Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 FOSHAN ELECTRICAL AND LIGHTING CO., LTD. THIRD QUARTER REPORT 2016 October 2016 1 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Section I Important Statements The board of directors (the “Board”), the board of supervisors (the “Board of Supervisors”) as well as the directors, supervisors and senior management of Foshan Electrical and Lighting Co., Ltd. (the “Company”) hereby guarantee the factuality, accuracy and completeness of the contents of this Report, and shall be jointly and severally liable for any false representation, misleading statements or material omissions in this Report. All the directors attended the board meeting for the review of this Report. He Yong, head of the Company, Liu Xingming, accounting head for this Report, and Tang Qionglan, head of the accounting organ (head of accounting), hereby guarantee that the financial statements carried in this Report are factual, accurate and complete. 2 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Section II Financial Highlights & Shareholder Changes I Highlights of accounting data and financial indicators Whether the Company performs any retroactive adjustments to or restatements of its accounting data of last year due to change in accounting policies or correction of accounting errors □ Yes √ No 30 September 2016 31 December 2015 +/- (%) Total assets (RMB) 6,153,358,060.97 6,048,296,432.78 1.74% Net assets attributable to shareholders of the Company 5,033,254,689.85 5,023,546,888.12 0.19% (RMB) January-September July-September 2016 YoY +/- (%) YoY +/- (%) 2016 Operating revenues (RMB) 819,510,785.90 15.73% 2,575,181,713.34 15.35% Net profit attributable to shareholders of the Company 73,179,107.88 372.81% 280,104,920.60 281.43% (RMB) Net profit attributable to shareholders of the Company 73,405,588.72 98.23% 280,042,682.40 117.35% excluding exceptional profit and loss (RMB) Net cash flows from operating -- -- 324,048,913.00 120.18% activities (RMB) Basic earnings per share 0.0575 372.51% 0.2202 281.63% (RMB/share) Diluted earnings per share 0.0575 372.51% 0.2202 281.63% (RMB/share) Weighted average return on equity 1.49% 1.91% 5.53% 2.54% (%) Exceptional profit and loss √ Applicable □ Not applicable Unit: RMB Item January-September 2016 Note Profit/loss on disposal of non-current assets (including offset asset -978,864.75 impairment provisions) Government grants charged to the profit/loss for the period 116,249.94 3 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 (except for the government grants closely related to the business of the Company and given at a fixed quota or amount in accordance with nationally uniform standards) Profit/loss on entrusting others with investments or asset 5,047,341.27 management Profit/loss on fair value changes of transactional financial assets and liabilities & investment income from disposal of transactional financial assets and liabilities as well as financial assets available -63,271.62 for sale, except for effective hedges related to normal business operations of the Company Non-operating revenue and expense other than the above -4,423,795.41 Less: Corporate income tax 166,144.74 Minority interests (after tax) -530,723.51 Total 62,238.20 -- Explanation of why the Company classified an item as exceptional profit/loss according to the definition in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Exceptional Profit and Loss, or reclassified any exceptional profit/loss item given as an example in the said explanatory announcement to recurrent profit/loss □ Applicable √ Not applicable No such cases in the Reporting Period. II Total number of shareholders and shareholdings of top 10 shareholders at the period-end 1. Total number of ordinary shareholders and preference shareholders who had resumed their voting right & shareholdings of top 10 shareholders at the period-end Unit: share Total number of preference Total number of ordinary shareholders who had shareholders at the end of the 81,720 resumed their voting right at 0 Reporting Period the end of the Reporting Period (if any) Shareholdings of top 10 shareholders Number of Pledged or frozen shares Name of Nature of Shareholding Number of restricted shares shareholder shareholder percentage shares held Status Number held Hong Kong Wah Foreign Shing Holding 13.47% 171,360,391 Pledged 83,966,592 corporation Company Limited Prosperity Lamps & Foreign 10.50% 133,577,143 Components 4 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Limited corporation Guangdong Electronics State-owned 4.74% 60,357,728 Pledged 29,575,287 Information corporation Industry Group Ltd. Shenzhen Rising Investment State-owned 4.52% 57,539,671 Development Co., corporation Ltd. Central Huijin Asset State-owned Management Co., 2.42% 30,799,000 corporation Ltd. Essence International Foreign 1.88% 23,939,858 Securities (Hong corporation Kong) Co., Ltd. DBS Vickers (Hong Foreign Kong) Ltd A/C 1.85% 23,555,755 corporation Clients Hong Kong Rising Investment Foreign 1.82% 23,165,684 Development Co., corporation Ltd. National Social Security Fund Other 1.25% 15,903,957 Portfolio 113 New China Life Insurance Co., Ltd.-Conventional- Other 0.86% 10,918,992 Common Insurance Product-018L-CT00 1-Shenzhen Shareholdings of top 10 non-restricted shareholders Type of shares Name of shareholder Number of non-restricted shares held at the period-end Type Number Hong Kong Wah Shing Holding RMB ordinary 171,360,391 171,360,391 Company Limited share Prosperity Lamps & Components RMB ordinary 133,577,143 133,577,143 Limited share Guangdong Electronics Information 60,357,728 RMB ordinary 60,357,728 5 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Industry Group Ltd. share Shenzhen Rising Investment RMB ordinary 57,539,671 57,539,671 Development Co., Ltd. share Central Huijin Asset Management RMB ordinary 30,799,000 30,799,000 Co., Ltd. share Domestically Essence International Securities 23,939,858 listed foreign 23,939,858 (Hong Kong) Co., Ltd. share Domestically DBS Vickers (Hong Kong) Ltd A/C 23,555,755 listed foreign 23,555,755 Clients share Domestically Hong Kong Rising Investment 23,165,684 listed foreign 23,165,684 Development Co., Ltd. share National Social Security Fund RMB ordinary 15,903,957 15,903,957 Portfolio 113 share New China Life Insurance Co., Ltd.-Conventional-Common RMB ordinary 10,918,992 10,918,992 Insurance share Product-018L-CT001-Shenzhen Among the top ten shareholders of the Company, Hong Kong Wah Shing Holding Company Limited, Guangdong Electronics Information Industry Group Ltd., Shenzhen Rising Related or act-in-concert parties Investment Development Co., Ltd. and Hong Kong Rising Investment Development Co., Ltd. among the shareholders above are act-in-concert parties. Apart from that, it is unknown whether there is among the top ten shareholders any other related parties or act-in-concert parties as defined in the Administrative Measures for the Acquisition of Listed Companies. Top 10 ordinary shareholders conducting securities margin trading N/A (if any) Did any of the top 10 ordinary shareholders or the top 10 non-restricted ordinary shareholders of the Company conduct any promissory repo during the Reporting Period? □ Yea √ No No such cases in the Reporting Period. 2. Total number of preference shareholders and shareholdings of the top 10 of them at the period-end □ Applicable √ Not applicable 6 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Section III Significant Events I Changes in main accounting statement items and financial indicators in the Reporting Period, as well as reasons for the changes √ Applicable □ Not applicable Unit: RMB Closing amount (or Opening amount (or Statement item amount for the amount for the same +/- (%) Main reason for change current period) period of last year) Monetary funds 644,918,147.43 935,241,205.20 -31.04% Purchase of more bank’s wealth management products Financial assets at fair 0.00 51,600.00 -100.00% Securities sold value through profit/loss Notes receivable 95,448,285.94 202,669,316.48 -52.90% Decrease in trade acceptance received Accounts receivable 695,807,188.07 366,401,130.72 89.90% Decrease in trade acceptance received Accounts paid in 15,583,761.40 6,858,950.41 127.20% Increase in advances to sellers advance Interest receivable 8,253,893.79 3,022,646.23 173.07% Increase in interest on term deposits provided for Other current assets 443,220,985.68 91,060,842.89 386.73% Purchase of more bank’s wealth management products Long-term equity 180,356,427.84 382,637.52 47035.06% Acquisition of equity interests of investments Primatronix (Nanho) Electronics Ltd. Construction in 79,433,148.95 32,488,518.68 144.50% Increase in construction in progress progress Long-term deferred 0.00 406,425.35 -100.00% Exclusion of subsidiary’s assets from the expenses consolidated financial statements due to bankruptcy and liquidation Accounts received in 42,770,580.21 71,531,790.37 -40.21% Settlement of some accounts received in advance advance Taxes and fares 33,051,655.69 12,969,090.31 154.85% Increase in taxes payable payable Other current liabilities 32,000,000.00 0.00 Increase in other current liabilities Retained earnings 877,864,641.15 613,661,381.40 43.05% Increase in profit Finance costs -12,127,352.31 -20,044,328.31 39.50% Decrease in exchange gains Asset impairment loss 25,092,418.46 45,970,647.57 -45.42% Decrease in bad-debt provisions for 7 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 accounts receivable Profit on fair value 0.00 393,590.00 -100.00% Decrease in transactional financial assets changes Non-operating revenue 1,805,821.67 3,656,043.70 -50.61% Decrease in government-funded interest discount Non-operating expense 7,092,231.89 96,557,359.72 -92.65% Decrease in lawsuit compensations Corporate income tax 58,506,429.76 41,463,602.07 41.10% Increase in total profit Profit/loss on fair -255,315,043.41 1,662,302,677.06 -115.36% Sharp fluctuations of the price of the value changes of available-for-sale Guoxuan High-tech stock in May 2015 financial assets before going public Net cash flows from 324,048,913.00 147,174,253.40 120.18% Increase in sales revenue operating activities Net cash flows from -605,074,904.70 -105,211,470.03 -475.10% Purchase of more bank’s wealth investing activities management products Net cash flows from -15,935,708.57 -215,284,023.90 92.60% Decrease in dividends financing activities II Progress on significant events, as well as the influence and solutions √ Applicable □ Not applicable 1. In March 2013, CSRC Guangdong administered an administrative punishment on the illegal information disclosure of the Company. During the period from September 2013 to May 2016, a total of 2,767 plaintiffs separately sued the Company to Guangzhou Intermediate People’s Court for false securities statements, demanding civil compensations of RMB386.845 million and HKD1.328 million in total from the Company for its illegal information disclosure. From November 2014 to October 2016, Guangzhou Intermediate People’s Court made judgments for the aforesaid 2,767 cases, ruling the Company to compensate the 2,767 plaintiffs with a total of RMB182.7365 million and HKD7.3582 million and bear the legal fare of RMB3.2332 million. On 29 September 2016, Guangdong Higher People’s Court ruled on an appeal that the Company should make a compensation of RMB67,100 to the appellant and bear the court acceptance fees of RMB2,800 for the first and second trials. Currently, except for 30 appealing plaintiffs (RMB1.2315 million involved) are not sentenced, all the other plaintiffs have judgmented. Up to 24 October 2016, the Company has made a total compensation of RMB 190.1648 million (legal fares inclusive) to 2717 plaintiffs (excluding the 49 rejected plaintiffs). These cases of false securities statements had an influence of RMB61.4383 million on the total profits of the Company in 2014 and RMB131.8899 million on that in 2015, and expectedly have no significant influence on the financial position of the Company for 2016. 8 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 2. In April 2016, Suzhou Mont Lighting Co., Ltd. (Suzhou Mont), one of our controlled subsidiaries, was sued by its creditor Suzhou LiftAll Electronics Co., Ltd. in the People’s Court of Suzhou Industrial Park, requesting the Court to carry out bankruptcy liquidation on Suzhou Mont. The Court has ruled in favor of the plaintiff and appointed Jiangsu Yingyuan Law Firm as the custodian of Suzhou Mont. We have an investment of RMB24.36 million in Suzhou Mont, as well as creditor’s rights of RMB14.1873 million (not yet judicially confirmed), totaling RMB38.5473 million. We had provided in full for the impairment of the said assets in 2015. Therefore, the bankruptcy and liquidation of Suzhou Mont is expected to have no significant impact on our business results of 2016 (for details, see our Announcement on Applied Bankruptcy and Liquidation for Controlled Subsidiary Suzhou Mont Lighting Co., Ltd., Announcement on Court Acceptance of Controlled Subsidiary’s Bankruptcy and Liquidation, Progress Announcement on Controlled Subsidiary’s Bankruptcy and Liquidation disclosed on www.cninfo.com.cn dated 19 April 2016, 10 May 2016 and 4 June 2016 respectively). 3. On 23 August 2016, the First Special General Meeting in 2016 of the Company was convened, at which the Proposal on Authorization for Reducing Some Guoxuan High-tech Shares in Proper Timing was considered and approved. As such, the General Meeting has agreed to authorize the management to, from the date of approval by the General Meeting to 31 December 2016, legally reduce in proper timing through bulk trading or centralized bidding Guoxuan High-tech shares not exceeding 36,500,000 (adjusted according to the capital stock change ratio if Guoxuan High-tech conducts any bonus share, conversion of capital reserves into capital stock or any other changes in the capital stock during the said period), with the reduction price to be determined at the market price at the time of reduction. Up to the disclosure date of this Report, the Company has not yet conducted any reduction. III Commitments of the Company, its shareholders, actual controller, acquirer, directors, supervisors, senior management or other related parties fulfilled in the Reporting Period or ongoing at the period-end √ Applicable □ Not applicable Date of Commitment Type of Term of Commitment Contents commitment Fulfillment maker commitment commitment making Electronics Group and its Commitments made in act-in-concert parties Shenzhen acquisition documents Controlling About share In Rising Investment and Hong 2015-12-04 12 months or shareholding shareholder lock-up execution Kong Rising Investment have alteration documents made a commitment that within 9 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 12 months from the completion of their acquisitions, they shall not transfer or entrust others to manage the shares directly or indirectly held by them in the Company, nor shall they allow the Company to repurchase those shares, except for the case where those shares may be transferred for no compensation due to any business or asset integration with their actual controller or their actual controller’s controlled subsidiaries. Electronics Group and its act-in-concert parties Shenzhen Rising Investment and Hong Kong Rising Investment have made a commitment that the business of Foshan NationStar Optoelectronics Co., Ltd. that is About in competition with the business Controlling avoidance of In of the Company takes up only a 2015-12-04 24 months shareholder horizontal execution small part in NationStar’s total competition business, they shall gradually reduce or eliminate the horizontal competition as planned through business integration or other ways or arrangements within the coming 24 months. Electronics Group and its act-in-concert parties Shenzhen Rising Investment and Hong Kong Rising Investment have About made more commitments as Controlling avoidance of follows to avoid horizontal Long-standi In 2015-12-04 shareholder horizontal competition with the Company: ng execution competition 1. They shall conduct supervision and restraint on the production and operation activities of themselves and their relevant enterprises so that 10 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 besides the enterprise above that is in horizontal competition with the Company for now, if the products or business of them or their relevant enterprises become the same with or similar to those of the Company or its subsidiaries in the future, they shall take the following measures: (1) If the Company thinks necessary, they and their relevant enterprises shall reduce and wholly transfer their relevant assets and business; and (2) If the Company thinks necessary, it is given the priority to acquire first, by proper means, the relevant assets and business of them and their relevant enterprises. 2. All the commitments made by them to eliminate or avoid horizontal competition with the Company are also applicable to their directly or indirectly controlled subsidiaries. They are obliged to urge and make sure that other subsidiaries execute what’s prescribed in the relevant document and faithfully honor all the relevant commitments. 3. If they or their directly or indirectly controlled subsidiaries break the aforesaid commitments and thus cause a loss for the Company, they shall compensate the Company on a rational basis. Electronics Group and its About reduction act-in-concert parties Shenzhen Controlling and regulation Rising Investment and Hong Long-standi In 2015-12-04 shareholder of related-party Kong Rising Investment have ng execution transactions made a commitment that during their direct or indirect holding 11 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 of the Company’s shares, they shall 1. strictly abide by the regulatory documents of the CSRC and the SZSE, the Company’s Articles of Association, etc. and not harm the interests of the Company or other shareholders of the Company in their production and operation activities by taking advantage of their position as the controlling shareholder and actual controller; 2. make sure that they or their other controlled subsidiaries, branch offices, jointly-run or associated companies (the “Relevant Enterprises” for short) will try their best to avoid or reduce related-party transactions with the Company or the Company’s subsidiaries; 3. strictly follow the market principle of justness, fairness and equal value exchange for necessary and unavoidable related-party transactions between them and their Relevant Enterprises and the Company, and withdraw from voting when a related-party transaction with them or their Relevant Enterprises is being voted on at a general meeting or a board meeting, and execute the relevant approval procedure and information disclosure duties pursuant to the applicable laws, regulations and regulatory documents. Where the aforesaid commitments are broken and a loss is thus caused for the Company, its subsidiaries or the 12 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Company’s other shareholders, they shall be obliged to compensate. In order to ensure the independence of the Company in business, personnel, asset, organization and finance, Electronics Group and its act-in-concert parties Shenzhen Rising Investment and Hong Kong Rising Investment have made the following commitments: 1. They will ensure the independence of the Company in business: (1) They promise that the Company will have the assets, personnel, qualifications and capabilities for it to operate independently as well as the ability of independent, sustainable operation in the market. (2) They promise not to intervene Controlling About Long-standi In in the Company’s business 2015-12-04 shareholder independence ng execution activities other than the execution of their rights as the Company’s shareholders. (3) They promise that they and their related parties will not be engaged in business that is substantially in competition with the Company’s business. And (4) They promise that they and their related parties will try their best to reduce related-party transactions between them and the Company; for necessary and unavoidable related-party transactions, they promise to operate fairly following the market-oriented principle and at fair prices, and execute the transaction procedure and the duty of information disclosure 13 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 pursuant to the applicable laws, regulations and regulatory documents. 2. They will ensure the independence of the Company in personnel: (1) They promise that the Company’s GM, deputy GMs, CFO, Company Secretary and other senior management personnel will work only for and receive remuneration from the Company, not holding any positions in them or their other controlled subsidiaries other than director and supervisor. (2) They promise the Company’s absolute independence from their related parties in labor, human resource and salary management. And (3) They promise to follow the legal procedure in their recommendation of directors, supervisors and senior management personnel to the Company and not to hire or dismiss employees beyond the Company’s Board of Directors and General Meeting. 3. They will ensure the independence and completeness of the Company in asset: (1) They promise that the Company will have a production system, a auxiliary production system and supporting facilities for its operation; legally have the ownership or use rights of the land, plants, machines, trademarks, patents and non-patented technology in relation to its production and operation; and have independent systems for the procurement of 14 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 raw materials and the sale of its products. (2) They promise that the Company will have independent and complete assets all under the Company’s control and independently owned and operated by the Company. And (3) They promise that they and their other controlled subsidiaries will not illegally occupy the Company’s funds and assets in any way, or use the Company’s assets to provide guarantees for the debts of themselves or their other controlled subsidiaries with. 4. They will ensure the independence of the Company in organization: (1) They promise that the Company has a sound corporate governance structure as a joint-stock company with an independent and complete organization structure. And (2) They promise that the operational and management organs within the Company will independently execute their functions according to laws, regulations and the Company’s Articles of Association. And 5. They will ensure the independence of the Company in finance: (1) They promise that the Company will have an independent financial department and financial accounting system with normative, independent financial accounting rules. (2) They promise that the Company will have independent bank accounts and not share bank accounts with its related parties. 15 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 (3) They promise that the Company’s financial personnel do not hold concurrent positions in its related parties. (4) They promise that the Company will independently pay its tax according to law. And (5) They promise that the Company can make financial decisions independently and that they will not illegally intervene in the Company’s use of its funds. The profits distributed by the Other commitments Company in cash every year About cash Long-standi In made to minority The Company shall not be less than 30% of the 2009-05-27 dividends ng execution shareholders distributable profits it has achieved in the year. Executed on time Yes Specific reasons for failing to fulfill N/A commitments on time and plans for next step IV Performance forecast for Y2016 Warning of possible loss or considerable YoY change in the accumulative net profit made during the year-beginning to the end of the next reporting period, as well as the reasons □ Applicable √ Not applicable V Securities investment □ Applicable √ Not applicable No such cases in the Reporting Period. VI Investment in derivative financial instruments □ Applicable √ Not applicable No such cases in the Reporting Period. VII Visits paid to the Company for purposes of research, communication, interview, etc. during the Reporting Period □ Applicable √ Not applicable 16 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 No such cases in the Reporting Period. VIII Illegal provision of guarantees for external parties □ Applicable √ Not applicable No such cases in the Reporting Period. IX Occupation of the Company’s funds for non-operating purposes by the controlling shareholder and its related parties □ Applicable √ Not applicable No such cases in the Reporting Period. 17 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Section IV Financial Statements I Financial statements 1. Consolidated balance sheet Prepared by Foshan Electrical and Lighting Co., Ltd. 30 September 2016 Unit: RMB Item Closing balance Opening balance Current assets: Monetary funds 644,918,147.43 935,241,205.20 Settlement reserve Interbank lendings Financial assets at fair value through 51,600.00 profit/loss Derivative financial assets Notes receivable 95,448,285.94 202,669,316.48 Accounts receivable 695,807,188.07 366,401,130.72 Accounts paid in advance 15,583,761.40 6,858,950.41 Premiums receivable Reinsurance premiums receivable Receivable reinsurance contract reserve Interest receivable 8,253,893.79 3,022,646.23 Dividends receivable Other accounts receivable 12,311,878.51 17,313,604.14 Financial assets purchased under agreements to resell Inventories 487,414,818.51 559,651,928.21 Assets held for sale Non-current assets due within one year Other current assets 443,220,985.68 91,060,842.89 Total current assets 2,402,958,959.33 2,182,271,224.28 Non-current assets: Loans and advances to customers 18 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Available-for-sale financial assets 2,791,295,523.07 3,092,416,162.34 Held-to-maturity investments Long-term accounts receivable Long-term equity investments 180,356,427.84 382,637.52 Investment property Fixed assets 444,907,474.12 484,436,218.17 Construction in progress 79,433,148.95 32,488,518.68 Engineering materials Disposal of fixed assets Productive living assets Oil-gas assets Intangible assets 160,735,874.36 163,887,313.63 R&D expenses Goodwill Long-term deferred expenses 406,425.35 Deferred tax assets 47,158,882.80 42,744,728.66 Other non-current assets 46,511,770.50 49,263,204.15 Total non-current assets 3,750,399,101.64 3,866,025,208.50 Total assets 6,153,358,060.97 6,048,296,432.78 Current liabilities: Short-term borrowings Borrowings from the Central Bank Money deposits accepted and inter-bank deposits Interbank borrowings Financial liabilities at fair value through profit/loss Derivative financial liabilities Notes payable Accounts payable 512,839,130.81 396,263,382.12 Accounts received in advance 42,770,580.21 71,531,790.37 Financial assets sold for repurchase Fees and commissions payable Payroll payable 70,094,630.92 72,004,987.32 Taxes and fares payable 33,051,655.69 12,969,090.31 19 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Interest payable Dividends payable Other accounts payable 31,790,633.33 36,530,501.22 Reinsurance premiums payable Insurance contract reserve Payables for acting trading of securities Payables for acting underwriting of securities Liabilities held for sale Non-current liabilities due within one year Other current liabilities 32,000,000.00 Total current liabilities 722,546,630.96 589,299,751.34 Non-current liabilities: Long-term borrowings Bonds payable Of which: Preference shares Perpetual bonds Long-term accounts payable Long-term payroll payable Special payables Provisions Deferred income 11,086,025.08 10,722,275.02 Deferred tax liabilities 345,471,902.23 390,534,187.37 Other non-current liabilities Total non-current liabilities 356,557,927.31 401,256,462.39 Total liabilities 1,079,104,558.27 990,556,213.73 Owners’ equity: Share capital 1,272,132,868.00 1,272,132,868.00 Other equity instruments Of which: Preference shares Perpetual bonds Capital reserve 296,329,995.83 296,324,375.58 Less: Treasury shares Other comprehensive income 1,958,488,077.75 2,212,989,156.02 20 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Special reserve Surplus reserve 628,439,107.12 628,439,107.12 Provisions for general risks Retained earnings 877,864,641.15 613,661,381.40 Equity attributable to owners of the 5,033,254,689.85 5,023,546,888.12 Company Minority interests 40,998,812.85 34,193,330.93 Total owners’ equity 5,074,253,502.70 5,057,740,219.05 Total liabilities and owners’ equity 6,153,358,060.97 6,048,296,432.78 Legal representative: He Yong Accounting head for this Report: Liu Xingming Head of the accounting organ: Tang Qionglan 2. Balance sheet of the Company Unit: RMB Item Closing balance Opening balance Current assets: Monetary funds 388,352,960.62 633,291,177.30 Financial assets at fair value through 51,600.00 profit/loss Derivative financial assets Notes receivable 93,588,574.92 200,483,728.48 Accounts receivable 745,916,992.69 387,870,578.18 Accounts paid in advance 67,154,009.12 6,258,960.70 Interest receivable 3,867,085.15 1,979,245.24 Dividends receivable Other accounts receivable 94,474,233.35 47,175,016.15 Inventories 469,704,014.85 540,058,085.51 Assets held for sale Non-current assets due within one year Other current assets 440,057,018.93 87,132,242.99 Total current assets 2,303,114,889.63 1,904,300,634.55 Non-current assets: Available-for-sale financial assets 2,791,295,523.07 3,092,416,162.34 Held-to-maturity investments Long-term accounts receivable 21 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Long-term equity investments 597,946,367.60 417,972,577.28 Investment property Fixed assets 372,732,015.43 403,470,166.52 Construction in progress 77,280,134.55 32,098,207.18 Engineering materials Disposal of fixed assets Productive living assets Oil-gas assets Intangible assets 117,065,626.44 120,554,776.71 R&D expenses Goodwill Long-term deferred expenses Deferred tax assets 37,619,642.75 36,469,936.66 Other non-current assets 45,629,930.50 49,025,459.75 Total non-current assets 4,039,569,240.34 4,152,007,286.44 Total assets 6,342,684,129.97 6,056,307,920.99 Current liabilities: Short-term borrowings Financial liabilities at fair value through profit/loss Derivative financial liabilities Notes payable Accounts payable 719,886,653.61 518,615,548.53 Accounts received in advance 42,050,515.39 70,168,946.84 Payroll payable 47,222,893.64 48,921,086.93 Taxes and fares payable 25,590,195.40 2,172,775.43 Interest payable Dividends payable Other accounts payable 186,390,878.30 93,375,598.50 Liabilities held for sale Non-current liabilities due within one year Other current liabilities 32,000,000.00 Total current liabilities 1,053,141,136.34 733,253,956.23 Non-current liabilities: Long-term borrowings 22 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Bonds payable Of which: Preference shares Perpetual bonds Long-term payables Long-term payroll payable Special payables Provisions Deferred income 10,582,274.95 10,102,274.95 Deferred tax liabilities 345,471,902.23 390,534,187.37 Other non-current liabilities Total non-current liabilities 356,054,177.18 400,636,462.32 Total liabilities 1,409,195,313.52 1,133,890,418.55 Owners’ equity: Share capital 1,272,132,868.00 1,272,132,868.00 Other equity instruments Of which: Preference shares Perpetual bonds Capital reserve 293,425,065.15 293,419,444.90 Less: Treasury shares Other comprehensive income 1,957,674,112.61 2,212,989,156.02 Special reserve Surplus reserve 628,439,107.12 628,439,107.12 Retained earnings 781,817,663.57 515,436,926.40 Total owners’ equity 4,933,488,816.45 4,922,417,502.44 Total liabilities and owners’ equity 6,342,684,129.97 6,056,307,920.99 Legal representative: He Yong Accounting head for this Report: Liu Xingming Head of the accounting organ: Tang Qionglan 3. Consolidated income statement for the Reporting Period Unit: RMB Item July-September 2016 July-September 2015 1. Operating revenues 819,510,785.90 708,115,195.93 Including: Sales income 819,510,785.90 708,115,195.93 Interest income 23 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Premium income Fee and commission income 2. Operating costs 729,336,869.53 642,721,696.02 Including: Cost of sales 624,355,439.15 542,230,043.63 Interest expenses Fee and commission expenses Surrenders Net claims paid Net amount provided as insurance contract reserve Expenditure on policy dividends Reinsurance premium Business tax and surtaxes 5,398,114.76 6,711,800.86 Selling expenses 69,476,830.23 35,778,209.37 Administrative expenses 46,549,040.03 67,490,716.09 Finance costs -5,681,599.27 -8,836,387.51 Asset impairment loss -10,760,955.37 -652,686.42 Add: Profit on fair value changes (“-” -879,180.46 means loss) Return on investment (“-” means 4,961,917.99 1,000,143.12 loss) Including: Share of profit/loss of -6,569.56 -43,126.19 associates and joint ventures Exchange gains (“-” means loss) 3. Operating profit (“-” means loss) 95,135,834.36 65,514,462.57 Add: Non-operating revenue 230,805.09 711,341.35 Including: Profit on disposal of 0.00 4,533.19 non-current assets Less: Non-operating expense 2,175,174.95 81,621,195.57 Including: Loss on disposal of 776,026.47 169,132.84 non-current assets 4. Total profit (“-” means loss) 93,191,464.50 -15,395,391.65 Less: Corporate income tax 19,080,452.47 13,529,834.96 5. Net profit (“-” means loss) 74,111,012.03 -28,925,226.61 Net profit attributable to owners of 73,179,107.88 -26,823,845.62 the Company Minority interests’ income 931,904.15 -2,101,380.99 24 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 6. Other comprehensive income net of -394,818,856.95 266,466,095.90 tax Other comprehensive income net of tax attributable to owners of the -394,818,856.95 266,466,095.90 Company 6.1 Other comprehensive income that will not be reclassified into profit/loss 6.1.1 Changes in net liabilities or assets with a defined benefit plan upon re-measurement 6.1.2 Share of other comprehensive income of investees that cannot be reclassified into profit/loss under the equity method 6.2 Other comprehensive income to be subsequently reclassified -394,818,856.95 266,466,095.90 into profit/loss 6.2.1 Share of other comprehensive income of investees that will be reclassified into profit/loss under the equity method 6.2.2 Profit/loss on fair value changes of available-for-sale financial -394,818,856.95 266,466,095.90 assets 6.2.3 Profit/loss on reclassifying held-to-maturity investments into available-for-sale financial assets 6.2.4 Effective profit/loss on cash flow hedges 6.2.5 Currency translation differences 6.2.6 Other Other comprehensive income net of tax attributable to minority interests 7. Total comprehensive income -320,707,844.92 237,540,869.29 Attributable to owners of the -321,639,749.07 239,642,250.28 Company Attributable to minority interests 931,904.15 -2,101,380.99 8. Earnings per share 8.1 Basic earnings per share 0.0575 -0.0211 25 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 8.2 Diluted earnings per share 0.0575 -0.0211 Where business mergers under the same control occurred in the Reporting Period, the net profit achieved by the merged parties before the business mergers was RMB0.00, with the corresponding amount for the last period being RMB0.00. Legal representative: He Yong Accounting head for this Report: Liu Xingming Head of the accounting organ: Tang Qionglan 4. Income statement of the Company for the Reporting Period Unit: RMB Item July-September 2016 July-September 2015 1. Operating revenues 831,582,855.08 720,912,734.95 Less: Operating costs 637,457,080.01 574,751,556.83 Business tax and surtaxes 2,932,685.10 4,461,643.20 Selling expenses 68,412,649.71 35,033,215.58 Administrative expenses 45,821,532.99 50,759,084.41 Finance costs -4,467,105.10 -6,971,556.08 Asset impairment loss -10,827,360.48 -640,204.47 Add: profit on fair value changes (“-” -879,180.46 means loss) Return on investment (“-” means 4,961,917.99 1,000,143.12 loss) Including: Share of profit/loss of -6,569.56 -43,126.19 associates and joint ventures 2. Operating profit (“-” means loss) 97,215,290.84 63,639,958.14 Add: Non-operating revenue 158,665.11 482,758.84 Including: Profit on disposal of 0.00 3,261.06 non-current assets Less: Non-operating expense 2,113,816.96 80,194,137.39 Including: Loss on disposal of 744,668.48 71,254.04 non-current assets 3. Total profit (“-” means loss) 95,260,138.99 -16,071,420.41 Less: Corporate income tax 18,378,235.96 13,258,294.88 4. Net profit (“-” means loss) 76,881,903.03 -29,329,715.29 5. Other comprehensive income net of -394,818,856.95 266,466,095.90 tax 5.1 Other comprehensive income that will not be reclassified into profit and loss 5.1.1 Changes in net liabilities or assets with a defined benefit plan upon 26 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 re-measurement 5.1.2 Share of other comprehensive income of investees that cannot be reclassified into profit/loss under the equity method 5.2 Other comprehensive income to be subsequently reclassified into -394,818,856.95 266,466,095.90 profit/loss 5.2.1 Share of other comprehensive income of investees that will be reclassified into profit/loss under the equity method 5.2.2 Profit/loss on fair value changes of available-for-sale financial -394,818,856.95 266,466,095.90 assets 5.2.3 Profit/loss on reclassifying held-to-maturity investments into available-for-sale financial assets 5.2.4 Effective profit/loss on cash flow hedges 5.2.5 Currency translation differences 5.2.6 Other 6. Total comprehensive income -317,936,953.92 237,136,380.61 7. Earnings per share 7.1 Basic earnings per share 7.2 Diluted earnings per share Legal representative: He Yong Accounting head for this Report: Liu Xingming Head of the accounting organ: Tang Qionglan 5. Consolidated income statement for the period from the year-beginning to the end of the Reporting Period Unit: RMB Item January-September 2016 January-September 2015 1. Operating revenues 2,575,181,713.34 2,232,477,982.42 Including: Sales income 2,575,181,713.34 2,232,477,982.42 Interest income Premium income Fee and commission income 27 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 2. Operating costs 2,249,348,264.83 2,052,625,592.96 Including: Cost of sales 1,947,337,999.85 1,708,273,484.64 Interest expenses Fee and commission expenses Surrenders Net claims paid Net amount provided as insurance contract reserve Expenditure on policy dividends Reinsurance premium Business tax and surtaxes 17,649,693.22 18,636,634.64 Selling expenses 142,728,637.64 118,002,589.64 Administrative expenses 128,666,867.97 181,786,564.78 Finance costs -12,127,352.31 -20,044,328.31 Asset impairment loss 25,092,418.46 45,970,647.57 Add: Profit on fair value changes (“-” 393,590.00 means loss) Return on investment (“-” means 18,682,665.76 21,709,308.94 loss) Including: Share of profit/loss of -26,209.68 -44,334.59 associates and joint ventures Exchange gains (“-” means loss) 3. Operating profit (“-” means loss) 344,516,114.27 201,955,288.40 Add: Non-operating revenue 1,805,821.67 3,656,043.70 Including: Profit on disposal of 20,253.97 10,647.72 non-current assets Less: Non-operating expense 7,092,231.89 96,557,359.72 Including: Loss on disposal of 999,118.72 566,257.30 non-current assets 4. Total profit (“-” means loss) 339,229,704.05 109,053,972.38 Less: Corporate income tax 58,506,429.76 41,463,602.07 5. Net profit (“-” means loss) 280,723,274.29 67,590,370.31 Net profit attributable to owners of 280,104,920.60 73,434,913.69 the Company Minority interests’ income 618,353.69 -5,844,543.38 6. Other comprehensive income net of -254,501,078.27 1,662,302,677.06 tax Other comprehensive income net -254,501,078.27 1,662,302,677.06 28 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 of tax attributable to owners of the Company 6.1 Other comprehensive income that will not be reclassified into profit/loss 6.1.1 Changes in net liabilities or assets with a defined benefit plan upon re-measurement 6.1.2 Share of other comprehensive income of investees that cannot be reclassified into profit/loss under the equity method 6.2 Other comprehensive income to be subsequently reclassified -254,501,078.27 1,662,302,677.06 into profit/loss 6.2.1 Share of other comprehensive income of investees that will be reclassified into profit/loss under the equity method 6.2.2 Profit/loss on fair value changes of available-for-sale financial -255,315,043.41 1,662,302,677.06 assets 6.2.3 Profit/loss on reclassifying held-to-maturity investments into available-for-sale financial assets 6.2.4 Effective profit/loss on cash flow hedges 6.2.5 Currency translation differences 6.2.6 Other 813,965.14 Other comprehensive income net of tax attributable to minority interests 7. Total comprehensive income 26,222,196.02 1,729,893,047.37 Attributable to owners of the 25,603,842.33 1,735,737,590.75 Company Attributable to minority interests 618,353.69 -5,844,543.38 8. Earnings per share 8.1 Basic earnings per share 0.2202 0.0577 8.2 Diluted earnings per share 0.2202 0.0577 Where business mergers under the same control occurred in the Reporting Period, the net profit achieved by the merged parties before the business mergers was RMB0.00, with the corresponding amount for the last period being RMB0.00. 29 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Legal representative: He Yong Accounting head for this Report: Liu Xingming Head of the accounting organ: Tang Qionglan 6. Income statement of the Company for the period from the year-beginning to the end of the Reporting Period Unit: RMB Item January-September 2016 January-September 2015 1. Operating revenues 2,614,040,071.22 2,270,512,189.33 Less: Operating costs 1,993,164,589.95 1,788,069,981.31 Business tax and surtaxes 10,758,187.57 12,070,843.28 Selling expenses 141,048,891.13 114,981,668.27 Administrative expenses 128,230,793.51 142,323,446.04 Finance costs -8,265,724.94 -14,117,149.02 Asset impairment loss 24,960,867.30 42,384,452.59 Add: profit on fair value changes (“-” 393,590.00 means loss) Return on investment (“-” means 18,682,665.76 21,709,308.94 loss) Including: Share of profit/loss of -26,209.68 -44,334.59 associates and joint ventures 2. Operating profit (“-” means loss) 342,825,132.46 206,901,845.80 Add: Non-operating revenue 1,548,088.24 2,809,300.57 Including: Profit on disposal of 9,401.71 9,375.59 non-current assets Less: Non-operating expense 5,850,398.69 95,029,663.34 Including: Loss on disposal of 937,680.22 367,887.24 non-current assets 3. Total profit (“-” means loss) 338,522,822.01 114,681,483.03 Less: Corporate income tax 56,240,423.99 40,640,622.89 4. Net profit (“-” means loss) 282,282,398.02 74,040,860.14 5. Other comprehensive income net of -255,315,043.41 1,662,302,677.06 tax 5.1 Other comprehensive income that will not be reclassified into profit and loss 5.1.1 Changes in net liabilities or assets with a defined benefit plan upon re-measurement 5.1.2 Share of other 30 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 comprehensive income of investees that cannot be reclassified into profit/loss under the equity method 5.2 Other comprehensive income to be subsequently reclassified into -255,315,043.41 1,662,302,677.06 profit/loss 5.2.1 Share of other comprehensive income of investees that will be reclassified into profit/loss under the equity method 5.2.2 Profit/loss on fair value changes of available-for-sale financial -255,315,043.41 1,662,302,677.06 assets 5.2.3 Profit/loss on reclassifying held-to-maturity investments into available-for-sale financial assets 5.2.4 Effective profit/loss on cash flow hedges 5.2.5 Currency translation differences 5.2.6 Other 6. Total comprehensive income 26,967,354.61 1,736,343,537.20 7. Earnings per share 7.1 Basic earnings per share 7.2 Diluted earnings per share Legal representative: He Yong Accounting head for this Report: Liu Xingming Head of the accounting organ: Tang Qionglan 7. Consolidated cash flow statement for the period from the year-beginning to the end of the Reporting Period Unit: RMB Item January-September 2016 January-September 2015 1. Cash flows from operating activities: Cash received from sale of 2,312,207,975.75 2,102,277,561.19 commodities and rendering of service Net increase in money deposits from customers and interbank placements Net increase in loans from the Central Bank Net increase in funds borrowed from other financial institutions 31 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Cash received from premium of original insurance contracts Net cash received from reinsurance business Net increase in deposits of policy holders and investment fund Net increase in disposal of financial assets at fair value through profit/loss Interest, fees and commissions received Net increase in interbank borrowings Net increase in funds in repurchase business Tax refunds received 58,629,989.95 33,445,602.81 Cash received from other operating 33,828,787.79 20,678,610.25 activities Subtotal of cash inflows from operating 2,404,666,753.49 2,156,401,774.25 activities Cash paid for goods and services 1,340,524,458.10 1,234,358,194.72 Net increase in loans and advances to customers Net increase in funds deposited in the Central Bank and interbank placements Cash paid for claims of original insurance contracts Interest, fees and commissions paid Cash paid as policy dividends Cash paid to and for employees 442,206,958.62 403,809,285.82 Taxes and fares paid 176,309,686.13 147,501,911.63 Cash paid for other operating 121,576,737.64 223,558,128.68 activities Subtotal of cash outflows from 2,080,617,840.49 2,009,227,520.85 operating activities Net cash flows from operating activities 324,048,913.00 147,174,253.40 2. Cash flows from investing activities: Cash received from retraction of 7,005.00 investments Cash received as return on 17,173,398.25 22,503,643.86 investments Net cash received from disposal of 73,000.00 918,188.00 fixed assets, intangible assets and other 32 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 long-term assets Net cash received from disposal of subsidiaries or other business units Cash received from other investing activities Subtotal of cash inflows from investing 17,253,403.25 23,421,831.86 activities Cash paid to acquire fixed assets, intangible assets and other long-term 68,923,429.83 56,386,190.51 assets Cash paid for investment 545,865,000.00 72,247,111.38 Net increase in pledged loans Net cash paid to acquire subsidiaries and other business units Cash paid for other investing 7,539,878.12 activities Subtotal of cash outflows from 622,328,307.95 128,633,301.89 investing activities Net cash flows from investing activities -605,074,904.70 -105,211,470.03 3. Cash flows from financing activities: Cash received from capital contributions Including: Cash received from minority shareholder investments by subsidiaries Cash received as borrowings Cash received from issuance of bonds Cash received from other financing activities Subtotal of cash inflows from financing activities Repayment of borrowings Cash paid for interest expenses and 15,935,708.57 215,284,023.90 distribution of dividends or profit Including: dividends or profit paid by subsidiaries to minority interests Cash paid for other financing activities Sub-total of cash outflows from 15,935,708.57 215,284,023.90 financing activities Net cash flows from financing activities -15,935,708.57 -215,284,023.90 33 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 4. Effect of foreign exchange rate 833,739.33 -1,734,556.20 changes on cash and cash equivalents 5. Net increase in cash and cash -296,127,960.94 -175,055,796.73 equivalents Add: Opening balance of cash and 933,546,108.37 989,718,395.60 cash equivalents 6. Closing balance of cash and cash 637,418,147.43 814,662,598.87 equivalents Legal representative: He Yong Accounting head for this Report: Liu Xingming Head of the accounting organ: Tang Qionglan 8. Cash flow statement of the Company for the period from the year-beginning to the end of the Reporting Period Unit: RMB Item January-September 2016 January-September 2015 1. Cash flows from operating activities: Cash received from sale of 2,340,439,622.75 2,067,661,900.95 commodities and rendering of service Tax refunds received 58,629,989.95 33,276,332.50 Cash received from other operating 28,947,588.49 18,229,755.23 activities Subtotal of cash inflows from operating 2,428,017,201.19 2,119,167,988.68 activities Cash paid for goods and services 1,675,836,030.87 1,518,134,264.09 Cash paid to and for employees 170,220,863.77 160,958,419.31 Taxes and fares paid 101,878,975.55 70,871,999.04 Cash paid for other operating 117,489,938.22 216,260,245.11 activities Subtotal of cash outflows from 2,065,425,808.41 1,966,224,927.55 operating activities Net cash flows from operating activities 362,591,392.78 152,943,061.13 2. Cash flows from investing activities: Cash received from retraction of 7,005.00 investments Cash received as return on 17,173,398.25 22,503,643.86 investments Net cash received from disposal of fixed assets, intangible assets and other 14,000.00 17,188.00 long-term assets Net cash received from disposal of 34 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 subsidiaries or other business units Cash received from other investing activities Subtotal of cash inflows from investing 17,194,403.25 22,520,831.86 activities Cash paid to acquire fixed assets, intangible assets and other long-term 63,757,043.28 65,844,104.54 assets Cash paid for investment 545,865,000.00 72,247,111.38 Net cash paid to acquire subsidiaries and other business units Cash paid for other investing 7,500,000.00 activities Subtotal of cash outflows from 617,122,043.28 138,091,215.92 investing activities Net cash flows from investing activities -599,927,640.03 -115,570,384.06 3. Cash flows from financing activities: Cash received from capital contributions Cash received as borrowings Cash received from issuance of bonds Cash received from other financing activities Subtotal of cash inflows from financing activities Repayment of borrowings Cash paid for interest expenses and 15,935,708.57 215,284,023.90 distribution of dividends or profit Cash paid for other financing activities Sub-total of cash outflows from 15,935,708.57 215,284,023.90 financing activities Net cash flows from financing activities -15,935,708.57 -215,284,023.90 4. Effect of foreign exchange rate 833,739.14 -1,759,358.11 changes on cash and cash equivalents 5. Net increase in cash and cash -252,438,216.68 -179,670,704.94 equivalents Add: Opening balance of cash and 633,291,177.30 685,652,777.19 cash equivalents 6. Closing balance of cash and cash 380,852,960.62 505,982,072.25 equivalents 35 Foshan Electrical and Lighting Co., Ltd. Third Quarter Report 2016 Legal representative: He Yong Accounting head for this Report: Liu Xingming Head of the accounting organ: Tang Qionglan II Auditor’s report Is this Report audited? □ Yes √ No This Report is unaudited. The Board of Directors Foshan Electrical and Lighting Co., Ltd. 25 OCT 2016 36