Stock Code: 000581, 200581 Notice No.: 2013-023
Short Form of the Stock: Weifu High-Tech, Su Weifu-B
WEIFU HIGH-TECHNOLOGY GROUP CO., LTD.
THE THIRD QUARTERLY REPORT 2013(Text)
Section I. Important Notes
Board of Directors and the Supervisory Committee of Weifu High-Technology Group Co., Ltd. (hereinafter
referred to as the Company) and its directors, supervisors and senior executives hereby confirm that there are no
any fictitious statements, misleading statements, or important omissions carried in this report, and shall take all
responsibilities, individual and/or joint, for the reality, accuracy and completion of the whole contents.
All directors of the Company are attended the Meeting for quarterly report deliberation.
Chen Xuejun, Principal of the Company; Ou Jinbin, Person in Charge of Accounting Work; Ou Jianbin, Person in
Charge of Accounting Organization (Accounting Officer) hereby confirm that the Financial Report of the Third
Quarterly Report is authentic, accurate and complete.
无锡威孚高科技集团股份有限公司 2013 年第三季度报告正文
Section II. Main accounting data and changes of shareholders
I. Main accounting data and index
Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting
error correction or not
□Yes √ No
Current period-end Period-end of last year Increase/decrease (%)
Total assets(RMB) 12,794,726,345.80 11,055,973,932.34 15.73%
Net assets attributable to shareholders
9,321,346,673.32 8,655,980,755.24 7.69%
of listed company (RMB)
Increase/decrease in
Increase/decrease in
comparison with
comparison with Year-begin to end
Current period year-begin to
same period of last of the Period
Period-end of last year
year (%)
(%)
Operating revenue (RMB) 1,351,928,410.89 29.81% 4,230,893,417.07 15.47%
Net profit attributable to shareholders of
270,275,167.36 66.13% 802,229,001.58 31.74%
the listed company (RMB)
Net profit attributable to shareholders of
the listed company after deducting 259,688,583.05 75.87% 769,781,137.28 30.12%
non-recurring gains and losses(RMB)
Net cash flow arising from operating
-- -- 544,425,265.95 -43.06%
activities(RMB)
Basic earnings per share (RMB/Share) 0.26 62.5% 0.79 27.42%
Diluted earnings per share (RMB/Share) 0.26 62.5% 0.79 27.42%
Weighted average ROE (%) 2.94% 0.98% 8.89% 0.81%
Items and amount of extraordinary profit (gains)/losses
√Applicable □Not applicable
In RMB
Amount from year-begin
Item Note
to end of the Period
Gains/losses from the disposal of non-current asset (including the write-off that
3,305,153.27
accrued for impairment of assets)
Governmental subsidy reckoned into current gains/losses (not including the subsidy
enjoyed in quota or ration according to national standards, which are closely relevant 1,119,233.00
to enterprise’s business)
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无锡威孚高科技集团股份有限公司 2013 年第三季度报告正文
Gains/losses from entrusted investment or assets management 35,116,639.83
Other non-operating income and expenditure except for the aforementioned items 759,062.64
Less: impact on income tax 6,503,802.84
Impact on minority shareholders’ equity (post-tax) 1,348,421.60
Total 32,447,864.30 --
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies
Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to
the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their
Securities to the Public --- Extraordinary Profit/loss, explain reasons
□ Applicable √ Not applicable
II. Statement of the total shareholders and shares-held of top ten shareholders at end of the
Period
In Share
Total shareholders at period-end 36,522
Shares-held of top ten shareholders
Number of share
Proportion Amount of
Nature of Amount of pledged/frozen
Shareholders of shares restricted shares
shareholder shares held State of
held (%) held Amount
share
WUXI INDUSTRY DEVELOPMENT GROUP State-owned
20% 204,059,398 118,967,998
CO., LTD. corporate
Foreign
ROBERT BOSCH GMBH 14% 142,841,400 115,260,600
corporate
China Construction Bank－Fullgoal Tianbo
Innovation Theme Stock Securities Investment Other 2.23% 22,800,000
Fund
BBH BOS S/A FIDELITY FD - CHINA FOCUS Foreign
1.58% 16,111,179
FD corporate
Bank of Communications ? Fullgoal Tianyi Value
Other 1.32% 13,445,322
Securities Investment Fund
New China Life Insurance Co., Ltd. ?
Dividend?Individual dividend -018L-FH002 Other 1.11% 11,287,656
Shen
CCB?Yinhua Core Value Selected Securities
Other 1.08% 11,026,311
Investment Fund
ABC?Changsheng Tongde Theme Growth Stock
Other 1.08% 11,000,969
Securities Investment Fund
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无锡威孚高科技集团股份有限公司 2013 年第三季度报告正文
China Merchants Bank Co., Ltd. ?Fullgoal Tianhe
Other 0.99% 10,145,640
Stable Selected Securities Investment Fund
Zhongrong International Trust Co., Ltd. ? Huixin
Other 0.88% 9,010,368
No.1 Securities Investment Sheet?trust capital
Particular about top ten shareholders with un-restrict shares held
Amount of un-restrict Type of shares
Shareholders
shares held Type Amount
RMB common
WUXI INDUSTRY DEVELOPMENT GROUP CO., LTD. 85,091,400 85,091,400
shares
Domestically
ROBERT BOSCH GMBH 27,580,800 listed foreign 27,580,800
shares
China Construction Bank－Fullgoal Tianbo Innovation Theme Stock RMB common
22,800,000 22,800,000
Securities Investment Fund shares
Domestically
BBH BOS S/A FIDELITY FD - CHINA FOCUS FD 16,111,179 listed foreign 16,111,179
shares
Bank of Communications ? Fullgoal Tianyi Value Securities RMB common
13,445,322 13,445,322
Investment Fund shares
New China Life Insurance Co., Ltd. ? Dividend?Individual dividend RMB common
11,287,656 11,287,656
-018L-FH002 Shen shares
RMB common
CCB?Yinhua Core Value Selected Securities Investment Fund 11,026,311 11,026,311
shares
ABC?Changsheng Tongde Theme Growth Stock Securities RMB common
11,000,969 11,000,969
Investment Fund shares
China Merchants Bank Co., Ltd. ?Fullgoal Tianhe Stable Selected RMB common
10,145,640 10,145,640
Securities Investment Fund shares
Zhongrong International Trust Co., Ltd. ? Huixin No.1 Securities RMB common
9,010,368 9,010,368
Investment Sheet?trust capital shares
Among the top ten shareholders, there has no associated
relationship between Wuxi Industry Development Group
Co., Ltd. and other shareholders, the first largest shareholder
of the Company; and they do not belong to the consistent
actionist regulated by the Management Measure of
Explanation on related relationship or concerted action among the
Information Disclosure on Change of Shareholding for
abovementioned shareholders
Listed Company.
Fullgoal Tianbo Innovation Theme Stock Securities
Investment Fund, Fullgoal Tianyi Value Security Investment
Fund and Fullgoal Tianhe Stable Selected Securities
Investment Fund shares the same fund manager ?Fullgoal
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无锡威孚高科技集团股份有限公司 2013 年第三季度报告正文
Fund Management Co., Ltd.
Explanation on shareholders involving margin business (if
N/A
applicable)
Whether has an agreed-to-buyback dealing in reporting period
□Yes √No
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无锡威孚高科技集团股份有限公司 2013 年第三季度报告正文
Section III. Important events
I. Particular about major changes from items of main accounting statements and financial
indexes as well as reasons
1. Note receivables: Increased RMB 279.8177 million over that of yera-begin at end of the Period with 31.14
percent up, mainly due to the gwoth of sales;
2. Account paid in advance: Increased RMB 124.2756 million over that of yera-begin at end of the Period with
86.60 percent up, mainly because the constuction equipment were paid in advance;
3. Other current assets: Increased RMB 304.8176 million over that of yera-begin at end of the Period with 60.95
percent up, mainly because more bank financial products purchased;
4. Financial assets avialble for sale: Increased RMB 148.3634 million over that of yera-begin at end of the Period
with 55.84 percent up, mainly because private placements of Miracle Logistics subscribed;
5. Investment held-to-maturity: Increased RMB 198 million over that of yera-begin at end of the Period with
30.51 percent up, mainly because more bank financial products purchased;
6. Short-term loans: Increased RMB 334 million over that of yera-begin at end of the Period mainly because bank
borrowings increased;
7. Note payable: Increased RMB 229.1368 million over that of yera-begin at end of the Period with 82.37 percent
up, mainly because the settlement busienss for note payable increased;
8. Taxes payable: Increased RMB 25.8003 million over that of yera-begin at end of the Period with 93.92 percent
up, mainly because affected by the market, VAT and enterprise income tax paid at period-end increased;
9. Other current liabilities: Increased RMB 12.6015 million over that of yera-begin at end of the Period with
57.01 percent up, mainly because vary expenses payable increased;
10. Deferred income tax liability: Increased RMB 11.7715 million over that of yera-begin at end of the Period
with 93.79 percent up, mainly due to the recognition of deferred income tax liability that according to the
variation of fair value of financial assets avialbel for sale at end of the Period;
11. Share capital: Increased RMB 340.067 million over that of yera-begin at end of the Period mainly due to the
implementation of profit distribution plan for yer aof 2012 (sending 5 bonus shares for every 10 shares, and RMB
3.00 in cash (tax included) distributed);
12. Fianncial expenses: Decreased RMB 13.4694 million over same period of last year at reporting Period,
mainly because the interest income increased;
13. Investment income: Increased RMB 196.3921 million over same period of last year at reporting Period with
73.66 percent up, mainly because profit from stock joitly enterprise growth and the income from financial
products increased;
14. Non-operating revenue: Increased RMB 3.4841 million over same period of last year at reporting Period with
67.88 percent up, mainly because income from disposal of fixed assets growth;
15. Non-operating expenditure: Increased RMB 2.8835 million over same period of last year at reporting Period
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无锡威孚高科技集团股份有限公司 2013 年第三季度报告正文
with 56.63 percent up, mainly because relvant taxes with revenue concerned and disposal losses for the fixed
assets increased;
16. Net profit: Increased RMB 193.7561 million over same period of last year at reporting Period with 30.07
percent up, mainly because more earns from investment obtained;
17. Net profit attributable to owners’ of parent company: Increased RMB 193.2625 million over same period of
last year at reporting Period with 31.74 percent up, mainly because more earns from investment obtained;
18. Cash received related with other operation activities: Increased RMB 49.3692 million over same period of last
year at reporting Period with 103.91 percent up, mainly because the interest income and vary subsidies increased;
19. Net cash flow arising from operation activities: Decreased RMB 411.6726 million over same period of last
year at reporting Period with 43.06 percent down, mainly due to the increase of account receivable and note
receivable that resutlted from the growth of sales;
20. Cash recived from investment: Increased RMB 1196.6843 million over same period of last year at reporting
Period, mainly because the invetstment financial products expired;
21. Net cash received from disposal of fixed assets, intangible assets and other long-term assets: Increased RMB
6.9453 million over same period of last year at reporting Period, mainly because more fixed assets diposed in the
Period;
22. Cash paid for purchasing fixed assets, intangible assets and other long-term assets: Increased RMB 101.8468
million over same period of last year at reporting Period with 82.53 percent up, mainly because the constuction
equipment were paid;
23. Cash paid for investment: Increased RMB 606.1085 million over same period of last year at reporting Period
with 51.77 percent up, mainly because more investment in bank financial products;
24. Net cash flow arising from investment activities: RMB 503.405 million expenditure decreased over same
period of last year at reporting Period, mainly because at same period of last yera, there were investment in
private placement of SDEC and more investment in Bosch Diesel System;
25. Net cash flow arising from fianncing activities: Decreased RMB 2043.628 million over same period of last
year at reporting Period with 95.37 percent down, mainly because there were private placement at same period of
last yera.
II. Progress of significant events, their influences, and analysis and explanation of their
solutions
1.Progress of part of the projects with fund raised:
Construction project of Industry Park: officially started in April, and is now well under way.
Industrialization project of automotive post-processing system products: foundation-stone of the manufacturing
base in new factory district
2. Progress of implementation of ‖Retreat from the urban area and shift to industry zones‖ in Period:
In line with the general city planning of Wuxi City, the proposal of implementaiton of ‖Retreat from the urban
area and shift to industry zones‖ was deliberated and approved by 12th meeting of 6th session of the Board held on
9 August 2010. On 26 September 2013, the propodal of —State-owned land use right Purchase Agreement of Wuxi
City ‖ was deliberated and approved by 12th meeting of 7th session of the Board. The Company entered into the
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无锡威孚高科技集团股份有限公司 2013 年第三季度报告正文
—State-owned land use right Purchase Agreement of Wuxi City‖ with Land Reserved Center of Wuxi City, and the
relocation compensation RMB 503.8116 million obtained by the Company.
Disclosure
Overview Query index for interim notice
date
Being approved by CSRC on 21 January 2012, the private placement of The ‖Feasibility Analysis Report for the
the Company was 112,858,000 shares at most, net amount of RMB 2.85 Raised Proceeds from Private
2011-09-27
billion was raised for the followed projects: R&D of WAPS, Placement(Revised)‖ published on Juchao
industrialization, productivity expansion of diesel common rail system Website
parts, industrialization of tail treatment system, research institution The ‖Report on Private Placement and
project, construction project in industrial zone, battery material of engines Announcement of Listing (Summary)‖
2012-02-28
and R&D of battery, equity acquisition project and, liquid assets (Notice No.: 2012-12) published on Juchao
supplementation. Website
Being deliberated and approved on 9th meeting of 7th session of the Board
The —Proposal of Changing the Investment
held on 26 March 2013 and annual shareholders’’ general meeting of
2013-03-28 Plan with Raised Proceeds‖ published on
2012 held on 23 May 2013, the original investment plan of
Juchao Website (Notice No.: 2013-007)
—Industrialization of tail treatment system‖ was changed.
The —Special Report of Deposit of Raised
Deposit of raised proceeds and utilization for fist half year of 2013 2013-08-27 Proceeds and Utilization for fist half year
of 2013‖ published on Juchao Website
The —Implementation of Retreat from the
urban area and shift to industry zones ——‖
2010-08-11
(Notice No.: 2010-23) published on Juchao
‖Retreat from the urban area and shift to industry zones‖ Website
The — State-owned land use right Purchase
2013-09-28 Agreement of Wuxi City ‖ (Notice No.:
2010-22) published on Juchao Website
III. Commitments made by the Company or shareholders holding above 5% shares of the
Company in reporting period or made in previous period and extending to reporting period.
Commit
Commitment Dated for
Commitments Contents ment Implementation
party commitment
term
Non-circulating shares of Weifu Hi-tech held by
Weifu Group could not listed or transferred within
60 months since possessing of listing right. After
WUXI
the expiry of the commitment period, original Implementing
INDUSTRY
Share Merger non-circulating shares would be listed for sale in without
DEVELOPMEN 2006-04-05
Reform Shenzhen Stock Exchange, the proportion of sales holdings-reduci
T GROUP CO.,
volume to total share equity of Weifu Hi-tech could ng shares.
LTD.
not exceed 5% within 12 months as well as 10%
within 24 months, and sales price ought not to less
than RMB 10 per share (the lowest impairment
8
无锡威孚高科技集团股份有限公司 2013 年第三季度报告正文
price of shares holding would be calculated ex-right
at the same time if share price ought to ex-right
according to regulation).
In order to promote the listed company’s steady and
healthy development, fully mobilize senior
executives so as to ensure to combine the interests
WUXI of the governance and shareholders of the
INDUSTRY Company, Weifu Industry Group committed: after Implemented
DEVELOPMEN Weifu High-tech finishing Share Merger Reform, 2006-04-05 after related
T GROUP CO., under related regulations of the state and Wuxi policy released
LTD. government in terms of governance encouragement
system of listed company, the Group would the
stock incentive plan for management level of Weifu
High-tech.
Commitments in
report of
acquisition or
equity change
Commitments in
assets
reorganization
WUXI
The privately offering of the Company totally issue
INDUSTRY
Commitments in 112,858,000 A-shares to substantial shareholder
DEVELOPMEN
initial public Wuxi Industry Group and foreign strategy investor
T GROUP CO., Implementing
offering or ROBERT BOSCH GMBH. The above said shares
LTD. and
refinancing are listed for trading in Shenzhen Stock Exchange
ROBERT
since 29 February 2012 with 36-month restriction
BOSCH GMBH
Other
commitments to
minority
shareholders of
the Company
Completed on
Yes
time or not
Detail reasons for
un-complement
Not applicable
and further plan(if
applicable)
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无锡威孚高科技集团股份有限公司 2013 年第三季度报告正文
IV. Estimation of operation performance for year of 2013
Estimation of accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the
warning of its material change compared with the corresponding period of the last year and explanation of reason
□Applicable √Not applicable
V. Particular about security investment
Proporti
Proport
on of
ion of
Amount of stock-h
Short Amount of stock-h
Variet stock-holdin olding stock-holdi Book value at Gains and Accou Sour
Code of form Initial olding
y of g at the at the ng at the the end of the loss in the nting ce of
securitie of investment at the
securit end of the
cost(RMB) beginning beginni period reporting subjec stoc
s securit period end of
ies of the period ng of (RMB) (RMB) t k
ies (Share)
the
(Share) the
period
period
(%)
(%
Financ
ial
Subs
assets
Stock 600841 SDEC 199,208,000.00 23,680,000 2.72% 23,680,000 2.72% 303,104,000.00 1,681,280.00 cript
availa
ion
ble for
sales
Financ
Miracl ial
Subs
e assets
Stock 002009 69,331,500.00 9,300,000 2.9% 110,949,000.00 cript
Logisti availa
ion
cs ble for
sales
Other securities
investment held at 0.00 -- -- -- --
period-end
Total 268,539,500.00 23,680,000 -- 32,980,000 -- 414,053,000.00 1,681,280.00 -- --
Disclosure date of 2012-03-24
securities investment
2013-06-04
approval from the Board
Disclosure date of
securities investment
approval from
Shareholders’ Meeting
(if applicable)
Explanation on equity of other listed company held
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无锡威孚高科技集团股份有限公司 2013 年第三季度报告正文
√Applicable □Not applicable
In March 2012, the —Proposal of External Investment‖ was deliberated and approved in 23th meeting of 6th session of the Board, the
Company subscribe 14,800,000 private placement of A-share from SDEC with RMB 13.46 per share, a 2.72 percent in total share
capital of SDEC after placement. (restricted term from 23 March 2012 to 22 March 2013). SDEC implemented the plan of annual
profit distribution and converting capital reserve into share capital for 2011 in June 2012. (Sending cash of RMB 0.5(tax included)
per every 10 shares, converting 6 shares per every 10 shares, the Company holds 23,680,000 shares of SDEC after distribution
completed. In the reporting, the company held SDEC 23.68 million shares. And in August 2013, SDEC carried out the profit
distribution plan for year of 2012 (that is sending RMB 0.71 in cash for every 10 shares (tax included))
In May 2013, in line with the define authority in —Desicion-making System of Major Investment and Financial‖, and being discussed
by the management and approved from the Chairman, the Company decide to subscribe 9,300,000 private placement shares from
Miracle Logistics with RMB 7.455 per share, a 2.9 percent in total share capital of Miracle Logistics after placement. Restricted
terms from 4 June 2013 to 3 June 2014)
VI. Particulars about derivatives investment
In ten thousand Yuan
Ratio of
investmen
Amount
t amount
of reserve
at
Investme for Investme
Whether period-en Actual
Related nt amount devaluati nt amount
related Initial d in net gains/loss
Operator relationsh Type Start at on of at
trade or investment End date assets of es in
ip date period-be withdrawi period-en
not the period
gin ng (if d
Company
applicable
at
)
period-en
d (%)
Total 0 -- -- 0 0 0 0% 0
Capital resource Not applicable
Lawsuits (if applicable) Not applicable
Disclosure date of derivative investment
approval from the Board (if applicable)
Disclosure date of derivative investment
approval from the Shareholders’ Meeting
(if applicable)
VII. Registration form of receiving research, communication and interview in the report
period
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无锡威孚高科技集团股份有限公司 2013 年第三季度报告正文
Time Place Way Type Reception Contents discussed and material provided
From July to Telephone Basic condition of the Company,
Office of the
September communicat Individual Public investor implementation of Standard IV and views
Board
of 2013 ion on market in 2013
Network platform
offered by
From July to Answer investors on-line via interactive
Shenzhen Written
September Individual Public investor platform for investors
Securities inquiry
of 2013 (http://irm.p5w.net/dqhd/sichuan/)
Information Co.,
Ltd.
Teleconference, institute
Telephone
Office of the investor, and 81 person Performance communication of
2013-08-27 communicat Institution
Board on-line for the meeting at semi-annual report of the Company
ion
most
Researcher of automobile
industry from Huatai Semi-annual report of the Company and
Office of the Field
2013-08-28 Institution Securities Yao Hongguang, communication with the Company for
Board research
Ding Yunbo and other six future development act.
person
Board of Directors of
Weifu High-Technology Group Co., Ltd.
24 October 2013
12