深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Semi-Annual Report 2012
I. Important Notice
The Board of Directors and its directors, Supervisory Committee and its supervisors, senior
executives of Shenzhen China Bicycle Company (Holdings) Limited (hereinafter referred to as the
Company) hereby confirm that there are no false recordation, misleading statements or material
omissions carried in this report, and shall take all responsibilities, individually and/or jointly, for the
reality, accuracy and completeness of the whole contents。
Except for the follow directors, others are present the meeting of the Board for deliberating the
semi-annual report of the Company
Name of director not Title of director not
Reasons for absent Trustee
attended in person attended in person
Yao Zhengwang Director Due to business Zhang Zebing
Zhang Xinmiao Independent Director Due to business Li Bin
The semi-annual financial report of 2012 has not been audited, investors are suggested to read for
details.
Person in Charge of the Company Luo Guiyon, Person in Charge of Accounting Works Zhang
Zebing and Person in Charge of Accounting Organ (accountant in charge ) Sun Longlong hereby
confirm that the Financial Report of 2012 Semi-Annual Report is true and complete.
II. Company Profile
(I) Company information
Code for A-share 000017 Code for B-share 200017
Short form for A-share *ST ZHONGHUA – A Short form for B-share *ST ZHONGHUA – B
Listing stock exchange Shenzhen Stock Exchange
Legal Chinese name of
深圳中华自行车（集团）股份有限公司
the Company
Abbr. of legal Chinese
深中华
name of the Company
Legal English name of the
SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED
Company
Abbr. of legal English
CBC
name of the Company
Legal Representative Luo Guiyou
Registered Add No. 3008, Buxin Road, Shenzhen
Post Code of registered 518019
1
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
add.
Office Add. Zhonghua Industrial Park, Yousong Industrial Zone, Longhua, Shenzhen
Post Code of office add. 518131
Internet website www.cbc.com.cn
E-mail cbc@szcbc.com
(II) Contact person and ways
Secretary of the Board Rep. of security affairs
Name Sun Longlong Cui Hongxia
Zhonghua Industrial Park, Yousong Zhonghua Industrial Park, Yousong
Contact adds.
Industrial Zone, Longhua, Shenzhen Industrial Zone, Longhua, Shenzhen
Tel. 0755-28181666 0755-28181666
Fax. 0755-28181009 0755-28181009
E-mail dmc@szcbc.com dmc@szcbc.com
(III) Information disclosure and place for preparation
Newspapers Designated for indormation
Securities Times and Hong Kong Comercial Daily
disclosure
Website desinated by CSRC for
www.cninfo.com.cn
publishing semi-annual report
place for preparation of semi-annual
Secretariat of the Board of the company
report
III. Major accounting data and business abstract
(I) Major accounting data and financial indexes
Whether retroactive adjusted on previous financial report or not
□Yes √ No
Major accounting data
Increase/decrease in this
Reporting period (Jan.
Major accounting data Same period of last year report period
to June)
year-on-year (%)
Total business revenue(RMB) 113,186,086.20 136,537,595.25 -17.1%
Business profit(RMB) -33,356,313.42 -21,589,373.90 54.5%
Total profit(RMB) -33,298,056.19 26,213,055.39 -227.03%
Net profit attributable to
shareholders of the listed company -33,344,485.07 26,213,055.39 -227.21%
(RMB)
Net profit attributable to
shareholders of the listed company
-33,402,742.30 -21,589,373.90 54.72%
after deducting non-recurring gains
and losses(RMB)
Net cash flow arising from operating
-2,504,014.01 1,314,073.56 -290.55%
activities(RMB)
Increase/decrease in this
End of this period End of last period period-end over that of
last period-end (%)
2
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Total assets(RMB) 141,835,720.55 135,746,630.93 4.49%
Owners’ equity attributable to
shareholders of the listed -1,699,725,105.35 -1,682,839,667.48 1%
company(RMB)
Share capital(Share) 551,347,947.00 551,347,947.00 0%
Major financial indexes
Increase/decrease in this
Reporting period (Jan.
Major financial indexes Same period of last year report period
to June)
year-on-year (%)
Basic earnings per share
-0.0605 0.0475 -227.37%
(RMB/Share)
Diluted earnings per share
-0.0605 0.0475 -227.37%
(RMB/Share)
Basic EPS after deducting
non-recurring gains/losses -0.0606 -0.0392 54.59%
(RMB/Share)
Fully diluted ROE (%)
Weighted average ROE (%)
Fully diluted ROE after deducting
non-recurring gains/losses (%)
Weighted average ROE after
deducting non-recurring gains/losses
(%)
Net cash flow per share arising from
-0.0045 0.0024 -287.5%
operating activities (RMB/Share)
Increase/decrease in this
period-end over same
End of this period End of last period
period of last
period-end (%)
Net assets per share attributable to
shareholder of listed company -3.0829 -3.0522 1.01%
(RMB/ Share)
down 41.35 percentage
Asset-liability ratio (%) 1298.34% 1339.69%
points
Explanation on previous major accounting data and financial indexes at period-end (filling the adjustment
explanation if retroactive adjusted)
(II) Difference of accounting data under CAS and IAS
1. Difference of net profit and net assets disclosed in financial report based on IAS and CAS
□ Applicable √ Non-applicable
2. Difference of net profit and net assets disclosed in financial report based on foreign
accounting standards and CAS
□ Applicable √ Non-applicable
3. Detail items for major differences
Items with major Amount involved (RMB) Reasons for differences Explanation on IAS
3
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
differences and(or) foreign accounting
standards involved
4.Explanation on accounting data difference under the foreign/domestic accounting standards
Nil
(III) Item and amount with non-recurring gains/losses deducted
√Applicable □Non-applicable
Items Amount (RMB) Note
Gains and losses from disposal of non-current
assets
Tax refund or exemption out of authorization, with
absence of official approval document or
accidentally
Governmental subsidy calculated into current gains
and losses(while closely related with the normal
business of the Company, excluding the
fixed-amount or fixed-proportion governmental
subsidy according to the unified national standard)
Fund occupation expenses received from
non-financial enterprises that reckon into current
gains/losses
Income occurred when investment cost paid by
enterprise for obtaining subsidiaries, associates and
joint ventures are lower than its share in fair
value of net realizable assets of invested units
Gains and losses from exchange of non-monetary
assets
Gains and losses from entrusted investment or
management assets
Various asset impairment reserve provided for force
majeure, such as natural disaster;
Gains/losses from debt reorganization
Reorganization expenses, such as expenditure for
allocation of employees and integration fee
Gains and losses from excess of transaction which
are conducted on a non-fair-valued basis over its
fair value
Current net gains and losses of subsidiaries
occurred from combination under the same control
commencing from period-begin to combination
date
Gains and losses from contingent events which has
no relation with normal business of the Company
Gains and losses from change of fair values of
held-for-transaction financial assets and financial
liabilities except for the effective hedge business
4
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
related to normal business of the Company, and
investment income from disposal of transactional
financial assets and liabilities and financial assets
available for sale
Reversal of impairment reserve for account
receivable with separate impairment testing
gains/ losses from external entrustment loans
Gains and losses arising from change of fair value
of investment properties whose follow-up
measurement are at fair value
Affect upon current gains/losses arising from the
one-off adjustment in subject to requirement of
laws and rules in relation to taxation and
accounting
Income from entrusted custody operation
Other non-operating income and expenditure
58,257.23
except the abovementioned
Other item that satisfied the definition of
non-recurring gains and losses
Influenced amount of minority shareholders’ equity
Impact on income tax
Total 58,257.23 --
Explanation on “Other item that satisfied the definition of non-recurring gains and losses” and defined
non-recurring gains and losses as recurring gain/loss according to natures and characteristic of self-operation
status
Amount involved
Item Note
(RMB)
IV. Changes in Share Capital and Particular about Shareholders
(I) Changes in share capital
1. Statement of changes in shares
√Applicable □Non-applicable
Before the Changes Increase/Decrease in the Change (+, -) After the Changes
Public
Newly-
Proportion Bonus reserve-co Proportio
Amount issued Others Subtotal Amount
(%) shares nverted n (%)
shares
shares
109,214,2 -71,671,64 -71,671,64 37,542,58
I. Restricted shares 19.81% 6.81%
30.00 3.00 3.00 7.00
1、State-owned shares 0.00 0% 0.00 0.00 0.00 0%
2. State-owned legal
0.00 0% 0.00 0.00 0.00 0%
person’s shares
65,098,41 -27,567,39 -27,567,39 37,531,01
3、Other domestic shares 11.81% 6.81%
2.00 7.00 7.00 5.00
5
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Including: Domestic legal 65,098,41 -27,567,39 -27,567,39 37,531,01
11.81% 6.81%
person’s shares 2.00 7.00 7.00 5.00
Domestic natural person’s
0.00 0% 0.00 0.00 0.00 0%
shares
44,104,24 -44,104,24 -44,104,24
4. Foreign shares 8% 0.00 0%
6.00 6.00 6.00
Including: Foreign legal 44,104,24 -44,104,24 -44,104,24
8% 0.00 0%
person’s shares 6.00 6.00 6.00
Foreign natural person’s
0.00 0% 0.00 0.00 0.00 0%
shares
5. Senior executives’
11,572.00 0% 0.00 11,572.00 0%
shares
442,133,7 71,671,64 71,671,64 513,805,3
II. Unrestricted shares 80.19% 93.19%
17.00 3.00 3.00 60.00
193,773,3 71,671,64 71,671,64 265,445,0
1. RMB Ordinary shares 35.14% 48.14%
60.00 3.00 3.00 03.00
2. Domestically listed 248,360,3 248,360,3
45.05% 0.00 0.00 45.05%
foreign shares 57.00 57.00
3. Overseas listed foreign
0.00 0% 0.00 0.00 0%
shares
4. Others 0.00 0% 0.00 0.00 0%
551,347,9 551,347,9
III. Total shares 100% 0.00 100%
47.00 47.00
Approval of changes in shares (if applicable)
I. On 18 May 2012, 44104246 shares held from the Company by Zhuorun Technology Co., Ltd with a ratio of 8%
was listed after removing limited sales.
II. On 29 June 2012, 27567397 shares held from the Company by Shenzhen Guoshen Energy Development Co.,
Ltd with a ratio of 5% was listed after removing limited sales.
Ownership transfer of changed shares
-
Influence on latest EPS, net assets per share and other financial index from changes in shares (if applicable)
Other information necessary to be disclosed by the Company or should be disclosed according to requirement of
securities regulators
2. Changes in restricted shares
√ Applicable □ Non-applicable
Increased
Restricted
Name of Restricted shares restricted Restricted shares Reason for Date for releasing
shares released
shareholders at period-begin shares in this at period-end restriction the restriction
in this period
period
Shenzhen Guocheng Restriction
Energy Investment commitment of
65,098,412.00 27,567,397.00 0.00 37,531,015.00 2012-6-29
Development Co., share merger
Ltd. reform
Restriction
Hong Kong Zhuorun commitment of
44,104,246.00 44,104,246.00 0.00 0.00 2012-5-18
Technology Co., Ltd. share merger
reform
Lock-up shares of
Zheng Zhonghuan 8,947.00 0.00 0.00 8,947.00 senior Without
executives
Lock-up shares of
Tao Hualiang 2,625.00 0.00 0.00 2,625.00 Without
senior executives
Total 109,214,230.00 71,671,643.00 0.00 37,542,587.00 -- --
6
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
(II) Security offering and listing
1. Security offering in previous three years
□Applicable √Non-applicable
2. Changes of total shares and structures as well as outcome of asset-liability structures
□Applicable √Non-applicable
3. Current shares held by internal staffs
□Applicable √Non-applicable
(III) Shareholders and actual controller
1. Total shareholders at period-end
At the period-end, total 36,262 shareholders of the Company with 22,118 of A-stock shareholder and 14,144 of
B-stock shareholders.
2. Shares held by top ten shareholders
Particulars about the shares held by the top ten shareholders
Proporti Shares pledged or frozen
Amount of the
Nature of on of Total amount of
Shareholders (full name) restricted shares
shareholders shares shares held Share status Amount
held
held (%)
Shenzhen Guocheng Energy Domestic
Investment Development Co., non-State-owned 11.81% 65,098,412.00 37,531,015.00 0.00
Ltd. legal person
Foreign legal
Zhuorun Technology Co., Ltd. 8% 44,104,246.00 0.00 Pledge 30,000,000.00
person
Foreign nature
Zeng Ying 1.22% 6,720,447.00 0.00 0.00
person
Domestic
Shenzhen Kangsheng Investment
non-State-owned 1.08% 5,972,500.00 0.00 0.00
Development Co., Ltd.
legal person
Foreign legal
Jingchao Investment Co., Ltd. 0.91% 5,001,944.00 0.00 0.00
person
Domestic
Shenzhen Fuwandian Investment
non-State-owned 0.42% 2,337,099.00 0.00 0.00
Co., Ltd.
legal person
Foreign nature
Chen Qingtao 0.42% 2,297,100.00 0.00 0.00
person
Foreign nature
TANG JING YUAN 0.4% 2,213,175.00 0.00 0.00
person
GUOTAI JUNAN
Foreign legal
SECURITIES(HONGKONG) 0.39% 2,147,110.00 0.00
person
LIMITED
Foreign nature
Zeng Wei 0.35% 1,948,217.00 0.00 0.00
person
Explanation of shareholders
7
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Particulars about the shares held by the top ten unrestricted shareholders
√applicable □Non-applicable
Amount of Type/amount of shares
Shareholders unrestricted shares
held at period-end Type Amount
Zhuorun Technology Co., Ltd. 44,104,246.00 A-share 44,104,246.00
Shenzhen Guocheng Energy Investment
27,567,397 A-share 27,567,397
Development Co., Ltd.
Zeng Ying 6,720,447.00 B-share 6,720,447.00
Shenzhen Kangsheng Investment Development
5,972,500.00 A-share 5,972,500.00
Co., Ltd.
Jingchao Investment Co., Ltd. 5,001,944.00 A-share 5,001,944.00
Shenzhen Fuwandian Investment Co., Ltd. 2,337,099.00 A-share 2,337,099.00
Chen Qingtao 2,297,100.00 A-share 2,297,100.00
TANG JING YUAN 2,213,175.00 B-share 2,213,175.00
GUOTAI JUNAN SECURITIES(HONGKONG)
2,147,110.00 B-share 2,147,110.00
LIMITED
Zeng Wei 1,948,217.00 A-share 1,948,217.00
Explanation on associated relationship among the top ten shareholders or (and) consistent action
Among the top ten shareholders the Company was unaware of whether there existed associated relationship or
whether there existed consistent actionist regulated in the Management Measure of Information Disclosure on
Change of Shareholding for Listed Companies; among the other circulating shareholders, the Company was
unaware of whether there existed associated relationship or whether there existed consistent actionist regulated in
the Management Measure of Information Disclosure on Change of Shareholding for Listed Companies.
3. Controlling shareholders and actual controller
(1) Changes of controlling shareholders and actual controller
□applicable √Non-applicable
(2) Introduction of controlling shareholders and actual controller
Whether has new actual controller or not
□Yes √No □Inapplicable
Name of actual controller Ji Hanfei
Type of actual controller Personal
Explanations
(3) Block diagram of property rights and controlling relationship between the Company and
actual controller
8
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Ji Hanfei
100%
Shenzhen Guocheng Energy Investment Development Co.,
Ltd.
11.81%
Shenzhen China Bicycle Company (Holding) Limited
(4) Actual controller controlling the Company by means of entrust or other assets
management
□Applicable √Non-applicable
4. Other legal person’s shareholders with over ten percent shares held
□Applicable √Non-applicable
(IV) Convertible bonds
□Applicable √Non-applicable
V. Directors, Supervisors and Senior Executives
9
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
(I) Changes of shares held by directors, supervisors and senior executive
Amount Whether received
Amount of Amount of
Shares held of shares Including: remuneration
shares Shares held stock option Reasons
at increase in restricted from
Name Title Sex Age Office dated from Office dated ended decreased in at period-end held at for
period-begi this shares held shareholders’ unit
this period (Share) period-end changes
n(Share) period(Shar (Share) or other related
(Share) (Share)
e) unit or not
Luo Chairman of the
M 49 2010-08-26 2013-08-25 0.00 0.00 0.00 0.00 0.00 0.00 - NO
Guiyou board
Yang
Director M 55 2010-08-26 2013-08-25 0.00 0.00 0.00 0.00 0.00 0.00 - Yes
Fenbo
Director、
Li Hai M 43 2010-08-26 2013-08-25 0.00 0.00 0.00 0.00 0.00 0.00 - NO
President
Zhang
Director、CFO M 46 2010-08-26 2013-08-25 0.00 0.00 0.00 0.00 0.00 0.00 - NO
Zebing
Yao
Zhengw Director M 37 2010-08-26 22013-08-25 0.00 0.00 0.00 0.00 0.00 0.00 - Yes
ang
Kong Na Director F 36 2010-08-26 2013-08-25 0.00 0.00 0.00 0.00 0.00 0.00 - NO
Cao
Director M 38 2010-08-26 2013-08-25 0.00 0.00 0.00 0.00 0.00 0.00 - NO
Fang
Zhang Independent
F 44 2010-08-26 2013-08-25 0.00 0.00 0.00 0.00 0.00 0.00 - NO
Xinmiao director
Independent
Cui Jun M 48 2010-08-26 2013-08-25 0.00 0.00 0.00 0.00 0.00 0.00 - NO
director
10
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Independent
Li Bing F 37 2010-08-26 2013-08-25 0.00 0.00 0.00 0.00 0.00 0.00 - NO
director
Chen Independent
M 44 2010-08-26 2013-08-25 0.00 0.00 0.00 0.00 0.00 0.00 - NO
Shujun director
Xiao
Supervisor M 44 2011-06-27 2014-06-26 0.00 0.00 0.00 0.00 0.00 0.00 - Yes
Yan
Zheng
Zhonghu Supervisor M 50 2011-06-27 2014-06-26 11,930.00 0.00 0.00 11,930.00 8,947.00 0.00 - NO
an
Tao
Supervisor M 58 2011-06-27 2014-06-26 3,500.00 0.00 0.00 3,500.00 2,625.00 0.00 - NO
Hualiang
Xia
vice president M 42 2010-10-26 2013-10-25 0.00 0.00 0.00 0.00 0.00 0.00 - NO
Bofu
Sun
Secretary of the
Longlon M 39 2012-05-17 2013-08-25 0.00 0.00 0.00 0.00 0.00 0.00 - NO
Board
g
Total -- -- -- -- -- 15,430.00 0.00 0.00 15,430.00 11,572.00 0.00 -- --
Directors, supervisor and senior executives who awarded equity incentive in report period
□applicable √Non-applicable
11
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
(II) Representation
Representation in shareholders’ unit
√applicable □Non-applicable
Whether received
Service remuneration
Post Service term
Name Shareholders’ unit term from
occupied from
ended shareholders’ unit
or not
Yao Shenzhen Guocheng Energy
Supervisor 2006-10-09 Yes
Zhengwang Investment Development Co., Ltd.
Shenzhen Guocheng Energy
Xiao Yan Yes
Investment Development Co., Ltd.
Explanation
on job
occupation in
shareholders’
unit
Representation in other unit
√applicable □Non-applicable
Whether received
Post Service term
Name other unit Service term from remuneration
occupied ended
from other unit
Luo Shenzhen Fude Industry
president 2012-06-04 2015-06-01 Yes
Guiyou Development Co., Ltd.
Life Insurance Branch in vice
Cao Fang 2012-03-01 Yes
Shanghai president
Yang
Shenzhen Liona Group Co., Ltd. Chairman 2009-10-12 Yes
Fenbo
Associate
Kong Na Yingkong Holding Co., Ltd. 2010-04-01 Yes
of president
Cui Jun Guangdong Xingchen Law Firm Director Yes
Guangdong Shenzhen Jinniu
Zhang
Certified Public Accountants Lawyer 2008-01-01 Yes
Xinmiao
Co., Ltd.
Chen Shenzhen Guangzhou-Shenzhen Executive
1998-01-01 Yes
Shujun CPAs partner
Beijing Deheng Law Firm
Li Bing Lawyer 2006-01-02 Yes
Branch in Shenzhen.
Explanati
on on job
12
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
occupatio
n in
sharehold
ers’ unit
(III) Remuneration of directors, supervisors and senior executives
Decision procedure of
According to rules of Article of Association, payment for directors and supervisors is
payment for directors,
determined by shareholders' meeting. Board of Directors determined payment of
supervisors and senior
executive.
executive
Decision basis of Board of Directors approved remuneration standard for operators and allowance for
payment for directors, independent directors, combing position and level of various industries. Performance
supervisors and appraisal standard and annual performance remuneration was in line with Temporary
executives Method of Annual Operation Performance Appraisal for Senior Executives.
Real situation of
The Company strictly paid the directors, supervisors and senior executives in accordance
payment for directors,
with decision procedure and confirmation basis of remuneration of them. From Jan. To
supervisors and
Jun. of 2012, total remuneration of them was RMB 1475800.
executives
(IV) Changes of directors, supervisors and senior executives
Post
Name Changes Date of changes Reasons of changes
holding
Sun Taking charge of Board
Board Deliberated in the 12th Meeting(extraordinary)
Longlo Secretary of the 2012-05-17
Secretary of 8th session of the Board
ng company
(V) Staff of the Company
Person on-jobs 81
Retirement person whose charges undertake by the
0
Company
Professional categories
Types of professional category Numbers of professional category
Production staff 8
Salesman 12
Technician 29
Financial staff 11
Administration staff 21
Education background
Type of education background Numbers (people)
Master 2
13
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Undergraduate 25
Junior college 24
High school and below 30
Explanation on staff of the Company:
Except for the on-job employees, the Company owes another 28 employees who has vocation leave.
VI. Report of the Board of Directors
(I) Management discussion and analysis
Affected by Euro and US debts crisis, international economy keeps tough. And domestic macro
measurements went into public. Prices kept rising. Residents tended to be cautious in consuming.
Manufacture industry dramatically was affected. Meanwhile competition among bicycles and
power-driven bicycles becomes intense. Historically left problem about debts was heavy. Law case
was constantly conducted. Thus operating atmosphere was tough. From Jan. to Jun. of 2012,
operating income was realized RMB 113,186,000 and net profit was RMB -33,298,000.
(1) Main business of bicycles and power-driven bicycles. In the first half year of 2012, faced with
industry plight and actual market situation, in aspect of main business operation, the Company
constantly applied positive adjustment to operation strategy. We enhanced end-construction of sales
network. Products development was conducted in accordance with market and marketing of new
products was actively promoted. It is the same with new operation model. Inner management
mechanism was regulated for promoting medium and high bicycle promotion. Product quality
management and after-service was enhanced. We went through various troubles and realized sales
income of power-driven bicycles and bicycles, amounting to RMB 100,374,500.
(2) Property leasing and management business. We enhanced property leasing business, and made
use of present remaining properties and applied various multiple channels to enlarge leasing areas
and increased leasing income. Thus cash plow and economic earnings were improved. In the first
half year of 2012 we realized RMB 1,152,000 of property management income and RMB
11,659,500 of other business income such as leasing business. Meanwhile we intensified property
management business, put safety management on first. We made the safety management common,
organized safety training on leasers and sent safety information. Thus no accidents happened during
reporting period.
(3) Analysis of main fiancial indexes (Unit: RMB)
Operation results:
Item January-June 2012 January-June 2011 +.- (%)
Total operating income 113,186,086.20 136,537,595.25 -17.10%
Operating cost 101,210,241.57 126,708,502.29 -20.12%
sales expenses 2,458,621.15 2,712,707.55 -9.37%
management costs 9,601,264.94 11,100,530.20 -13.50%
financial cost 33,204,294.32 16,845,373.31 97.11%
nonbusiness income 80,257.23 47,835,399.29 -99.83%
14
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Net profit -33,298,056.19 26,213,055.39 -227.03%
Financial Status:
Item 2012-6-30 2011- 12-31 +.- (%)
Current assets 79,464,931.77 70,509,239.22 12.70%
Total assets 141,835,720.55 135,746,630.93 4.49%
Current liability 1,675,301,444.10 1,652,373,345.49 1.39%
Total liability 1,841,514,397.02 1,818,586,298.41 1.26%
Shareholders’ equity -1,699,678,676.47 -1,682,839,667.48 1.00%
Cash flow:
Item January-June 2012 January-June 2011 +.- (%)
Net cash arising from operation -2,504,014.01 1,314,073.56 -290.55%
activities
Net cash arising from investment -10,166.98 1,227,723.58 -100.83%
activities
Net cash arising from financing - - -
activities
Statement: situation of items in main accounting sheet and substantial change on financial index as
well as reasons are as follow:
Accounts receivable: is decreased by 39.69% mainly due to loan returning of subsidiary Amine
Company.
Accounts paid in advance: is decreased by 40.20% mainly due to calculation method of subsidiary
Amine Company.
Inventory: is increased by 119.04% mainly due to subsidiary Amine Company’s goods-preparation
for welcoming busy sale season.
Accounts payable: is increased by 10.49% mainly due to subsidiary Amine Company’s
goods-preparation for welcoming busy sale season.
Accounts received in advance: is increased by 34.67% mainly due to loans received in advance for
busy sales season of subsidiary Amine increased.
Payable remuneration: is decreased by 55.05% mainly due to remuneration accrued in last period
was paid in this period.
Financial expense: is increased by 97.11% mainly due to exchange rate change produced loss in this
period while the change in last period produced earnings.
Loss from capital depreciation: is decreased by 102.51% mainly due to provision for depreciation of
last period increased.
Non-operating income: is decreased by 99.83% mainly due to the court ruled the completion of
restructure of Shengrun. In this period, we will accrue interests and partial prospect liability into
non-operating income.
Net profit: decreased by 227.03% over last period, mainly due to that exchange rate change in this
period may produce loss while change in last period produced earnings and the court ruled the
completion of restructure of Shengrun. In this period, we will accrue interests and partial prospect
liability into non-operating income.
Net amount of cash flow arising from operating activities is decreased by 290.55% over last period,
mainly due to the daily calculation date of operating business was different.
Net amount of cash flow arising from operating activities: in decreased by 100.83% over last period
mainly due to accounts from disposal of retail assets of last period was received.
15
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Actual performance of the Company is lower by 20% or higher by 20% over the one embodied in
ever disclosed report about prospect profit in this period:
□ Yes √ No □ Not applicable
Operation and performance analysis on main subsidies, shareholding companies:
(1) Shareholding subsidiary: Shenzhen Amine Industry Co., Ltd, registration capital was RMB 2
million, mainly engaging in industry. Total capital of the Company on Jun. 30 of 2012 was RMB
47.7 million, net capital was RMB 150,000. And net profit from Jan. to Jun. was RMB 1.01 million.
(2) Wholly owned subsidiary: Shenzhen Anjule Property Management Co., Ltd, registration capital
was RMB 2 million, mainly engaging in property management. Total capital of the Company on
Jun. 30 of 2012 was RMB 1.07 million; net capital was RMB -19.09 million. And net profit from
Jan. to Jun. was RMB -1.63 million.
(3) Shareholding subsidiary: Zhonghua Bicycle (HK) Co., Ltd, registration capital was RMB 5
million, mainly engaging in bicycle trade. Total capital of the Company on Jun. 30 of 2012 was
RMB 18.59 million; net capital was RMB -50.68 million. And net profit from Jan. to Jun. was
RMB 0.
(4) Wholly owned subsidiary: Zhonghua Bicycle (International) Co., Ltd, registration capital was
HKD 20,000, mainly engaging in bicycle trade. Total capital of the Company on Jun. 30 of 2012
was HKD 590,000; net capital was HKD -720,000. And net profit from Jan. to Jun. was HKD 0.
All risks which may bring unfavorable affection on future development strategy and operation
goals:
Largest shareholder and creditor of the Company, Shenzhen Guoshen Energy Investment and
Development Co., Ltd submitted application letter to Shenzhen medium court for ruling the
restructure of Shenzhen China Bicycle Company (Holdings) Limited, presently the court is
checking this case.
1. Main business and operations
(1)Statement of main business classified according to industries and products
Unit: RMB
Increase or Increase or Increase or
Classified decrease of decrease of decrease of gross
according to Operating Gross profit ratio operating revenue operating cost profit ratio over
Operating cost
industries or revenue (%) over the last same over the last same the last same
products period of last year period of last year period of last year
(%) (%) (%)
According to industries
Bicycle and sales
100,374,527.80 95,148,412.36 5.21% -19.76% -20.46% 0.84%
of spare parts
Leasing
1,152,019.56 2,623,800.34 -127.76% 1.35% 27.73% -47.05%
management
According to products
16
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
OEM electric
78,442,258.17 74,422,449.78 5.12% -23.49% -24.31% 1.03%
vehicle
OEM bicycle 19,664,983.99 18,604,372.91 5.39% -5.72% -4.99% -0.73%
CBC electric
0.00 0.00
vehicle
CBC bicycle 107,273.54 93,461.41 12.88% 174.34% 126.29% 18.51%
Other 2,160,012.10 2,028,128.26 6.11% 29% 21.17% 6.07%
Leasing
1,152,019.56 2,623,800.34 -127.76% 1.35% 27.73% -47.05%
management
(2) Main business classified according to areas
Unit: RMB
Increase/decrease in revenue from
Areas Operating revenue operations over the same period of last
year (%)
Shandong 33,695,015.24 -20.32%
Henan 20,637,933.88 -27.93%
Jiangsu 17,415,975.52 -8.01%
Hebei 10,908,506.93 -15.69%
Yunnan 3,255,530.37 25.63%
(3) Explanation on reasons of material changes in main operations and its structure
□Applicable √Non-applicable
(4) Explanation on reasons of material changes in profitability (gross profit ratio) of main operations
compared with that of last year
□Applicable √Non-applicable
(5) Analysis on reasons of material changes in profit structure compared with the previous year
√Applicable □Non-applicable
Net profit attributable to parent company in this reporting period was RMB -3,334.45 while the one
of last period was RMB 26,213,000. This change is obvious. Main reasons for the change are: 1.
The USD-debts was a huge problem. Exchange rate of last period changed a lot thus substantial
exchange earnings was produced in last period thus financial expense correspondingly decreased.
While the exchange rate of this period stays stable. 2. In last period the court ruled the restructure of
Shenzhen China Bicycle Company (Holdings) Limited. The Company will accrue the prospect
interests and partial prospect liability into non-operating income while no large amount of
non-operating income was produced in this period.
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
(6) Business nature, main products or service as well as net profit for stock jointly enterprises
who take over 10% of the net profit
□Applicable √Not applicable
(7) Problems and difficulties in operation
International economic atmosphere made an intense pulse on domestic consuming market. Large amount of
external-sale manufacture corporations turn to domestic market. Bicycle and power driven bicycles are facing
with a complicated environment full of price battle.
About RMB 1.9 billion of debts is still the main problem the Company is faced with.
Due to the age limit of debt is long, situation is complex and umber of creditors is large, the difficulties of dealing
this problem exists.
2. Internal control mechanism related with fair-value measurement
□Applicable √Non-applicable
3. Foreign currency financial assets and financial liabilities held
□Applicable √Non-applicable
(II) Investment of the Company
1. General Application of the raised proceeds
□Applicable √Non-applicable
2. Commitments on projects of raised funds
□Applicable √Non-applicable
3. Changes of projects of raised funds
□Applicable √Non-applicable
4. Investment on major projects of non-raised funds
□Applicable √Non-applicable
(III) The modification of Board to the business plan for the second half of the year
□Applicable √Non-applicable
18
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
(IV) Prediction of business performance from January – September 2012
Estimation on 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 on reason
□Applicable √Non-applicable
(V) Explanation on “Qualified Opinion” from the Certified Public Accountants in the report
period by the Board of Directors
□Applicable √Non-applicable
(VI) Explanation of the Management on changes and disposal of the issues involved in
“Qualified Opinion” from the Certified Public Accountants in the last year by the Board of
Directors
√ Application □ non-application
Shenzhen Pengcheng Certified Public Accountants Co., Ltd. offered 2011 Financial Report with the disclaimer of
opinion.
The Board of Directors agreed the 2011 Auditor’s Report offered by Shenzhen Pengcheng Certified Public
Accountants Co., Ltd. Due to that the debt reorganization work of the Company had not been completely finished in
2011, so risk of bearing huge debt still remained with many significant uncertainties. The CPAs was not able to offer
opinion on the financial debt, tax payable, contingent proceedings, lawsuits and sustainable operation.
In light of that, the Board of the Company made the following explanations:
(1) Financial debt:
Shenzhen Pengcheng CPAs held that: the letters replied from the financial creditors for the inquiry showed that the
Company missed to record an interest balance totaling amount to RMB 181,975,338.48, and principal of loans
which haven’t been replied totaled to RMB226,142,959.88, so it was not available to confirm influence on financial
statement by financial debt.
Diferrences of recognization of interest found more details in Note X of the audited financial report of 2011.
When some creditors implemented the document ([2004] No.6) released by China Committee on Bank
Supervision, they had different understanding on this document with the Company. The document noticed that:
Bank of China and other 10 financial organizations stop calculating the interest of the Company for 3 years since
January 1st of 2002 and at the same time, exempt all the interest payable of the Company (including penalty
interest and compound interest) occurred before December 31st of 2001.
Some assets management companies and banks considered that the Company was expected to return the interest
exempted and stop-calculated, and some assets management companies had not confirmed the proceeding of
interest calculation. The Company had transferred all the interest of loans payable owed before Dec 31st of 2001,
RMB 357,993,665.24 (including penalty interest and compound interest) to capital public reserve. Interest was
stopped with calculation from January 1st of 2002 to December 31st of 2004. The exempt term was due on
December 31st of 2004. The Company held it was not necessary to return the interest exempted and
stop-calculated, so when the term was due, the Company started to withdraw interest according to normal loan for
those interests which needed to be returned. The stop-calculated interest and compound interest from January 1st
of 2002 to December 31st of 2004 was not accrued.
Besides, the financial debt of the Company was formed in history which had occurred for a long time and the
amount of period–end had not changed for years. Body qualification of some creditors had been transferred and the
particular personnel for handling had also changed, so the creditors needed time to check clearly the amount of
creditor and debt of both involved parties and that was why some creditors had not replied the letters to confirm.
The Company would continuously advance the account-check work with the relevant creditors of financial debt,
trying as soon as possible to check clearly the interest on principal of the financial debt. Once progress is made,
relevant information would be disclosed according to relevant regulation.
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
(2) Tax payable:
Shenzhen Pengcheng Certified Public Accountants Co., Ltd. thought that: in the audit process, the CPAs
implemented audit procedures including inspection and inquiry, inquiring book tax amount payable, custom
guarantee and penalty balance totaling to RMB 119,102，157.65. Till the day of auditing report, no reply has been
received, so it was impossible for the CPAs to confirm the influence on financial statement of the Company.
Due to the Company’s tax payable was formed in the past, which had a long time, there was no newly-increased
tax payable in the report period, forming reasons were complex, personnel of specific affairs had changed, and tax
department needed time to check clear the debts rights and amounts of both sides, therefore, we are not able to
receive confirmation letter from tax department. According to the regulations in Administration of Tax Collection
regulated by the State, it is possible to repay the penalties and overdue fine. The Company will continue to follow
up the work of checking account of tax department, check clear the amount of tax payable as soon as possible, and
will disclose information according to the requirements of relevant regulations if there is some progress.
(3) Contingent events and lawsuits:
Shenzhen Pengcheng Certified Public Accountants believed that: card information for loans of the Company was
not accordant because of system updating and other seasons; during the auditing, the CPAs made field verification
in relevant courts involved in lawsuits for external guarantee and overdue loans of the Company as substitute
audit procedure, while no confirmation document had been obtained from the relevant courts. Besides, due to that
it was hard to implement other effective audit procedures, it was unable for us to judge whether the Company had
disclosed complete contingent events and lawsuits, and impacts on its financial statement.
The historically formed loan and guarantee lawsuit had existed rather long time; in the report period, there was no
newly-added undisclosed guarantee events and lawsuits; part courts in charge of those lawsuits changed, and
specific responsible people also altered; the court needs time to check details and amount of the case, so the court
didn’t write back for confirmation. The Company will continue follow up the check work by certified public
accountants with related courts, and checks clear the contingent events and lawsuits as soon as possible. If there is
any progress, information disclosure will be made according to requirements of relevant regulations.
(4) Matters on sustainable operations:
Shenzhen Pengcheng Certified Public Accountants thought that, the Company’ asset could seriously not offset the
debt; the measures on the reconciliation procedure of the bankruptcy to settle the debts had no material progress
and could not be able to get adequate and proper audit evidence to confirm it could effectively improve the
continuous operations of the Company; thus, we could not judge whether the financial report 2011 prepared by the
Company based on imagined continuous operations was proper. Measures from the Company and largest creditor
are as followed:
Since March 2002, the promotion on debt restructuring by the former largest creditor of the Company-China
Huarong Asset Management Corporation acquired breakthrough development. Relevant department such as China
Banking Regulatory Commission approved that all the interests of the financial debts the Company owed ended
December 31st, 2004 were exempted and stopped interest calculation.
The Company and International Finance Corporation signed Reconciled Agreement on March 29th of 2007, in
which it was agreed to settle all the credits and liabilities between the two parties with USD equivalent to RMB 2
million. The liabilities amount was consisted of principal approximately amounting to USD 3.87 million and an
accrued interest approximately amounting to RMB 42.78 million.
On Oct. 15 of 2010, the Company signed the Debts Reconcile Term with Shenzhen Chengxingtai Investment Co.,
Ltd which agreed the Company should pay the compensation to Chengxingtai Company with RMB 14 million
thus settled up all the creditor’s right and debts (about RMB 150 million). The above RMB 14 million has been
settled up on Nov. 30 of 2010 totally.
On December 30, 2006, China Huarong Asset Management Corporation transferred its creditor right to Shenzhen
Guosheng Energy Investment Development Co., Ltd.( Guosheng Energy Company for short), relevant debt
restructure work have been in promotion by Guosheng Energy Company recently and obtained certain progress.
Due to the change of largest shareholder of the Company and the implementation of new Bankruptcy Law,
Guosheng Energy Company applied to the Shenzhen Intermediate People’s Court in January 2010 for
restructuring the Company according to the regulation of Bankruptcy Law, with the purpose of recovering and
improving the ability of sustainable operations of the Company. On Dec. 28 of 2010, Shenzhen Intermediate
People’s Court believed that applicants didn’t submit materials such as solution plan both parties accepted which
was formed from settlement of tax income and creditor’s right with tax department, and then ruled that they didn’t
accept application of bankruptcy restructure Shenzhen Guosheng Energy Investment and Development Co., Ltd
raised up. Besides, Guosheng Energy Company agreed to stop accounting RMB 33.6249 million of loan interests
20
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
in 2011. This item of interests won’t be received in future years. Previously, Guosheng Energy Company agrees to
stop calculating loan interest from 2007 to 2010. In March 2012, Guosheng Energy Company reply a letter to state
that agrees to stop calculating loan interest for year of 2012 (approximately as RMB 33 million), the interest will
no received in later years.
In promoting the work of debt restructure, the Company realized a stable development and profits continuity in
main business. The short-term pressure of payment have been released, the ability of sustainable operations got a
certain improvement. Board of the Company considered that: as the debt and assets restructure of the Company
continuously made progress, the operation environment, operation status and sustainable operation ability would
be improved in future.
(VII)Stating the discussion results issued by the Board on changes in the Company’s
accounting policies and accounting estimates or reasons for material accounting error
correction and influences thereof
□ Applicable √ Non-applicable
(VIII) Establishment and implementation of cash dividend policy
In order to further perfect and complete dividend strategy and inspection mechanism of Shenzhen
China Bicycle Company (Holdings) Limited (hereinafter referred to as the Company), and
positively return the shareholders, the Company conducted special verification on plan of returning
shareholders, in accordance with related rules, spirits and Article of Association such as the Notice
to Further Implement Cash Dividend of Listed Companies issued by CSRC and Notice to Seriously
Conduct the Notice to Further Implement Cash Dividend of Listed Companies (SZJGSZ [2012] No.
43).
1. Profit distribution policy of company
(1) The company attaches importance to the return to investors, according to the helpful rules for
long-term development, the company takes measures of cash, stock, the combination of cash and
stock or some other ways that are allowed by laws and regulations to maintain the continuity and
stability of profit distribution policy.
(2) To distribute after-tax profits in the following order:
A. To make up of the loss of the previous year;
B. To extract 10% of legal reserve fund according to the provisions;
C. To extract free reserve fund;
D. To pay shareholders' dividends.
(3) The company intends to implement the way of cash dividend should meet the following
conditions:
A. The earnings of the current year and the accumulated undistributed profits are positive at the end
of year.
B. The auditing institution issues unqualified audit report about the annual financial report of
company.
(4) Under the circumstance of the cash flow which meets the needs of company's normal operations
and long-term development, the profits of company which distributed by cash can not be less than
10% of the distributed profits of the current year, the profits of company which distributed by cash
can not be less than 30% of the average annual distributable profits in the last three years.
(5) According to the situation of accumulated profits, reserve fund and cash flow, while under the
circumstance of ensuring a reasonable size of the minimum cash profit-sharing ratio and the share
capital, the company can take stock dividend as way to distribute profits.
(6) The amount of company's distributed profits can not exceed the undistributed profits of
company at the end of year and can not cause damage to the continued operation of company.
(7) The company can have mid-term cash dividends according to the situation of profitability and
21
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
capital demands of company.
(8) The determination of the foreign currency translation rate of dividends of listed foreign capital
share within borders should be calculated by the middle exchange rate announced by People's Bank
of China at the first working day after the Board meeting.
2. Shareholders return plan in the next three years
(1) The company can take measures of cash, stock, the combination of cash and stock to distribute
profits or some other ways that are allowed by laws and regulations to maintain the continuity and
stability of profit distribution policy.
(2) In accordance with the provision of laws, regulations and articles of association, under the
circumstance of which the earnings of the current year, the accumulated undistributed profits are
positive at the end of year and the cash flow which meets the needs of company's normal operations
and long-term development, in the next three years, the profits of company which distributed by
cash can not be less than 10% of the distributed profits of the current year, the profits of company
which distributed by cash can not be less than 30% of the average annual distributable profits in the
last three years.
(3) According to the situation of accumulated profits, reserve fund and cash flow, while under the
circumstance of ensuring a reasonable size of the minimum cash profit-sharing ratio and the share
capital, the company can take stock dividend as way to distribute profits.
(4) The amount of company's distributed profits can not exceed the undistributed profits of
company at the end of year and can not cause damage to the continued operation of company.
3. The improvement of decision-making procedures and mechanisms of profits distribution
(1) The annual profits distribution plan is proposed and prepared by Board of Directors, which
combines with the Articles of Association, earnings, capital demands and shareholders' return plan,
and then it will be submitted to the shareholders' meeting for approval after the consideration of
Board meeting. When the Board meeting discusses program of cash dividend, it should study and
argue the timing, the conditions, the minimum ratio, the adjustment and its decision-making process
of cash dividend seriously. The independent director should have independent advice for the plan of
profits distribution.
(2) When shareholders' meeting discusses the specific way of cash dividend, it should be through a
variety of ways to have communication with shareholders actively, especially the minority
shareholders, to fully listen to the views and aspirations of the minority shareholders and provide
responses to the issues which concern by minority shareholders timely.
(3) In the decision-making and the formation of profits distribution plan, the Board should records
the content, which includes the details of speech, the view of independent directors and the votes of
Board and then should keep it as company files in the way of written record.
(4) The company's annual earnings which the Board did not propose the cash dividend plan, the
Board must deliver a detailed description, including the reason of non-dividend, the usage and the
plan for use of retained funds which was not for dividend, and then the independent directors
expressed their views about the profits distribution plan; After the consideration by the Board
meeting, shareholders' meeting approved it by the way of voting through site and Internet, and then
the Board made an explanation to shareholders' meeting.
(5) The company should disclose the profits distribution plan and cash dividend policy in periodic
reports according to the relevant provisions. If the company was in the state of annual earnings, but
there was no cash dividend plan, the company should have an explanation on the non-dividend, the
usage and the plan for use of retained funds which was not for dividend in annual report.
(6) Based on the production and management, investment plan and long-term development needs, it
was a must to adjust or change the profit distribution policy and the return plan of dividend on
shareholders, the company should meet the conditions in Article of Association, the corresponding
decision-making process shall be carried out after a detailed argument and adopted by the 2/3 or
more voting rights held by the shareholders who present the shareholders' meeting. The profit
22
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
distribution policy must not violate with the relevant laws and regulations, regulatory documents
and the relevant provisions of Article of Association after adjusting.
4. Soliciting the views of the independent directors
The company solicited the views of independent directors on return plan, the independent directors
considered that the formulation of return plan was on the basis of the company's main business
profitability, the debt of company, sustainable development, shareholders return and the external
financial environment. The establishment of shareholders return plan is in line with the provisions
of relevant laws, regulations and Article of Association, at the same time, under the circumstance of
ensuring the normal operations of company, the company can take measures of cash, stock, the
combination of cash and stock or some other ways that are allowed by laws and regulations to
establish a continuous, stable and positive dividend policy. This can contribute to achieving a
reasonable return to investors.
5. Opinions from the Board
In process of formulation, the Company takes fully attention on reasonable requirements and
opinions from the investors, minority investors in particular. The return plan of shareholders are
formulated on basis of all the follow factors: profitability of main business of the Company, liability
status, sustainable development, shareholders return and external financing environment; Satisfied
the reasonable investment return from shareholders as well as long-term development in aspect of
capital, and promoted the perfection and healthy decision of dividend distribution and supervision
mechanism of the Company.
6. Concerning the demonstration report of shareholders return plan, the Company revised
corresponding provisions in Article of Association of the Company, especially for the profit
distribution, decision-making procedures, mechanism and contents about cash dividend in particular;
relevant proposals have been deliberated and approved in 1st extraordinary shareholders general
meeting of 2012 dated 15 August 2012.
(IX) Plan of profit distribution or capital reserve capitalizing
□Applicable √Not applicable
(X) Positive retained profit accumulated at end of 2011 without cash distribution carried out
□Applicable √Not applicable
(XI) Other events disclosed
1. The statement of independent director to accumulative and current external guarantee and illegal
guarantee of the Company:
According to the provision of notice about standardizing the fund transfer between listed
companies and related parties and external guarantee of list companies of No. [2003]56 document
issued by China Securities Regulatory Commission, and as the independent director of Shenzhen
China Bicycle (Group) Co., Ltd., according to special explanation about funds occupation of
controlling shareholders and related parties of Shenzhen China Bicycle (Group) Co., Ltd. of
Pengcheng No. [2012] 0390 issued by Shenzhen Pengcheng Certified Public Accountants Co., Ltd.
and other related data, the accumulative and current external guarantee and illegal guarantee of the
Company have been checked, and the explanation of related conditions are as follows: During the
reporting period, the Company has not provided guarantee or illegal guarantee for the controlling
shareholders or it subordinate enterprises. The guarantee and illegal guarantee provided from 1996
to 1999 belong to problems left over by history, as most part of them can not be repaid by the
secured party, the Company has disposed most of the guarantee as estimated liabilities. In 2011,
Shenzhen Intermediate People’s Court has ruled that Guangdong Sunrise Holdings Co., Ltd. has
completed its reforming plan (common creditor's rights is 30.05%), the Company shall charge off
the estimated liabilities of Sunrise Company in the same proportion, the amount was 12,875,490.00
23
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
yuan, the estimated liabilities amount of the Company was 166,212,952.92 yuan in the end of 2011
after charging off. No new gurantee occurred in report period, the predicted liability at period-end
amounting as 166,212,952.92 yuan.
2. Reorganization application:
The largest shareholder and creditor of the Company Shenzhen Guosheng Energy Investment
Development Co., Ltd submit application to Shenzhen Intermediate People’s Court dated 11 May
2012; request for ruling reorganization on Shenzhen China Bicycle Company (Holdings) Limited.
Concerning the relevant questions about solution plan negotiated between the applicants and
taxation bureau, in aspect of taxation liability, the acceptance of application by Shenzhen
Intermediate People’s Court and reorganization procedures for the Company are still in uncertain
conditions. Though the Court accepted the case, the Company will suffer bankruptcy liquidation
risk while the reorganization failed.
3. Free of interest calculation:
On 9 March 2012, the Company received Reply to Letter about Applying for Stopping Calculating
2012 Annual Debt Interest of the Company from major shareholder and largest creditor namely
Shenzhen Guosheng Energy Investment Development Co., Ltd (hereinafter referred to as Guosheng
Energy): Guosheng Energy agreed to dismiss 2012 annual interests on RMB 9,124,638.59 and USD
62,829,259.02 of debts held from the Company. Interests which were stopped to be calculated
above won’t be charged again. The stopping-calculation of interests on debts could put a positive
impact on sustainable operation of the Company. The above debt was reference to the RMB loan
interest rate annually 7.74%, released by People’s Bank of China at end of December 2007 (after
year-end of 2007, the Company will not reduced the withdrawal interest rate by stable principle)
and latest USD loan interest rate annually 8.13% release for interest withdrawal predicted.
Therefore, the interest for whole year of 2012 amounting to RMB 33 million; the Company will
deal this account in accordance with relevant accounting policy and relevant rules, and include them
in capital reserve, which will not affect gains and losses of the Company.
(XII) Liabilities, credit changes and cash arrangement for debt paying in later year (Only
applies to listed company with corporate convertible bonds offered)
□Applicable √Non-applicable
VII. Significant Event
(I) Corporate governance
In reporting period, being strictly complied with relevant laws, regulations and documentary
requirements as “Company Law”, “Securities Law” and “Governance Rules for Listed Company”,
the Company continues to perfect its corporate governance structure and strive to establish a
modern enterprise mechanism by comparing actual condition of the Company. The operation and
convening of shareholders general meeting, meeting of the Board and meeting of supervisory
committee are strictly follow relevant procedures of Article of Association which protect whole
interest of the Company. The actual condition of corporate governance structure in accordance with
the normative documents concerned with listed company issued by CSRC
In 2012, in order to improve and perfect the dividend distribution decision and supervision
mechanism, proactively returning shareholders, in accordance with “Notice of Implementation of
Cash Dividend for Listed Company” issued by CSRC and “Relevant Requirement of Seriously
Implementation of ‘Notice of Implementation of Cash Dividend for Listed Company’” from
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Shenzhen Supervision Bureau, the Company formulated “Returning Plan for future three years
(2012-2014)”. Relevant provisions in Article of Association concerned with profit distribution
policy have been revised, and have been deliberated and approved in 1st extraordinary shareholders
general meeting of 2012 dated 15 August 2012.
No un-regulated situation of provided un-disclosure information to largest shareholders and actual
controller of the Company in reporting period.
(II) Implementation of profit distribution plan, capital reserve capitalizing or shares offering
that plan out previously and carry out in this reporting period
□Applicable √Non-applicable
(III) Material lawsuits and arbitrations
□Applicable √Non-applicable
No material lawsuits and arbitrations occurred in this period
(IV)Related event of bankruptcy reorganization
√ Application □ non-application
No un-regulated situation of provided un-disclosure information to largest shareholders and actual
controller of the Company in reporting period.
The largest shareholder and creditor of the Company Shenzhen Guosheng Energy Investment
Development Co., Ltd submit application to Shenzhen Intermediate People’s Court dated 11 May
2012; request for ruling reorganization on Shenzhen China Bicycle Company (Holdings) Limited.
Recently the Court still in approval in the application.
(V) Equity of other listed company and stock jointly financial enterprise held by the Company
1. Security investment
□Applicable √Non-applicable
Explanation on security investment
2. Equity of other listed company held by the Company
□Applicable √Non-applicable
Explanation on equity of other listed company held by the Company
3. Equity of non-listed financial enterprise held by the Company
□Applicable √Non-applicable
Explanation on equity of non-listed financial enterprise held by the Company
4. Buying and selling shares of other listed company
□Applicable √Non-applicable
Explanation on shares dealing of other listed company
(VI) Assets transaction
25
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
1. Assets purchased or acquired
□Applicable √Non-applicable
Explanation on assets purchased
2. Assets sold
□Applicable √Non-applicable
Explanation on assets sold
3. Assets replacement
□Applicable √Non-applicable
Explanation on assets replacement
26
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
4. Business combination
□Applicable √Non-applicable
5. Progressof the events and their influence on the Company’s operating results and financial
status in the report period after the Report on Assets Restructure or Public Notice on
Acquisition and Sales of Assets being published
□Applicable √Non-applicable
(VII) Explanation on shareholding increase proposed or implemented by largest shareholder
of the Company and its persons acting in concert in reporting period
□Applicable √Non-applicable
(VIII) Implementation and its influence of equity incentive
□Applicable √Non-applicable
(IX) Significant related transaction
27
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
1. Related transaction related to daily operation
□Applicable √Non-applicable
2. Related transaction incurred by purchase or sales of assets
□Applicable √Non-applicable
3. Significant related transaction from jointly investment outside
□Applicable √Non-applicable
4. Current related liabilities and debts
□Applicable √Non-applicable
Fund occupation and progress of paying off
□Applicable √Non-applicable
Till end of reporting period, accountability plan proposed by the Board for completed no non-operational fund occupation from listed company
□Applicable √Non-applicable
28
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
5. Other significant related transaction
(X) Significant contracts and its implementation
1. Profits earned from trusteeship, contract and lease reached over 10% (10% included) of
total profit in this period
(1) Trusteeship
□ Application √ non-application
(2) Contract
□ Application √ non-application
(3) Lease
□ Application √ non-application
2. Guarantees
√ Application □ non-application
Unit: RMB00’000
Particulars about the external guarantee of the Company (Barring the guarantee for the controlling subsidiaries)
Guarante
Related Actual date of
Complete e for
Announce happening
Name of the Guarantee Actual Guarantee Guarantee implemen related
ment (Date of
Company guaranteed limit guarantee limit type term tation or party
disclosure signing
not (Yes or
date agreement)
no)
Guangdong Sunrise
1996-07-26 1,960 1996-07-26 1,960 guarantee 4 months No No
Group Co., Ltd.
Guangdong Sunrise
1999-09-30 477.28 1999-09-30 477.28 guarantee 12months No No
Group Co., Ltd.
Guangdong Sunrise
1998-04-30 182 1998-04-30 182 guarantee 11 months No No
Group Co., Ltd.
Guangdong Sunrise
1997-07-30 175 1997-07-30 175 guarantee 7 months No No
Group Co., Ltd.
Guangdong Sunrise
1997-06-04 210 1997-06-04 210 guarantee 8months No No
Group Co., Ltd.
Jintian Industry 1998-10-30 5,000 1998-10-30 5,000 guarantee 6 months No No
29
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
(Group) Co., Ltd.
Shenzhen Tianma
1994-09-30 800 1994-09-30 800 guarantee 12 months No No
Cosmetics Co., Ltd
Total actual occurred external
Total approving external
0 guarantee in report period 0
guarantee in report period (A1)
(A2)
Total actual balance of
Total approved external guarantee
0 external guarantee at the end 8,804.29
at the end of report period ( A3)
of report period (A4)
Guarantee of the Company for the subsidiaries
Guarante
Related Actual date of
Complete e for
Announcem happening
Name of the Guarantee Actual Guarantee Guarantee implemen related
ent (Date of
Company guaranteed limit guarantee limit type term tation or party
disclosure signing
not (Yes or
date agreement)
no)
Shandong
Huajiaming
1997-09-03 8.31 1997-09-03 8.31 guarantee 4 months No No
Economic and Trade
Co., Ltd.
Zoria Pte Ltd 1996-03-25 7,808.7 1996-03-25 7,808.7 guarantee 9 months No No
Total amount of actual
Total amount of approving
occurred guarantee for
guarantee for subsidiaries in 0 0
subsidiaries in report period
report period (B1)
(B2)
Total balance of actual
Total amount of approved
guarantee for subsidiaries at
guarantee for subsidiaries at the 0 7,817.01
the end of reporting period
end of reporting period (B3)
(B4)
Total amount of guarantee of the Company( total of two abovementioned guarantee)
Total amount of approving Total amount of actual
guarantee in report period 0 occurred guarantee in report 0
(A1+B1) period (A2+B2)
Total amount of approved Total balance of actual
guarantee at the end of report 0 guarantee at the end of report 16,621.3
period (A3+B3) period (A4+B4)
The proportion of the total amount of actually guarantee in the
-9.78
net assets of the Company(that is A4+ B4)
Including:
Amount of guarantee for shareholders, actual controller and its
0
related parties(C)
30
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
The debts guarantee amount provided for the guaranteed parties
16,621.3
whose assets-liability ratio exceed 70% directly or indirectly(D)
Proportion of total amount of guarantee in net assets of the
0
Company exceed 50%(E)
Total amount of the aforesaid three guarantees(C+D+E) 16,621.3
Explanations on possibly bearing joint and several liquidating
Nil
responsibilities for undue guarantees
Explanations on external guarantee against regulated
procedures
3. Trust financing
□Applicable √Non-applicable
4. Implementation of material contracts entered into during the normal operation
5. Other significant contract
□Applicable √Non-applicable
(XI) Explanation on corporate bonds offering
□Applicable √Non-applicable
(XII) Implementation of commitments
1. Commitments made by the Company or shareholders holding above 5% shares of the Company in reporting
period or extending to reporting period.
√ Applicable□ Non-applicable
Commitment Commitment
Commitments Promisee Content of commitments Implementation
date term
The original non-circulated
shares are not available for
trading or transfer in 12
Shenzhen monthes since Reform
Guosheng implemented; after the
Energy aforesaid period expired,
Commitments for
Development original shareholders with
Share Merger 2006-12-29 Implemented
Co., Ltd,; over 5% of non-circulated
Reform
Zhuorun shares held can list the share
Technology Co., on Shenzhen Stock Exchange;
Ltd. the proportion of sold shares
should be be over 5% within
12 months and no more 10%
deal in 24 months.
Commitments in
report of
acquisition or equity
change
31
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Commitments in
assets replacement
Commitments made
in issuing
Other commitments
for medium and
small shareholders
Completed on time
√Yes □No □Not applicable
or not
Detail reasons for
un-complement and
further plan
Whether made a
promise to
horizontal
□ Yes □ No √ Not applicable
competition and
related transactions
that resulted or not
Solution term
promised
Solution way
Complementation
2. Explanation on assets or projects that reached the original profit forecast as well as its
reasons while the reporting period still in forecast period, and there are profit forecast on
assets or projects of the Company
□Applicable √Non-applicable
(XIII) Items of other consolidated income
Unit: RMB
Items This period Last period
1. Gains(losses) from financial assets available for sales
Less: Income tax influences from financial assets available for sales
Net amount reckoned into other consolidated income in previous
period but transferred into gains/losses in current period
Subtotal 0.00 0.00
2. Shares in the other consolidated income of the investee calculated
based on equity method
Less: Income tax influences of shares in the other consolidated income
of the investee calculated based on equity method
Net amount reckoned into other consolidated income in previous
period but transferred into gains/losses in current period
Subtotal
3. Gains(losses) from cash flow hedge instrument
Less: Income tax influences from cash flow hedge
Net amount reckoned into other consolidated income in previous
period but transferred into gains/losses in current period
Adjusted amount transferred to initial confirmed amount of the
arbitraged items
Subtotal 0.00 0.00
4. Differences from translating foreign currency financial statements
Less: Net amount of disposing overseas business transferred to current
gains/losses
Subtotal 0.00 0.00
5. Others
32
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Less: Income tax influences by others reckoned into other consolidated
income
Net amount reckoned into other consolidated income in previous
period but transferred into gains/losses in current period
Subtotal 0.00 0.00
Total 0.00 0.00
(XIV)Registration form of receiving research, communication and interview in the report
period
Content discussed and
Date Place Way Type Object
documents provided
Shareholders of
Office of the Phone Progress of debt restructure of
January-June 2012 Individual circulating
Company communication the Company
shares
(XV) Engagement and non-reappointment of CPA
Whether the semi-annual report was audited or not
□ Yes √ No □non-application
Whether re-engaged the CPA or not
□ Yes □ No √non-application
(XVI)Punishment and rectification for listed company and its directors, supervisor, senior
executives, shareholders of the Company, actual controller and purchasers
□Applicable √Non-applicable
(XVII) Explanation on other significant events
□Applicable √Non-applicable
(XVIII) Major changes of profitability of turn debt guarantor, assets status and credit
standings
(Only applies to listed company with corporate convertible bonds offered)
□Applicable √Non-applicable
(XIX) Index for information disclosure
Name and page of Internet website and searching
Event Date of disclosed
publishing press route
Notice of duty
reporesentative of Juchao Website
Securities Times –D25 2012-01-06
sercreaty of the Board www.cninfo.com.cn
appointed
Performance Forecast for Juchao Website
Securities Times –C13 2012-01-19
year of 2011 www.cninfo.com.cn
Notice of abnormal stock Juchao Website
Securities Times –D17 2012-02-02
exchange www.cninfo.com.cn
33
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Juchao Website
Material Events Securities Times –C11 2012-03-10
www.cninfo.com.cn
Resolution Notice of 10th
Juchao Website
meeting of 8th session of Securities Times –D55 2012-04-21
www.cninfo.com.cn
the Board
Notice of abnormal stock Juchao Website
Securities Times –D32 2012-05-04
exchange www.cninfo.com.cn
Convening the 21st
meeting (for year of 2011) Juchao Website
Securities Times –C21 2012-05-05
of Shareholders’ genral www.cninfo.com.cn
meeting
Resolution notice of 11th
Juchao Website
meeting (extraordinary) of Securities Times –C25 2012-05-05
www.cninfo.com.cn
8th session of the Board
Notice of Material events Juchao Website
Securities Times –C17 2012-05-15
of the Board www.cninfo.com.cn
Notice of un-lock for
Juchao Website
restricted shares of Securities Times –C20 2012-05-16
www.cninfo.com.cn
‘Zhuorun Technology”
Resolution notice of 12th
Juchao Website
meeting (extraordinary) of Securities Times –C8 2012-05-18
www.cninfo.com.cn
8th session of the Board
Resolution notice of 21st
meeting (for year of 2011) Juchao Website
Securities Times –D3 2012-05-26
of shareholders’ genral www.cninfo.com.cn
meeting
VIII. Financial Report
(I) Auditing opinion
Audited the semi-annual report or not
□ Yes √No □non-application
(II) Financial statement
Whether consolidated statement or not:
√Yes □No □non-application
Unless otherwise, currency for this statement refers to RMB (Yuan)
Currency used in note of financial statement is RMB (Yuan)
34
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Shenzhen China Bicycle Company (Holdings) Limited
Financial Statement
Consolidated Balance Sheet
2012-06-30
Prepared by Shenzhen China Bicycle Company (Holdings) Limited Unit: RMB Currency: CNY
Items Notes Amount at period-end Amount at year-begin
Current assets:
Monetary funds V.1 22,032,420.40 24,546,601.39
Settlement provisions -
Capital lent -
Transaction finance asset -
Notes receivable V.2 1,257,057.00 1,000,000.00
Accounts receivable V.3 2,334,120.44 3,869,919.58
Accounts paid in advance V.4 950,018.13 1,588,743.08
Insurance receivable -
Reinsurance receivables -
Contract reserve of
-
reinsurance receivable
Interest receivable -
Dividend receivable -
Other receivables V.5 21,546,397.16 25,193,546.89
Purchase restituted finance
-
asset -
Inventories V.6 31,344,918.64 14,310,428.28
Non-current asset due within
-
one year -
Other current assets - -
Total current assets 79,464,931.77 70,509,239.22
Non-current assets:
Granted loans and advances - -
Finance asset available for
-
sales -
Held-to-maturity securities - -
35
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Long-term account receivable - -
Long-term equity investment V.7 2,619,840.50 2,619,840.50
Investment property V.8 21,920,394.40 22,763,296.78
Fixed assets: V.9 13,670,419.68 15,262,689.21
Construction in progress - -
Engineering material - -
Disposal of fixed asset - -
Productive biological asset - -
Oil and gas asset - -
Intangible assets V.10 24,160,134.20 24,591,565.22
Expense on Research and
-
Development -
Goodwill - -
Long-term expenses to be
-
apportioned -
Deferred income tax asset - -
Other non-current asset - -
Total non-current asset 62,370,788.78 65,237,391.71
Total assets 141,835,720.55 135,746,630.93
Consolidated Balance Sheet (Contd)
2012-06-30
Prepared by Shenzhen China Bicycle Company (Holdings) Limited Unit: RMB Currency: CNY
Items Notes Amount at period-end Amount at year-begin
Current liabilities:
Short-term loans V.12 358,941,291.44 359,993,573.29
Loan from central bank - -
Absorbing deposit and interbank deposit - -
Capital borrowed - -
Transaction financial liabilities - -
Notes payable - -
Accounts payable V.13 129,039,745.12 116,792,484.21
Accounts received in advance V.14 21,301,875.81 15,817,538.51
Selling financial asset of repurchase - -
36
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Commission charge and commission
-
payable -
Wage payable V.15 1,840,177.91 4,093,942.70
Taxes payable V.16 94,798,349.18 98,407,104.67
Interest payable V.17 222,402,046.60 207,999,625.50
Dividend payable - -
Other accounts payable V.18 390,980,496.38 394,804,850.78
Reinsurance payables - -
Insurance contract reserve - -
Security trading of agency - -
Security sales of agency - -
Non-current liabilities due within 1 year V.19 453,646,511.59 452,026,831.88
Other current liabilities V.20 2,350,950.07 2,437,393.95
Total current liabilities 1,675,301,444.10 1,652,373,345.49
Non-current liabilities:
Long-term loans - -
Bonds payable - -
Long-term account payable - -
Special accounts payable - -
Accrual liabilities V.21 166,212,952.92 166,212,952.92
Deferred income tax liabilities - -
Other non-current liabilities - -
Total non-current liabilities 166,212,952.92 166,212,952.92
Total liabilities 1,841,514,397.02 1,818,586,298.41
Shareholders’ equity):
Paid-in capital (or share capital) V.22 551,347,947.00 551,347,947.00
Capital public reserve V.23 477,216,615.04 460,757,567.84
Less: Inventory shares - -
Reasonable reserve - -
Surplus public reserve V.24 32,673,227.01 32,673,227.01
Provision of general risk - -
Retained profit V.25 -2,760,962,894.40 -2,727,618,409.33
Balance difference of foreign currency
-
translation -
37
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Total shareholders ’ equity attributable to
-1,699,725,105.35
parent company -1,682,839,667.48
Minority interests 46,428.88 -
Total shareholders’ equity -1,699,678,676.47 -1,682,839,667.48
Total liabilities and shareholders’ equity 141,835,720.55 135,746,630.93
Balance Sheet of Parent Company
2012-06-30
Prepared by Shenzhen China Bicycle Company (Holdings) Limited Unit: RMB Currency: CNY
Item Notes Amount at period-end Amount at year-begin
Current assets:
Monetary funds 216,106.23 561,283.08
Transaction finance asset - -
Notes receivable - -
Accounts receivable XI.1 1,029,242.86 1,014,896.60
Accounts paid in advance 40,000.00- -
Interest receivable - -
Dividend receivable - -
Other receivables XI.2 47,184,241.53 46,917,137.01
Inventories 9,890,952.59 9,943,662.01
Non-current asset due within one
-
year -
Other current assets - -
Total current assets 58,360,543.21 58,436,978.70
Non-current assets:
Finance asset available for sales - -
Held-to-maturity securities - -
Long-term account receivable - -
Long-term equity investment XI.3 2,619,840.50 2,619,840.50
Investment property 21,920,394.40 22,763,296.78
Fixed assets: 13,349,416.54 14,905,640.82
Construction in progress - -
38
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Engineering material - -
Disposal of fixed asset - -
Productive biological asset - -
Oil and gas asset - -
Intangible assets 24,160,134.20 24,591,565.22
Expense on Research and
-
Development -
Goodwill - -
Long-term expenses to be
-
apportioned -
Deferred income tax asset - -
Other non-current asset - -
Total non-current asset 62,049,785.64 64,880,343.32
Total assets 120,410,328.85 123,317,322.02
Balance Sheet of Parent Company (Contd)
2012-06-30
Prepared by Shenzhen China Bicycle Company (Holdings) Limited Unit: RMB Currency: CNY
Items Notes Amount at period-end Amount at year-begin
Current liabilities:
Short-term loans 320,850,616.52 321,902,898.37
Transaction financial liabilities - -
Notes payable - -
Accounts payable 126,658,498.84 126,706,858.84
Accounts received in advance 10,664,592.85 10,664,592.85
Wage payable 1,103,159.10 2,418,776.27
Taxes payable 94,632,668.95 95,009,521.54
Interest payable 222,402,046.60 207,999,625.50
Dividend payable - -
Other accounts payable 351,253,219.77 351,172,801.22
Non-current liabilities due within 1 year 453,646,511.59 452,026,831.88
Other current liabilities 2,320,660.19 2,320,660.19
39
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Total current liabilities 1,583,531,974.41 1,570,222,566.66
Non-current liabilities:
Long-term loans - -
Bonds payable - -
Long-term account payable - -
Special accounts payable - -
Accrual liabilities 166,212,952.92 166,212,952.92
Deferred income tax liabilities - -
Other non-current liabilities - -
Total non-current liabilities 166,212,952.92 166,212,952.92
Total liabilities 1,749,744,927.33 1,736,435,519.58
Owner’s equity (or shareholders’ equity):
Paid-in capital (or share capital) 551,347,947.00 551,347,947.00
Capital public reserve 477,216,615.04 460,757,567.84
Less: Inventory shares - -
Reasonable reserve - -
Surplus public reserve 32,673,227.01 32,673,227.01
Provision of general risk - -
Retained profit -2,690,572,387.53 -2,657,896,939.41
Total owner’s equity(or shareholders’ equity)
attributable to parent company -1,629,334,598.48 -1,613,118,197.56
Total liabilities and owner ’ s equity(or
shareholders’ equity) 120,410,328.85 123,317,322.02
Consolidated Profit Statement
January-June of Year 2012
Prepared by Shenzhen China Bicycle Company (Holdings) Limited Unit: RMB Currency: CNY
Items Notes Amount in this period Amount in last period
I. Total operating income 113,186,086.20 136,537,595.25
Including: Operating income V.26 113,186,086.20 136,537,595.25
Interest income - -
Insurance gained - -
40
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Commission charge and commission income - -
II. Total operating cost 146,542,399.62 158,126,969.15
Including: Operating cost V.26 101,210,241.57 126,708,502.29
Interest expense - -
Commission charge and commission expense - -
Cash surrender value - -
Net amount of expense of compensation - -
Net amount of withdrawal of
insurance contract reserve - -
Bonus expense of guarantee slip - -
Reinsurance expense - -
Operating tax and extras V.27 83,566.51 138,056.15
Sales expenses V.28 2,458,621.15 2,712,707.55
Administration expenses V.29 9,601,264.94 11,100,530.20
Financial expenses V.30 33,204,294.32 16,845,373.31
Losses of devaluation of asset V.31 -15,588.87 621,799.65
Add: Changing income of fair value
(Loss is listed with “-”) - -
Investment income (Loss is listed with “-”) - -
Including: Investment income on
affiliated company and joint venture - -
Exchange income (Loss is listed with “-”) - -
III. Operating profit (Loss is listed with “-”) -33,356,313.42 -21,589,373.90
Add: Non-operating income V.32 80,257.23 47,835,399.29
Less: Non-operating expense V.33 22,000.00 32,970.00
Including: Disposal loss of non-current asset - -
IV. Total Profit (Loss is listed with “-”) -33,298,056.19 26,213,055.39
Less: Income tax - -
V. Net profit (Net loss is listed with “-”) -33,298,056.19 26,213,055.39
Net profit attributable to shareholders
of parent company -33,344,485.07 26,213,055.39
Minority shareholders’ gains and losses 46,428.88 -
VI. Earnings per share - -
i. Basic earnings per share V.34 -0.0605 0.0475
ii. Diluted earnings per share V.34 -0.0605 0.0475
41
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
VII. Other consolidated income - -
VIII. Total consolidated income -33,298,056.19 26,213,055.39
Total consolidated income attributable to owners
of parent company -33,344,485.07 26,213,055.39
Total consolidated income attributable to minority
shareholders 46,428.88 -
Profit Statement of Parent Company
January-June of Year 2012
Prepared by Shenzhen China Bicycle Company (Holdings) Limited Unit: RMB Currency: CNY
Amount in this
Items Notes Amount in last period
period
I. Operating income
XI.4 12,586,398.55 11,441,090.83
Less: Operating cost
XI.4 3,494,706.28 5,023,916.46
Business taxes and surtax
- -
Sales expenses
- -
Administration expenses
8,590,635.73 9,758,435.28
Financial expenses
33,240,370.76 16,863,378.57
Losses of devaluation of asset
-15,588.87 621,799.65
Add: Changing income of fair value(Loss is
listed with “-”) - -
Investment income (Loss is listed with “-”)
- -
Including: Investment income on affiliated
company and joint venture
- -
II. Operating profit (Loss is listed with “-”)
-32,723,725.35 -20,826,439.13
Add: Non-operating income
70,257.23 47,835,399.29
Less: Non-operating expense
21,980.00 32,970.00
42
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Including: Disposal loss of non-current asset
- -
III. Total Profit (Loss is listed with “-”)
-32,675,448.12 26,975,990.16
Less: Income tax
- -
IV. Net profit (Net loss is listed with “-”)
-32,675,448.12 26,975,990.16
Consolidated Cash Flow Statement
January-June of Year 2012
Prepared by Shenzhen China Bicycle Company (Holdings) Limited Unit: RMB Currency: CNY
Amount in this Amount in last
Items Notes
period period
I. Cash flows arising from operating activities:
Cash received from selling commodities and providing labor
services
80,538,581.70 94,619,260.36
Net increase of customer deposit and interbank deposit - -
Net increase of loan from central bank - -
Net increase of capital borrowed from other financial
institution - -
Cash received from original insurance contract fee - -
Net cash received from reinsurance business - -
Insured savings and net increase of investment - -
Net increase of disposal of transaction financial asset - -
Cash received from interest, commission charge and
commission - -
Net increase of capital borrowed - -
Net increase of returned business capital - -
Write-back of tax received - -
V. 12,421,194.72 11,378,309.31
Other cash received concerning operating activities
35(1)
Subtotal of cash inflow arising from operating activities
92,959,776.42 105,997,569.67
Cash paid for purchasing commodities and receiving labor
service
74,510,481.06 83,735,852.88
43
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Net increase of customer loans and advances - -
Net increase of deposits in central bank and interbank - -
Cash paid for original insurance contract compensation - -
Cash paid for interest, commission charge and commission - -
Cash paid for bonus of guarantee slip - -
Cash paid to/for staff and workers 9,162,440.28 7,774,904.02
Taxes paid 4,851,947.12 4,862,414.75
V.
Other cash paid concerning operating activities 6,938,921.97 8,310,324.46
35(2)
Subtotal of cash outflow arising from operating activities 95,463,790.43 104,683,496.11
Net cash flows arising from operating activities -2,504,014.01 1,314,073.56
II. Cash flows arising from investing activities:
Cash received from recovering investment - -
Cash received from investment income - -
Net cash received from disposal of fixed, intangible and other
long-term assets - 1,267,500.00
Net cash received from disposal of subsidiaries and other
units - -
Other cash received concerning investing activities - -
Subtotal of cash inflow from investing activities - 1,267,500.00
Cash paid for purchasing fixed, intangible and other
long-term assets
10,166.98 39,776.42
Cash paid for investment - -
Net increase of mortgaged loans - -
Net cash received from subsidiaries and other units - -
Other cash paid concerning investing activities - -
Subtotal of cash outflow from investing activities 10,166.98 39,776.42
Net cash flows arising from investing activities
-10,166.98 1,227,723.58
III. Cash flows arising from financing activities -
Cash received from absorbing investment - -
Including: Cash received from absorbing minority
shareholders’ investment by subsidiaries - -
Cash received from loans - -
Cash received from issuing bonds - -
V. -
Other cash received concerning financing activities
35(3) -
44
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Subtotal of cash inflow from financing activities - -
Cash paid for settling debts - -
Cash paid for dividend and profit distributing or interest
paying - -
Including: Dividend and profit of minority shareholder paid
by subsidiaries - -
Other cash paid concerning financing activities - -
Subtotal of cash outflow from financing activities - -
Net cash flows arising from financing activities - -
IV. Influence on cash due to fluctuation in exchange rate - -
V. Net increase of cash and cash equivalents
-2,514,180.99 2,541,797.14
Add: Balance of cash and cash equivalents at the period
-begin
24,546,601.39 17,756,773.58
VI. Balance of cash and cash equivalents at the period -end
22,032,420.40 20,298,570.72
Cash Flow Statement of Parent Company
January-June of Year 2012
Prepared by Shenzhen China Bicycle Company (Holdings) Limited Unit: RMB Currency: CNY
Amount in this Amount in last
Items Notes
period period
I. Cash flows arising from operating activities:
Cash received from selling commodities and
providing labor services 5,265.00 5,550.00-
Write-back of tax received - -
Other cash received concerning operating activities 7,339,369.17 11,411,976.29
Subtotal of cash inflow arising from operating activities 7,344,634.17 11,417,526.29
Cash paid for purchasing commodities and receiving labor
service -
Cash paid to/for staff and workers 505,370.10 926,400.23
Taxes paid 714,478.37 2,301,365.49
Other cash paid concerning operating activities 6,467,244.60 8,145,299.51
Subtotal of cash outflow arising from operating activities 7,687,093.07 11,373,065.23
Net cash flows arising from operating activities -342,458.90 44,461.06
45
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
II. Cash flows arising from investing activities:
Cash received from recovering investment - -
Cash received from investment income - -
Net cash received from disposal of fixed,
intangible and other long-term assets - -
Net cash received from disposal of subsidiaries and other
units - -
Other cash received concerning investing activities - -
Subtotal of cash inflow from investing activities - -
Cash paid for purchasing fixed, intangible
and other long-term assets 2,717.95 13,845.30
Cash paid for investment - -
Net cash paid for subsidiaries and other units - -
Other cash paid concerning investing activities - -
Subtotal of cash outflow from investing activities 2,717.95 13,845.30
Net cash flows arising from investing activities -2,717.95 -13,845.30
III. Cash flows arising from financing activities -
Cash received from absorbing investment - -
Cash received from loans - -
Other cash received concerning financing activities - -
Subtotal of cash inflow from financing activities - -
Cash paid for settling debts - -
Cash paid for dividend and profit distributing or interest
paying - -
Other cash paid concerning financing activities - -
Subtotal of cash outflow from financing activities - -
Net cash flows arising from financing activities - -
IV. Influence on cash due to fluctuation in exchange rate - -
V. Net increase of cash and cash equivalents -345,176.85 30,615.76
Add: Balance of cash and cash equivalents at the period
-begin 561,283.08 498,624.71
VI. Balance of cash and cash equivalents at the period–end 216,106.23 529,240.47
46
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Consolidated Statement on Changes of Shareholders' Equity
January-June of Year 2012
Prepared by Shenzhen China Bicycle Company (Holdings) Limited Unit: RMB Currency: CNY
Amount in this report period
Owners’ equity attributable to the parent company
Items Less: Reasona Minority’s Total owners’
Paid-up capital Capital Surplus General risk
Treasury ble Retained profit Others equity equity
(Share capital) reserves reserves provision
Stock reserve
460,757,567.8 -2,727,618,409. -1,682,839,667.
I. Balance at the end of the last year 551,347,947.00 32,673,227.01
4 - - - 33 - - 48
Add: Changes of accounting policy - - - - - - - - - -
Error correction of the last period - - - - - - - - - -
Others - - - - - - - - - -
460,757,567.8 -2,727,618,409. -1,682,839,667.
II. Balance at the beginning of this year 551,347,947.00 32,673,227.01
4 - - - 33 - - 48
III. Increase/ Decrease in this year
16,459,047.20 -33,344,485.07 -16,839,008.99
(Decrease is listed with “-”) - - - - 46,428.88
(I) Net profit - - - - - - -33,344,485.07 - 46,428.88 -33,298,056.19
(II) Other consolidated income - - - - - - - - -
Subtotal of (I) and (II) - - - - - - -33,344,485.07 - 46,428.88 -33,298,056.19
(III) Owners’ devoted and decreased
16,459,047.20 16,459,047.20
capital - - - - -
47
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount in this report period
Owners’ equity attributable to the parent company
Items Less: Reasona Minority’s Total owners’
Paid-up capital Capital Surplus General risk
Treasury ble Retained profit Others equity equity
(Share capital) reserves reserves provision
Stock reserve
1. Owners’ devoted capital - - - - - - - - - -
2. Amount calculated into owners’
equity paid in shares - - - - - - - - - -
3. Others - 16,459,047.20 - - - - - - - 16,459,047.20
(IV) Profit distribution - - - - - - - - - -
1. Withdrawal of surplus reserves - - - - - - - - - -
2. Withdrawal of general risk
provisions - - - - - - - - - -
3. Distribution for owners
(shareholders) - - - - - - - - - -
4. Others - - - - - - - - - -
(V) Carrying forward internal owners’
equity - - - - - - - - - -
1. Capital reserves conversed to capital
(share capital) - - - - - - - - - -
2. Surplus reserves conversed to capital
(share capital) - - - - - - - - - -
3. Remedying loss with surplus reserve - - - - - - - - - -
48
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount in this report period
Owners’ equity attributable to the parent company
Items Less: Reasona Minority’s Total owners’
Paid-up capital Capital Surplus General risk
Treasury ble Retained profit Others equity equity
(Share capital) reserves reserves provision
Stock reserve
4. Others - - - - - - - - - -
(VI) Reasonable reserve - - - - - - - - - -
1. Withdrawal in the report period - - - - - - - - - -
2. Usage in the report period - - - - - - - - - -
(VII) Other - - - - - - - - - -
477,216,615.0 -2,760,962,894. -1,699,678,676.
IV. Balance at end of the period 551,347,947.00 32,673,227.01
4 - - - 40 - 46,428.88 47
49
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Consolidated Statement on Changes of Shareholders' Equity
January-June of Year 2012
Prepared by Shenzhen China Bicycle Company (Holdings) Limited Unit: RMB Currency: CNY
Amount of last year
Owners’ equity attributable to the parent company
Items Minority’s Total owners’
Less: Reason
Paid-up capital Capital Surplus General risk
Treasury able Retained profit Others equity equity
(Share capital) reserves reserves provision
Stock reserve
427,132,693.9 -2,767,339,310. -1,756,185,442.
I. Balance at the end of the last year
551,347,947.00 1 - - 32,673,227.01 - 79 - - 87
Add: Changes of accounting policy - - - - - - - - - -
Error correction of the last period - - - - - - - - - -
Others - - - - - - - - - -
427,132,693.9 -2,767,339,310. -1,756,185,442.
II. Balance at the beginning of this year
551,347,947.00 1 - - 32,673,227.01 - 79 - - 87
III. Increase/ Decrease in this year
- 33,624,873.93 39,720,901.46 73,345,775.39
(Decrease is listed with “-”) - - - - - -
(I) Net profit - - - - - - 39,720,901.46 - - 39,720,901.46
(II) Other consolidated income - - - - - - - - - -
Subtotal of (I) and (II) - - - - - - 39,720,901.46 - - 39,720,901.46
(III) Owners’ devoted and decreased
33,624,873.93 33,624,873.93
capital - - - - - - - -
50
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount of last year
Owners’ equity attributable to the parent company
Items Minority’s Total owners’
Less: Reason
Paid-up capital Capital Surplus General risk
Treasury able Retained profit Others equity equity
(Share capital) reserves reserves provision
Stock reserve
1. Owners’ devoted capital - - - - - - - - - -
2. Amount calculated into owners’
-
equity paid in shares - - - - - - - - -
3. Others - 33,624,873.93 - - - - - - - 33,624,873.93
(IV) Profit distribution - - - - - - - - - -
1. Withdrawal of surplus reserves - - - - - - - - - -
2. Withdrawal of general risk
provisions - - - - - - - - - -
3. Distribution for owners
(shareholders) - - - - - - - - - -
4. Others - - - - - - - - - -
(V) Carrying forward internal owners’
- -
equity - - - - - - - -
1. Capital reserves conversed to capital
- -
(share capital) - - - - - - - -
2. Surplus reserves conversed to capital
(share capital) - - - - - - - - - -
3. Remedying loss with surplus reserve - - - - - - - - - -
4. Others - - - - - - - - - -
51
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount of last year
Owners’ equity attributable to the parent company
Items Minority’s Total owners’
Less: Reason
Paid-up capital Capital Surplus General risk
Treasury able Retained profit Others equity equity
(Share capital) reserves reserves provision
Stock reserve
(VI) Reasonable reserve - - - - - - - - - -
1. Withdrawal in the report period - - - - - - - - - -
2. Usage in the report period - - - - - - - - - -
(VII) Other - - - - - - - - - -
460,757,567.8 -2,727,618,409. -1,682,839,667.
IV. Balance at end of the period 551,347,947.00 32,673,227.01
4 - - - 33 - - 48
52
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Statement on Changes of Shareholders’ Equity of Parent Company
January-June of Year 2012
Prepared by Shenzhen China Bicycle Company (Holdings) Limited Unit: RMB Currency: CNY
Amount in this report period
Items Less:
Paid-up capital Reasonable General risk Total owners’
Capital reserves Treasury Surplus reserves Retained profit
(Share capital) reserve provision equity
Stock
-2,657,896,939. -1,613,118,197.
I. Balance at the end of the last year 551,347,947.00 460,757,567.84 32,673,227.01 -
- - 41 56
Add: Changes of accounting policy - - - - - - - -
Error correction of the last period - - - - - - - -
Others - - - - - - - -
-2,657,896,939. -1,613,118,197.
II. Balance at the beginning of this year 551,347,947.00 460,757,567.84 32,673,227.01 -
- - 41 56
III. Increase/ Decrease in this year
16,459,047.20 -32,675,448.12 -16,216,400.92
(Decrease is listed with “-”) - - - - -
(I) Net profit - - - - - - -32,675,448.12 -32,675,448.12
(II) Other consolidated income - - - - - - - -
Subtotal of (I) and (II) - - - - - - -32,675,448.12 -32,675,448.12
(III) Owners’ devoted and decreased
16,459,047.20 16,459,047.20
capital - - - - - -
1. Owners’ devoted capital - - - - - - - -
53
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount in this report period
Items Less:
Paid-up capital Reasonable General risk Total owners’
Capital reserves Treasury Surplus reserves Retained profit
(Share capital) reserve provision equity
Stock
2. Amount calculated into owners’ equity
paid in shares - - - - - - - -
3. Others - 16,459,047.20 - - - - - 16,459,047.20
(IV) Profit distribution - - - - - - - -
1. Withdrawal of surplus reserves - - - - - - - -
2. Withdrawal of general risk provisions - - - - - - - -
3. Distribution for owners (shareholders) - - - - - - - -
4. Others - - - - - - - -
(V) Carrying forward internal owners’
equity - - - - - - - -
1. Capital reserves conversed to capital
(share capital) - - - - - - - -
2. Surplus reserves conversed to capital
(share capital) - - - - - - - -
3. Remedying loss with profit surplus - - - - - - - -
4. Others - - - - - - - -
(VI) Reasonable reserve - - - - - - - -
1. Withdrawal in the report period - - - - - - - -
54
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount in this report period
Items Less:
Paid-up capital Reasonable General risk Total owners’
Capital reserves Treasury Surplus reserves Retained profit
(Share capital) reserve provision equity
Stock
2. Usage in the report period - - - - - - - -
(VII) Other - - - - - - - -
-2,690,572,387. -1,629,334,598.
IV. Balance at period end 551,347,947.00 477,216,615.04 32,673,227.01
- - - 53 48
Statement on Changes of Shareholders’ Equity of Parent Company
January-June of Year 2012
Prepared by Shenzhen China Bicycle Company (Holdings) Limited Unit: RMB Currency: CNY
Amount of last year
Item Less:
Paid-up capital Reasonable General risk Total owners’
Capital reserves Treasury Surplus reserves Retained profit
(Share capital) reserve provision equity
Stock
-2,698,131,623. -1,686,977,755.
I. Balance at the end of the last year 551,347,947.00 427,132,693.91 - - 32,673,227.01 -
44 52
Add: Changes of accounting policy - - - - - - - -
Error correction of the last period - - - - - - - -
Others - - - - - - - -
55
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount of last year
Item Less:
Paid-up capital Reasonable General risk Total owners’
Capital reserves Treasury Surplus reserves Retained profit
(Share capital) reserve provision equity
Stock
-2,698,131,623. -1,686,977,755.
II. Balance at the beginning of this year
551,347,947.00 427,132,693.91 - - 32,673,227.01 - 44 52
III. Increase/ Decrease in this year
- 33,624,873.93 - - - - 40,234,684.03 73,859,557.96
(Decrease is listed with “-”)
(I) Net profit - - - - - - 40,234,684.03 40,234,684.03
(II) Other consolidated income - - - - - - - -
Subtotal of (I) and (II) - - - - - - 40,234,684.03 40,234,684.03
(III) Owners’ devoted and decreased
33,624,873.93 33,624,873.93
capital - - - - - -
1. Owners’ devoted capital - - - - - - - -
2. Amount calculated into owners’ equity
-
paid in shares - - - - - - -
3. Others - 33,624,873.93 - - - - - 33,624,873.93
(IV) Profit distribution - - - - - - - -
1. Withdrawal of surplus reserves - - - - - - - -
2. Withdrawal of general risk provisions - - - - - - - -
3. Distribution for owners (shareholders) - - - - - - - -
4. Others - - - - - - - -
56
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount of last year
Item Less:
Paid-up capital Reasonable General risk Total owners’
Capital reserves Treasury Surplus reserves Retained profit
(Share capital) reserve provision equity
Stock
(V) Carrying forward internal owners’
- -
equity - - - - - -
1. Capital reserves conversed to capital
- - -
(share capital) - - - - -
2. Surplus reserves conversed to capital
- - - - - - -
(share capital) -
3. Remedying loss with profit surplus - - - - - - - -
4. Others - - - - - - - -
(VI) Reasonable reserve - - - - - - - -
1. Withdrawal in the report period - - - - - - - -
2. Usage in the report period - - - - - - - -
(VII) Other - - - - - - - -
-2,657,896,939. -1,613,118,197.
IV. Balance at period end 551,347,947.00 460,757,567.84 32,673,227.01 -
- - 41 56
57
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Shenzhen China Bicycle Company (Holdings) Limited
Notes to Financial Statement
The First Half Year of 2012
I. Company Profile
1. Company History
According to the Approval Document SFBF (1991) No. 888 issued by the People’s Government of
Shenzhen, Shenzhen China Bicycle Company (Holdings) Limited (hereinafter referred to as the
Company) was reincorporated as the company limited by shares in November 1991. On 28
December 1991, upon the Approval Document SRYFZ(1991) No. 119 issued by Shenzhen Special
Economic Zone Branch of the People’s Bank of China, the Company got listed on Shenzhen Stock
Exchange. The Company reserves the business license for the enterprise legal person (QGYSZFZ
No.101165) [the registered number has been altered as 440301501122085] with the registered
capital of RMB551, 347,947.00.
2. Business Scope and Operation
The Company belongs to the machinery manufacture industry and mainly engages in the production
and assembly of various bicycles and spare parts, components, parts, mechanical product, sport
machinery, fine chemicals, carbon fiber composites material, household electrical appliance and
affiliated components (products management by license excluded).
The Company is specialized in making the middle-top rank bicycles, the main brands are
EMMELLE and CHIMO, and various electrical bicycles.
The majority of its products were previously exported, however, the sales volume sharply declined
in recent years because of the antidumping litigation. Hence, the Company commences on the debt
reorganization and makes greater efforts to develop and research the new products, and creates a
range of electrical bicycles to occupy the domestic market.
3. Approval Issuer and Date for Financial Statement
The financial statement was deliberated and approved in the 14th Meeting of the 8th Session of the
Board held on 15 August 2012.
II. Main Accounting Policy, Accounting Estimate and Errors
1. Compilation Basis of Financial Statement
The financial statement has been prepared under the Accounting Standard for Enterprise—Basic
issued on 15 February 2006 together with “Item 38”-Details of Accounting Standard, and
Application Guide of Accounting Standard for Enterprise issued subsequently, the Accounting
Standard for Enterprise — Explanation and other relevant regulations(together short for
“Accounting Standard for Enterprise”), and the regulation of Rules of Preparation on Information
Disclosures for Enterprise with Shares Listing No. 15- General Provision of Financial Report
(Revised 2010) from CSRC.
Ended as 31 December 2011, total assets of the Company amounting to RMB 141,835,720.55, the
liability were RMB 1,841,514,397.02 in total, net assets amounting to RMB -1,699,678,676.47
which seriously insolvency. Management of the Company adopts the measures listed in Note 10.3
carried in this report, along with the continuously development for debt and assets restructuring, the
business environment, business status and sustainable ability in business achieved a further
58
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
improvement, the financial statement of the first half year of 2012 prepared based on the sustainable
business was appropriated.
2. Announcement for Following the Enterprise Accounting Standards
The financial statement complied by the Company pursuant to the foresaid compilation basis truly
and fully reflects such related information as financial status as of 30 June 2012, operation
achievement and cash flows of the Company and parent company for 2012.
3. Accounting Period
The company adopts Gregorian calendar, namely each 1 January to 31 December should be one
fiscal year.
4. Standard Accounting Currency
The Company adopts Renminbi as the standard accounting currency.
5. Accounting Treatment Method for Business Combinations under the Same Control and not
under the Same Control
(1) The business combination under the same control: 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
shall be adjusted. If the additional paid-in capital is not sufficient to be offset, the retained earnings
shall be adjusted. The direct cost for the business combination of the combining party shall,
including the expenses for audit, assessment and legal services, be recorded into the profits and
losses at the current period. Where a relationship between a parent company and a subsidiary
company is formed due to a business combination, the parent company shall, on the combining
date, prepare a consolidated balance sheet, a profit statement and a cash flow statement. In the
consolidated balance sheet, the assets and liabilities of the combined party shall be measured
pursuant to their carrying amount. If it is necessary to make an adjustment according to the present
Standard because the accounting policy adopted by the combined party is different from that
adopted by the combining party, the assets and liabilities of the combined party (parties) shall be
measured on the basis of the post-adjustment carrying amount. The consolidated profit statement
shall include the incomes, expenses and profits of the combining party incurred from the beginning
of the current period to the combining date. The net profits of the combined party which has been
realized prior to the combination shall be reflected through an item separately presented in the profit
statement. The consolidated cash flow statement shall include the cash flow of the parties to the
combination from the beginning of the current period to the combining date.
(2) Business Combination 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 acquirer in exchange for the control on the acquiree, as well as all relevant
direct costs incurred to the acquirer for the business combination shall also be recorded into the cost
of business combination. The acquirer shall, on the acquisition date, measure the assets given and
liabilities incurred or assumed by an enterprise for a business combination in light of their fair
values, and shall record the balances between them and their carrying amounts into the profits and
losses at the current period. 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 acquirer shall reexamine the measurement of the fair values of the
identifiable assets, liabilities and contingent liabilities it obtains from the acquiree as well as the
combination costs, If, after the reexamination, the combination costs are still less than the fair value
59
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
of the identifiable net assets it obtains from the acquiree, it shall record the balance into the profits
and losses of the current period. Where a relationship between a parent company and a subsidiary
company is formed due to a business combination, the parent company shall prepare a combined
balance sheet on the acquisition date, which shall present the identifiable assets, liabilities and
contingent liabilities acquired in the combination at their fair values.
6. Compilation of Consolidated Financial Statements
(1) A. The scope for the consolidated financial statements shall be confirmed based on the principle
of control. The consolidated financial statements shall be compiled based on the financial
statements of the Company and all related subsidiaries incorporated into the scope of consolidated
financial statements. The long-term equity investment to the subsidiary shall be adjusted according
to the equity method, and then all related investments and transaction between the Company and
related subsidiaries in the scope of the consolidated financial statement are offset, besides, the
minority interest income and rights are consolidated.
B. In case of any inconsistency of the accounting policy between the subsidiary and the head office,
the accounting policy adopted by the head office shall prevail.
C. The consolidation for the subsidiary acquiring from the enterprise acquisition under the same
control shall be deemed that such consolidation has been occurred at the early stage of the current
period, which assets, liabilities, operation achievement and cash flow shall be incorporated into the
consolidated financial statement.
D. As for the consolidation under the same control, the net profits and loss suffered by the
reorganized party shall be recorded as the on-recurring profit and loss and independently itemized
in the financial statements.
E. As for the reorganization of non-enterprise consolidation under the same controller, the reference
profit statement shall be compiled from the beginning of the consolidation period in case that total
assets at the end of previous fiscal year, or the operating income or the total profit of the
reorganized party for the previous fiscal year reaches or exceeds 20% of the reorganizing party
before the reorganization.
F. As for the subsidiary acquiring from the enterprise acquisition not under the same control, it
requires adjusting some financial statements based on the fair value of the identified net assets on
the acquisition day when compiling the consolidated financial statements.
(2) Concerning the equity of same subsidiary buy than sell or sale than buy in successively two
fiscal years, relevant accounting treatment should be disclosed.
7. Confirmation Standard for Cash and Cash Equivalent
Cash refers to in-stock cash and bank savings which are available for payment whenever needed.
Cash equivalent refers to the investment held by the Company with short term (due within three
months since the date of purchased generally), strong liquidity and low risk of value fluctuation that
is easy to be converted into cash of known amount.
8. Foreign Currency Transactions and Foreign Currency Statement Translation
A. Foreign currency transactions
The occurred foreign currency transactions should be converted into Renminbi with taking spot
exchange rate at the transaction date as the exchange rate. The approximate spot exchange rate
refers to the exchange rate at the beginning of current month.
The Company shall, on the balance sheet date, treat the foreign currency monetary items and
foreign currency non-monetary items in accordance with the following provisions:
a. The foreign currency monetary items shall be translated at the spot exchange rate on the balance
sheet date. 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 to the
balance sheet date shall be recorded into the profits and losses at the current period.
b. The foreign currency non-monetary items measured at the historical cost shall still be translated
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at the spot exchange rate on the transaction date, of which the amount of functional currency shall
not be changed.
c. The foreign currency non-monetary items measured at the fair value shall be translated at the spot
exchange rate on the day for the confirmation of the fair value, the balance between the Renminbi
and the original standards currency shall be recorded into the profits and losses at the current period
as the changes of the fair value.
B. Translation of foreign currency financial statements
When translating the financial statements on the overseas businesses, the Company shall comply
with the following provisions:
a. 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 the ones as "undistributed profits",
others shall be translated at the spot exchange rate at the time when they are incurred.
b. The income and expense items in the profit statements shall be translated at the spot exchange
rate of the transaction date, or at a spot exchange rate which is determined through a systematic and
reasonable method and is approximate to the spot exchange rate of the transaction date.
The balance arisen from the translation of foreign currency financial statements in compliance with
the aforesaid Items (a) and (b) shall be presented separately under the owner's equity item of the
balance sheets.
9. Financial Instruments
A. Classification of the financial assets
The financial assets covers the financial assets measured at the fair value and its changes was
recorded into the profits and losses at the current period (including the tradable financial assets and
its changes recording into the profits and losses at the current period), held-to-maturity investment,
loan and account receivables, saleable financial assets.
B. Measurement of Financial Assets
a. The financial assets shall be measured at the fair value at the time of initially reorganization. The
relevant expenses for the financial assets measured at the fair value and its changes recording into
the profits and losses at the current period shall be directly recorded into the profits and losses at the
current period; and the relevant expenses for other financial assets shall be recorded into the
initially confirmed amount.
b. The enterprise made subsequent measurement on its financial assets according to their fair values,
and may not deduct the transaction expenses that may occur when it disposes of the said financial
asset in the future. However, those under the following circumstances shall be excluded:
1) The investments held until their maturity, loans and accounts receivable shall be measured on the
basis of the post-amortization costs by adopting the actual interest rate method;
2) The equity instrument investments for which there is no quotation in the active market and whose
fair value cannot be measured reliably, and the derivative financial assets which are connected with
the said equity instrument and must be settled by delivering the said equity instrument shall be
measured on the basis of their costs.
C. Confirmation of financial assets’ fair value
a. As for the financial assets for which there is an active market, the quoted prices in the active
market shall be used to determine the fair values thereof;
b. Where there is no active market for financial assets, the Company adopts value appraisal
techniques to determine its fair value. The result obtained by adopting value appraisal techniques
shall be able to reflect the transaction prices that may be adopted in fair dealings on the value
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appraisal day.
D. Transfer of financial assets
If the Company has transferred all or part of the risks and rewards related to the ownership of the
financial asset to the transferee, these financial assets shall be stopped recognizing, where if it
retained nearly all of the risks and rewards related to the ownership of the financial asset, it shall not
stop recognizing these financial assets.
E. Impairment of financial assets
The Company carries out an inspection, on the balance sheet day, on the carrying amount of the
financial assets other than those measured at their fair values and of which the variation is recorded
into the profits and losses of the current period. Where there is any objective evidence proving that
such financial asset has been impaired, an impairment provision shall be made. The objective
evidences that can prove the impairment of a financial asset shall include:
a. A serious financial difficulty occurs to the issuer or debtor;
b. The debtor breaches any of the contractual stipulations, for example, fails to pay or delays the
payment of interests or the principal, etc.;
c. The Company makes any concession to the debtor which is in financial difficulties due to
economic or legal factors, etc.;
d. The debtor will probably become bankrupt or carry out other financial reorganizations;
e. The financial asset can no longer continue to be traded in the active market due to serious
financial difficulties of the issuer;
f. Any seriously disadvantageous change has occurred to technical, market, economic or legal
environment, etc. wherein the debtor operates its business, which makes the investor of an equity
instrument unable to take back its investment;
g. It is impossible to identify whether the cash flow of a certain asset within a certain combination
of financial assets has decreased or not. But after making an overall appraisal according to the
public data available, it is found that the predicted future cash flow of the said combination of
financial assets has indeed decreased since it was initially recognized and such decrease can be
measured, ;
h. Where the fair value of the equity instrument investment drops significantly or not
contemporarily; and
i. Other objective evidences showing the impairment of the financial asset.
F. Measurement of impairment of financial assets
a. The impairment test is not required for the financial assets measured at the fair value and its
changes recording into the profits and losses of current period;
b. Measurement of the impairment of held-to-maturity investment: the impairment provision shall
be made according to the balance that the future cash flow shall be lower than the ending book
value;
c. Confirmation standards and provisions for bad debt of accounts receivables: An impairment test
shall be made on the financial assets with significant single amounts. If any objective evidence
shows that the accounts receivable has been impaired, the impairment-related losses shall be
recognized to prepare the provisions for bad debts according to the balance between the future
present value and the book value. With regard to the financial assets with insignificant single
amounts, if any objective evidence shows that the accounts receivable suffers no impairment, the
account age analysis method shall be adopted, and withdraw and confirm the impairment loss
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according to the account age and specified ratio; With regard to the financial assets with
insignificant single amounts, an independent impairment test may be carried out, or they may be
included in a combination of financial assets with similar credit risk features so as to carry out an
impairment-related test. As for the account receivable without any impairment, after the
independent impairment test, the impairment loss shall be made according to the account age and
the ratio as stipulated.
d. Judgment of impairment of saleable financial assets: Provided that the fair value of saleable
financial asset has great depreciation, or takes into any related factors account, it shows that such
depreciation is permanent, it shall be recognized the impairment.
10. Account Receivable
(1) Confirmation and Method for Provisions for Bad Debts of Single Significant Amount
Standards for the determination on account receivable with
single significant amount based on business scale, business
Determine basis or amount standards for Single Significant
nature and settlement status of the clients:
Amount
The account receivable over RMB 5 million(including RMB 5
million) at period-end
An impairment test shall be made on the financial assets with
significant single amounts. The impairment-related losses shall
Withdrawal method on single significant amount and with bad
be recognized to prepare the provisions for bad debts according
debt provision accrued for single item
to the balance between the future present value and the book
value.
(2) Bad debt provision for account receivable withdrawal by combination:
Basis for combination determine: characteristic of credit risk
Item Accrued method
Age analysis method: determined the impairment losses and bad
Age group—account receivable with same book age owns
debt provision accrued by age and regulated withdrawal proportion
similar characteristic in credit risk
of the account receivable
Adopt age analysis method for bad debt provision withdrawal in combination:
Accrued ratio for other account receivable
Age Accrued ratio for account receivable (%)
(%)
Within I year (1 year included) 0.3 0.3
1-2 years 0.3 0.3
2-3 years 0.3 0.3
Over 3 years 100 100
(3) Account receivable with minor single amount but with withdrawal bad debt provision for single
item:
Reasons of withdrawal bad debt
Clearly evidence shows that the account hard to recover
provision for single item
Withdrawal method for bad debt Recognized impairment loss and accrued the bad debt provision according to the balance
provision between future cash flow on account receivable and its book value
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11. Inventory
(1) Classification of inventory
The inventory of the Company refers to such seven classifications as the raw materials, product in process, goods on hand, wrappage,
low value consumables, materials for consigned processing and goods sold.
(2)Valuing of the delivered inventory
The Company adopts the historical cost for obtaining or the planned cost to value the inventory according to its actual situation, and
weighted average method for the issued inventory.
(3) Confirmation of net realizable value for the inventory and provision for inventory impairment
The net realizable value for the inventory refers to, in the course of general operation, the estimated amount with deducting the
estimated cost, estimated sales expense and related taxes from the estimated sales price.
Provision for inventory impairment: Based on making an overall check of the inventory at the middle and end of the year, the
Company measures the whole or partial out-of-dated inventory or the inventory with extremely lower price according to the cost
or the net realizable value, whichever is lower; and withdraws the impairment provisions for the single inventory
according to the balance between the net realizable value and the cost and recorded into the profits and losses of
current period. In addition to the holding purpose and the price and cost fluctuation as of the balance sheet date, the Company shall
take into the future event account when confirming the net realizable value.
(4)Rake inventory
In addition to the periodic inventory system for the products, the Company adopts the perpetual inventory system for other
inventories.
(5) Amortization method for the low-value consumables and wrappage
Low-value consumables:
The Company adopts one-off amortization method to amortize the low-value consumables
Wrappage
The Company adopts one-off amortization method to amortize the wrappage at the time of receipt.
12. Long-term equity investment
Determination of investment cost
A. Recognized investment cost by followed for the long-term equity investment formed by enterprise merger:
a. Merger of the units controlled by the same entity is effected through payment in cash, non-cash asset transfer or
debt transfer. On the date of the merger, the book value of the equities of the units merged is made the initial
investment costs of the long-term equity investment. The capital surplus is adjusted on the basis of the difference
between the initial costs of long-term equity investment, payment in cash, non-cash assets transferred and the
debts. In case the capital surplus is not enough for deducting, the retained earnings will be adjusted.
In case the units being merged through issuing equity securities, the book value of equity of units being merged is
made the initial costs of long-term equity investment on the date of merger. The total face value of the securities
issued is regarded as equity capital. The capital surplus is adjusted on the basis of the difference between the
initial costs of long-term equity investment and the face value of the securities issued. In case the capital surplus is
not enough for deducting, the retained earnings will be adjusted.
b. In case of merger that is not effected under the same controlling entity, the merger costs determined by the
following regulations is made the initial investment costs:
①In case the merger is effected through one-time swap, the merger cost is the assets, debts or equity securities
paid by the purchaser on the date of merger.
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②In case of a merger effected through a series of transactions, the merger cost is the total of all the separate
transactions.
③The related costs incurred by the purchaser for the merger is all charged to the current gains and losses.
④In case the merger contract or agreement have any regulation that may influence the cost of merger in the
future, or it is predicted on the purchasing date that the merger costs will definitely be influenced in the future, the
influence is charged to the merger costs.
B.Beside the long-term equity investment produced by merger, the long-term equity investment produced through
other means shall be determined of its initial costs according to the following regulations:
a. The initial investment costs of the long-term equity investment produced through payment in cash is determined
on the basis of the actual payment for the purchase. The initial investment cost includes the immediately related
expenses, taxes or other costs necessary for the long-term equity investment.
B.In case of long-term equity investment produced through issuing equity securities, the fair value of the equity
securities is initial investment cost.
C.In case of input as long-term equity investment by investors, the value agreed upon in the investment contract or
agreement is the initial investment cost; but, except the case that the value is not fair in the contract or agreement.
D.In case of long-term equity investment produced through commercially-natured non-monetary assets
transactions; the fair value of the incoming long-term equity investment and the related taxes is the initial
investment cost. In case of long-term equity investment produced through non-commercially-natured
non-monetary assets transactions; the book value of the outgoing assets and the related taxes is the initial
investment cost.
e. Long-term equity investment obtained through debt reorganization, recognized investment cost based on fair value and relevant
taxes.
(2)Subsequent reckoning as well as profits and loss determination method
A. Costing method is applied for the long-term equity investment in case the company has a control over the invested unit, or, the
company can’t co-control nor has no material influence on the unit and there is no quotation on the market or the fair value is
reliable.
The long-term equity investment accounted by cost method is priced on the basis of the initial investment cost. When adding or
withdrawing the investment, the cost of the long-term equity investment is adjusted.
B. Equity method is applied for the case the company can co-control or has material influence on the invested unit.
In case the initial investment cost of the long-term equity investment is greater than fair value of the net descinible assets that should
be enjoyed from the invested unit at the time of investment, the initial investment cost of the long-term equity investment is not to be
adjusted. In case the initial investment cost of the long-term equity investment is less than fair value of the net descinible assets that
should be enjoyed from the invested unit at the time of investment, the difference should be charged to the profits or loss of the term,
and at the same time, the cost of long-term equity investment should be adjusted.
After the company obtains a long-term equity investment, the investment profits or losses shall be determined, and the book value of
the long-term equity investment shall be adjusted, according to the sharable net profits or losses created at the invested unit. The
book value of the long-term equity investment shall be reduced according to the sharable profits or cash interests published by the
invested unit. In case the net losses of the invested unit is confirmed by the company, the book value of the long-term equity
investment and other long-term interests of the invested company can be reduced not beyond the limit of 0, except the case where the
company undertakes additional responsibilities for loss. In case the invested unit reaps profits thereafter.
When determining the entitled share of the net profits or loss of the invested unit, the net profits or loss of the invested unit is
adjusted on the basis of the fair discernible value of various assets of the invested unit. If the accounting policies and term of the
invested unit is not the same as those of the investing unit, those of the investing units prevail, on the basis of which, the financial
statements of the invested unit are adjusted and the investment profits or losses are determined.
C. For the long-term equity investment, the difference between the book value and actually obtained payment shall be charged to the
profits and loss of the term.
(3)The basis for the co-control over and material influence on the invested unit
Co-control refers to a contract-based joint control over a certain economic activity, which is valid only when unanimously agreed
upon by the investors with control right to the important financial and operation decisions for the activity.
Material influence refers to having right to take part in, but cannot control or co-control, the financial or operation decision making
processes in an enterprise.
(4)Depreciation test method and depreciation allowance
The long-term equity investment shall be checked on the date of the balance sheet to determine if the long-term equity investment
has suffered any depreciation. If there is sign of depreciation for worsening operation of the company, then estimates shall be made of
the recoverable amount. If the estimate indicates that the recoverable amount for the long-term equity investment is lower than the
book value, then the book value is reduced to the recoverable amount, where the reduction amount is charged to asset depreciation
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loss, the profits or losses of the term, and the corresponding long-term investment depreciation allowance. Once the long-term
investment depreciation loss is determined, it will not be transferred back in the subsequent period of time.
13. Investment real estate
Investment real estate refers to the real properties for the purpose of rental or value increase or both.
1. Investment real estate is measured according to the initial cost.
(1) Cost of investment real estate from purchasing, including the price of purchase, relevant taxes and other
expenditures attributable to this assets.
(2) Cost of investment real estate from self-construction, consist of the necessary expenditures that occurred
before the useful statues that predicted.
(3) Cost of investment real estate obtained from other means, recognized cost according to relevant accounting
standards.
2. Follow-up measurement
The follow-up expenses that are related to investment real estate, if the economic interests related to the assets are
is likely to inflow cost and its costs can be reliably measured, shall be included in the cost of investment real
estate; or else, reckoned into current gains and losses while occurred.
The Company adopts cost model to have follow-up measurements on the investment real estate at balance sheet
date.
3. Depreciation and impairment provision
Found in the “Execution of depreciation and impairment provision for fixed assets” under Note (9) carried in this report.
14. Fixed assets
(1) Fixed assets confirmation conditions
Fixed assets refer to the tangible assets for production of products, provision of labor, lease or operation, and with a service life in
excess of 1 financial year. The fixed assets shall be evaluated initially at the actual costs. Fixed assets’related financial benefits shall
flow into the enterprise and their value can be measured.
(2) Depreciation methods for various fixed assets
Categories years of depreciation(years) Scrap value rate (%) Yearly depreciation rate (%)
Housing buildings 20 10 4.5
Machines and equipment 10 10 9
Office equipment 5 10 18
Electronic equipment 5 10 18
Transportation equipment 5 10 18
Other equipment 5 10 18
(3) Depreciation test method and depreciation allowance method for fixed assets
It is necessary to judge if the fixed assets have had any depreciation on the date of the balance sheet.
If their market value goes down steadily, or technologically old or damaged, or laying idle for long
time, the recoverable amount of the fixed assets shall be estimated. If the recoverable amount is
lower than their book value, then the book value of the fixed assets shall be reduced to the
recoverable amount. The reduction shall be charged to asset depreciation allowance and the loss and
profits of the term. When the depreciation of the fixed assets is confirmed, it will not be transferred
back in the subsequent time.
(4) Determination and evaluation method for fixed assets financed by leasing
If all the risks and remunerations related to a certain fixed asset financed by leasing have been
materially transferred, the company will regard it as a case of fixed asset financed by leasing. For
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the assets financed by leasing, the book value of the assets financed by leasing shall be the fair
value of the assets on the date of leasing or the lowest price for leasing, whichever is lower, plus the
initial costs of the leasing project. The lowest leasing fees are the book value of the long-term
accounts payable, their difference is being regarded as financing costs. The unconfirmed financing
costs are amortized in the leasing term with the actual interest rate method. The depreciation and
depreciation rate shall be determined on the basis of the leasing term and the estimated scrap value.
15. Project under Construction
A. Calculation Method of Project under Construction
The project under construction includes the preparation before execution, construction engineering,
installation work, technical modification work and big repair work during the execution, etc. It can
be calculated upon the sub-project according to the expenditure actually incurred and transferred
into the fixed asset when the project reaches the scheduled usable status. The borrowing cost
(including loan interest, amortization of premium and exchange loss or gain, etc) relevant with the
project under construction can be counted into the cost of the engineering before the relevant
engineering reaches the scheduled usable status; while it can be counted into the financial expense
of the current period after the relevant engineering reaches the scheduled usable status.
B. Depreciation Reserves of Project under Construction
The project under construction shall be fully inspected on the date of Balance Sheet to judge
whether there is depreciation probably incurring on it. If so, (1) the project under construction shall
be stopped for a long time and shall not be re-started within three years upon prediction; (2) If the
project under construction is out of date in its performance and technology, and the economic
benefit has great uncertainty, it can recover its amount upon estimation. According to the calculation
result of recoverable amount, if the recoverable amount of the project under construction is lower
than the carrying value, then the carrying value of the project under construction shall be decreased
to the recoverable amount. The decreased amount is defined as the loss on asset depreciation and
counted into the loss or gain of the current period. Meanwhile, corresponding depreciation reserves
for the project under construction shall be accrued. The depreciation loss of the project under
construction shall not be transferred back during the future accounting year once its confirmation.
16. Borrowing Costs
A. The borrowing costs incurred, which can directly belong to the purchase and production of assets
in accordance with the capitalization can be capitalized and counted into relevant capital cost; and
the other borrowing costs can be counted into the loss or gain of the current period according to the
incurred amount. And the borrowing costs can be capitalized if meeting the following conditions:
a. The asset expenditure has been incurred, which includes the paid cash used to purchase or
produce the assets in accordance with the capitalization conditions, and the expenditure incurred
during transferring the non-cash assets or bearing the debt with interest;
b. The borrowing costs have been incurred;
c. The purchase or production activities have been started, which are necessary to make the assets
reach the scheduled usable or vendible status.
B. The borrowing costs stop the capitalization when the purchased or produced assets in accordance
with the capitalization reach the scheduled usable or vendible status. And the borrowing costs
incurred after the assets in accordance with the capitalization conditions reach the scheduled usable
or vendible status, are confirmed to be the expenditures according to the incurred amount and
counted into the loss or gain of the current period.
17. Intangible Assets
(1) The intangible assets refer to the identifiable and non-currency assets without physical form
owned or controlled by the enterprise, including the patents and land tenure, etc.
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(2) The intangible assets are valuated according to the actual costs during the acquirement.
(3) The intangible assets, of which the service life has been defined, can be amortized with
straight-line method during the period since the usable time, and counted into the loss or gain of the
current period; the intangible assets, of which the service life has been not defined, are not
amortized. The company shall check the service life and amortization method of the intangible
assets at the end of the year. If the service life and amortization are not the same as before, then they
shall be changed.
(4) Depreciation Reserves of Intangible Assets
At the end of the period, check each kind of intangible assets, which can be predicted to bring the
future economic benefits to the company, one of the following circumstances shall exist: (1) A
certain intangible asset has been replaced by other new technology, which makes the ability to
create the economic benefits for the company greatly influenced; (2) The market price of a certain
intangible asset greatly decreases at the current period and shall not restore within the residual
amortization period upon prediction; (3) A certain intangible asset has surpassed the limit of legal
protection, but it remains part of use value. It can recover the amount upon estimation. According to
the calculation result of recoverable amount, if the recoverable amount is lower than the carrying
value, then the carrying value of intangible asset shall be decreased to the recoverable amount. The
decreased amount is defined as the loss on asset depreciation and counted into the loss or gain of the
current period. Meanwhile, corresponding depreciation reserves shall be accrued; (4) For a certain
intangible asset, which has incurred the depreciation reserves upon enough evidence, and if the
recoverable amount is lower than the carrying value upon estimation, the balance between them
shall be accrued for depreciation reserves of intangible assets. The depreciation loss of intangible
assets shall not be transferred back during the future accounting year once its confirmation.
18. Long-term Deferred Expenses
A. Long-term deferred expenses refer to the various expenses with the allocated time limit for the
current period and future each period over one year.
B. Long-term deferred expenses are valuated according to the actual cost during the acquirement.
The promotion expense is counted into the loss or gain of the current period when the incurrence;
the decoration expense of the operating leased fixed assets is amortized on average during the lease
period; and other long-term deferred expenses are amortized on average during the profitable period.
For the long-term deferred expenses which cannot bring predicated economic benefits during the
accounting period, the company shall transfer the all amortized values without amortization into the
loss or gain of the current period.
19. Accrued Liabilities
A. The duty or the duty relevant with the matter shall be confirmed as the accrued liability,
complying with the following conditions: the duty is the current duty assumed by the company; the
performance of the duty may cause the economic benefit flows out of the enterprise; the amount of
the duty can be reliably counted;
B. For all or part expenditures required for the payment of the accrued liabilities, which are
expected to be compensated by the third party, and when the compensation amount can be received
only once it is basically defined, then the asset can be singly confirmed. Meanwhile, the
compensation amount confirmed for the asset through the single calculation shall not surpass the
corresponding carrying amount.
20. Revenue
A. Revenue of commodity sales
The enterprise has transferred the main risk and remuneration on the ownership of the commodities
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to the buyer; the enterprise doesn’ reserve the continuous management right in connection with the
ownership and executes effective control on the sold commodities. The revenue amount can be
reliably counted; relevant economic interest may flow out of the enterprise; and the relevant
incurred cost or cost to be incurred can be reliably counted.
B. Revenue from labor service
For the labor service which starts and ends within the same accounting year, the revenue shall be
confirmed when it ends; if the labor service which starts and ends not in the same accounting year,
the relevant revenue shall be confirmed according to the percentage of the completion under the
condition that the result to provide labor trade can be reliably estimated.
C. Revenue from abalienating the right to use assets
The revenue from abalienating the right to use assets includes interest revenue and operating cost
revenue. The former is calculated and defined according to the time when others use the monetary
fund of the company and the actual interest rate; while the latter is calculated and defined according
to the charging time and method negotiated according to the relevant contract or agreement.
21. Government Grants
Government grants include financial allocation, financial discount, tax rebate and free assignment
of non-currency assets. The government grants received by the company and relevant with the
assets are confirmed as the deferred income, which is counted into the loss or gain of each period
within the service life of the asset since it reaches the scheduled usable stats. And the deferred
income balance shall be transferred into the loss or gain of asset disposal of the current period if it is
sold, transferred, rejected or destroyed before the service life ends. The government grants received
relevant with the income and used to compensate the relevant cost or loss afterwards are confirmed
as the deferred income, which shall be counted into the loss or gain of the current period when
confirming the relevant costs; and those used to compensate the incurred relevant cost or loss shall
be directly counted into the loss or gain of the current period.
22. Deferred tax assets / deferred income tax liabilities
A. The confirmation of deferred income tax assets
a. Our company is likely to take the deductible temporary differences taxable income used to be
deducted as the limit, confirming the deferred tax asset is produced by the deductible temporary
differences. However, when the transactions possess the following characteristics at the same time,
the deferred tax asset produced due to the initial confirmation of assets or liabilities are not
confirmed:
1/ the transaction is not a corporate combination;
2/ Transactions affect neither the accounting profit nor taxable income (or deductible loss).
b.Our company , subsidiaries , affiliated companies and joint venture companies invest the related
deductible temporary differences, while meeting the following conditions, confirming the
corresponding deferred income tax assets:
1/ the temporary differences in the foreseeable future is likely to be reversed;
2/ the taxable income used for deductible temporary differences are likely to be gained in the future.
C.Our company offsets the deductible losses and tax credits which can be carried forward for future
years, taking the future taxable income which can be used to deduct the deductible losses and tax
credits as the limit, and confirming the corresponding deferred income tax assets.
B.The confirmation of deferred income tax liabilities
Besides the following deferred income tax liabilities, our company confirms all deferred income tax
liabilities produced by the taxable temporary differences:
a. The initial confirmation of creditworthiness;
b.The assets or liabilities which meets the following characteristics of the transactions generated is
69
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
confirmed:
1/ the transaction is not a corporate combination;
2/ Transactions affect neither the accounting profit nor taxable income (or deductible loss).
c.Our company , subsidiaries , affiliated companies and joint venture companies invest the related
deductible temporary differences, while meeting the following conditions:
1/ Investment companies can control the timing of the reversal of temporary differences;
2/ the temporary differences are unlikely to be reversed in the foreseeable future.
23. the main accounting policies, changes of accounting estimates
No changes on accounting policies and estimation in the period.
24. Prior period correction of accounting errors
No accounting error correction is available during the period of this report
25. Other preparation method on main accounting policies, accounting estimation and finial
statement
No other preparation for accounting policies, accounting estimation and finial statement of the
Company.
III. Taxes
1. Mai tax category and tax rate
Tax category Tax calculation evidence Tax rate
Sales income, and income from 17%
processing, maintenance, making
Value added tax
repairs and supplying replacements,
and labor service
Sales tax Taxable labor income 5%
tax for maintaining and Amount of value-added tax and sales tax 7%
building cities payable
Amount of value-added tax and sales tax 3%&2%
Educational surtax
payable
Business income tax * Taxable income 25%
*According to the Notification on Implementing Transitional Preferable Policy about Business Income Tax [GF (2007) No. 39]
issued by the State Council on Dec. 26, 2007, the preferential policy about business income tax enjoyed by enterprises according to
original tax laws, administrative rules, and documents with effect of administrative force shall be transited according to the following
measures: Since Jan. 1, 2008, original enterprises enjoying low tax preferential policy shall be gradually transited to legal tax rate
within 5 years after the execution of new tax law. Where, enterprises enjoying business income tax 15% shall execute the tax rate
18%, 20%, 22%, 24%, and 25% respectively in 2008, 2009, 2010, 2011, and 2012. Therefore, the business income tax executed by
the enterprise in 2012 was actually 25%.
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
IV. Business Combination and Consolidated Financial Statements
1. Subsidiaries
(1) Subsidiaries obtained by means of establishment or investment, etc.
Unit: RMB
Balance after that the
Cons
Balance of Amount for loss of current period
olida
other items offsetting the shared by minor
propo Propo ted
Busi Actual amount actually gain and loss of shareholders and offset
Registra rtion rtion repor Minor
ness Registered Business subscribed at forming the minor with parent company
Full name Type tion of of t shareholders
natur capital scope the end of net shareholders in owner’s equity exceeds
place shares voting state ’ equity
e period investment the minor the shares owned by
held power ment
in the shareholders’ minor shareholders in
or
subsidiaries equity the subsidiary at the
not
beginning of period
Shenzhen
Anjule Wholly-o Self-owned
Shenzhe Prop RMB 2 RMB2,000,00.
Realty wned realty - 100% 100% Yes - - -
n erty million 00
Manageme subsidiary management
nt Co., Ltd.
China
Bicycle Wholly-o Trade and
Hong Bicy HK$ 0.02
(Internatio wned manufacturin HKD20,000.00 - 100% 100% Yes - - -
Kong cle million
nal) Co., subsidiary g
Ltd.
China
Bicycle Controllin HK$ 5 Bicycle and -
Hong Bicy HKD5,000,000
(Hong g parts - 99% 99% Yes - -
Kong cle million .00
Kong) Co., subsidiary distribution
Ltd.
Shenzhen
Controllin Bicycle and
Emmelle Shenzhe Bicy RMB 2 RMB1,400,000
g parts - 70% 70% Yes -
Industry n cle million .00
subsidiary distribution
Co., Ltd.
(2) The Company has no subsidiary obtained from combination with enterprises under the same control.
(3)The Company has no subsidiary obtained from combination with enterprises not under the same control.
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
2. No business entity of control right formed by special purpose subject or by means of
trusted business or leasing etc.
3. No changes in the consolidation scope in the period.
4. No enterprise mergered under same control occurred in the period.
5. No enterprise mergered under different control occurred in the period.
6. No subsidiary losses in period by means of equity for sale without control rights held.
7. No reverse purchase occurred in the period.
8. No absorption merger occurred in the period.
V. Notes to Items in Consolidated Financial Statements
1. Monetary fund
Unit: RMB Currency: CNY
Items Amount at the end of period Amount at the beginning of period
Amount in
Amount in Conversio Conversion
Amount in RMB foreign Amount in RMB
foreign currencies n rate rate
currencies
Cash:
RMB
173,864.00 1.00 173,864.00 69,024.09 1.00 69,024.09
HK Dollar
1,894.27 0.81522 1,544.25 1,894.27 0.8107 1,535.68
US Dollar
1.25 6.3249 7.91 1.25 6.3009 7.88
Subtotal
175,416.16 70,567.65
Bank deposit:
23,876,073.9
RMB
21,253,699.37 1.00 21,253,699.37 0 1.00 23,876,073.90
HK Dollar 740,051.61 0.8107 599,959.84
740,051.61 0.81522 603,304.87
US Dollar
Subtotal
21,857,004.24 24,476,033.74
Total
22,032,420.40 24,546,601.39
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
2. Notes receivable
(1) Classification of notes receivable
Unit: RMB Currency: CNY
Category Amount at the end of period Amount at the beginning of period
Bank acceptance bill
1,257,057.00 1,000,000.00
(2) Notes receivable without hypothecation of the Company at the end of period
(3) Notes with endorsement provided to other party but not post-dated of the Company of five top
clients at the end of period:
Unit: RMB Currency: CNY
Drawn by Date of drawl Expire date Amount Remark
Jinan YUSIGN Sales Co., Ltd. 2012-02-28 2012-08-28 4,000,000.00
Jinan YUSIGN Sales Co., Ltd. 2012-04-10 2012-10-10 3,846,480.00
Jinan YUSIGN Sales Co., Ltd. 2012-05-09 2012-11-09 3,000,000.00
Henan Daming Electric Bicycle Sales
Co., Ltd. 2012-04-11 2012-10-11 2,636,350.00
Jinan YUSIGN Sales Co., Ltd. 2012-04-24 2012-10-24 2,000,000.00
Total 15,482,830.00
3. Accounts receivable
(1) Exposure of accounts receivable by category:
Unit: RMB Currency: CNY
Amount at the end of period
Book balance Bad debt provision
Category
Proportion Proportion
Amount Amount
(%) (%)
Account receivable with single major amount but
- - - -
withdrawal bed debt provision for single item
Account receivable withdrawal bad debt provision
by age combination 1,039,026,238.36 100.00 1,036,692,117.92 99.78
Account receivable with single minor amount but
withdrawal bed debt provision for single item - - - -
Total
1,039,026,238.36 100.00 1,036,692,117.92 99.78
Unit: RMB Currency: CNY
Category Amount at the beginning of period
Book balance Bad debt provision
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Proportion Proportion
Amount Amount
(%) (%)
Account receivable with single major amount and
- - - -
withdrawal bed debt provision for single item
Account receivable withdrawal bad debt provision by
age combination
1,040,566,658.76 100.00 1,036,696,739.18 99.63
Account receivable with single minor amount but
withdrawal bed debt provision for single item
- - - -
Total
1,040,566,658.76 100.00 1,036,696,739.18 99.63
Interpretation to the category of accounts receivable:
According to the business scale, business nature, and customers’ settlement, etc., the account
receivable with single big amount is determined to be RMB 5 million. The account receivable with
single big amount has no depreciation reserve, and the reserve for bad and doubtful account is
withdrawn with age analysis method.
(2) In combination, account receivable withdrawal bed debt provision by age analysis method:
Unit: RMB Currency: CNY
Amount at period-end Amount at period-begin
Book balance Book balance
Age
Bad debt provision Ratio Bad debt provision
Amount Ratio (%) Amount
(%)
Within
1year 2,188,040.15 0.21 6,564.12 3,728,460.55 0.36 11,185.38
1-2 years
151,262.72 0.01 453.79 151,262.72 0.01 453.79
2-3 years
1,841.00 0.00 5.52 1,841.00 0.00 5.52
Over
3years 1,036,685,094.49 99.78 1,036,685,094.49 1,036,685,094.49 99.63 1,036,685,094.49
Total
1,039,026,238.36 100.00 1,036,692,117.92 1,040,566,658.76 100.00 1,036,696,739.18
(3) No account receivable actually cancelled after verification in the report period.
(4) The accounts receivable at the end of the report period don’t involve with the shareholder units
holding over 5% (including 5%) voting power of the Company.
(5) Top 5 units with an amount of account receivable:
Unit: RMB Currency: CNY
Relationship with Proportion among the gross
Name Amount Period
the company accounts receivable (%)
Total of top 5 customers of Non-affiliated
accounts receivable customers 535,330,991.79 Over 3 years 51.52
(6) No account receivable involving with affiliated parties in the report period.
(7) No account receivable with confirmation terminated at the end of the report period.
4. Advance payment
(1) Listing of advance payment by age
Unit: RMB Currency: CNY
74
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount at the end of period Amount at the beginning of period
Age
Amount Proportion (%) Amount Proportion (%)
Within 1 year
760,141.72 80.01 1,398,866.67 88.05
1-2 years
- - - -
2-3 years
189,876.41 19.99 189,876.41 11.95
Total
950,018.13 100.00 1,588,743.08 100.00
(2) The advance payment in the report period doesn’t involve with the shareholder units holding
over 5% (including 5%) voting power of the Company.
5. Other accounts receivable
(1) Exposure of other accounts receivable by category:
Unit: RMB Currency: CNY
Amount at the end of period
Book balance Bad debt provision
Category
Amount Proportion Amount Proportion
(%) (%)
Other account receivable with single major amount and - -
withdrawal bed debt provision for single item - -
Other account receivable withdrawal bad debt provision by
age combination 554,650,542.43 100.00 533,104,145.27 96.12
Other account receivable with single minor amount but
withdrawal bed debt provision for single item - - - -
Total
554,650,542.43 100.00 533,104,145.27 96.12
Amount at the beginning of period
Book balance Bad debt provision
Category
Amount Proportion Amount Proportion
(%) (%)
Other account receivable with single major amount and
withdrawal bed debt provision for single item - - - -
Other account receivable withdrawal bad debt provision by
age combination 558,308,659.77 100.00 533,115,112.88 95.49
Other account receivable with single minor amount but
withdrawal bed debt provision for single item - - - -
Total 558,308,659.77 100.00 533,115,112.88 95.49
Interpretation to the category of other accounts receivable:
According to the business scale, business nature, and customers’ settlement, etc., the other account
receivable with single big amount is determined to be RMB 5 million. The other account receivable
with single big amount has no depreciation reserve, and the reserve for bad and doubtful account is
withdrawn with age analysis method.
(2) In combination, other account receivable withdrawal bed debt provision by age analysis method:
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Unit: RMB Currency: CNY
Amount at period-end Amount at period-begin
Book balance Book balance
Age Bad debt
Amount Proportion Amount Proportion Bad debt provision
provision
(%) (%)
Within 1year
21,419,741.94 3.86 64,259.23 25,077,859.28 4.49 75,226.82
1-2years
146,244.00 0.03 438.73 146,244.00 0.03 438.73
2-3years
45,244.91 0.01 135.73 45,244.91 0.01 135.73
Over 3years
533,039,311.58 96.10 533,039,311.58 533,039,311.58 95.47 533,039,311.59
Total
554,650,542.43 100.00 533,104,145.27 558,308,659.77 100.00 533,115,112.88
(3) No other account receivable actually cancelled after verification in the report period.
(4) The other accounts receivable at the end of the report period don’t involve with the shareholder
units holding over 5% (including 5%) voting power of the Company.
(5) Top 5 units with an amount of other account receivable:
Unit: RMB Currency: CNY
Proportion among
Relationship with the gross accounts
Name Amount Period
the company receivable -
others (%)
Total of top 5 customers of other Non-affiliated
357,001,411.68 Over 3 years 64.37
accounts receivable customers
(6)No other account receivable involving with affiliated parties in the report period.
(7)No other account receivable-others with confirmation terminated at the end of the report period.
6. Inventory
(1) Inventory classification
Unit: RMB Currency: CNY
Amount at the end of period Amount at the beginning of period
Items Book balance Depreciation Book value Book balance Depreciation Book value
reserve reserve
Raw materials 41,884,066.18 35,572,510.46 6,311,555.72 41,891,048.28 35,572,510.46 6,318,537.82
Low value and
easily worn-out
articles 432,240.25 - 432,240.25 432,240.25 - 432,240.25
Merchandise
inventory 38,306,998.07 13,705,875.40 24,601,122.67 21,279,324.73 13,719,674.52 7,559,650.21
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount at the end of period Amount at the beginning of period
Items Book balance Depreciation Book value Book balance Depreciation Book value
reserve reserve
Total 80,623,304.50 49,278,385.86 31,344,918.64 63,602,613.26 49,292,184.98 14,310,428.28
(2) Inventory depreciation reserve
Unit: RMB Currency: CNY
Opening book Amount withdrawn decrease in the current period Closing book
Inventory category
balance in the current period Carry-back Trans-sale balance
Raw materials
35,572,510.46 - - - 35,572,510.46
Low value and easily
worn-out articles - - - - -
Merchandise
inventory 13,719,674.52 - - 13,799.12 13,705,875.40
Total
49,292,184.98 - - 13,799.12 49,278,385.86
(3) Inventory depreciation reserve
Evidence for withdrawal of Reason for carry-back of Proportion of carry-back amount in the current
Items inventory depreciation inventory depreciation reserve in period among the closing balance of the
reserve the current period inventory
Net realizable value is
Raw materials - -
below the cost.
Merchandise Net realizable value is
inventory below the cost. - -
Low value and
Net realizable value is - -
easily worn-out
below the cost.
articles
A. Evidence for determine the net realizable value of the abovementioned inventory: raw materials execute the
average unit price of such materials purchased; the materials to be reported discarded after quality guarantee
period, out-of-dated, and not suitable for transformation, etc. execute the recoverable amount; finished products
execute the recent unit sales price of such products minus the direct expense and taxes possibly required for
realization.
B. The trans-sale of raw materials and merchandise inventory in the current period is for that the abovementioned
merchandise has been sold.
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
7. Long-term equity investment
Unit: RMB Currency: CNY
Interpretation to
Proportion Proportion discrepancy depreciation
Cash
Initial of shares of voting between the depreciation reserve
Accounting Opening Increase or Closing dividend
Invested unit investment held in power in proportion of reserve at the withdrawn at
method balance decrease balance for this
cost invested invested shares and voting end of period the current
period
units (%) units (%) power in invested period
units
Shenzhen
Jinhuan Equity 14,883,560.00 14,883,560.00 - 14,883,560.00 38.00 38.00 - 12,263,719.50 14,883,560.00 -
Printing Co., method
Ltd. *
Total -
14,883,560.00 14,883,560.00 - 14,883,560.00 - - - 12,263,719.50 14,883,560.00
The industrial and commercial registration information of Shenzhen Jinhuan Printing Co., Ltd. has been cancelled as displayed. Hong Kong Dahuan Bicycle Co., Ltd.,
one of the original shareholders of the company, holds the company’s shares under our entrustment, and the actual holder is our company.
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
8. Investment real estate
Unit: RMB Currency: CNY
Opening book Increase in the Decrease in the Closing book
Items balance current period current period balance
I. Total original book value
129,872,063.32 - - 129,872,063.32
1. Houses and buildings
129,872,063.32 - - 129,872,063.32
2. Land use right
- - - -
II. Total accumulated depreciation and
accumulated amortization 107,108,766.54 842,902.38 - 107,951,668.92
1. Houses and buildings
107,108,766.54 842,902.38 - 107,951,668.92
2. Land use right
- - - -
III. Total net book value of investment real
estate 22,763,296.78 - - 21,920,394.40
1. Houses and buildings
22,763,296.78 - - 21,920,394.40
2. Land use right
- - - -
IV. Total depreciation reserve of investment
real estate - - - -
1. Houses and buildings
- - - -
2. Land use right
- - - -
V. Total book value of investment real
estate 22,763,296.78 - - 21,920,394.40
1. Houses and buildings
22,763,296.78 - - 21,920,394.40
2. Land use right
- - - -
(1) The depreciation amount actually accrued in the period amounting to RMB 842,902.38 .
(2) The limit of the ownership for abovementioned investment real estate found in Note9 (6).
9. Fixed assets
(1) Fixed assets
Unit: RMB Currency: CNY
Items Opening book Increase in the current period Decrease in the current Closing book
balance period balance
I. Total original book value
109,852,879.14 5,986.98 - 109,858,866.12
Including: Houses and buildings
103,054,579.44 - - 103,054,579.44
Machinery and equipment
4,242,098.00 - - 4,242,098.00
Means of transport
923,478.06 - - 923,478.06
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
1,638,710.62
Other equipment
1,632,723.64 5,986.98 -
Newly
Accrued this period
added
II. Total accumulated
depreciation 92,198,515.70 - 1,598,256.51 - 93,796,772.21
Including: Houses and buildings
89,271,358.26 - 1,400,505.48 - 90,671,863.74
Machinery and equipment
949,851.86 - 164,344.44 - 1,114,196.30
Means of transport
734,224.76 - 22,651.02 - 756,875.78
Other equipment
1,243,080.82 - 10,755.57 - 1,253,836.39
III. Total net book value of fixed
assets 17,654,363.44 16,062,093.91
Including: Houses and buildings
13,783,221.18 12,382,715.70
Machinery and equipment
3,292,246.14 3,127,901.70
Means of transport
189,253.30 166,602.28
Other equipment
389,642.82 384,874.23
IV. Total depreciation reserve
2,391,674.23 2,391,674.23
Including: Houses and buildings
1,580,000.00 1,580,000.00
Machinery and equipment
426,800.00 426,800.00
Means of transport
- -
Other equipment
384,874.23 384,874.23
V. Total book value of fixed
assets 15,262,689.21 13,670,419.68
Including: Houses and buildings
12,203,221.18 10,802,715.70
Machinery and equipment
2,865,446.14 2,701,101.70
Means of transport
189,253.30 166,602.28
Other equipment
4,768.59 -
Depreciation amount in this period was RMB 1,598,256.51.
(2) Fixed assets left idle temporarily at the end of period
Unit: RMB Currency: CNY
Original book Accumulated Depreciation
Items Net book value Remark
value depreciation reserve
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
-
Houses and buildings 34,505,947.26 30,408,366.01 - 4,097,581.25
Machinery and -
equipment 252,098.00 167,996.15 0.00 84,101.85
Total 34,758,045.26 30,576,362.16 0.00 4,181,683.10
(3) No fixed assets rent by means of financing lease at the end of period.
(4) No fixed assets held for sale at the end of period.
(5) No fixed assets without handling certificate of title at the end of period.
Among the Company’s houses and buildings, except for Zhonghua Garden (originally worthy of
RMB 7,226,043.16) with certificate of title handled, others have not had the ownership certificate
handled. Details are:
Reason for failing to handle Estimated time for handling the
Items
the certificate of title certificate of title
Employees’ dining hall (building 10 in Shuibei
Formalities not completed Unpredictable
Factory Area)
Ice room of dining hall (building 11 in Shuibei
Formalities not completed Unpredictable
Factory Area)
Employees’ residence (1)(building 8 in Shuibei
Formalities not completed Unpredictable
Factory Area)
Employees’ residence (2) (building 9 in Shuibei
Formalities not completed Unpredictable
Factory Area)
Employees’ residence (3) (building 14 in Shuibei
Formalities not completed Unpredictable
Factory Area)
Employees’ residence (4) (building 19 in Beili
Formalities not completed Unpredictable
Garden)
Factory building 1 Formalities not completed Unpredictable
Factory building 2 Formalities not completed Unpredictable
Factory building 3 Formalities not completed Unpredictable
Factory building 4 Formalities not completed Unpredictable
Factory building 5 Formalities not completed Unpredictable
Administration building Formalities not completed Unpredictable
Complex building Formalities not completed Unpredictable
Residence building 1 Formalities not completed Unpredictable
Residence building 2 Formalities not completed Unpredictable
Residence building 3 Formalities not completed Unpredictable
Residence building 4 Formalities not completed Unpredictable
Residence building 5 Formalities not completed Unpredictable
No. 7 Guang’ancheng, West Section, Guohuo Road,
Formalities not completed Unpredictable
Taijiang District, Fuzhou
(6) Assets with limited ownership
The Company has provided guarantee for the subsidiary Hong Kong Zhonghua for the loan of
USD7.5 million from China Merchants Bank. Hong Kong Zhonghua failed to pay the debt on
schedule, and China Merchants Bank brought a suit against the subsidiary to Shenzhen Intermediate
People’s Court. This court sealed up the Company’s 127,333m2 lands located at Yousong Village,
Longhua Town, Bao’an District and buildings on the land.
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Because of Xu Shude has some relationship with the contract disputation that Jieyang Intermediate
People’s Court of Guangdong province sealed up the lands located at Buxin Road, Luohu District
and buildings on the land.
10. Intangible assets
(1) Intangible assets
Unit: RMB Currency: CNY
Opening book Increase in the Decrease in the Closing book
Items
balance current period current period balance
I. Original book value Total
43,143,099.08 - - 43,143,099.08
Land use right
43,143,099.08 - - 43,143,099.08
II. Total accumulated amortization
18,551,533.86 431,431.02 18,982,964.88
Land use right
18,551,533.86 431,431.02 18,982,964.88
III. Total net book value of
intangible assets 24,591,565.22 - - 24,160,134.20
Land use right
24,591,565.22 - - 24,160,134.20
IV. Total depreciation reserve
- - - -
Land use right
- - - -
Total book value of intangible
assets 24,591,565.22 - - 24,160,134.20
Land use right
24,591,565.22 - - 24,160,134.20
2
(1) The land use right is the 127,333m land located at Yousong Village, Longhua Town, Bao’an
District, and the service life is from July 1, 1990 to 30 June 2040. The limitation on the ownership
is as shown in the annotation 9(6).
(2) Amount amortized in the current period is RMB 431,431.02.
11. Details of asset depreciation reserve
Unit: RMB Currency: CNY
Opening book Increase in the Decrease in the current period Closing book
Items
balance current period Carry-back Trans-sale balance
I. Reserve for bad and doubtful
account 1,569,811,852.06 - 15,588.87 - 1,569,796,263.19
II. Inventory depreciation reserve
49,292,184.98 - - 13,799.12 49,278,385.86
III. Depreciation reserve of
salable financial assets - - - - -
IV. Depreciation reserve of
held-to-maturity investment - - - - -
V. Depreciation reserve of
long-term equity investment 12,263,719.50 - - - 12,263,719.50
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Opening book Increase in the Decrease in the current period Closing book
Items
balance current period Carry-back Trans-sale balance
VI. Depreciation reserve of
investment real estate - - - - -
VII. Depreciation reserve of fixed
assets 2,391,674.23 - - - 2,391,674.23
VIII. Depreciation reserve of
engineering materials - - - - -
IX. Depreciation reserve of
engineering under construction - - - - -
X. Depreciation reserve of
productive biological assets - - - - -
Including: Depreciation reserve of
mature productive biological - - - -
assets -
XI. Depreciation reserve of
oil-gas assets - - - - -
XII. Depreciation reserve of
intangible assets - - - - -
XIII. Depreciation reserve of
business credit - - - - -
XIV. Others - - - - -
Total 1,633,759,430.77 - 15,588.87 13,799.12 1,633,730,042.78
The trans-sale amount for depreciation provision of inventory resulted by the sales realized.
12. Short-term loan
(1) Classification of short –term loan:
Unit: RMB Currency: CNY
Items Amount at the end of period Amount at the beginning of period
Loan on security
226,750,942.48 226,490,599.93
Credit loan
132,190,348.96 133,502,973.36
Total 359,993,573.29
358,941,291.44
(2) Short-term loan at term but not repaid:
Unit: RMB Currency: CNY
Reason for not Estimated date of
Borrower Amount Purpose
repayment repayment
China Import and Export Bank of Loan for production
Capital shortage Unpredictable
China 114,558,000.00 turnover
China Cinda Assets Management Loan for production
Capital shortage Unpredictable
Company 56,910,426.86 turnover
Loan for production
Head Office of China Merchants Bank Capital shortage Unpredictable
38,090,674.92 turnover
Oriental Assets Management Loan for production
Capital shortage Unpredictable
Company 89,009,894.86 turnover
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Huizhou Oriental United Industry Co., Loan for production
Capital shortage Unpredictable
Ltd. 34,702,645.15 turnover
China Merchants Bank, Luohu Sub Loan for production
Capital shortage Unpredictable
branch 15,234,882.71 turnover
Loan for production
China Everbright Bank Capital shortage Unpredictable
9,814,766.94 turnover
China Construction Bank, Sichuan Loan for production
Capital shortage Unpredictable
Mianyang Sub branch 620,000.00 turnover
Total
358,941,291.44
The abovementioned loans have been over due for many years.
13. Accounts payable
(1) Age of accounts payable
Unit: RMB Currency: CNY
Items Amount at the end of period Amount at the beginning of period
Within 1 year 23,185,239.05 10,937,978.14
1-2 years 168,382.59 168,382.59
2-3 years - -
Over 3 years 105,686,123.48 105,686,123.48
Total 129,039,745.12 116,792,484.21
(1) Accounts payable of over 1 year is mainly because that the Company is insolvent and has
delayed the repayment for many years.
(2)The accounts payable in the report period don’t involve with the shareholder units holding over
5% (including 5%) voting power of the Company.
14. Account received in advance
(1) Age of account received in advance:
Unit: RMB Currency: CNY
Items Amount at the end of period Amount at the beginning of period
Within 1 year 10,490,303.07 5,005,965.77
1-2 years 60,019.53 60,019.53
2-3 years 86,960.36 86,960.36
Over 3 years 10,664,592.85 10,664,592.85
Total 21,301,875.81 15,817,538.51
(1) Big-amount items received in advance with an age of over 1 year are mainly formed
accumulatively in historical business communication.
(2) The items received in advance in the report period don’t involve with the shareholder units
holding over 5% (including 5%) voting power of the Company.
15. Wages payable
Unit: RMB Currency: CNY
Opening book Increase in the Decrease in the Closing book
Items
balance current period current period balance
I. Salary, bonus, allowance, and subsidy
2,477,215.44 5,470,358.15 7,762,380.00 185,193.59
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Opening book Increase in the Decrease in the Closing book
Items
balance current period current period balance
II. Employee benefit
- 307,660.73 307,660.73 -
III. Social insurance
- 459,115.98 459,115.98 -
IV. Public accumulation fund for housing
construction - 306,860.71 306,860.71 -
V. Dismiss welfare
38,565.69 555,045.64 593,611.33 -
VI. Trade union outlays and personnel
education outlay 1,578,161.57 102,803.61 25,980.86 1,654,984.32
VII. Others
- - - -
Total
4,093,942.70 7,201,844.82 9,455,609.61 1,840,177.91
(1) No remuneration in arrear among the employees’ remuneration payable.
(2) The trade union outlays and personnel education outlay in the current year is RMB 102,803.61;
and the compensation for cancellation of labor relationship is RMB593,611.33.
16. Taxes payable
Unit: RMB Currency: CNY
Items Amount at the end of period Amount at the beginning of period
VAT
53,549,569.22 56,549,886.85
Sales tax
438,971.34 445,392.77
Business income tax
33,753,125.02 33,753,125.02
Individual income tax
11,603.64 72,539.08
Tax for maintaining and building cities
12,465.93 160,272.72
Housing property tax
7,031,229.16 7,303,655.67
Others
1,384.87 122,232.56
Total
94,798,349.18 98,407,104.67
The Company has owed taxes for long time, and there is the probability to make supplementary
payment of forfeit money and late fee.
17. Interest payable
Unit: RMB Currency: CNY
Items Amount at the end of period Amount at the beginning of period
Loan interest 222,402,046.60 207,999,625.50
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
18. Other account payable
(1) Age of other accounts payable:
Unit: RMB Currency: CNY
Items Amount at the end of period Amount at the beginning of period
Within 1 year 5,238,975.8 9,063,330.27
1-2 years 10,682,662.94 10,682,662.94
2-3 years 2,344,854.69 2,344,854.69
Over 3 years 372,714,002.88 372,714,002.88
Total 390,980,496.38 394,804,850.78
(2) Loan without interest RMB 6.5 million payable to shareholder Guosheng Energy Co., Ltd., a
unit holding over 5% (including 5%) voting power of the Company.
(3) Major amount accounts payable of over 1 year is accounts unable to pay by the Company.
19. Non-current liability due within one year
(1)
Unit: RMB Currency: CNY
Items Amount at the end of period Amount at the beginning of period
Long-term loans due within one year 453,646,511.59 452,026,831.88
(2) Top five long-term loans due within 1 year
Unit: RMB Currency: CNY
Amount at the end of period
Borrower Currency Amount in foreign
Amount in RMB
currencies
Shenzhen Guosheng Energy Investment and USD
Development Co., Ltd. 62,829,259.02 397,388,780.32
Shenzhen Guosheng Energy Investment and RMB
Development Co., Ltd. - 19,300,058.59
USD
China Cinda Assets Management Co., Ltd. 2,157,395.94 13,645,313.55
USD
Great Wall Assets Management Co., Ltd. 2,000,000.00 12,649,800.00
USD
Xie Linging 500,000.00 3,162,450.00
Total 446,146,402.46
(3) Overdue loans among the long-term loans coming due within 1 year
Unit: RMB Currency: CNY
Borrowers Amount Term overdue
Guosheng Energy Investment Co., Overdue for multiple years
416,688,838.91
China Cinda Assets Management Co., Overdue for multiple years
13,645,313.55
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Borrowers Amount Term overdue
China Great Wall Assets Management
Overdue for multiple years
Co., 12,650,050.00
Xie Lingling Overdue for multiple years
6,162,200.00
China Oriental Assets Management Co., Overdue for multiple years
3,000,000.00
Shenzhen Lionda Group Co., Ltd. Overdue for multiple years
1,500,109.13
Total
453,646,511.59
20. Other current liabilities
Unit: RMB Currency: CNY
Items Closing book balance Opening book balance
Rent
521,639.87 521,639.87
Decoration fee
188,853.82 188,853.82
Others
1,640,456.38 1,726,900.26
Total
2,350,950.07 2,437,393.95
21. Accrued liabilities
Unit: RMB Currency: CNY
Amount at the Increase in the Decrease in the Amount at the end
Items
beginning of period current period current period of period
Loan guarantee for Zoria Pte LTD
78,087,000.00 - - 78,087,000.00
Loan guarantee for Jintian Industry (Group) Co.,
Ltd. 50,000,000.00 - - 50,000,000.00
Loan guarantee for Guangdong Shengrun Group
Co., Ltd. 30,042,810.00 - - 30,042,810.00
Loan guarantee for Shenzhen Tianma Cosmetics
Co., Ltd. 8,000,000.00 - - 8,000,000.00
Loan guarantee for Shandong Huajiaming
Economic Trading Co., Ltd. 83,142.92 - - 83,142.92
Total
166,212,952.92 - - 166,212,952.92
Explanation: Pursuit to Bankruptcy Law, Shenzhen Intermediate People’s Court rulling reorganization for
Guangdong Sunrise Holdings Co., Ltd.[(2010) Shenzhen Intermediate Law Civil Qi Reorganization Zi. No.
5-2”Civil Order”] in May 2010, teh “Reorganizaiton Plan of Guangdong Sunrise Holdings Co., Ltd.” Was
approved in October 2010, teh [(2010) Shenzhen Intermediate Law Civil Qi Reorganization Zi. No. 5-5”Civil
Order”] was terminated and entered into period of reorganizaiton plan. In April 2011, reorganization plan of
Sunrise Company was rulled completed by Shenzhen Intermediate [(2010) Shenzhen Intermediate Law Civil Qi
Reorganization Zi. No. 5-16”Civil Order”] . According to the statement carried in reorganizaiton plan of Sunrise
87
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Company, page 12, which approved by Shenzhen Intermediate “......based on the above said discount method for
calculation, ordinary creditor should earned 27.89% liquidation rate in case of share settlement, 2.16% liquidation
rate obtained plus monetary liquidation and ordinary creditor obtained 30.05% liquidation rate in totall......”. In
this report period, liquidated obtained by creditors in part of the accurel liability, which withdrwal due to jointly
loan guarantee undertake from Guangdong Sunrise Holdings CO., Ltd., has been wirtten-off.
The abovementioned guarantee for other companies have been in serious insolvency or gone bankrupt.
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
22. Share capital
Unit: RMB Currency: CNY
Amount at the beginning of
Increase/ decrease (+, -) Amount at the end of period
period
Items Shares
New Shares
Proportion transferred Proportion
Amount shares presente Others Subtotal Amount
(%) for public (%)
issued d
reserve
I. Circulating shares with limited
sales conditions 109,214,230.00 19.81 - - - -71,671,643.00 -71,671,643.00 37,542,587.00 6.81
1. Shares held by state-owned legal
person - 0.00 - - - - - - 0.00
2.Shares held by domestic corporate
sponsors 65,098,412.00 11.81 - - -27,567,397.00 -27,567,397.00 37,531,015.00 6.81
3. Shares held by domestic natural
person sponsors - 0.00 - - - - - 0.00
-
4. Shares held by overseas corporate 44,104,246.00 8.00 - - - -44,104,246.00 -44,104,246.00 - 0.00
5. Shares held by senior executives
11,572.00 0.00 - - - 11,572.00 0.00
II. Circulating shares without limited
sales conditions 442,133,717.00 80.19 - - - 71,671,643.00 71,671,643.00 513,805,360.00 93.19
89
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
1. Common RMB shares listed at
home (A-share) 193,773,360.00 35.14 - - 71,671,643.00 71,671,643.00 265,445,003.00 48.14
-
2. Foreign-funded shares listed at
home (B-share) 248,360,357.00 45.05 - - - - - 248,360,357.00 45.05
Total 551,347,947.00 100.00 - - - - - 551,347,947.00 100.00
Changes in this period mainly due to the restricted shares of share merger reform have un-lock for trading in this period.
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
23. Capital reserve
Unit: RMB Currency: CNY
Amount at the Increase in the current Decrease in the Amount at the end of
Items
beginning of period period current period period
Capital premium - - - -
Other capital reserve
460,757,567.84 16,459,047.20 - 477,216,615.04
Including: Benefit from liability
recombination 456,748,942.87 16,459,047.20 - 473,207,990.07
Accounts unnecessary to pay
690,624.97 - - 690,624.97
price difference of affiliated
transactions 3,318,000.00 - - 3,318,000.00
Total
460,757,567.84 16,459,047.20 - 477,216,615.04
Interpretation of capital reserve:
The amount increased in the period refers to that according to the Notification on Getting Done with the Annual Report of
Enterprises Executing Accounting Rules in 2008 [CKH (2008) No. 60] of the Ministry of Finance, the Company’s holding
shareholder Shenzhen Guosheng Energy Investment and Development Co., Ltd. exempted the Company’s loan interest RMB
16,459,047.20 in 2012, which will be charged into the capital reserve as capital investment.
24. Surplus reserve
Unit: RMB Currency: CNY
Amount at the beginning Increase in the current Decrease in the current Amount at the end of
Items
of period period period period
Statutory surplus reserve 32,673,227.01 - - 32,673,227.01
25. Retained profit
Unit: RMB Currency: CNY
Proportion of withdrawal or
Items Amount
distribution
Undistributed profit of the previous year before adjustment --2,727,618,409.33 -
Total undistributed profit at the beginning of year adjusted (+, -) - -
Undistributed profit at the beginning of year after adjustment -2,727,618,409.33 -
Add: Net profit classed under the parent company in the current period -33,344,485.07 -
Less: Withdrawal of legal surplus reserve - 10%
Withdrawal of free surplus reserve - -
Withdrawal of general risk reserve - -
Common stock dividend payable - -
Common stock dividend transferred into share capital - -
Undistributed profit at the end of period -2,760,962,894.40 -
26. Business income and business cost
(1) Business income and business cost
Unit: RMB Currency: CNY
Amount incurred in the same time of
Items Amount incurred in the current period
last period
Major business income
101,526,547.36 126,235,456.55
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Other business income
11,659,538.84 10,302,138.70
Business cost
101,210,241.57 125,708,502.29
(2) Major businesses (by industry)
Unit: RMB Currency: CNY
Amount incurred in the current period Amount incurred in the same time of last period
Product name
Business income Business cost Business income Business cost
Bicycle and parts
distribution 100,374,527.80 95,148,412.36 125,098,747.76 119,627,722.60
Lease management
1,152,019.56 2,623,800.34 1,136,708.79 2,054,127.12
Total
101,526,547.36 97,772,212.70 126,235,456.55 121,681,849.72
(3)Major businesses (by variety)
Unit: RMB Currency: CNY
Amount incurred in the current period Amount incurred in the same time of last period
Product name
Business income Business cost Business income Business cost
OEM motor vehicle
78,442,258.17 74,422,449.78 102,525,769.38 98,330,383.14
OEM Bicycle
19,664,983.99 18,604,372.91 20,858,413.02 19,581,264.29
CBC motor vehicle
- - 1,076.92 1,009.04
CBC Bicycle
107,273.54 93,461.41 39,102.59 41,302.17
Others
2,160,012.10 2,028,128.26 1,674,385.85 1,673,763.96
Lease management
1,152,019.56 2,623,800.34 1,136,708.79 2,054,127.12
Total
101,526,547.36 97,772,212.70 126,235,456.55 121,681,849.72
(4) Business income of the Company’s top five customers in the first half year of 2012
Unit: RMB Currency: CNY
Proportion among the Company’s total
Customer name Business income
business income
Customer 1 33,695,015.24 29.77
Customer 2 20,637,933.88 18.23
Customer 3 17,415,975.52 15.39
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Proportion among the Company’s total
Customer name Business income
business income
Customer 4 10,908,506.93 9.64
Customer 5 3,255,530.37 2.87
Total 85,912,961.94 75.90
27. Business tax and surcharge
Unit: RMB Currency: CNY
Amount incurred in the Amount incurred in the same
Items Collection standard
current period time of last period
Sales tax
57,600.98 56,835.46 5%
Tax for maintaining and building
cities 15,146.56 56,854.48 7%
Educational surtax and local
educational surtax 10,818.97 24,366.21 3%&2％
Total
83,566.51 138,056.15 -
28. Sales expenses
Unit: RMB Currency: CNY
Amount incurred in the current period Amount incurred in the same time of last
Items
period
Remuneration for staff 1,458,880.59 1,400,420.76
AD charge 250,000.00 43,406.00
Business travel 225,743.10 264,175.40
Transportation and loading charge 250,684.07 172,976.53
Other 273,313.39 831,728.86
Total
2,458,621.15 2,712,707.55
29. Management expenses
Unit: RMB Currency: CNY
Amount incurred in the current period Amount incurred in the same time of last
Items
period
Salary 2,641,609.48 3,187,299.30
Charge of depreciation amortized 2,028,404.29 3,084,779.51
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount incurred in the current period Amount incurred in the same time of last
Items
period
Taxes 907,880.26 985,337.71
Charge for Board of the Meeting 389,248.14 538,104.70
Auditing charge 500,000.00 500,000.00
Economic compensation 555,045.64 0
Other 2,579,077.13 2,805,008.98
Total
9,601,264.94 11,100,530.20
30. Financial expenses
Unit: RMB Currency: CNY
Amount incurred in the current period Amount incurred in the same time of last
Items
period
Interest expenditure
30,861,468.30 31,806,654.38
Less: interest income
52,129.03 36,145.98
Gains/losses from exchange
2,376,697.86 -14,949,756.37
Other 18,257.19 24,621.28
Total
33,204,294.32 16,845,373.31
31. Asset depreciation loss
Unit: RMB Currency: CNY
Amount incurred in the same time of last
Items Amount incurred in the current period
period
I. Loss from doubtful accounts -15,588.87 621,799.65
II. Loss from inventory depreciation -
III. Depreciation loss of salable financial
-
assets
IV. Depreciation loss of held-to-maturity
-
investment
V. Depreciation loss of long-term equity
-
investment
VI. Depreciation loss of investment real
-
estate
VII. Depreciation loss of fixed assets
VIII. Depreciation loss of engineering
-
materials
IX. Depreciation loss of engineering
-
under construction
X. Depreciation loss of productive
-
biological assets
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount incurred in the same time of last
Items Amount incurred in the current period
period
XI. Depreciation loss of oil-gas assets -
XII. Depreciation loss of intangible
-
assets
XIII. Depreciation loss of business credit -
XIV. Others -
Total -15,588.87 621,799.65
32. Non-operating income
Unit: RMB Currency: CNY
Items Amount incurred in the current period Amount incurred in the same time of last
period
Total amount obtained from disposing
noncurrent assets - -
Including: Benefit from disposal of fixed
assets - -
Benefit from disposal of intangible
assets -
Benefit from debt recombination -
Others 80,257.23 47,835,399.29
Total 80,257.23 47,835,399.29
Non-operation income—amount incurred in the same time of last period mainly because debt restruring of
Guangdong Sunrise Holdings Co., Ltd., second largest creditor of the Company, was completed ruling by
Shenzhen Intermediate People’s Court in this year; debt withdrawal previously from book RMB 34,894,917.23
and accrued liability RMB 12,875,490.00, as an unpaid account, transferred into non-operation income.
33. Non-operating expenditure
Unit: RMB Currency: CNY
Amount incurred in the same time of last
Items Amount incurred in the current period
period
Total loss from disposal of non-current
-
assets
Including: Loss from disposal of fixed
-
assets
Loss from disposal of intangible assets -
Others 22,000.00 32,970.00
Total 22,000.00 32,970.00
34. Calculation process of basic earning per share and diluted earning per share (eps)
Unit: RMB Currency: CNY
Amount Amount incurred
Calculation
Items incurred in the in the same time of
process
current period last period
Net profit classed under the Company’s common shareholders P0
-33,344,485.07 26,213,055.39
95
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Non-frequent gain and loss classed under the Company’s common
F
shareholders 58,257.23 47,802,429.29
Net profit classed under the Company’s common shareholders after
P0'=P0-F
deduction of non-frequent gain and loss -33,402,742.30 -21,589,373.90
Influences of diluted items on the net profit classed under the Company’s
V
common shareholders - -
Net profit classed under the Company ’ s common shareholders,
considering the influences of diluting potential common shares, and
P1=P0+V
making adjustments according to Enterprise Accounting Standards and -33,402,742.30 -21,589,373.90
related regulations
Influences of diluted items on the net profit classed under the Company’s
V'
common shareholders after deduction of non-frequent gains and losses - -
Net profit classed under the Company ’ s common shareholders,
considering the influences of diluting potential common shares, and
P1'=P0'+V'
making adjustments according to Enterprise Accounting Standards and
related regulations -33,402,742.30 -21,589,373.90
Total shares at the beginning of period S0
551,347,947.00 551,347,947.00
Shares increased for increase of shares transferred from public reserve or
S1
for share dividend distribution in the report period - -
Shares increased for issuance of new shares or shares transferred from
Si
liabilities in report period - -
Shares decreased for buyback, etc. in report period Sj
- -
Shares shortened in report period Sk
- -
Number of months in report period M0
6 6
Accumulated number of months from the next month of share increase to
Mi
the end of report period - -
Accumulated number of months from the next month of share decrease to
Mj
the end of report period - -
S=S0＋S1＋
Si×Mi
Weighted average number of common shares issued externally
÷M0–Sj×
Mj÷M0-Sk 551,347,947.00 551,347,947.00
Add: Weighted average number of common shares increased in condition
that the diluted potential common shares are supposed transferred into X1
issued common shares - -
Weighted average number of common shares with diluted eps calculated X2=S+X1
551,347,947.00 551,347,947.00
Including: Weighted average number of common shares increased from
transfer of convertible corporate bonds - -
Weighted average number of common shares increased from equity
warrant/ stock equity implementation right - -
Weighted average number of common shares increased from buyback
promise implementation - -
EPS0=P0÷
Basic eps classed under the Company’s common shareholders
S -0.0605 0.0475
Basic eps classed under the Company’s common shareholders after EPS0'=P0'÷
deduction of non-frequent gains and losses S -0.0606 -0.0392
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
EPS1=P1÷
Diluted eps classed under the Company’s common shareholders
X2 -0.0605 0.0475
Diluted eps classed under the Company’s common shareholders after EPS1'=P1'÷
deduction of non-frequent gains and losses X2 -0.0606 -0.0392
35. Notes to items in cash flow statement
(1) Other cash received related with business activities
Unit: RMB Currency: CNY
Amount incurred in the same time of last
Items Amount incurred in the current period
period
Rent, electric rate and water rate 11,237,639.49 10,002,805.12
Parts disposal money - 35,026.85
Other current accounts 1,183,555.23 1,340,477.34
Total
12,421,194.72 11,378,309.31
(2)Other cash paid related with business activities
It was paid in cash for the expense in the period.
36. Supplementary data of cash flow statement
(1)Supplementary data of cash flow statement
Unit: RMB Currency: CNY
Amount of the
Amount of the
Supplementary data same time of last
current period
period
1．Cash flow for business activities transferred from net profit:
Net profit
-33,344,485.07 26,213,055.39
Add: Asset depreciation reserve
-15,588.87 621,799.65
Fixed asset depreciation, oil-gas asset depletion, and productive biological asset
depreciation 2,441,158.89 5,423,686.18
Amortization of intangible assets
431,431.02 431,431.02
Amortization of long-term fees to be apportioned
-
Loss from disposal of fixed assets, intangible assets and other long-term assets
(filled with “－” for benefit) -
Loss from fixed assets reported discarded (filled with “－” for benefit)
-
Loss from change of fair value (filled with “－” for benefit)
-
Finical cost (filled with “－” for benefit)
33,204,294.32 16,845,373.31
Investment loss (filled with “－” for benefit))
-
97
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount of the
Amount of the
Supplementary data same time of last
current period
period
Decrease of deferred income tax asset (filled with “－” for increase)
-
Increase of deferred income tax liability (filled with “－” for decrease)
-
Decrease of inventory (filled with “－” for increase)
-17,034,490.36 -17,826,231.26
Decrease of operating items receivable (filled with “－” for increase)
5,564,616.82 2,093,816.97
Increase of operating items payable (filled with “－” for decrease)
6,249,049.24 -32,488,857.70
Others
-
Net cash flow from business activities
-2,504,014.01 1,314,073.56
2．Important investment and financing activities not involving with cash
income and expenditure
Capital transferred from liability
-
Convertible corporate bonds coming due within one year
-
Fixed assets rented by financing
-
3．Net change of cash and cash equivalent:
Closing balance of cash
22,032,420.40 20,298,570.72
Less: Opening balance of cash
24,546,601.39 17,756,773.58
Add: Closing balance of cash equivalent
-
Less: Opening balance of cash equivalent
-
Net increase of cash and cash equivalent
-2,514,180.99 2,541,797.14
(2) Composition of cash and cash equivalent
Unit: RMB Currency: CNY
Amount at the beginning of
Items Amount at the end of period
period
I. Cash
22,032,420.40 24,546,601.39
Including: Cash on hand
175,416.16 70,567.65
Bank deposit available for payment anytime
21,857,004.24 24,476,033.74
Other monetary fund available for payment anytime
-
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount at the beginning of
Items Amount at the end of period
period
Due from China Central Bank for payment
-
Due from banks
-
Call loans to banks
-
II. Cash equivalent
-
Including: Bond investment coming due within 3 months
-
III. Closing balance of cash and cash equivalent
22,032,420.40 24,546,601.39
VI. Affiliated Parties and Affiliated Transactions
1. Shareholders controlled by the enterprise
Unit: RMB Currency: CNY
Proporti Proporti ultimat
on of on of e
controllin Affiliate
Legal Register shares voting controll
g d Enterpr Registrat Business Organizat
representat ed held in power er of
sharehold relations ise type ion place nature ion code
ive capital the in the the
er hip
enterpri enterpri enterpri
se (%) se (%) se
Shenzhen Limited Industry,
liability domestic
Guosheng compan commerce,
Energy Controlli y materials
(solely supply and
Investmen ng funded sale
Shenzhe Ji
t and sharehol by the Ji Hanfei (excluding 7000 11.81 11.81 77411579-2
n Hanfei
corpora specially
Developm der te) run,
ent Co., controlled
and sold
Ltd. merchandi
ses)
On 3 January 2011, controlling shareholder of largest shareholder and creditor of the Company—Shenzhen Guosheng Energy
Investment Development Co., ltd.(“Guosheng Energy”), Shenzhen National Investment Co., Ltd. (“National Investment”) entered
into an equity transfer agreement with Ji Hanfei. National Investment transferred 100% equity of Guosheng Energy to Ji Hanfei with
consideration of RMB 70 million, and changes of industry and commerce has completed. The above said equity transfer changes the
actual controller of the Company. After changes 65,098,412 shares of A-stock were indirectly held by Ji Hanfei, an 11.81% in total
share capital of the Company.
2. Detailed information about the Company’s subsidiaries is as shown in 1 of Annotation IV of the report.
99
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
3. Joint management and joint-ownership enterprises of the Company
Unit: RMB Currency: CNY
Proportion
Proportion
of voting
Initial of shares Depreciation
Invested Accounting Opening Increase/ Closing power in
investment in the reserve at the
unit method balance decrease balance the
cost invested end of period
invested
unit (%)
unit (%)
Shenzhen
Jinhuan
Equity
Printing
method 14,883,560.00 14,883,560.00 - 14,883,560.00 38.00 38.00 12,263,719.50
Co., Ltd.
*
The industrial and commercial registration information of Shenzhen Jinhuan Printing Co., Ltd. has been cancelled as displayed. Hong
Kong Dahuan Bicycle Co., Ltd., one of the original shareholders of the company, holds the company’s shares under our entrustment,
and the actual holder is our company.
(4) Related transactions
(1). Receivable or payable accounts
Unit: RMB Currency: CNY
Amount at the end of Amount at the beginning of
Item Affiliated parties
period period
Other accounts payable 2,616,430.50 2,616,430.50
Shenzhen Jinhuan Printing Board Co., Ltd.
Long-term liability coming Shenzhen Guosheng Energy Investment
415,180,936.70 435,399,392.26
due within 1 year and Development Co., Ltd.
Shenzhen Guosheng Energy Investment
Interest in red 3,736,414.26 2,948,836.74
and Development Co., Ltd.
Shenzhen Guosheng Energy Investment
Other account payable * 6,500,000.00 6,500,000.00
and Development Co., Ltd.
The subsidiary-Shenzhen Amini Industrial Co., Ltd has financing of RMB 6.5million from Shenzhen Guosheng Energy Investment
and Development Co., Ltd.,.
(2) Interest exemption
Unit: RMB Currency: CNY
Items Affiliated parties Amount in this period Amount in the same time of
last period
Shenzhen Guosheng Energy Investment and
Financial expenses 16,459,047.20 17,029,016.96
Development Co., Ltd.
According to the Notification on Getting Done with the Annual Report of Enterprises Executing Accounting Rules in 2008 [CKH
(2008) No. 60] of the Ministry of Finance, the Company’s holding shareholder Shenzhen Guosheng Energy Investment and
Development Co., Ltd. exempted the Company’s loan interest RMB 33,624,873.93 in 2011, which will be charged into the capital
reserve as capital investment.
VII. Contingent Items
1. Contingent liabilities formed from pending lawsuit and arbitration, and financial influences
(1) As of June 30, 2012, the Company had been prosecuted by 17 financial organs, involving total
loan principal and interest of RMB 411.6367 million, USD76.9355 million and HKD 8.2616
million. The abovementioned lawsuits have mostly been resulted in the Company’s failure or been
mediated. After lawsuits, partial debtors have transferred the creditor’s right, and the principals
100
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
involved in the cases are changed accordingly.
(2) As of June 30, 2012, the Company had been prosecuted by 34 goods suppliers, involving total
amount of RMB 71.1824 million, HKD24.534 million and USD 2.8006 million. The
abovementioned lawsuits have mostly been resulted in the Company’s failure or been mediated.
2. Contingent liabilities formed from providing liability guaranty for other units, and financial
influences
Influences on the Company’s
financial state, business result
Items Amount involved Nature
and cash flow in the current
period and future periods
Loan guarantee for Guangdong Shengrun Group RMB25,270,000.00
(1) Guaranty
Co., Ltd. USD700,000.00
Loan guaranty for Gintian Industry (Group) Co.,
RMB50,000,000.00 (2) Guaranty
Ltd.
Loan guaranty for Shenzhen Tianma Cosmetics
RMB8,000,000.00 (3) Guaranty
Co., Ltd.
ZoriaPteLtdc USD10,000,000.00 (4) Guaranty
Shandong Huajiaming Economic Trade Co.,
RMB83,142.92 (5) Guaranty
Ltd.
RMB83,353,142.92
Total
USD10,700,000.00
(1) In April 2011, reorganization plan of Sunrise Company was rulled completed by Shenzhen
Intermediate [(2010) Shenzhen Intermediate Law Civil Qi Reorganization Zi. No. 5-16”Civil
Order”] . According to the statement carried in reorganizaiton plan of Sunrise Company, page 12,
which approved by Shenzhen Intermediate “......based on the above said discount method for
calculation, ordinary creditor should earned 27.89% liquidation rate in case of share settlement,
2.16% liquidation rate obtained plus monetary liquidation and ordinary creditor obtained 30.05%
liquidation rate in totall......”. According to the reorganization plan, 30% of the predicted losses in
guarantee amount for Sunrise was withtten off. 70% of teh guarantee amount at period-end was
accured for losses.
(2) The company is a listed company limited, and has been in serious insolvency. The loss is
estimated as per 100% guaranteed amount.
(3) The company has gone bankrupt. The loss is estimated as per 100% guaranteed amount.
(4) The company has been in serious solvency, and is being liquidated. The loss is estimated as per
100% guaranteed amount.
(5)The company has been in serious solvency. The loss is estimated as per 100% guaranteed
amount.
VIII. Commitment Items
The Company had no important committment items in the report period
IX．Events occurring after the Balance Sheet date
The Company had no important events occurring after the balance sheet date in the report
period.
X .Other important items
1.The shareholders and creditors apply to court to restructure China
The shareholders and creditors-Shenzhen Guosheng Energy Investment and Development Co., Ltd., submitted an
application to Shenzhen Intermediate People Court to request the restructure of Shenzhen China Bicycle
Company (Holdings) Limited. At present, the application is being reviewed.
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
2. Financial debt reconstructing
In accordance with YJBT [2004] No.6 Document issued by the Office of China Banking Regulatory
Commission on Jan. 7th, 2004, the Bank of China, totally 11 financial institutes agreed to stop
calculating the interests as of Jan. 1st, 2002 for three years, and exempt all and any interests payable
prior to Dec. 31st, 2001, including the default interests and compound interests. The Company will
transfer all the interests payable (including the default interests and compound interests) of RMB
357,993,665.24 prior to Dec. 31st, 2001 to “public accumulated capital”, and the interests will be
not calculated temporarily from Jan. 1st, 2002 to Dec. 31st, 2004. This term of interest’s exemption
shall be valid before Dec. 31st, 2004.
In 2005, China Huarong Asset Management Corporation Shenzhen Office, China Orient Asset
Management Corp. Shenzhen Office, China Cinda Asset Management Corporation Shenzhen Office
and China Great Wall Asset Management Corporation Shenzhen Office will continuous to stop
calculating the interests of 2005 loans.
Whereas the term of “Stop Calculating Inerests” may cause discrepancy and General Terms on the
Loan did not interprate its meaning either, China Huarong Asset Management Corporation
Shenzhen Office, China Orient Asset Management Corp. Shenzhen Office, China Cinda Asset
Management Corporation Shenzhen Office and China Great Wall Asset Management Corporation
Shenzhen Office all agree not to claim the Company to repay all the interests stopped calculating
herein. However, Shenzhen Development Bank requied the Company to repay all the interests and
compound interests which was stopped calculating from Jan.1st, 2002 to Dec.31, 2004. The
Company argued that the interests which were stopped calculating shall not be repaid; therefore,
after the period during which the interests is stopped calculating, the interests to be repaid shall be
calculated as the normal loans, but not the interests and compound interests stopped calculating
from Jan.1st, 2002 to Dec. 31, 2004. The Company takes opinions as teh un-calculated interest are
not return, therefor, when teh un-calculated period expired, payable interest should calculate on
normal lans, and the intestest and compound interest stop calculated from 1 Janury 2002 to 31
December 2004 are not accured. Ended as 31 December 2011 (No Letter of Inquiry), recoginzed by
creditor bank, interst amount has RMB 181,975,338.48 over that of payable interest in book, and
still have some institution reply no confirmed owe interest. Concerning the condition, the interest
abve said, the Company cannot be identified whether accural or return, than without fiancnial
adjsutment occurred.
3 .Instructions to Continuous Operation
As of June 30, 2012, the Company has a total asset of RMB 135,742,550.93, the total debt of RMB
1,841,514,397.02, with its net asset up to RMB -1,699,678,676.47, in the state of seriously
insolvency, which thus may cause this Company liquidate its assets and pay off the debts in the
normal operations. In such a case, this Company and its largest creditor will take the following
measures:
Since March 2003 when China Huarong Asset Management Corporation, the former largest creditor
of this Company, launched the debt reconstructing and made the progress to a certain extent, China
Banking Regulatory Commission and the relevant authorities approved on the exemption and stop
calculating all the interests of financial debts incurred as of Dec. 31st, 2004.
Whereas the Company signed Settlement Agreement with International Finance Corporation on
March 29th, 2007, it is hereby agreed to settle all and any creditor’s rights and debts incurred
therefore by an equivalent US dollars for RMB 2 million, with the principal of debts approx. USD
3.87 million and the interests payable of approx. RMB 42.78 million.
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
On 15 October 2010, the Company entered into the Debt Settlement Agreement with Shenzhen
Chengxingtai Investment Co., Ltd. for RMB 14 million payments as compensation to Chengxingtai
Co., from the Company for settled the all debt and liabilities of two parties (approximately RMB
150 million). The RMB 14 million have been paid on 30 Nov. 2010 in full.
China Huarong Asset Management Corporation, on Dec. 30th, 2006, transferred its creditor’s rights
to Shenzhen Guocheng Energy Investment & Development Corporation (hereinafter referred to as
“Guocheng Energy Corporation”) which is now performing actively the matters concerning debt
reconstructing and has made the progress to a certain extent. Whereas the largest shareholder and
creditor of this Company have changed, in January 2010, in accordance with newly-issued Law of
the People's Republic of China on Enterprise Bankruptcy, Guocheng Energy Corporation
consequently claims and applies for new reconstructing of this Company to Shenzhen Intermediate
People's Court, with a view to recover and improve the ongoing operations. On 28 Dec. 2010,
Shenzhen Intermediate People’s Court considered that the applicant provided no materials that
recognized by two parties with taxation dept. from tax and debt. According to the regulation of
Clause VIII, Rule 1 of Clause XII under Law of the People's Republic of China on Enterprise
Bankruptcy, the court judged no application of the bankruptcy restructuring on the Company from
Shenzhen Guosheng Energy Investment Development Co., Ltd.
On 17 March 2011, Shenzhen Dongtaixing Technology Co., ltd., second largest creditor of the
Company, applying for bankruptcy reorganization of the Company to Shenzhen Intermediate
People’ Court legally. The application was not accepted by Shenzhen Intermediate People’ Court
due to hindrance of materials of resolution plan, recognized by application and taxation bureau,
concerning taxation credits.
Furthermore, payable owe interest from 2007- 2011 was stop calculated by Guosheng Energy,
largest shareholder and creditor of the Company. The company delivery a reply in March 2012 for
agrees to stop calculating owes interest (approximately RMB 33 million) for year of 2012
continuously, the un-calculated interest should not return in later years.
The main business of this Company may develop stably and realize benefits continuously while
launching the debt reconstructing. In a short term, it reduced the paying pressure greatly, and ability
to continuous operations has been improved to a certain degree. The Board of the Directors thought
that along with the continuous progress of the Company debts and asset reconstructing, the
operating environment, business situation and ability to continuous operations will be bound to
further improvement.
4. Completion of bankruptcy reorganization plan of Guangdong Sunrise Holdings Co.,
Ltd.(“Sunrise Company”), the second largest creditor of the Company
Pursuit to Bankruptcy Law, Shenzhen Intermediate People’s Court rulling reorganization for
Guangdong Sunrise Holdings Co., Ltd.[(2010) Shenzhen Intermediate Law Civil Qi Reorganization
Zi. No. 5-2”Civil Order”] in May 2010, teh “Reorganizaiton Plan of Guangdong Sunrise Holdings
Co., Ltd.” Was approved in October 2010, the [(2010) Shenzhen Intermediate Law Civil Qi
Reorganization Zi. No. 5-5”Civil Order”] was terminated and entered into period of reorganizaiton
plan. In April 2011, reorganization plan of Sunrise Company was rulled completed by Shenzhen
Intermediate [(2010) Shenzhen Intermediate Law Civil Qi Reorganization Zi. No. 5-16”Civil
Order”] .
According to the statement carried in reorganizaiton plan of Sunrise Company, page 12, which
approved by Shenzhen Intermediate “......based on the above said discount method for calculation,
ordinary creditor should earned 27.89% liquidation rate in case of share settlement, 2.16%
liquidation rate obtained plus monetary liquidation and ordinary creditor obtained 30.05%
103
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
liquidation rate in totall......”. In 2011, RMB 12.88 million liquidated obtained by creditors in part
of the accurel liability RMB 42.92 million (30% liquidation rate), which withdrwal due to jointly
loan guarantee undertake from Sunrise Company, has reckoned into non-operation income, the rest
70% liquidation rate reserved.
XI. Note of main item of financial statement of parent company
1. Receivable account
(1) Disclosed by category
Unit: RMB Currency: CNY
Amount at the end of period
Book balance Bad debt provision
Category
Proportion Proportion
Amount Amount
(%) (%)
Account receivable with single major amount but - - -
withdrawal bed debt provision for single item
Account receivable withdrawal bad debt provision by
age combination
1,034,306,746.50 100.00 1,033,277,503.64 99.90
Account receivable with single minor amount but
withdrawal bed debt provision for single item
- - - -
Total
1,034,306,746.50 100.00 1,033,277,503.64 99.90
Amount at the beginning of period
Book balance Bad debt provision
Category
Proportion Proportion
Amount Amount
(%) (%)
Account receivable with single major amount but
- - - -
withdrawal bed debt provision for single item
Account receivable withdrawal bad debt provision by
age combination 1,034,297,021.50 100.00 1,033,282,124.90 99.90
Account receivable with single minor amount but
withdrawal bed debt provision for single item - - - -
Total
1,034,297,021.50 100.00 1,033,282,124.90 99.90
Explanation of categories of the accounts receivable:
Based on the size, business nature and customer settlement condition of the company, the company decides that RMB 5 million of
accounts receivable is important single sum of payment. For an account receivable without depreciation at the end of the period, the
bad debt allowance is accrued on the basis of account aging analysis method.
(2) In combination, account receivable withdrawal bed debt provision by age analysis method:
Unit: RMB Currency: CNY
Amount at period-end Amount at period-begin
Age Book balance Bad debt Book balance Bad debt
Amount Ratio (%) provision Amount Ratio (%) provision
104
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount at period-end Amount at period-begin
Age Book balance Bad debt Book balance Bad debt
Amount Ratio (%) provision Amount Ratio (%) provision
Within
1year 9,725.00 0.00 - -
1-2 years - - - - - -
Over 3years 1,034,297,021.50 100.00 1,033,277,503.64 1,034,297,021.50 100.00 1,033,282,124.90
Total 1,034,306,746.50 100.00 1,033,277,503.64 1,034,297,021.50 100.00 1,033,282,124.90
(3) No account receivable actually cancelled after verification in the report period.
(4) The accounts receivable at the end of the report period don’t involve with the shareholder unit’
s holding over 5% (including 5%) voting power of the Company.
(5) Top 5 units with an amount of account receivable:
Unit: RMB Currency: CNY
Relationship
Proportion among the gross
Name with the Amount Period
accounts receivable - others (%)
company
Total of top 5 customers of other Non-affiliated
51.76
accounts receivable customers 535,330,991.79 Over 3 years
(6)No other account receivable involving with affiliated parties in the report period.
(7)No other account receivable-others with confirmation terminated at the end of the report period
2. Other receivables
(1) Disclosed by categories
Unit: RMB Currency: CNY
Amount at period-end
Category Book balance Provision for bad debts
Amount Proportion Amount Proportion
Other account receivable with single major amount and
withdrawal bed debt provision for single item - - - -
Other account receivable withdrawal bad debt provision by
age combination 565,531,174.18 100.00 518,346,932.65 91.66
Other account receivable with single minor amount but
withdrawal bed debt provision for single item - - - -
Total
565,531,174.18 100.00 518,346,932.65 91.66
Unit: RMB Currency: CNY
Amount at period-begin
Category Book balance Provision for bad debts
Amount Proportion Amount Proportion
Other account receivable with single major amount and
withdrawal bed debt provision for single item - - - -
Other account receivable withdrawal bad debt provision by
age combination 565,275,037.27 100.00 518,357,900.26 91.70
105
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Other account receivable with single minor amount but
withdrawal bed debt provision for single item - - - -
Total
565,275,037.27 100.00 518,357,900.26 91.70
Interpretation to the category of accounts receivable-others:
According to the business scale, business nature, and customers’ settlement, etc., the account receivable-other with single big
amount is determined to be RMB 5 million. The account receivable-other with single big amount has no depreciation reserve, and the
reserve for bad and doubtful account is withdrawn with age analysis method.
(2) In combination, other account receivable withdrawal bed debt provision by age analysis method:
Unit: RMB Currency: CNY
Amount at period-end Amount at period-begin
Book balance Book balance
Age Bad debt
Amount Proportion Amount Proportion Bad debt provision
provision
(%) (%)
Within 1year
36,888,204.63 6.52 63,720.87 36,632,067.72 6.48 74,688.47
1-2 years
431,331.22 0.08 432.43 431,331.22 0.08 432.43
2-3 years
45,244.91 0.01 135.73 45,244.91 0.01 135.73
Over 3years
528,166,393.42 93.39 518,282,643.62 528,166,393.42 93.43 518,282,643.62
Total
565,531,174.18 100.00 518,346,932.65 565,275,037.27 100.00 518,357,900.26
(3) No account receivable actually cancelled after verification in the report period.
(4) The accounts receivable at the end of the report period don’t involve with the shareholder units
holding over 5% (including 5%) voting power of the Company.
(5) Top 5 units with an amount of other account receivable:
Unit: RMB Currency: CNY
Proportion among the
Relationship with
Name Amount Period total other accounts
the company
receivable - others (%)
Total of top 5 customers of other Non-affiliated Over 3
357,001,411.68 63.13
accounts receivable customers years
(6)No other account receivable involving with affiliated parties in the report period.
(7)No other account receivable-others with confirmation terminated at the end of the report period.
106
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
3. Long-term equity investment
Unit: RMB Currency: CNY
Expla
nation
on
discr
epan
cy
betw
een
Perc share
Provis
Share enta prop
ion for
pro ge of ortio
Exami (asset)
port voti n in
nation depr
Initial ion ng inve Cas
and Depreci eciat
Invested com invest Opening Increases and Closing in righ sted h
calcula ation ion
pany ment balance decreases balance inve ts in com divi
ting reserve of
cost sted inve pany dend
meth curre
com sted and
od nt
pan com perc
perio
y pan enta
d
y ge of
voti
ng
right
s in
inve
sted
com
pany
Shenzhen
EMMELLE Cost
1,400,0 1,400,00 1,400,00 1,400,0
Industry metho
Co.,Ltd d 00.00 0.00 - 0.00 70% 70% - 00.00 - -
Shenzhen
Anju
property Cost
2,000,0 2,000,00 2,000,00 2,000,0
manageme metho
nt Co.,Ltd d 00.00 0.00 - 0.00 100% 100% - 00.00 - -
China
Bicycle(Hong Cost
5,350,0 5,350,00 5,350,00 5,350,0
Kong) metho
Co.,Ltd d 00.00 0.00 - 0.00 99% 99% - 00.00 - -
107
深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
China
Bicycle(Intern Cost
18,727. 18,727.6 18,727.6 18,727.
ational) metho
Co.,Ltd d 60 0 - 0 100% 100% - 60 - -
Hunan
Guangnan Cost
5,679,3 5,679,30 -5,679,300.0 5.50 5.50
Motorcycl metho
e Co.,Ltd d 00.00 0.00 0- % % - - -
Shenzhen
Jinhuan Equity
14,883, 14,883,5 14,883,5 38.00 38.00 12,263,
Printing metho
Co.,Ltd d 560.00 60.00 - 60.00 % % - 719.50 - -
29,331, 29,331,5 -5,679,300.0 23,652,2 21,032,
-- -
Total 587.60 87.60 0- 87.60 -- -- - 447.10 -
4. Operating revenue and operating costs
(1) Operating revenue and operating costs
Unit: RMB Currency: CNY
Item Amount incurred of current period Amount incurred in the same time of
last period
Income from main business
110,585.50 41,329.07
Income from other business
12,475,813.05 11,399,761.76
Operating cost
3,494,706.28 5,023,916.46
(2) Main business (by industry)
Unit: RMB Currency: CNY
Amount incurred of current period Amount incurred in the same time of last period
Products
Business income Business cost Business income Business cost
Sales of bicycle and spare
parts 2,913,427.30 2,827,957.15 363,669.25 363,669.25
(3) Main business (by category)
Unit: RMB Currency: CNY
Amount incurred of current period Amount incurred of last period
Products
Business income Business cost Business income Business cost
CBC electric
- - - -
CBC bicycle
110,585.50 96,846.17 41,329.07 41,329.07
Total
110,585.50 96,846.17 41,329.07 41,329.07
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
5. Supplemental Information of cash flow statement
Unit: RMB Currency: CNY
Amount of this peri Amount of the same
Supplemental Information
od time of last period
1． Reconciliation of net profit/(loss) to cash
flows from operating activities:
Net profit
-32,675,448.12 26,975,990.16
plus: provision for assets
-15,588.87 621,799.65
Depreciation of fixed assets, oil/gas asset depletion and depreciation of
productive biological assets 2,401,844.61 4,953,892.36
Amortization of intangible assets
431,431.02 431,431.02
Amortization of long-term prepaid expenses
-
Loss on disposal of fixed assets, intangible assets and others (deduct: gains)
-
Losses on disposal of fixed assets (deduct: gains)
-
Losses on the changes in fair value (deduct :gains) -
-
Financial expenses (deduct :gains) -
33,240,370.76 16,863,378.57
Losses arising from investments(deduct: gains) -
-
Decrease of deferred income tax assets (deduct : increase)
-
Increase of deferred income tax liabilities (deduct : decrease) -
-
Decrease in inventories(deduct: increase)
52,709.42 41,329.07
Decrease in operating payables (deduct: increase)
-321,450.78 -2,010,663.06
Increase in operating payables (deduct: decrease)
-3,456,326.94 -47,832,696.71
Others
-
Net cash flows from operating activities
-342,458.90 44,461.06
2． Investing and financing activities that do not
concerning cash receipts and payment:
Conversion of debt into capital
-
Reclassification of convertible bonds expiring within one year as current liability
-
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Amount of this peri Amount of the same
Supplemental Information
od time of last period
Financial leasing of fixed assets
-
3． Net change of cash and cash equivalents:
Closing balance of cash
216,106.23 529,240.47
Minus: opening balance of cash
561,283.08 498,624.71
Plus: closing balance of cash equivalents
-
Minus: opening balance of cash equivalents
-
Net increase of cash and cash equivalents
-345,176.85 30,615.76
XII. Supplement information
1. List of non-recurring profit and loss
Unit: RMB Currency: CNY
Item Amount of this year Explanation
Loss and profit on disposal of non-current assets
Tax return or exemption from override approval or with no official
- -
approval document
The amount of the government subsidies which are included
in the current profits( which is related to enterprise business, except - -
for government subsidies according to national stand quota or
quantum)
Paid or received payment for use of state funds recorded in current
-
profit and Loss
Profits and losses arising from business combination when the
combined cost is less than the recognized fair value of net assets of -
the merged company
Loss and profit of exchange of non-monetary assets -
Loss and profit by entrusting others to invest and manage the asset
Allotted asset depreciation reserves incurred by occasional cause
-
such as natural calamities
Gains and losses from debt restructuring
Expense for enterprise reconstruction, employee arrangement and
-
other integration costs
Profit and loss from transactions with obvious unfair transaction -
price
Subsidiaries' year-to-date net profit/loss arising from business
-
combination of entities controlled by a same company
Profits contributed by the sold assets to the listed company from The
beginning of the year To the sale date
Except for effective hedging business related to normal
business, held-for-trading financial asset, profit and losses on the
changes in fair value generated by transaction financial
-
liabilities, investment income achieved by disposing transaction
financial assets, transaction financial liabilities and
hold-to-sale financial assets
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Item Amount of this year Explanation
Reversals of depreciation reserves of receivables done
-
depreciation test solely
Loss and profit achieved by entrusting loans -
Profit and loss on the changes in fair value of invested real estate
-
after being subsequently measured with fair value mode
According to laws and regulations of tax and accounting, impact of
One-off adjustment of current loss and profit on current loss -
and profit
Trustee fee income generated from entrusted operation -
58,257.23
Other non-operating income and expenses
Other loss/profit qualified definition of other non recurring profit
and loss
Amount influenced by income tax
Amount influenced by few shareholders’ equity(after-tax)
Total 58,257.23
2. Return on Equity and earnings per share
Earnings per share
Profit during the period of report Average weight ROE (%) Basic earnings per Dilute earnings per
share share
Net income attributed to shareholders
-
-0.0605 -0.0605
Net income attributed to shareholders
after deducting net profit of recurring -
-0.0606 -0.0606
loss and profit
3. Reason and explanation of unusual circumstance of items of financial statement of the
company
Unit: RMB Currency: CNY
Proportion of
Change of amount
change in the
at the beginning of
beginning of
period and at the
Items period and at the Explanation
end of period or at
end of period or at
the same period of
the same period of
last year
last year
Net account
Emmelle enlarge its sales
receivable -1,535,799.14 -39.69%
Account paid in
Business growth in Emmelle
advance -638,724.95 -40.20%
Disposal of inventory and increasing accrual of depreciation
Net inventory
17,034,490.36 119.04% provision
Disposal of inventory and increasing accrual of depreciation
Account payable
12,247,260.91 10.49% provision
Account received in
Increasing account received in advance of peak season of sales
advance 5,484,337.30 34.67%
Salary Employee benefits payed in current period
-2,253,764.79 -55.05%
Loss of current exchange rate in foreign exchange, gains of
Financial expense current exchange rate in foreign exchange in the same period
16,358,921.01 97.11% of last year
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深圳中华自行车(集团)股份有限公司 2012 年半年度报告全文
Asset depreciation Withdrawal of depreciation provision increased in the same
loss -637,388.52 -102.51% period of last year
In the same period of last year, debt reorganization plan of
Non-operation Sunrise Company was completed ruled by the Court,
income non-operation income from accrued interest and parts of
-47,755,142.06 -99.83% liabilities
IX. Documents Available for Reference
Content for reference
(I) Text of Semi-annual Report 2012 carrying the genuine signatures of legal representative
(II) Text of financial report carrying the autograph and seals of legal representative, principal in charge of the accounting affairs and
principal in charge of the accounting institute;
(III) Original texts of all documents and announcement disclosed publicly in the newspapers designated by China Securities
Regulatory Commission in the report period;
(IV) English version of the 2012 Semi-annual Report.
Chairman: Luo Guiyou
Approval dated by the Board: 15 August 2012
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