6.00% Over 3 years 6.00% 6.00% In the groups, those adopting balance percentage method to withdraw bad debt provision √ Applicable □ Inapplicable Withdrawal proportion of account Withdrawal proportion of other account Name of the group receivables receivables Ordinary business group 6.00% 6.00% In the groups, those adopting other methods to withdraw bad debt provision: □ Applicable √ Inapplicable (3) Accounts receivable with an insignificant single amount but for which the bad debt provision is made independently Reason of individually withdrawing bad debt provision There are definite evidences indicate the obvious difference of the returnability Withdraw the bad debt provision according to the difference of which the future cash flow lower than the book value. As for other account receivables (including notes receivables, Withdrawal method for bad debt provision prepayments, interests receivables and long-term accounts receivables etc.), should 2ithdraw the bad debt provision according to the difference of which the future cash flow lower than the book value. 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. 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 81 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 13. Divided as assets held for sale Inapplicable 14. 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 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 82 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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. 15. Investment real estates Measurement mode of investment real estates Inapplicable 16. Fixed assets (1) Recognition conditions 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) Depreciation method Expected net salvage Category of fixed assets Method Useful life Annual deprecation value Housing and building Average method of 3—25 5.00% 31.67%-3.80% useful life Machinery equipments Average method of 2—8 5.00% 47.50%-11.88% useful life Transportation vehicle Average method of 5—10 5.00% 19.00%-9.50% useful life Average method of Electronic equipment 2—8 5.00% 47.50%-11.88% useful life (3) Recognition basis, pricing and depreciation method of fixed assets by finance lease 17. 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 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 83 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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. 18. 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. 19. Biological assets Inapplicable 20. Oil-gas assets Inapplicable 21. Intangible assets (1) Pricing method, useful life and impairment test (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. 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. 84 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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. (2) Accounting polices of internal R & D expenses Inapplicable 22. Impairment of long-term assets Inapplicable 23. Amortization method of long-term deferred expenses Long-term deferred expenses refer to general expenses with the apportioned period over one year (one year excluded) that have occurred but attributable to the current and future periods. Long-term deferred expense shall be recoded into book in the light of the actual expenditure, and amortized averagely within benefit period. In case of no benefit in the future accounting period, the amortized value of such project that fails to be amortized shall be transferred into the profits and losses of the current period. 24. 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 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 85 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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. 25. 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 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. 26. Share-based payment Inapplicable 86 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 27. Other financial instruments such as preferred shares and perpetual capital securities Inapplicable 28. 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 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 87 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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. 29. Government Subsidies (1) Judgment basis and accounting treatment of government subsidies related to assets 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 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. (2) Judgment basis and accounting treatment of government subsidies related to profits The government subsidies pertinent to incomes shall be treated respectively in accordance with the circumstances as follows: 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 those subsidies used for compensating the related expenses or losses incurred to the enterprise shall be directly included in the current profits and losses. 30. 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 88 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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. 31. 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 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 89 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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. 32. Other significant accounting policies and estimates (1) Other significant accounting policies The Company was not involved with any other significant accounting policy during the reporting period. (2) Other significant accounting estimates The Company was not involved with any other significant accounting estimate during the reporting period. 33. Changes in main accounting policies and estimates (1) Change of accounting policies □ Applicable √ Inapplicable (2) Change of main accounting estimates □ Applicable √ Inapplicable 34. Other Inapplicable VI. Taxation 1. Main taxes and tax rate Category of taxes Tax basis Tax rate VAT Sales revenues 17% Business tax Operating income 5% Urban maintenance and construction tax Turnover tax payable 7%/5% Enterprise income tax Income tax payable 25%/15% Notes of the disclosure situation of the taxpaying bodies with different enterprises income tax rate Name Income tax rate Foshan Electrical and Lighting Co., Ltd. 15% Suzhou Mont Lighting Co., Ltd. 15% Foshan Chanchang Electric Appliance (Gaoming) Co., Ltd. 25% Foshan Chansheng Electronic Ballast Co., Ltd. 25% Foshan Taimei Times Lamps and Lanterns Co., Ltd. 25% FSL New Light Source Technology Co., Ltd. 25% 90 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Nanjing Fozhao Lighting Components Manufacturing Co., Ltd. 25% Foshan Electrical & Lighting (Xinxiang) Co., Ltd. 25% Foshan Lighting Lamps and Lanterns Co., Ltd. 25% Guangdong Fozhao Leasing Co., Ltd. 25% 2. Tax preference 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 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. 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. 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. 2012. 3. Other Paid according to the relevant regulation of the tax law. VII. Notes to Main Items of Consolidated Financial Statements 1. Monetary funds Unit: RMB Yuan Item Closing balance Opening balance 91 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Cash on hand 7,306.67 13,150.43 Bank deposits 787,251,674.33 915,022,578.88 Other currency funds 86,908,583.37 74,682,666.29 Total 874,167,564.37 989,718,395.60 Other notes —All bank deposits are in the name of the Company or the subsidiaries which are within the scope of consolidated financial statements. —The closing balance of other monetary funds of the reporting period was the refundable deposit, the balance of the Alipay and the quality guarantee deposit. Of which, the right to use of the quality guarantee deposit which was of RMB 17,160.00 was under restrictions. 2. Financial assets measured by fair value and the changes be included in the current gains and losses Unit: RMB Yuan Item Closing balance Opening balance Financial assets appointed to be measured by fair value with the changes be included 2,608,830.00 20,320.00 in the current gains and losses Investment on equity instruments 2,608,830.00 20,320.00 Total 2,608,830.00 20,320.00 3. Derivative financial assets □ Applicable √ Inapplicable 4. Notes receivable (1) Notes receivable listed by category Unit: RMB Yuan Item Closing balance Opening balance Bank acceptance bill 126,421,276.76 126,676,364.36 Commercial acceptance bill 138,226,781.40 124,316,920.77 Total 264,648,058.16 250,993,285.13 (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 Unit: RMB Yuan 92 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Amount of recognition termination at the Amount of not terminated recognition at Item period-end the period-end Bank acceptance bill 81,048,211.49 Total 81,048,211.49 (4) Notes transferred to accounts receivable because drawer of the notes fails to executed the contract or agreement Naught Other notes —The closing balance of the notes receivable increased of RMB 13,654,773.03 over the period-begin with the growing rate of 5.44%, which was mainly due to the increase that the Company adopted the commercial acceptance bill for settling accounts. 5. Accounts receivable (1) Accounts receivable disclosed by category Unit: RMB Yuan Closing balance Opening balance Book balance Bad debt provision Book balance Bad debt provision Category Withdra Book Proportio wal Proportio Withdrawal Book value Amount Amount value Amount Amount n proportio n proportion n Accounts receivable withdrawn bad debt 460,164, 27,609,8 432,554,4 343,565 20,613,93 322,951,67 provision according 99.76% 6.00% 99.81% 6.00% 271.24 56.27 14.97 ,611.11 6.66 4.45 to credit risks characteristics Accounts receivable with insignificant single amount for 1,126,14 1,126,14 664,739 664,739.6 0.24% 100.00% 0.00 0.19% 100.00% 0.00 which bad debt 4.41 4.41 .65 5 provision separately accrued 461,290, 28,736,0 432,554,4 344,230 21,278,67 322,951,67 Total 100.00% 6.23% 100.00% 6.18% 415.65 00.68 14.97 ,350.76 6.31 4.45 Accounts receivable with significant single amount for which bad debt provision separately accrued at the period-end □ Applicable √ Inapplicable In the groups, accounts receivable adopting aging analysis method to accrue bad debt provision: √ Applicable □ Inapplicable Unit: RMB Yuan Aging Closing balance 93 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Accounts receivable Bad debt provision Withdrawal proportion Subitem within 1 year Within 1 year 425,990,204.83 25,559,412.29 6.00% Subtotal within 1 year 425,990,204.83 25,559,412.29 6.00% 1 to 2 years 23,739,661.06 1,424,379.66 6.00% 2 to 3 years 8,972,112.62 538,326.76 6.00% Over 3 years 1,462,292.73 87,737.56 6.00% Total 460,164,271.24 27,609,856.27 6.00% In the groups, accounts receivable adopting balance percentage method to withdraw bad debt provision □ Applicable √ Inapplicable (2) Accounts receivable withdraw, reversed or collected during the reporting period The withdrawal amount of the bad debt provision during the reporting period was of RMB 7,457,324.37; the amount of the reversed or collected part during the reporting period was of RMB 0.00. (3) The actual write-off accounts receivable Naught (4) Top 5 of the closing balance of the accounts receivable colleted according to the arrears party Proportion of the Closing balance of Relationship with total year end bad debt provision Name of units Amount Age limit balance of the the Company accounts receivable (%) Non-related Unit 1 24,998,850.49 Within 1 year 5.42% 1,499,931.03 relationship Non-related Unit 2 19,009,979.64 Within 1 year 4.12% 1,140,598.78 relationship Non-related Unit 3 13,904,257.90 Within 1 year 3.01% 834,255.47 relationship Unit 4 Related relationship 10,371,325.77 Within 1 year 2.25% 622,279.55 Non-related Unit 5 9,531,454.48 Within 1 year 2.07% 571,887.27 relationship Total -- 77,815,868.28 -- 16.87% 4,668,952.10 (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 94 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 6. Prepayment (1) List by aging analysis Unit: RMB Yuan Closing balance Opening balance Aging Amount Proportion Amount Proportion Within 1 year 10,660,167.23 86.89% 11,552,758.71 92.04% 1 to 2 years 916,232.21 7.47% 807,228.91 6.43% 2 to 3 years 196,776.33 1.60% 144,407.98 1.15% Over 3 years 495,181.61 4.04% 47,171.31 0.38% Total 12,268,357.38 -- 12,551,566.91 -- Notes of the reasons of the prepayment ages over 1 year with significant amount but failed settled in time: (2) Top 5 of the closing balance of the prepayment colleted according to the prepayment target Name of the Relationship Amount Age limit Proportion units Unit 1 Non-related relationship 2,900,000.00 Within 1 year 23.64% Unit 2 Non-related relationship 1,857,577.26 Within 1 year 15.14% Unit 3 Non-related relationship 1,208,883.27 Within 1 year 9.85% Unit 4 Non-related relationship 409,828.67 Within 2 year 3.34% Unit 5 Non-related relationship 299,359.79 Within 1 year 2.44% Total - 6,675,648.99 - 54.41% 7. Interest receivable (1) Category of interest receivable Unit: RMB Yuan Item Closing balance Opening balance Deposits on a regular basis 3,763,084.50 2,101,275.54 Total 3,763,084.50 2,101,275.54 (2) Significant overdue interest Naught 8. Dividend receivable (1) Dividend receivable Naught 95 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (2) Significant dividend receivable aged over 1 year Naught 9. Other accounts receivable (1) Other accounts receivable disclosed by category Unit: RMB Yuan Closing balance Opening balance Category Closing balance Category Closing balance Category Withdra Opening Opening Proportio wal Proportio Withdrawal Amount Amount balance Amount Amount balance n proportio n proportion n Other accounts receivable withdrawn 66,845,9 4,010,75 62,835,14 78,854, 4,731,245 74,122,844. bad debt provision 100.00% 6.00% 100.00% 6.00% 01.48 4.09 7.39 090.02 .39 63 according to credit risks characteristics 66,845,9 4,010,75 62,835,14 78,854, 4,731,245 74,122,844. Total 100.00% 6.00% 100.00% 6.00% 01.48 4.09 7.39 090.02 .39 63 Other accounts receivable with significant single amount for which bad debt provision separately accrued at the period-end □ Applicable √ Inapplicable In the groups, other accounts receivable adopting aging analysis method to accrue bad debt provision: √ Applicable □ Inapplicable Unit: RMB Yuan Closing balance Aging Other accounts receivable Bad debt provision Withdrawal proportion Subitem within 1 year Within 1 year 64,317,396.83 3,859,043.81 6.00% Subtotal within 1 year 64,317,396.83 3,859,043.81 6.00% 1 to 2 years 1,617,480.94 97,048.86 6.00% 2 to 3 years 153,541.87 9,212.51 6.00% Over 3 years 757,481.84 45,448.91 6.00% Total 66,845,901.48 4,010,754.09 6.00% In the groups, other accounts receivable adopting balance percentage method to withdraw bad debt provision □ Applicable √ Inapplicable In the groups, other accounts receivable adopting other methods to accrue bad debt provision: □ Applicable √ Inapplicable 96 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (2) Accounts receivable withdraw, reversed or collected during the reporting period The withdrawal amount of the bad debt provision during the reporting period was of RMB 0.00;the amount of the reversed or collected part during the reporting period was of RMB 720,491.30. (3) The actual write-off other accounts receivable Naught (4) Other accounts receivable classified by the nature of accounts Unit: RMB Yuan Nature Closing book balance Opening book balance Promotion financial subsidies of the effi 59,469,642.24 59,524,157.04 cient lighting products VAT export tax refunds 11,506.35 9,474,039.36 Performance earnest money 2,493,871.53 3,844,371.53 Employee loans and petty cash 1,613,745.43 2,130,228.48 Rent and water and electricity charges 509,983.94 1,131,824.72 Relevant accounts of street lights constr 2,523,547.23 2,523,547.23 uction Other 223,604.76 225,921.66 Total 66,845,901.48 78,854,090.02 (5) Top 5 of the closing balance of the other accounts receivable colleted according to the arrears party Unit: RMB Yuan Proportion of the Closing balance of total year end bad debt provision Name of units Nature Closing balance Aging balance of the accounts receivable Promotion financial subsidies of the Unit 1 59,469,642.24 Within 2 years 88.97% 3,568,178.53 efficient lighting products Advance money for relevant accounts of Unit 2 2,523,547.23 Within 2 years 3.78% 151,412.83 street lights construction Unit 3 Performance earnest 1,000,000.00 Within 1 years 1.50% 60,000.00 97 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. money Performance earnest Unit 4 483,000.00 Over 3 years 0.72% 28,980.00 money Performance earnest Unit 5 480,000.00 Within 1 years 0.72% 28,800.00 money Total -- 63,956,189.47 -- 95.69% 3,837,371.36 (6) Accounts receivable involved with government subsidies Unit: RMB Yuan Project of government Estimated received time, Name of units Closing balance Closing age subsidies amount and basis Promotion financial Finance Bureau subsidies of the efficient 59,469,642.24 Within 2 years 2015 lighting products Total -- 59,469,642.24 -- -- (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 Other notes: —The closing balance of the other accounts receivables of the current period decreased of RMB 11,287,697.24 over the period-begin with the reduction amplitude of 15.23%, which was mainly due to receiving of the VAT export tax refunds from the last period. 10. Inventory (1) Category of inventory Unit: RMB Yuan Closing balance Opening balance Item Falling price Falling price Book balance Book value Book balance Book value reserves reserves Raw materials 75,995,636.95 2,950,206.73 73,045,430.22 66,135,274.34 2,950,206.73 63,185,067.61 Goods in process 200,862,915.01 2,183,082.98 198,679,832.03 153,424,838.87 2,183,082.98 151,241,755.89 Inventory goods 336,401,945.03 5,217,218.92 331,184,726.11 419,125,198.44 9,718,644.81 409,406,553.63 98 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Low-value 1,907,768.59 1,907,768.59 1,961,595.35 1,961,595.35 fugitive items Total 615,168,265.58 10,350,508.63 604,817,756.95 640,646,907.00 14,851,934.52 625,794,972.48 (2) Falling price reserves of inventory Unit: RMB Yuan Increased amount Decreased amount Item Opening balance Reverse or Closing balance Withdrawal Other Other write-off Raw materials 2,950,206.73 2,950,206.73 Goods in process 2,183,082.98 2,183,082.98 Inventory goods 9,718,644.81 4,501,425.89 5,217,218.92 Total 14,851,934.52 4,501,425.89 10,350,508.63 (3) Notes of the closing balance of the inventory which includes capitalized borrowing expenses Naught (4) Completed unsettled assets formed from the construction contact at the period-end Naught 11. Assets divided as held-to-sold Naught 12. Non-current assets due within 1 year Naught 13. Other current assets Unit: RMB Yuan Item Closing balance Opening balance Deductible input tax of VAT 29,873,096.75 31,783,068.68 Total 29,873,096.75 31,783,068.68 99 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 14. Available-for-sale financial assets (1) List of available-for-sale financial assets Unit: RMB Yuan Closing balance Opening balance Item Depreciation Depreciation Book balance Book value Book balance Book value reserves reserves Available-for-sale equity 2,222,292,943.10 5,850,000.00 2,216,442,943.10 587,007,988.22 5,850,000.00 581,157,988.22 instruments Measured by fair 1,910,693,182.94 1,910,693,182.94 114,908,227.84 114,908,227.84 value Measured by cost 311,599,760.16 5,850,000.00 305,749,760.16 472,099,760.38 5,850,000.00 466,249,760.38 Total 2,222,292,943.10 5,850,000.00 2,216,442,943.10 587,007,988.22 5,850,000.00 581,157,988.22 (2) Available-for-sale financial assets measured by fair value at the period-end Unit: RMB Yuan Category of the Available-for-sale equity Available-for-sale available-for-sale Total instruments liabilities instruments financial assets Cost of the equity instruments/amortized 183,649,747.82 183,649,747.82 cost of the debt instruments Fair value 1,910,693,182.94 1,910,693,182.94 Changed amount of the fair value that be accumulatively recorded 1,467,986,919.85 1,467,986,919.85 in other comprehensive income (3) Available-for-sale financial assets measured by cost at the period-end Unit: RMB Yuan Book balance Impairment provision Shareholdi Cash ng bonus of Investee Period-beg Period-beg proportion the Increase Decrease Period-end Increase Decrease Period-end in in among the reporting investees period Shenzhen 5,850,000. 5,850,000. 5,850,000. 5,850,000. Less than 100 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Zhonghao 00 00 00 00 5.00% (Group) Ltd. Chengdu Hongbo 6,000,000. 6,000,000. 6.94% Industrial 00 00 Co., Ltd. Xiamen 292,574,13 292,574,13 Bank Co., 6.91% 3.00 3.00 Ltd. Foshan Branch of Guangdon Less than g 500,000.00 500,000.00 5.00% Developm ent Bank Co., Ltd. Foshan Fochen Road 7,175,627. 6,675,627. Developm 500,000.22 7.66% 38 16 ent Company Limited Hefei Guoxuan High-tech 160,000,00 160,000,00 0.00 0.00% Power 0.00 0.00 Energy Co., Ltd. Total 472,099,76 160,500,00 311,599,76 5,850,000. 5,850,000. -- 0.38 0.22 0.16 00 00 (4) Changes of the impairment of the available-for-sale financial assets during the reporting period Naught (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 Naught Other notes —The revenue of the investee company, Foshan Fochen Road Development Company Limited had be included in the unified collection distribution system of Foshan road and bridge tolls, and the Company had executed amortization within the remained planting duration by regarding the investment balance as the usufruct and the amortized investment cost of the reporting period was of RMB 500,000.22. 101 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. —During the reporting period, the joint stock company of the Company, Hefei Guoxuan High-tech Power Energy Co., Ltd. (hereinafter referred to as “Guoxuan High-tech”) successfully appeared on the market through back-door listing by Jiangsu Dongyuan Electrical Group Co., Ltd. (hereinafter referred to as “Dongyuan Electrical”) with the transaction of the relevant assets transfer procedures had all completed. Thus the shares that the Company held of Guoxuan High-tech altered as Dongyuan Electrical and the Company held the shares of the latter of 73,006,150 shares after alternation (for the details, please refer to the Announcement on the Situation Progress of the Back-door Listing of the Joint Stock Company disclosed on www.cninfo.com.cn on 14 May 2015, of which the Announcement No. was 2015-018). 15. Investment held-to-maturity Naught 16. Long-term accounts receivable Naught 17. Long-term equity investment Unit: RMB Yuan Increase/decrease Closing Gains and Adjustme Cash Withdraw balance Additiona losses nt of Opening Reduced Changes bonus or al of Closing of Investees l recognize other balance investmen of other profits impairme Other balance impairme investmen d under comprehe t equity announce nt nt t the equity nsive d to issue provision provision method income I. Joint ventures II. Associated enterprises Qinghai FSL Lithium 3,689,724 3,688,515 Energy -1,208.40 .39 .99 Exploitati on Co., Ltd. 3,689,724 3,688,515 Subtotal -1,208.40 .39 .99 3,689,724 3,688,515 Total -1,208.40 .39 .99 102 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 18. Investment property Naught 19. Fixed assets (1) List of fixed assets Unit: RMB Yuan Houses and Machinery Transportation Electronic Item buildings equipment Total equipment equipment I. Original book value: 1. Opening 568,744,717.00 916,122,498.61 20,766,596.02 22,831,274.05 1,528,465,085.68 balance 2. Increased 585,000.00 15,337,072.56 787,758.90 315,814.31 17,025,645.77 amount of the period (1) Purchase 5,936,839.11 787,758.90 315,814.31 7,040,412.32 (2) Transfer of project under 585,000.00 9,400,233.45 9,985,233.45 construction (3) Enterprises combination increase 3. Decreased 9,585,557.03 357,674.00 495,771.41 10,439,002.44 amount of the period (1) Disposal or 2,522,997.37 357,674.00 110,695.67 2,991,367.04 scrap (2) Equipment 7,062,559.66 385,075.74 7,447,635.40 transformation 4. Closing balance 569,329,717.00 921,874,014.14 21,196,680.92 22,651,316.95 1,535,051,729.01 II. Accumulated desperation 1. Opening 338,302,001.88 693,539,580.39 13,717,406.23 12,707,722.36 1,058,266,710.86 balance 2. Increased 10,558,540.08 19,387,903.46 702,220.01 5,386,187.05 36,034,850.60 amount of the period (1) Withdrawal 10,558,540.08 19,387,903.46 702,220.01 5,386,187.05 36,034,850.60 103 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 3. Decreased 8,067,989.61 334,439.11 191,252.01 8,593,680.73 amount of the period (1) Disposal or 2,297,164.96 334,439.11 98,495.77 2,730,099.84 scrap (2) Equipment 5,770,824.65 92,756.24 5,863,580.89 transformation 4. Closing balance 348,860,541.96 704,859,494.24 14,085,187.13 17,902,657.40 1,085,707,880.73 III. Impairment provision 1. Opening 6,930,673.53 6,930,673.53 balance 2. Increased 37,880,650.98 37,880,650.98 amount of the period (1) Withdrawal 37,880,650.98 37,880,650.98 3. Decreased 427.50 427.50 amount of the period (1) Disposal or 427.50 427.50 scrap 4. Closing balance 44,810,897.01 44,810,897.01 IV. Book value 1. Closing book 220,469,175.04 172,203,622.89 7,111,493.79 4,748,659.55 404,532,951.27 value 2. Opening book 230,442,715.12 215,652,244.69 7,049,189.79 10,123,551.69 463,267,701.29 value (2) List of temporarily idle fixed assets Unit: RMB Yuan Accumulated Impairment Item Original book value Net book value Remark depreciation provision Name of the announcement: T5, T8, Announcement on energy-saving lamp 180,869,238.81 142,369,160.70 37,880,650.98 619,427.49 Withdrawing the production line Preparation for the Assets Impairment 104 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. on the Idle Equipments and Construction in Progress; the Announcement No.: 2015-030; disclosure website: www.cninfo.com.cn (3) Fixed assets leased in from financing lease Naught (4) Fixed assets leased out from operation lease Naught (5) Details of fixed assets failed to accomplish certification of property Naught Other notes —The decreased amount of the equipments transformation of the reporting period was due to the original value of the fixed assets of the equipments transformation of the enterprises and the accumulative depreciation transferred in the measurement of the construction in progress. 20. Construction in progress (1) List of construction in progress Unit: RMB Yuan Closing balance Opening balance Item Impairment Impairment Book balance Book value Book balance Book value provision provision Construction in 113,860,677.26 5,695,984.29 108,164,692.97 94,558,082.50 3,695,984.29 90,862,098.21 progress Total 113,860,677.26 5,695,984.29 108,164,692.97 94,558,082.50 3,695,984.29 90,862,098.21 (2) Changes of significant construction in progress Unit: RMB Yuan Name o f Estimate Opening Increase Amount Other Closing Proporti Project Accumul Of Capitaliz Capital item d balance d amount that decrease balance on progress ative which: ation rate resources 105 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. number of the transferr d amount estimate amount the of the period ed to of the d of the of amount interests fixed period project capitaliz of the of the assets of accumul ed capitaliz period the ative interests ed period input interests of the period LED second 4,500,00 4,423,87 63,943.9 4,487,82 99.73% 99.73% Other 0.00 9.64 0 3.54 worksho p Third District 8,600,00 8,149,79 8,149,79 Hard 94.77% 94.77% Other 0.00 4.29 4.29 Glass Kiln Gaoming Fuwan semi-fini shed products 5,070,00 3,647,74 1,002,15 4,649,89 91.71% 91.71% Other of lamps 0.00 0.00 0.00 0.00 and assembly worksho p II Gaoming Fuwan Load and 9,800,00 7,922,82 537,205. 8,460,02 unload 86.33% 86.33% Other 0.00 3.80 37 9.17 station second factory Gaoming Fuwan semi-fini 7,600,00 5,053,67 1,119,39 6,173,06 81.22% 81.22% Other shed 0.00 2.00 0.50 2.50 products of lamps 106 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. and assembly worksho pI Employe e departme 15,000,0 4,030,00 4,004,21 8,034,21 nt of 53.56% 53.56% Other 00.00 0.00 5.55 5.55 Gaoming 8#9# floors Reforma 6,800,00 5,906,29 234,318. 6,140,61 tion of 90.03% 90.03% Other 0.00 8.82 73 7.55 6# kiln G project of Fuwan 19,500,0 4,915,00 4,915,00 25.21% 25.21% Other standard 00.00 0.00 0.00 worksho p SGLC color tile engineeri ng for 7,000,00 1,363,20 1,363,20 leak 19.47% 19.47% Other 0.00 0.00 0.00 repairing of each worksho p Gaoming employe 4,500,00 2,079,86 2,079,86 e 46.22% 46.22% Other 0.00 8.00 8.00 departme nt 88,370,0 39,134,2 15,319,2 54,453,5 Total -- -- -- 00.00 08.55 92.05 00.60 (3) List of the withdrawal of the impairment provision of the construction in progress Unit: RMB Yuan Item Withdrawn amount Reason The recoverable amount of the assets lower Third District Hard Glass Kiln 2,000,000.00 than the book value Total 2,000,000.00 -- 107 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 21. Engineering material Naught 22. Liquidation of fixed assets Naught 23. Productive biological assets Naught 24. Oil and gas assets Naught 25. Intangible assets (1) Information Unit: RMB Yuan Item Land use right Patent Non-patents Software use right Total I. Total original book value 1. Opening balance 211,719,938.60 20,700,700.00 1,636,664.95 234,057,303.55 2. Increase in the reporting period (1) Purchase (2) Internal R &D (3) Increase from enterprise combination 3. Decrease in the reporting period (1) Purchase 4. Closing balance 211,719,938.60 20,700,700.00 1,636,664.95 234,057,303.55 II. Total accrued amortization 108 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 1. Opening balance 44,415,425.34 2,145,860.00 381,888.50 46,943,173.84 2. Increase in the 1,937,293.01 972,930.00 163,666.50 3,073,889.51 reporting period (1) Withdrawal 1,937,293.01 972,930.00 163,666.50 3,073,889.51 3. Decrease in the reporting period (1) Disposal 4. Closing balance 46,352,718.35 3,118,790.00 545,555.00 50,017,063.35 III. Total impairment provision 1. Opening balance 2. Increase in the reporting period (1) Withdrawal 3. Decrease in the reporting period (1) Disposal 4. Closing balance IV. Total book value of intangible assets 1. Book value of 165,367,220.25 17,581,910.00 1,091,109.95 184,040,240.20 the period-end 2. Book value of 167,304,513.26 18,554,840.00 1,254,776.45 187,114,129.71 the period-begin The proportion the intangible assets formed from the internal R&D through the Company amount the balance of the intangible assets at the period-end was 0.00%. (2) Details of fixed assets failed to accomplish certification of land use right Naught 26. R&D expenses Naught 109 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 27. Goodwill (1) Original book value of goodwill Unit: RMB Yuan Name of the investees or the Opening balance Increase Decrease Closing balance events formed goodwill Suzhou Mont 7,360,330.45 7,360,330.45 Lighting Co., Ltd. Total 7,360,330.45 7,360,330.45 (2) Impairment provision of goodwill Naught 28. Long-term unamortized expenses Unit: RMB Yuan Amortization Item Opening balance Increase Decrease Closing balance amount Decoration of lease 918,958.73 609,638.00 515,785.88 1,012,810.85 workshop Total 918,958.73 609,638.00 515,785.88 1,012,810.85 29. Deferred income tax assets/deferred income tax liabilities (1) Deferred income tax assets had not been off-set Unit: RMB Yuan Closing balance Opening balance Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax difference assets difference assets Assets impairment 99,454,144.35 15,480,185.20 57,338,514.05 8,767,114.24 provision Unrealized profits of 3,489,946.48 523,491.98 2,493,469.57 374,020.44 internal transactions Deductible losses 54,153,726.96 10,274,659.50 35,034,691.49 6,463,007.68 Depreciation of fixed 73,584,592.52 11,125,764.70 75,006,724.40 11,339,084.49 assets 110 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Payroll payable 34,344,596.00 6,309,477.38 36,914,977.82 5,537,246.67 Investment income 1,208.40 181.26 Estimated liabilities 14,167,695.67 2,125,154.35 61,438,275.16 9,215,741.27 Total 279,195,910.38 45,838,914.37 268,226,652.49 41,696,214.79 (2) Deferred income tax liabilities had not been off-set Unit: RMB Yuan Closing balance Opening balance Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax difference liabilities difference liabilities Appreciation of the enterprise merger assets 17,581,910.00 2,637,286.50 18,554,840.00 2,783,226.00 evaluation not under the same control Changes of the fair value of the available-for-sale 1,727,043,435.12 259,056,515.27 84,882,751.40 12,732,412.71 financial assets Changes of the fair value of the tradable financial 1,281,430.46 192,214.57 8,660.00 1,299.00 assets Total 1,745,906,775.58 261,886,016.34 103,446,251.40 15,516,937.71 (3) Deferred income tax assets or liabilities listed by net amount after off-set Unit: RMB Yuan Mutual set-off amount of Amount of deferred Mutual set-off amount of Amount of deferred deferred income tax income tax assets or deferred income tax income tax assets or Item assets and liabilities at liabilities after off-set at assets and liabilities at liabilities after off-set at the period-end the period-end the period-begin the period-begin Deferred income tax 45,838,914.37 41,696,214.79 assets Deferred income tax 261,886,016.34 15,516,937.71 liabilities (4) List of unrecognized deferred income tax assets Naught 111 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (5) Deductible losses of unrecognized deferred income tax assets will due the following years Naught 30. Other non-current assets Unit: RMB Yuan Item Closing balance Opening balance Land purchase and the ownership implicit 41,755,700.00 41,755,700.00 of relevant items Prepayments for business facilities 14,053,961.49 8,844,087.19 Total 55,809,661.49 50,599,787.19 31. Short-term loans Naught 32. Financial liabilities measured by fair value and the changes included in the current gains and losses Naught 33. Derivative financial liabilities □ Applicable √ Inapplicable 34. Notes payable Naught 35. Accounts payable (1) List of accounts payable Unit: RMB Yuan Category Closing balance Opening balance Accounts payable 437,532,017.64 399,330,968.48 Total 437,532,017.64 399,330,968.48 (2) Notes of the accounts payable aging over one year Naught Other notes: 112 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. —The closing balance of the accounts payable of the reporting period increased of RMB 38,201,049.16 over the period-begin with the growing rate of 9.57%, which mainly due to the increase of the payable supplier payment for goods. —There was no any significant account payable aging over 1 year in the closing balance of the accounts payable. 36. Advance from customers (1) List of advance from customers Unit: RMB Yuan Item Closing balance Opening balance Prepayments 45,115,269.01 60,842,257.61 Total 45,115,269.01 60,842,257.61 (2) Significant advance from customers aging over one year Naught (3) Particulars of settled but unfinished projects formed by construction contract at period-end Naught Other notes: —The closing balance of the prepayments of the reporting period decreased of RMB 15,726,988.60 over the period-begin with the reduction amplitude of 25.85%, which was mainly due to the prepayments of the earlier stage had been settled. —The closing balance of the prepayments was advances on sales and there was no any significant prepayments aging over 1 year. 37. Payroll payable (1) List of Payroll payable Unit: RMB Yuan Item Opening balance Increase Decrease Closing balance I. Short-term salary 58,315,210.64 275,118,948.58 279,349,372.99 54,084,786.23 II. Welfare after demission - defined 18,490,516.07 18,490,516.07 contribution plans Total 58,315,210.64 293,609,464.65 297,839,889.06 54,084,786.23 (2) List of Short-term salary Unit: RMB Yuan Item Opening balance Increase Decrease Closing balance 1. Salary, bonus, 57,918,469.34 247,792,677.36 252,027,860.83 53,683,285.87 113 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. allowance, subsidy 2. Employee welfare 9,468,807.53 9,468,807.53 3. Social insurance 12,409,028.51 12,409,028.51 Including: 1. Medical 9,485,893.97 9,485,893.97 insurance premiums Work-related injury 1,407,155.37 1,407,155.37 insurance Maternity insurance 1,515,979.17 1,515,979.17 4. Housing fund 8,056.18 3,221,881.20 3,206,908.73 23,028.65 5. Labor union budget and employee education 388,685.12 2,226,553.98 2,236,767.39 378,471.71 budget Total 58,315,210.64 275,118,948.58 279,349,372.99 54,084,786.23 (3) List of drawing scheme Unit: RMB Yuan Item Opening balance Increase Decrease Closing balance 1. Basic pension benefits 17,790,815.25 17,790,815.25 2. Unemployment 699,700.82 699,700.82 insurance Total 18,490,516.07 18,490,516.07 Other notes: —There was no default payroll payable in the balance of payroll payable 38. Taxes payable Unit: RMB Yuan Item Closing balance Opening balance VAT 17,270,208.20 2,711,408.78 Resource tax 72,673.96 175,148.06 Business tax 22,914,704.32 4,552,997.21 Corporate income tax 6,421,356.15 693,302.18 Personal income tax 1,815,663.00 1,095,674.02 Other 2,710,727.57 4,652,583.56 Total 51,205,333.20 13,881,113.81 39. Interest payable N/A 114 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 40. Dividends payable N/A 41. Other accounts payable (1) Other accounts payable listed by nature of the account Unit: RMB Yuan Item Closing balance Opening balance performance bond 9,273,279.42 7,542,858.19 Relevant fees of sale 0.00 1,589,924.29 Intercourse funds 8,076,410.52 8,076,410.52 compensation for lawsuit 45,241,635.16 0.00 Other 5,036,688.05 4,714,627.48 Total 67,628,013.15 21,923,820.48 (2) Other significant accounts payable with aging over one year Unit: RMB Yuan Item Closing balance Unpaid/ Un-carry-over reason Intercourse funds 8,076,410.52 Total 8,076,410.52 -- 42. Liabilities classified as holding for sale N/A 43. Non-current liabilities due within 1 year N/A 44. Other current-liabilities N/A 45. Long-term loan N/A 46. Bonds payable N/A 47. Long-term payable N/A 48. Long term payroll payable N/A 115 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 49. Special payable N/A 50. Accrued liabilities Unit: RMB Yuan Item Closing balance Opening balance Formation reasons Securities false statement 14,167,695.69 61,438,275.16 Estimated lawsuit compensation liability disputes Total 14,167,695.69 61,438,275.16 -- Other notes, including related important assumptions and estimates of accrued liabilities: -On 15 Nov. 2014 and 5 Dec. 2014, the Company respectively received Civil Judgment (2013) SZFJMCZ No. 5 and Civil Judgment (2013) SZFJMCZ No. 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. On 4 Jun. 2015, the case received the Civil Judgment from Guangdong Higher People's Court which affirmed the original judgment; the Company transferred the withdrawn estimated liabilities RMB 61, 438,275.16 into other account payables. - The Company respectively received Civil Judgment (2013) SZFJMCZ No.1094 issued by Guangzhou Intermediate Peoples Court, the judgment required the Company pay the compensation of RMB13, 923,694.69 for each plaintiff of 222 cases of civil action upon securities false statement liability disputes, and the Company bare the litigation fee RMB 44,001.00, the Company withdrawn estimated liabilities RMB 14,167,695.69 in line with the above judgment. 51. Deferred income Unit: RMB Yuan Item Opening balance Increase Decrease Closing balance Formation reasons Government Government 10,955,833.27 390,000.00 105,666.79 11,240,166.48 subsidies related to subsidies assets income Total 10,955,833.27 390,000.00 105,666.79 11,240,166.48 -- Items involved in government subsidies: Unit: RMB Yuan Amount accrued Amount of newly Related to the Item Opening balance in non-business Other changes Closing balance subsidy assets/ income income LED production Related to the technical 9,852,274.95 9,852,274.95 assets transformation 116 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. project Production line of 50 million Related to the 774,999.96 77,499.93 697,500.03 energy-saving assets fluorescent lamp Project of FGD Related to the fly ash removal 28,166.86 28,166.86 assets of furnace system No electrolytic capacitor drive Related to the 300,391.50 390,000.00 690,391.50 power supply income technology Total 10,955,833.27 390,000.00 105,666.79 11,240,166.48 -- 52. Other non-current liabilities N/A 53. Share capital Unit: RMB Yuan Increase/decrease (+/-) Opening Capitalization Newly issue Closing balance balance Bonus shares of public Other Subtotal share reserves The sum of 978,563,745.00 293,569,123.00 293,569,123.00 1,272,132,868.00 shares Other notes: -In line with the preplan of profits allocation and capital reserve transferring into share capital of 2014 reviewed and approved by the General Shareholders’ Meeting on 27 May 2015, the Company increased 3 shares for every 10 shares to every shareholder with capital reserve, increased share capital in total of 293,569,123.00 shares, the preplan of profits allocation and capital reserve transferring into share capital of 2014 was finished on 17 Jun 2015. 54. Other equity instruments N/A 55. Capital reserves Unit: RMB Yuan Item Opening balance Increase Decrease Closing balance Capital premium 582,653,147.29 293,569,123.00 289,084,024.29 Other capital reserves 7,239,570.30 7,239,570.30 Total 589,892,717.59 293,569,123.00 296,323,594.59 Other notes, including changes and reason of change: -In line with the preplan of profits allocation and capital reserve transferring into share capital of 2014 reviewed and 117 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. approved by the General Shareholders’ Meeting on 27 May 2015, the Company increased 3 shares for every 10 shares to every shareholder with capital reserve, increased share capital in total of 293,569,123.00 shares, the preplan of profits allocation and capital reserve transferring into share capital of 2014 was finished on 17 Jun 2015. 56. Treasury stock N/A 57. Other comprehensive income Unit: RMB Yuan Reporting period Less: Amount transferred into profit and loss in the Amount After-tax After-tax Opening current period Less: Closing Item incurred attribute to attribute to balance that income tax balance before the parent minority recognized expense income tax company shareholder into other comprehensive income in prior period II. Other comprehensive income 72,150,338.6 1,654,893,0 259,056,51 1,395,836,5 1,467,986 reclassify into profits and losses 9 96.43 5.27 81.16 ,919.85 Profits or losses from the change of 72,150,338.6 1,654,893,0 259,056,51 1,395,836,5 1,467,986 fair value of available for sale 9 96.43 5.27 81.16 ,919.85 financial assets 72,150,338.6 1,654,893,0 259,056,51 1,395,836,5 1,467,986 0.00 Total 9 96.43 5.27 81.16 ,919.85 58. Special reserves N/A 59. Surplus reserves Unit: RMB Yuan Item Opening balance Increase Decrease Closing balance Statutory surplus 489,281,872.50 489,281,872.50 reserves Discretional surplus 136,886,568.36 136,886,568.36 reserves Total 626,168,440.86 626,168,440.86 118 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 60. Retained profits Unit: RMB Yuan Item Amount Withdrawal or distributed proportion Opening balance of retained profits before 777,810,478.44 671,929,537.57 adjustments Opening balance of retained profits after 777,810,478.44 671,929,537.57 adjustments Add: Net profit attributable to owners of the 100,258,759.31 188,959,139.45 Company Dividend of common stock payable 215,284,023.90 156,570,199.20 Closing retained profits 662,785,213.85 704,318,477.82 List of adjustment of opening retained profits: 1) RMB 000 opening retained profits was affected by retrospective adjustment conducted according to the Accounting Standards for Business Enterprises and relevant new regulations. 2) RMB 000 opening retained profits was affected by changes on accounting policies. 3) RMB 000 opening retained profits was affected by correction of significant accounting errors. 4) RMB 000 opening retained profits was affected by changes in combination scope arising from same control. 5) RMB 000 opening retained profits was affected totally by other adjustments. 61. Revenue and Cost of Sales Unit: RMB Yuan 2015 2014 Item Revenue Cost Revenue Cost Main operation 1,511,711,913.81 1,160,678,870.83 1,527,520,198.14 1,144,349,961.56 Other operation 12,650,872.68 5,364,570.18 15,538,559.89 11,867,318.59 Total 1,524,362,786.49 1,166,043,441.01 1,543,058,758.03 1,156,217,280.15 62. Business tax and surcharges Unit: RMB Yuan Item 2015 2014 Business tax 663,020.91 714,498.78 Urban maintenance and construction tax 6,547,903.14 8,389,063.00 Education surtax 4,713,909.73 6,026,392.52 Total 11,924,833.78 15,129,954.30 119 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 63. Sales expenses Unit: RMB Yuan Item 2015 2014 Transportation expenses 30,979,809.21 23,683,251.76 Service charges on promotion of 6,103,936.07 3,088,819.85 energy-saving products Payroll 22,850,138.19 19,829,713.47 Business propagandize fee 9,569,210.87 5,850,819.24 Travel charge 2,050,131.78 1,349,726.52 Sales promotion fee& dealer meeting 7,365,122.95 4,402,514.31 expense Street light project maintenance fee 104,300.00 2,711,494.40 Other 3,201,731.20 2,051,573.38 Total 82,224,380.27 62,967,912.93 64. Administrative expenses Unit: RMB Yuan Item 2015 2014 Employee’s remuneration 35,440,893.79 31,108,589.63 Depreciation charge 12,550,537.58 10,463,236.40 Tax expenses 8,023,991.73 8,327,329.62 Office expenses 3,086,027.82 3,279,753.58 Amortization of intangible assets 3,019,175.39 2,610,636.23 Research and development expenses 3,669,947.35 3,604,623.15 Testing expense 652,439.04 886,083.99 Other 47,852,835.99 44,215,086.85 Total 114,295,848.69 104,495,339.45 65. Financial expenses Unit: RMB Yuan Item 2015 2014 Interest expenses Less: Interest revenue 7,469,744.78 7,550,981.32 Exchange loss -5,153,449.97 1,194,090.82 120 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Others 1,415,253.95 623,542.87 Total -11,207,940.80 -5,733,347.63 66. Asset impairment loss Unit: RMB Yuan Item 2015 2014 I. Bad debts losses 6,742,683.01 8,025,505.65 II. Impairment losses of inventory 0.00 -4,552,311.43 VII. Impairment losses of fixed assets 37,880,650.98 0.00 VIII. Impairment losses of engineering 2,000,000.00 0.00 materials Total 46,623,333.99 3,473,194.22 67. Gains on the changes in the fair value Unit: RMB Yuan Source 2015 2014 Financial assets measured at fair value and changes recorded into current profits and 1,272,770.46 1,115,756.46 losses Total 1,272,770.46 1,115,756.46 68. Investment income Unit: RMB Yuan Item 2015 2014 Long-term equity investment calculated by -1,208.40 -2,595,523.09 equity method Investment income obtained through disposal of 0.00 -17,112.47 long-term equity investment Investment income obtained through financial assets measured at fair value and changes 870.00 0.00 recorded into current profits and losses during holding period Investment income obtained through disposal of financial assets measured at fair value and 640,080.26 -997,145.30 changes recorded into current profits and 121 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. losses Investment income obtained through holding available-for-sale financial assets during holding 3,449,696.24 21,942,835.20 period Investment income obtained through disposal of 17,063,266.56 0.00 available for sale financial assets Other -443,538.84 -217,648.56 Total 20,709,165.82 18,115,405.78 69. Non-operating gains Unit: RMB Yuan Recorded in the amount of the Item 2015 2014 non-recurring gains and losses Total gains from disposal of 6,114.53 3,458.00 6,114.53 non-current assets Including: Gains from disposal 6,114.53 3,458.00 6,114.53 of fixed assets Government subsidy 2,519,246.86 2,603,201.80 2,519,246.86 Other 419,340.96 687,707.26 419,340.96 Total 2,944,702.35 3,294,367.06 2,944,702.35 Government subsidies recorded into current profits and losses Unit: RMB Yuan Item 2015 2014 Related to the assets/ income Fiscal subsidy for high efficiency lighting product 2,279,702.00 Related to the income promotion Guangdong province hundreds and millions of LED indoor 1,802,496.00 Related to the income lighting demonstration zone construction project engineering Reward subsidy for No. 36Yellow Label Car weeding 13,000.00 Related to the income out Project of FGD fly ash removal 28,166.86 84,499.98 Related to the assets of furnace system Production line of 50 million 77,499.93 77,499.82 Related to the assets energy-saving fluorescent lamp 122 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Special fund (external 116,000.00 Related to the income development service) Special fund for Guangdong province steady growth and 66,666.67 Related to the income adjusting the structure 2014 Suzhou No. 32 Sci-tech 90,000.00 Related to the income development project funds Clean energy reward for social Development Management 330,000.00 Related to the income Branch of Luocun Town, Nanhai District, Foshan City Other scattered government 124,417.40 32,500.00 Related to the income grants Total 2,519,246.86 2,603,201.80 -- 70. Non-operating expenses Unit: RMB Yuan- The amount included in the Item 2015 2014 current non-recurring gains and losses Total losses from disposal of 397,124.46 109,843.02 397,124.46 non-current assets Including: Losses from disposal 397,124.46 109,843.02 397,124.46 of fixed assets lawsuit compensation 14,167,695.69 14,167,695.69 Other 371,344.00 5,612.46 371,344.00 Total 14,936,164.15 115,455.48 14,936,164.15 71. Income tax expense (1) Lists of income tax expense Unit: RMB Yuan Item 2015 2014 Current income tax expense 30,879,655.70 42,878,291.11 Deferred income tax expense -2,945,888.59 -1,188,427.16 Total 27,933,767.11 41,689,863.95 123 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (2) Adjustment process of accounting profit and income tax expense Unit: RMB Yuan Item 2015 Total profits 124,449,364.03 Current income tax expense accounted by tax and relevant 18,667,404.60 regulations Influence of different tax rate suitable to subsidiary 327,018.16 Influence of income tax before adjustment 11,830,221.06 Influence of non taxable income -3,076,944.42 Influence of not deductable costs, expenses and losses 186,067.71 Income tax expense 27,933,767.11 72. Other comprehensive income Refer to the notes No. 57 of VII, Notes on major items in consolidated financial statements of the Company 73. Supplementary information to cash flow statement (1) Other cash received relevant to operating activities Unit: RMB Yuan Item 2015 2014 Deposit interest 5,785,682.33 7,586,039.03 Income form waste good 1,274,788.64 3,623,492.20 Property and rental income 1,136,667.64 862,652.72 Guaranteed income 431,500.00 389,010.50 subsidize revenue 2,983,009.39 0.00 Other 1,936,655.57 1,902,829.60 Total 13,548,303.57 14,364,024.05 (2) Other cash paid relevant to operating activities Unit: RMB Yuan Item 2015 2014 Transport charges 36,536,448.87 28,771,464.91 Donations, punishment, lawsuit 16,443,916.00 0.00 compensation 124 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Advertising expense 11,248,789.70 5,864,699.17 Audit fees, attorney fees, appraisal cost 6,535,761.28 5,139,087.70 and detect cost business office expenses 3,651,094.22 4,145,450.36 The spare parts, maintenance, and service 1,958,384.21 3,429,401.85 charge Cash deposit 2,296,906.74 196,977.59 Travel expense 3,689,247.96 2,619,111.61 Commission 387,472.35 528,054.46 Energy-saving promotion fee 4,239,305.40 2,274,633.66 Street light project construction and 1,311,367.18 5,955,954.21 maintenance Land rent, plant rental and management 1,361,983.61 2,938,578.35 fee Trademark fee& patent fee 445,459.94 2,753,625.50 Other 6,128,849.74 7,220,228.47 Total 96,234,987.20 71,837,267.84 (3) Other cash received relevant to investment activity N/A (4) Other cash paid relevant to investment activity N/A (5) Other cash received relevant to financing activities Unit: RMB Yuan Item 2015 2014 Bank loan interest 2,452.04 Total 2,452.04 (6) Other cash paid relevant to financing activities Unit: RMB Yuan Item 2015 2014 Repay the bank loan 2,000,000.00 125 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. pay the bank loan interest 34,300.00 Total 2,034,300.00 74. Supplementary information to cash flow statement (1) Information of net profit to net cash flows generated from operating activities Unit: RMB Yuan Item 2015 2014 1. Reconciliation of net profit to net cash -- -- flows generated from operating activities Net profit 96,515,596.92 187,228,634.48 Add: Provision for impairment of assets 46,623,333.99 3,473,194.22 Depreciation of fixed assets, of oil-gas 36,034,850.96 40,950,477.19 assets, of productive biological assets Amortization of intangible assets 3,073,889.51 2,614,544.78 Amortization of long-term deferred 515,785.87 expense Losses on disposal of property, plant and equipment, intangible assets and other -3,458.00 long-term assets (gains: negative) Losses on retirement of fixed assets 391,009.93 109,843.02 Losses from variation of fair value -1,272,770.46 -1,115,756.46 Financial cost (gains: negative) 1,839,130.38 1,773,859.83 Investment loss (gains: negative) -20,709,165.82 -18,115,405.78 Decrease in deferred income tax assets 2,229,221.95 -131,496.78 (“+” means increase) Increase in deferred income tax liabilities 190,915.57 (“-” means decrease) Decrease in inventory (increase: 20,977,215.53 -67,364,054.08 negative) Decrease in accounts receivable from operating activities -143,332,226.48 -207,787,480.72 (increase: negative) Increase in payables from operating activities 56,197,559.85 196,808,865.07 (decrease: negative) 126 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Net cash flows generated from operating 99,274,347.70 138,441,766.77 activities 2. Investing and financing activities that do -- -- not involving cash receipts and payment: 3. Net increase in cash and cash equivalents -- -- Closing balance of cash 874,167,564.37 861,415,714.44 Less: Opening balance of cash 989,718,395.60 897,675,824.22 Net increase in cash and cash equivalents -115,550,831.23 -36,260,109.78 (2) Net Cash paid of obtaining the subsidiary N/A (3) Net Cash receive of disposal of the subsidiary N/A (4) Cash and cash equivalents Unit: RMB Yuan Item Closing balance Opening balance I. Cash 874,167,564.37 989,718,395.60 Including: Cash on hand 7,306.67 13,150.43 Bank deposit on demand 787,251,674.33 915,022,578.88 Other monetary funds on demand 86,908,583.37 74,665,506.29 III. Closing balance of cash and cash 874,167,564.37 989,718,395.60 equivalents Of which: cash and cash equivalents with restricted using in parent company or 17,160.00 17,160.00 subsidiary in the Group 75. Note of statement of changes in the owner's equity Explain "other" project name and adjustment amount of the adjustment of closing balance in previous year, etc.: Inapplicable 76. The assets with the ownership or use right restricted Unit: RMB Yuan Item Closing book value Restricted reason 127 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Monetary capital 17,160.00 The quality guarantee deposit Total 17,160.00 -- 77. Foreign currency monetary items (1) Foreign currency monetary items Unit: RMB Yuan Closing foreign currency Closing convert to RMB Item Exchange rate balance balance Monetary capital -- -- 6,939,608.30 Including: USD 1,134,139.86 6.1136 6,933,677.45 EUR 863.31 6.8699 5,930.85 Account receivable -- -- 85,512,192.87 Including: USD 13,987,207.68 6.1136 85,512,192.87 (2) Note to oversea entities including: for significant oversea entities, shall disclose main operating place, recording currency and selection basis, if there are changes into recording currency, shall also disclose the reason. □ Applicable √ Inapplicable 78. Arbitrage N/A 79. Other N/A VIII. Changes of merge scope There was no change of merge scope in the Company during reporting period IX. Equity in other entities 1. Equity in subsidiary (1) The structure of the enterprise group Name of the Main operating Registration Nature of Proportion of shareholding Way of gaining subsidiary place place business Directly Indirectly 128 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Foshan Chansheng Production and Newly Foshan Foshan 100.00% Electronic Ballast sales established Co., Ltd. Foshan Chanchang Electric Production and Newly Foshan Foshan 70.00% Appliance sales established (Gaoming) Co., Ltd. Foshan Taimei Production and Newly Times Lamps and Foshan Foshan 70.00% Lanterns Co., Ltd. sales established Guangdong Fozhao New Production and Newly Light Sources Foshan Foshan 100.00% sales established Technology Co., Ltd. Foshan Electrical & Lighting Production and Newly Xinxiang Xinxiang 100.00% (Xinxiang) Co., sales established Ltd. Guangdong Newly Fozhao Leasing Foshan Foshan Finance lease 100.00% Co., Ltd. established Foshan Lighting Lamps & Production and Newly Foshan Foshan 100.00% Components Co., sales established Ltd. Nanjing Fozhao Lighting Production and Components Nanjing Nanjing 100.00% Acquisition Manufacturing sales Co., Ltd. Suzhou Suzhou Acquisition, Suzhou Mont Production and 50.50% increase capital or Lighting Co., Ltd. sales shares Notes: holding proportion in subsidiary different from voting proportion: Inapplicable Basis of holding half or less voting rights but still been controlled investee and holding more than half of the voting rights not been controlled 129 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. investee: Inapplicable Significant structure entities and controlling basis in the scope of combination: Inapplicable Basis of determine whether the Company is the agent or the principal: Inapplicable (2) Significant not wholly owned subsidiary Unit: RMB Yuan Shareholding The profits and losses Declaring dividends Balance of minority Name proportion of minority arbitrate to the minority distribute to minority shareholder at closing shareholder shareholders shareholder period Foshan Chanchang Electric Appliance 30.00% -449,572.77 0.00 28,808,508.33 (Gaoming) Co., Ltd. Foshan Taimei Times Lamps and Lanterns Co., 30.00% 780,924.00 0.00 8,601,174.04 Ltd. Suzhou Mont Lighting 49.50% -4,074,513.62 0.00 8,761,353.90 Co., Ltd. Total -3,743,162.39 0.00 46,171,036.27 Holding proportion of minority shareholder in subsidiary different from voting proportion: Inapplicable (3) The main financial information of significant not wholly owned subsidiary Unit: RMB Yuan Closing balance Opening balance Non-curr Non-curr Non-curr Non-curr Name Current Total Current Total current Total Current Total ent ent ent ent assets assets liabilities liability assets assets liabilities liability assets liability assets liability Foshan Chancha ng Electric 64,257,8 36,654,2 100,912, 4,883,68 4,883,68 63,532,5 39,007,1 102,539, 5,012,74 5,012,74 Applianc 0.00 0.00 09.92 37.52 047.44 6.33 6.33 57.96 26.25 684.21 7.19 7.19 e (Gaomin g) Co., Ltd. 130 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Foshan Taimei Times 47,771,7 8,437,74 56,209,4 27,538,8 27,538,8 49,205,5 9,560,69 58,766,2 32,698,7 32,698,7 Lamps 0.00 0.00 15.61 2.81 58.42 78.30 78.30 94.26 7.64 91.90 91.79 91.79 and Lanterns Co., Ltd. Suzhou Mont 24,864,9 27,109,6 51,974,6 31,637,6 2,637,28 34,274,8 40,855,1 7,957,88 48,813,0 38,653,6 38,653,6 0.00 Lighting 74.61 26.13 00.74 09.38 6.50 95.88 46.44 6.07 32.51 01.00 01.00 Co., Ltd. 136,894, 72,201,6 209,096, 64,060,1 2,637,28 66,697,4 153,593, 56,525,7 210,119, 76,365,1 76,365,1 Total 0.00 500.14 06.46 106.60 74.01 6.50 60.51 298.66 09.96 008.62 39.98 39.98 Unit: RMB Yuan Closing balance Opening balance Total Total Name Operation Operating Operation Operating Net profit comprehensi Net profit comprehensi revenue cash flow revenue cash flow ve income ve income Foshan Chanchang Electric 18,925,514.2 46,229,159.4 -1,498,575.91 -1,498,575.91 -5,993,838.17 -8,539,959.10 -8,539,959.10 2,590,237.49 Appliance 2 7 (Gaoming) Co., Ltd. Foshan Taimei Times 67,478,345.3 86,036,195.5 Lamps and 2,603,080.01 2,603,080.01 -4,255,519.21 5,359,257.37 5,359,257.37 2,853,407.24 3 9 Lanterns Co., Ltd. Suzhou Mont 21,929,521.7 Lighting Co., -8,231,340.65 -8,231,340.65 -1,058,653.37 7,792,353.61 -1,568,271.61 -1,568,271.61 -5,999,197.22 6 Ltd. 108,333,381. -11,308,010.7 140,057,708. Total -7,126,836.55 -7,126,836.55 -4,748,973.34 -4,748,973.34 -555,552.49 31 5 67 (4) Significant restrictions of using enterprise group assets and pay off enterprise group debt N/A 131 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (5) Provide financial support or other support for structure entities incorporate into the scope of consolidated financial statements N/A 2. The transaction of the Company with its owner’s equity share changed but still controlling the subsidiary (1) Note to owner’s equity share changed in subsidiary N/A (2) The transaction’s influence to equity of minority shareholders and attributable to the owner's equity of the parent company N/A 3. Equity in joint venture arrangement or associated enterprise (1) Significant joint venture arrangement or associated enterprise N/A (2) Main financial information of significant joint venture N/A (3) Main financial information of significant associated enterprise N/A (4) Summary financial information of insignificant joint venture or associated enterprise Unit: RMB Yuan Closing balance /2015 Opening balance/2014 Joint venture: -- -- The total of following items according to the -- -- shareholding proportions Associated enterprise: -- -- Book value of total investment 3,688,515.99 3,689,724.39 The total of following items according to the -- -- shareholding proportions --Net profits -1,208.40 -2,595,523.09 132 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (5) Note to the significant restrictions of the ability of joint venture or associated enterprise transfer funds to the Company N/A (6) The excess loss of joint venture or associated enterprise N/A (7) The unrecognized commitment related to joint venture investment N/A (8) Contingent liabilities related to joint venture or associated enterprise investment N/A 4. Significant common operation N/A 5. Equity of structure entity not including in the scope of consolidated financial statements N/A 6. Other N/A X. 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. 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. 133 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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 XI. The disclosure of the fair value 1. Closing fair value of assets and liabilities calculated by fair value Unit: RMB Yuan Closing fair value Item Fair value measurement Fair value measurement Fair value measurement Total items at level 1 items at level 2 items at level 3 I. Consistent fair value -- -- -- -- measurement (I) Financial assets 2,608,830.00 2,608,830.00 134 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. calculated by fair value and changes record into current profits or losses 2. Appointed financial assets calculated by fair value and changes record 2,608,830.00 2,608,830.00 into current profits or losses (2) Equity instrument 2,608,830.00 2,608,830.00 investment (II) Available-for-sale 1,910,693,182.94 1,910,693,182.94 financial assets (2) Equity instrument 1,910,693,182.94 1,910,693,182.94 investment II. Inconsistent fair value -- -- -- -- measurement 2. Market price recognition basis for consistent and inconsistent fair value measurement items at level 1 The item that the Company calculated with fair value were the Company’s holding shares of China Everbright Bank and Jiangsu Dongyuan Elec'l Grp Co.,Ltd.. The recognition of closing fair value was based on the closing price of last transaction date in Jun. 2015. XII. Related party and related Transaction 1. Information related to parent company of the Company Notes: There was no direct controlling parent company in the Company 2. Subsidiaries of the Company See details to Notes Equity in subsidiary 3. Information on the joint ventures and associated enterprises of the Company The details of significant joint venture and associated enterprise of the Company see Notes Equity in joint venture arrangement or associated enterprise 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 135 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 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., Ltd Company controlled by related natural person 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 Co., Ltd. Related natural person as a senior manager in the company Qinghai Salt Lake Fozhao Lanke Lithium Industry Co., Ltd. Subsidiary of joint venture 5. List of related-party transactions (1) Information on acquisition of goods and reception of labor service (unit: ten thousand Yuan) Acquisition of goods and reception of labor service Unit: RMB Yuan Trading limit Over the trading limit Related-party Content 2015 2014 approved or not? Prosperity Lamps Purchase of and Components 6,199,780.58 7,000,000.00 No 1,775,250.56 materials Ltd. Prosperity Electrical Purchase of 11,980,714.88 30,000,000.00 No 14,287,405.97 (China) Co., Ltd. materials Hangzhou Times Purchase of Lighting and 1,886,095.56 3,000,000.00 No 1,480,293.13 materials Electrical Co., Ltd. Prosperity (Xinxiang) Purchase of 169,129.06 2,000,000.00 No 0.00 Electro-Optical equipments Machinery Co., Ltd Total 20,235,720.08 42,000,000.00 No 17,542,949.66 Information of sales of goods and provision of labor service Unit: RMB Yuan Related-party Content 2015 2014 Prosperity Lamps and Sale of products 16,513,390.54 19,860,345.46 Components Ltd. 136 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Prosperity (Hangzhou) Lighting Sale of products 1,231,915.65 3,687,779.13 and Electrical Co., Ltd. Prosperity Electrical (China) Sale of products 475,973.15 245,382.68 Co., Ltd. OSRAM (China) Lighting Co., Sale of products 8,267,791.27 4,663,440.83 Ltd. OSRAM Asia Pacific Ltd. Sale of products 6,634,481.40 18,160,268.95 Shanghai Linxian Mechanical and Electrical Equipment Co., Sale of products 109,372.97 Ltd. Hangzhou Times Lighting Sale of products 2,448.72 Appliance Co., Ltd. Total 33,232,924.98 46,619,665.77 (2) Related trusteeship/contract N/A (3) Information of related lease The Company was lessor: Unit: RMB Yuan The lease income confirmed in The lease income confirmed in Name of lessee Category of leased assets this year last year Shanghai Linxian Mechanical and Electrical Equipment Co., Rent 22,500.00 Ltd. (4) Related-party guarantee N/A (5) Inter-bank lending of capital of related parties N/A (6) Related party asset transfer and debt restructuring N/A (7) Rewards for the key management personnel Unit: RMB Yuan 137 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Item 2015 2014 President 945,000.00 900,000.00 Vice president &GM 708,750.00 675,000.00 Chief of the board of supervisors 259,998.00 208,332.00 Secretary of the board 358,314.00 341,250.00 CFO 567,000.00 540,000.00 Other 1,569,321.00 1,390,748.00 Total 4,408,383.00 4,055,330.00 6. Receivables and payables of related parties (1) Receivables Unit: RMB Yuan Closing period Opening period Item Related party Book balance Bad debt provision Book balance Bad debt provision Prosperity (Hangzhou) Lighting Account receivable 1,265,367.27 75,922.04 3,448,847.23 206,930.83 and Electrical Co., Ltd. Prosperity Electrical Account receivable 323,542.44 19,412.55 837,052.54 50,223.15 (China) Co., Ltd. OSRAM (China) Account receivable 10,371,325.77 622,279.55 2,630,821.95 157,849.32 Lighting Co., Ltd. Prosperity Lamps Account receivable and Components 5,927,898.08 355,673.88 6,365,602.04 381,936.12 Ltd. OSRAM Asia Account receivable 3,531,693.32 211,901.60 13,267,801.82 796,068.11 Pacific Ltd. Shanghai Linxian Mechanical and Account receivable 54,385.39 3,263.12 44,374.26 2,662.46 Electrical Equipment Co., Ltd. Prosperity Other non-current (Xinxiang) 841,790.00 836,309.00 assets Electro-Optical Machinery Co., Ltd Total 22,316,002.27 1,288,452.74 27,430,808.84 1,595,669.99 138 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (2) Payables Unit: RMB Yuan Item Related party Closing book value Opening book value Prosperity Lamps and Accounts payable 2,621,980.94 2,558,944.00 Components Ltd. Prosperity Electrical (China) Accounts payable 7,243,251.60 8,885,342.91 Co., Ltd. Hangzhou Times Lighting Accounts payable 1,106,815.75 739,825.37 Appliance Co., Ltd. Prosperity (Xinxiang) Accounts payable Electro-Optical Machinery Co., 389,464.96 234,694.87 Ltd Prosperity (Xinxiang) Lighting Other account payable 7,400.00 7,400.00 Machinery Co., Ltd. Prosperity Lamps and Other account payable 408,827.77 Components Ltd. Shanghai Linxian Mechanical Receivable in advance and Electrical Equipment Co., 29,110.68 6,610.68 Ltd. Total 11,398,023.93 12,841,645.60 XIII. Stock payment 1. The Stock payment overall situation □ Applicable √ Inapplicable 2. The Stock payment settled by equity □ Applicable √ Inapplicable 3. The Stock payment settled by cash □ Applicable √ Inapplicable 139 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 4. Modification and termination of the stock payment N/A 5. Other N/A XIV. Commitments 1. Significant commitments Significant commitments at balance sheet date As of 30 Jun. 2015, there was no significant commitment or contingency in the Company. 2. Contingency (1) Significant contingency at balance sheet date N/A (2) The Company have no significant contingency to disclose, also should be stated There was no significant contingency in the Company. XV. Events after balance sheet date N/A XVI. Other significant events N/A XVII. Notes of main items in the financial statements of the Company 1. Accounts receivable (1) Accounts receivable classified by category Unit: RMB Yuan Closing balance Opening balance Provision for bad Book balance Book balance Provision for bad debts Category debts Book Book value Proportio Withdra value Proportio Withdrawal Amount Amount Amount Amount n (%) wal n (%) Proportion 140 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Proportio (%) n (%) Accounts receivable withdrawal of bad 513,423, 26,835,5 486,587,8 355,364 19,571,30 335,793,10 debt provision of by 99.78% 5.23% 99.81% 5.51% 390.18 89.65 00.53 ,408.20 4.68 3.52 credit risks characteristics: Accounts receivable with insignificant single amount but 1,126,14 1,126,14 664,739 664,739.6 large risks of groups 0.22% 100.00% 0.00 0.19% 100.00% 0.00 4.41 4.41 .65 5 after grouping by credit risks characteristics 514,549, 27,961,7 486,587,8 356,029 20,236,04 335,793,10 Total 100.00% 5.43% 100.00% 5.68% 534.59 34.06 00.53 ,147.85 4.33 3.52 Accounts receivable with insignificant single amount but large risks of groups after grouping by credit risks characteristics at the end of reporting period. □ Applicable √ Inapplicable In the groups, accounts receivable adopting aging analysis method to withdraw bad debt provision: √Applicable □ Inapplicable Unit: RMB Yuan Closing balance Aging Accounts receivable Provision for bad debts Proportion (%) Subentry within 1 year Within 1 year 413,985,381.41 24,839,122.88 6.00% Subtotal of within 1 year 413,985,381.41 24,839,122.88 6.00% 1-2 years 23,293,616.71 1,397,617.00 6.00% 2-3 years 8,683,417.16 521,005.03 6.00% Over 3 years 1,297,412.25 77,844.74 6.00% Total 447,259,827.53 26,835,589.65 6.00% Notes: In the groups, accounts receivable adopting balance percentage method to withdraw bad debt provision: □ Applicable √ Inapplicable (2) Bad debt provision withdrawal, reversed or recovered in the report period The amount of bad debt provision was RMB 7,725,689.73; the amount of reversed or recovered bad debt provision in the report period was of RMB 0.00. 141 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (3) Particulars of the actual verification of accounts receivable during the reporting period N/A (4) Top five of account receivable of closing balance collected by arrears party Name of the entity Relationship Amount Year Proportion (%) Closing balance of bad debt provision Entity 1 Non-related party 24,998,850.49 5.42% 1,499,931.03 Within 1 year Entity 2 Non-related party 19,009,979.64 4.12% 1,140,598.78 Within 1 year Entity 3 Non-related party 13,904,257.90 3.01% 834,255.47 Within 2 years Entity 4 Related party 10,371,325.77 2.25% 622,279.55 Within 1 year Entity 5 Non-related party 9,531,454.48 2.07% 571,887.27 Within 1 year Total -- 77,815,868.28 -- 16.87% 4,668,952.10 (5) Derecogniziton of account receivable due to the transfer of financial assets N/A (6) The amount of the assets and liabilities formed by the transfer and the continues involvement of accounts receivable N/A 2. Other account receivable (1) Other account receivable classified by category Unit: RMB Yuan Closing balance Opening balance Provision for bad Book balance Book balance Provision for bad debts debts Category Withdra Book Book value Proportio wal value Proportio Withdrawal Amount Amount Amount Amount n (%) proportio n (%) proportion n Other accounts 92,193,5 3,985,30 88,208,21 147,003 4,674,595 142,329,03 receivable 100.00% 4.32% 100.00% 3.18% 13.32 1.34 1.98 ,635.15 .70 9.45 withdrawal of bad 142 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. debt provision of by credit risks characteristics: 92,193,5 3,985,30 88,208,21 147,003 4,674,595 142,329,03 Total 100.00% 4.32% 100.00% 3.18% 13.32 1.34 1.98 ,635.15 .70 9.45 Other accounts receivable with insignificant single amount but large risks of groups after grouping by credit risks characteristics at the end of reporting period □ Applicable √ Inapplicable In the groups, other accounts receivable adopting aging analysis method to withdraw bad debt provision: √Applicable □ Inapplicable Unit: RMB Yuan Closing balance Aging Other account receivable Provision for bad debts Proportion (%) Subentry within 1 year Within 1 year 63,991,811.86 3,839,508.71 6.00% Subtotal of within 1 year 63,991,811.86 3,839,508.71 6.00% 1-2 years 1,537,118.61 92,227.12 6.00% 2-3 years 140,991.90 8,459.51 6.00% Over 3 years 751,766.69 45,106.00 6.00% Total 66,421,689.06 3,985,301.34 6.00% Notes: In the groups, other accounts receivable adopting balance percentage method to withdraw bad debt provision: □ Applicable √ Inapplicable In the groups, other accounts receivable adopting other methods to withdraw bad debt provision: □ Applicable √ Inapplicable (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 RMB 689,294.36. (3) Particulars of the actual verification of other accounts receivable during the reporting period N/A (4) Other account receivable classified by account nature Unit: RMB Yuan Nature Closing book value Opening book value 143 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Internal business group 25,771,824.26 69,093,706.51 Finance subsidy for efficient lighting 59,469,642.24 59,524,157.04 promotion project. VAT export tax refunds 0.00 9,474,039.36 Performance bond 2,348,691.60 3,279,191.60 Staff borrow and deposit 1,361,253.85 1,802,527.06 Rental and utilities 504,236.02 1,128,036.38 Related payment of street light construction 2,523,547.23 2,523,547.23 Other 214,318.12 178,429.97 Total 92,193,513.32 147,003,635.15 (5) The top five other account receivable classified by debtor at period end Unit: RMB Yuan Closing balance of Entity Nature Closing balance Aging Proportion% bad debt provision Finance subsidy for Entity 1 efficient lighting 59,469,642.24 Within 2 years 64.51% 3,568,178.53 promotion project. Payment of Entity 2 construction made 2,523,547.23 Within 2 years 2.74% 151,412.83 on behalf Entity 3 Performance bond 1,000,000.00 Within 1 year 1.08% 60,000.00 Entity 4 Performance bond 483,000.00 Within 3 years 0.52% 28,980.00 Entity 5 Performance bond 480,000.00 Within 1 year 0.52% 28,800.00 Total -- 63,956,189.47 -- 69.37% 3,837,371.36 (6) Accounts receivable involved with government subsidies Unit: RMB Yuan Project of government Estimated received time, Name of units Closing balance Closing age subsidies amount and basis Finance subsidy for Financial Bureau efficient lighting 59,469,642.24 Within 2 years 2015 promotion project. 144 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Total -- 59,469,642.24 -- -- (7) Other account receivable which terminate the recognition owning to the transfer of the financial assets N/A (8) The amount of the assets and liabilities formed by the transfer and the continues involvement of other accounts receivable N/A 3. Long term equity investment Unit: RMB Yuan Closing balance Opening balance Item bad debt bad debt Book balance Book value Book balance Book value provision provision Investment to 441,949,939.76 441,949,939.76 441,949,939.76 441,949,939.76 subsidiary Investment to associate 3,688,515.99 3,688,515.99 3,689,724.39 3,689,724.39 enterprises Total 445,638,455.75 445,638,455.75 445,639,664.15 445,639,664.15 (1) Investment to the subsidiary Unit: RMB Yuan Withdrawn Closing balance impairment Entity Opening balance Increase Decrease Closing balance of impairment provision in the provision reporting period Foshan Chansheng Electronic Ballast 2,744,500.00 2,744,500.00 Co., Ltd. Foshan Chanchang Electric Appliance 42,000,000.00 42,000,000.00 (Gaoming) Co., Ltd. Foshan Taimei 350,000.00 350,000.00 Times Lamps and 145 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Lanterns Co., Ltd. Nanjing Fozhao Lighting Components 72,000,000.00 72,000,000.00 Manufacturing Co., Ltd. Foshan Electrical & Lighting 35,418,439.76 35,418,439.76 (Xinxiang) Co., Ltd. Guangdong Fozhao New Light Sources 50,077,000.00 50,077,000.00 Technology Co., Ltd. Guangdong Fozhao Financial 200,000,000.00 200,000,000.00 Leasing Co., Ltd. FSL Lighting Equipment Co., 15,000,000.00 15,000,000.00 Ltd. Suzhou Mont 24,360,000.00 24,360,000.00 Lighting Co., Ltd. 441,949,939.76 441,949,939.76 Total (2) Investment to joint ventures and associated enterprises Unit: RMB Yuan Increase/decrease in reporting period Investme Closing Adjustme nt profit Withdraw balance Additiona nt of Declarati Name of Opening Negative and loss Other n Closing of l other on of cash investee balance investmen recognize equity impairme Other balance impairme investmen comprehe dividends t d under changes nt nt t nsive or profits the equity provision provision income method Investment to subsidiary Investment to associate enterprises Qinghai 3,689,724 3,688,515 FSL -1,208.40 .39 .99 Lithium 146 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Energy Exploitati on Co., Ltd. 3,689,724 3,688,515 subtotal -1,208.40 .39 .99 3,689,724 3,688,515 Total -1,208.40 .39 .99 4. Revenues and operating costs Unit: RMB Yuan Reporting period Same period of last year Item Revenues Operating costs Revenues Operating costs Main operations 1,459,454,200.77 1,136,562,737.09 1,490,151,685.68 1,147,781,613.27 Other operations 90,145,253.61 76,755,687.39 80,081,492.90 63,896,479.03 Total 1,549,599,454.38 1,213,318,424.48 1,570,233,178.58 1,211,678,092.30 5. Investment income Unit: RMB Yuan Item Reporting period Same period of last year Long-term equity investment calculated by 4,888,044.88 cost method Long-term equity investment calculated by -1,208.40 -2,595,523.09 equity method Investment income from the disposal of -17,112.47 long-term equity investment Investment income from financial assets measured at fair value and changes recorded 870.00 into current profits and losses during holding period Investment income obtained through disposal of financial assets measured at fair value and 640,080.26 -997,145.30 changes recorded into current profits and losses Investment income during the period of the 3,449,696.24 21,942,835.20 held of available for sale financial assets 147 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Investment income from the disposal of 17,063,266.56 available for sale financial assets Other -443,538.84 -217,648.56 Total 20,709,165.82 23,003,450.66 XVIII. Supplementary materials 1. Items and amounts of extraordinary gains and losses √ Applicable □ Inapplicable Unit: RMB Yuan Item Amount Note Gains/losses on the disposal of non-current -391,009.93 assets Government grants recognized in the current period, except for those acquired in the ordinary course of business or granted at 2,519,246.86 certain quotas or amounts according to the government’s unified standards Gain/loss from change of fair value of transactional assets and liabilities, and investment gains from disposal of transactional financial assets and liabilities 18,541,755.45 and available-for-sale financial assets, other than valid hedging related to the Company’s common businesses Other non-operating income and expenses -14,119,698.73 Withdrawal of estimated liabilities other than the above Other items in line with extraordinary gains 491,693.21 and losses definition Less: Income tax effects -1,472,221.11 Minority interests effects 67,459.11 Total 8,446,748.86 -- 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 148 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. 2. Return on equity (ROE) and earnings per share (EPS) EPS(Yuan/share) Profit as of reporting period Weighted average ROE (%) EPS-basic EPS-diluted Net profit attributable to the 3.48% 0.0788 0.0788 Company’s common shareholders Net profit attributable to the Company’s common shareholders 3.19% 0.0722 0.0722 after deducting extraordinary gains and losses 3. 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 profits Net assets Reporting period Same period of last year Closing balance Opening balance According to Chinese 100,258,759.31 188,959,139.45 4,325,397,037.15 3,044,585,720.58 accounting standards Items and amounts adjusted according to overseas accounting standards According to overseas 100,258,759.31 188,959,139.45 4,325,397,037.15 3,044,585,720.58 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 profits Net assets Reporting period Same period of last year Closing balance Opening balance According to Chinese 100,258,759.31 188,959,139.45 4,325,397,037.15 3,044,585,720.58 accounting standards Items and amounts adjusted according to overseas accounting standards: According to overseas 100,258,759.31 188,959,139.45 4,325,397,037.15 3,044,585,720.58 accounting standards 149 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. (3) Explain reasons for the differences between accounting data under domestic and overseas accounting standards, for audit data adjusting differences had been foreign audited, should indicate the name of the foreign institutions Inapplicable 150 2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd. Section X. 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. 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; 3. Original Annual Report 2015 signed by Chairman of the Board. Board of Directors Foshan Electrical and Lighting Co., Ltd 26 August 2015 151