深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Shenzhen China Bicycle Company (Holdings) Limited SEMI-ANNUAL REPORT 2013 August 2013 1 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Section I. Important Notice, Contents and Paraphrase Board of Directors, Supervisory Committee, all directors, supervisors and senior executives of Shenzhen China Bicycle Company (Holdings) Limited (hereinafter referred to as the Company) hereby confirm that there are no any fictitious statements, misleading statements, or important omissions carried in this report, and shall take all responsibilities, individual and/or joint, for the reality, accuracy and completion of the whole contents. Other directors attended the board meeting on auditing the report except for the following directors: Position of absent Name of absent director Reason for absence Entrusted director Zhang Xinmiao Independent Director On business Li Bing The Company has no plans of cash dividend distributed, no bonus shares and has no share converted from capital reserve either. Luo Guiyou, principal of the Company, Zhang Zebing, person in charger of accounting works and Sun Longlong, person in charge of accounting organ (accounting principal) hereby confirm that the Financial Report of Semi-Annual Report 2013 is authentic, accurate and complete. 2 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Indication of major risks I. On 24 October 2012, a “Civil Ruling Paper” (2012) Shen Zhong Fa Po Zi No. 30-1 was ruled by Shenzhen Intermediate People’s Court for reorganization of the Company since 25 October 2012; King & Wood Mallesons (Shenzhen) and Shenzhen Zhengyuan Liquidation Co., Ltd. was appointed as administrator for the Company. In accordance with regulation of article 13.2.7 of Rules Governing the Listing of Stock on Shenzhen Stock Exchange, the stock of the Company suspended since 13 November 2012, resumption should apply to Shenzhen Stock Exchange by the Company till the reorganization plan was ruled by Shenzhen Intermediate People’s Court. Vary reorganization works still in process recently. During reorganization, the Company has suspended risk due to regulation of Listing Rules, or has risks of declared bankrupt liquidation due to the reasons regulated pursuit to Enterprise Bankruptcy Law of the People’s Republic of China; if the Company declared bankrupt liquidation, stock of the Company will at risk of de-listing. Majority investors are advice to exercise rational investment with risks attention. II. Owing to the negative amount of audited closing net assets for year of 2012, accounting statement of the Company was issued an audit report with disclaimer of opinion, in accordance with relevant regulations of Rules Governing the Listing of Stocks on Shenzhen Stock Exchange (Revised in 2012), the Company will has warning of delisting risk implemented. Since bankruptcy reorganization implemented from 25 October 2012 ruled by Shenzhen Intermediate People’s Court, stock of the Company was implemented risk warning and suspended, therefore the Company continues to implemented warning of delisting risk. If the audited net assets at period-end for year of 2013 continues to be negative, or the audit report continues to be issued with disclaimer of opinion or adverse opinion, the stock of the Company will suspend according to the Rules Governing the Listing of Stocks on Shenzhen Stock Exchange. 3 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Content Semi-Annual Report 2013 .................................................................................................................1 Section I Important Notice, Contents and Paraphrase ..................................................................2 Section II Company Profile ...............................................................................................................5 Section III Accounting data and summary of finnaical indexes ....................................................7 Section IV Report of the Board of Directors ...................................................................................9 Section V Important Events ............................................................................................................19 Section VI Changes in shares and particular about shareholders...............................................20 Section VII Directors, Supervisors and Senior Executives .........................................................23 Section VIII Financial Report.........................................................................................................24 Section IX Documents Available for Reference .........................................................................127 4 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Section II Company profile I. Company Profile *ST ZHONGHUA – A Short form for share Code for share 000017、200017 *ST ZHONGHUA – B Listing stock exchange Shenzhen Stock Exchange Chinese name of the Company 深圳中华自行车(集团)股份有限公司 Abbr. of Chinese name of the 深中华 Company(if applicable) English name of the SHENZHEN CHINA BICYCLE COMPANY(HOLDINGS)LIMITED Company(if applicable) Abbr. of English name of the CBC Company(if applicable) Legal Representative Luo Guiyou II. Contact person and ways Secretary of the Board Rep. of securities affairs Name Sun Longlong Cui Hongxia Zhonghua Industrial Park, Yousong Zhonghua Industrial Park, Yousong Contact adds. Industrial Zone, Longhua, Shenzhen, Industrial Zone, Longhua, Shenzhen, Guangdong Province Guangdong Province Tel. 0755-28181666 0755-28181666 Fax. 0755-28181009 0755-28181009 E-mail dmc@szcbc.com dmc@szcbc.com III. Others 1. Way of contact Whether registrations address, offices address and codes as well as website and email of the Company changed in reporting period or not □ Applicable √ Not applicable Registrations address, offices address and codes as well as website and email of the Company has no change in reporting period, found more details in Annual Report 2012. 5 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 2. Information disclosure and preparation place Whether information disclosure and preparation place changed in reporting period or not □ Applicable √ Not applicable The newspaper appointed for information disclosure, website for semi-annual report publish appointed by CSRC and preparation place for semi-annual report have no change in reporting period, found more details in Annual Report 2012. 3. Registration changes of the Company Whether registration has changed in reporting period or not □ Applicable √ Not applicable Date/place for registration of the Company, registration number for enterprise legal license, number of taxation registration and organization code have no change in reporting period, found more details in Annual Report 2012. 4. Other relevant information Whether other relevant information has changed in reporting period or not □ Applicable √ Not applicable 6 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Section III. Accounting data and summary of financial indexes I. Main accounting data and financial indexes Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting error correction or not □Yes √ No Increase/decrease in this Current period Same period of last year report y-o-y (%) Operating revenue (RMB) 104,903,520.59 113,186,086.20 -7.32% Net profit attributable to shareholders of -29,283,608.20 -33,344,485.07 -12.18% the listed company(RMB) Net profit attributable to shareholders of the listed company after deducting 2,197,124.06 -33,402,742.30 -106.58% non-recurring gains and losses(RMB) Net cash flow arising from operating -20,556,480.08 -2,504,014.01 720.94% activities(RMB) Basic earnings per share (RMB/Share) -0.0531 -0.0605 -12.23% Diluted earnings per share (RMB/Share) -0.0531 -0.0605 -12.23% Increase/decrease in this End of current period End of last period report-end over that of last period-end (%) Total assets (RMB) 157,297,854.65 162,649,076.30 -3.29% Net assets attributable to shareholder of -1,738,734,864.61 -1,709,451,256.41 1.71% listed company(RMB) II. Difference of the accounting data under accounting rules in and out of China 1. Difference of the net profit and net assets disclosed in financial report, under both IAS (International Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles) In RMB Net profit attributable to shareholders of listed Net assets attributable to shareholders of listed company company Amount at Amount in this period Amount in last period Amount at period-end period-begin Chinese GAAP -29,283,608.20 -33,344,485.07 -1,738,734,864.61 -1,709,451,256.41 7 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Items and amount adjusted by IAS 2. Difference of the net profit and net assets disclosed in financial report, under both foreign accounting rules and Chinese GAAP (Generally Accepted Accounting Principles) In RMB Net profit attributable to shareholders of listed Net assets attributable to shareholders of listed company company Amount at Amount in this period Amount in last period Amount at period-end period-begin Chinese GAAP -29,283,608.20 -33,344,485.07 -1,738,734,864.61 -1,709,451,256.41 Items and amount adjusted by foreign accounting rules 3. Reasons for the differences of accounting data under accounting rules in and out of China III. Items and amounts of extraordinary profit (gains)/loss In RMB Item Amount Note Gains/losses from the disposal of non-current asset (including the 15,100.00 write-off that accrued for impairment of assets) Reorganization expenses, such as expenditure for allocation of Expenditure for allocation of -31,521,787.26 employees and integration fee employees Other non-operating income and expenditure except the 25,955.00 abovementioned Total -31,480,732.26 -- Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, explain reasons □ Applicable √ Not applicable 8 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Section IV. Report of the Board of Directors I. Introduction In the first half year of 2013, continued to be affected by the financial crisis and European and American debt crisis, the domestic and overseas situation was still complicated and severe, the international economic situation hasn’t really get over the crisis, the recovery of the domestic economy was still unstable and uncertain, various macro-control measures were in rapid succession, the overall level of prices continued to rise, the household consumption tended to be cautions, and the manufacturing industry was greatly impacted. Meanwhile, the market competition became more and more violent, and the operating environment of the company was very harsh. The company was ruled to enter reorganization procedures by the court in Oct., 2012. Under the above-mentioned special operating background, through the arduous efforts of the board of directors, the management team and all staff of the company, all aspects of the company’s work has proceeded in order in the first half year of 2013, the company’s business has kept stable development; strictly controlled the costs and expenses by adjusting the product structure, even the operating revenue declined slightly compared with the same period of last year, the gross profits increased steadily compared with the same period of last year. The stable development of the business has supported the advance of reorganization. According to the legal provisions, the company has established reorganization plan draft, and submitted to Shenzhen Intermediate People's Court and the meeting of creditors of the company within the legal time limit. Soon afterwards, Shenzhen Intermediate People's Court decided to hold the second meeting of creditors about the corporation reorganization on 22nd, Aug., 2013 to consider and vote the reorganization plan draft of Shenzhen China Bicycle Co., Ltd. and convene the investor meeting on the same day to consider and vote the investors’ interests adjustment program involved in the reorganization plan draft. The Company will announce the results of the meeting separately. At present, the reorganization is under way. II. Main business analysis Introduction Since the Company entered the reorganization procedure in Oct., 2012, the business environment and client confidence of the upstream-downstream selling supply chain was greatly impacted which resulted in decrease in business. Facing the special dilemma, the company has adjusted the business policy, took root in the business, developed the information communication of the customer, strengthened the details management, starting with the propaganda, sales promotion, order, purchase, marketing, transportation service, balance accounts, and in-sales and after-sales services, and maintained the overall stable development of the business operation furthest. The company makes all work proceed in order by grasping management, preventing the risks, implementing the reorganization and adjusting the product structure. During the report period, the company has achieved operation revenue of 104,903,500 Yuan, operating profits of -29,322,000 Yuan, and net profits attributable to listed company’s shareholders of -29,283,600 Yuan, which overall kept the same and declined slightly compared with the same period of last year. Y-o-y changes of main financial data In RMB Y-o-y increase/decrease Current period Same period of last year Reasons for changes (%) Operation revenue 104,903,520.59 113,186,086.20 -7.32% Operation cost 92,139,173.51 101,210,241.57 -8.96% Increased the investment Sales expenses 3,589,369.24 2,458,621.15 45.99% to maintain the business steady Mainly due to the Administrative expenses 38,509,731.68 9,601,264.94 301.09% economic compensation paid Financial cost -198,651.27 33,204,294.32 -100.6% After the Company 9 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 entered the reorganization process, original interest-bearing debt stopped to bear interest, foreign currency debt stopped to discount exchange rate Mainly due to the Net cash flow arising -20,556,480.08 -2,504,014.01 720.94% economic compensation from operation activities paid Net cash flow arising from investment 27,570.94 -10,166.98 -371.18% activities Mainly due to the Net increase of cash and -20,528,909.14 -2,514,180.99 716.52% economic compensation cash equivalent paid Net profit attributable to shareholders of listed -29,283,608.20 -33,344,485.07 -12.18% company Major changes on profit composition or profit resources in reporting period √ Applicable □ Not applicable The net profit attributable to shareholders of listed company was RMB -29,283,608.20 in the reporting period, and the loss was mainly due to the economic compensation paid; net profit attributable to shareholders of listed company at the same period of last year was RMB -33,344,485.07, and the loss mainly because debt interest was accrued in advance. The future development and planning extended to reporting period that published in disclosure documents as prospectus, private placing memorandum and recapitalize statement □ Applicable √ Not applicable No future development and planning extended to reporting period that published in disclosure documents as prospectus, private placing memorandum and recapitalize statement Review on the previous business plan and its progress during reporting period Under the special business environment of the corporation reorganization, in the first half year of 2013, all work of the company has proceeded in order, the business has kept the stable development, and the company has submitted the reorganization plan draft within the legal time limit. Shenzhen Intermediate People's Court decided to hold the second meeting of creditors about the corporation reorganization on 22nd, Aug., 2013 to consider and vote the reorganization plan draft of Shenzhen China Bicycle Co., Ltd. and convene the investor meeting on the same day to consider and vote the investors’ interests adjustment program involved in the reorganization plan draft. The Company will announce the results of the meeting separately. At present, the reorganization is under way. 10 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 III. Constitution of main business In RMB Increase or Increase or Increase or decrease of decrease of decrease of gross Operating Gross profit ratio Operating cost operating revenue operating cost profit ratio over revenue (%) over same period over same period same period of of last year (%) of last year (%) last year (%) According to industries Bicycle and sales 91,085,989.79 86,181,559.63 5.38% -9.25% -9.42% 0.17% of spare parts Leasing 1,361,047.70 1,644,557.66 -20.83% 18.14% -37.32% 106.93% management According to products OEM electric 69,701,335.81 66,261,490.66 4.94% -11.14% -10.97% -0.18% vehicle OEM bicycle 20,816,179.61 19,409,282.99 6.76% 5.85% 4.33% 1.37% CBC electric vehicle CBC bicycle 281,709.39 233,886.84 16.98% 162.61% 150.25% 4.1% Other 286,764.98 276,899.14 3.44% -86.72% -86.35% -2.67% Leasing 1,361,047.70 1,644,557.66 -20.83% 18.14% -37.32% 106.93% management According to region IV. Investment analysis 1. Main subsidiaries and joint-stock companies analysis Main subsidiaries and joint-stock companies In RMB Main Industry Registered Operation Operation Name Type products or Total assets Net assets Net profit involved capital revenue profit service Shenzhen An Jule Property Property RMB 2 1,173,596.2 -21,666,729 1,361,047.7 Property Subsidiary managemen managemen -385,039.13 -385,039.13 million 1 .65 0 Managemen t t t Co., Ltd. China Trading and HK$ 0.02 Bicycle Subsidiary Bicycle 565,493.40 -739,399.91 0.00 0.00 0.00 manufacture million (Internation 11 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 al) Co., Ltd. China Bicycle Sales of HK$ 5 15,496,178. -50,588,239 (Hong Subsidiary Bicycle bicycles and 0.00 0.00 0.00 million 40 .35 Kong) Co., accessories Ltd. Shenzhen Sales of Emmelle RMB 2 62,303,355. 91,669,708. Subsidiary Bicycle bicycles and 210,645.61 -56,363.21 8,736.79 Industry million 95 79 accessories Co., Ltd. V. Prediction of business performance from January – September 2013 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 √ Not applicable VI. Explanation from the Board and Supervisory Committee for “Qualified Opinion” from the CPA of this year’s Un-audited in the reporting VII. Explanation from the Board for “Qualified Opinion” of last year’s Financial Report of the Company for year of 2012 was audited by Crowe Horwath China CPA (LLP) with disclaimer of opinion issued. In according to regulation of Rules Governing the Listing of Stocks on Shenzhen Stock Exchange, the specific explanations with events involved in audit report from the Board are: Disclaimer of opinion from CPA: 1. CBC started reforming on 25th, Oct., 2012, tax administration, customs, finance, guarantees, suppliers, and other creditors have declared financial claims to the custodian, up to the audit report date, the financial claims declaration has amounted to 3,453,252,904.97 Yuan, the total amount of financial claims that the custodian has confirmed and enrolled in The Form of Claims was 1,875,616,630.22 Yuan, above-mentioned financial claims declared by the creditors are different from the accounting and haven’t been ruled by the court, Crowe Horwath China CPAs cannot confirm its effects on financial statements of China Bicycle Company. 2. Refer to the statement in Note X.: ended as 31 December 2012, total assets of CBC was 162,649,076.30 Yuan, total liability was 1,872,039,760.06 Yuan while net assets was -1,709,390,683.76 Yuan for serious insolvency resulted with vary huge over due debts, taxes and lawsuit debts arising from external guarantee and overdue debts; Being application from first majority shareholder and largest creditor of CBC, Shenzhen Guosheng Energy Investment Development Co., Ltd, CBC was ruled to reorganize since 25 October 2012 by Shenzhen Intermediate People’s Court. As to the end of audit reporting date, CBC still in process of reorganization without judge from Shenzhen Intermediate People’s Court, Crowe Horwath China is unable to obtained complete-ness and properly auditing evidence to guarantee whether it can improve the sustainable operational ability for China Bicycle. Therefore, Crowe Horwath China fail to judge the appropriate-ness of the financial statement 2012 of CBC that prepared under the sustainable hypothesis. 12 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Specific explanation from the Board: On 11th, May 2012, the largest shareholder and biggest creditor of the Company, Shenzhen Guosheng Energy Investment and Development Co., Ltd. applied to Shenzhen Municipal Intermediate People's Court for reforming the Company as the Company couldn’t pay off the matured debts and was seriously insolvent. On 12th, Oct., 2012, Shenzhen Municipal Intermediate People's Court ruled to accept the application proposed by Guosheng Energy according to (2012) Shenzhen Intermediate Court Po Zi No. 30 civil ruling. In late October, 2012, Shenzhen Municipal Intermediate People's Court ruled to reform the Company since 25th, Oct., 2012 according to (2012) Shenzhen Intermediate Court Po Zi No. 30-1 civil ruling, appointed King & Wood (Shenzhen) Mallesons and Shenzhen Zhengyuan Liquidation Affairs Co., Ltd. as the custodians of the Company. At the same time, Shenzhen Municipal Intermediate People's Court made (2012) Shenzhen Intermediate Court Po Zi No. 30-1 written decision, and approved the Company to manage property and business affairs by itself under the supervision of custodians according to the law. After the Company entered bankruptcy reorganization procedures, in accordance with the relevant regulations of Enterprise Bankruptcy Law of the People's Republic of China, the custodians started creditor's rights declaring registration and examination, and the first meeting of creditors of the Company’s reorganization case was presided over by Shenzhen Municipal Intermediate People's Court and convoked on 11th, Dec., 2012. According to the legal provisions, the company has established the reorganization plan draft, and submitted to Shenzhen Intermediate People's Court and the meeting of creditors of the company within the legal time limit. On 31st, Jul., 2013, the company has received the written ruling for confirming the financial claim from the court and announced it. Soon afterwards, Shenzhen Intermediate People's Court decided to hold the second meeting of creditors about the corporation reorganization on 22nd, Aug., 2013 to consider and vote the reorganization plan draft of Shenzhen China Bicycle Co., Ltd. and convene the investor meeting on the same day to consider and vote the investors’ interests adjustment program involved in the reorganization plan draft. At present, the reforming is being advanced, the Company will solve the debt crisis via the reforming, introduce strong recombination party, and transfuse high quality assets so as to recover the Company’s sustainable operation ability and profitability and realize benign development of the Company. VIII. Implementation of profit distribution in reporting period Implementation or adjustment of profit distribution plan in reporting period, cash dividend plan and shares converted from capital reserve in particular □Applicable √Not applicable The Company has no profit distribution and shares converted from capital reserve either, which was deliberated and approved in annual shareholders’ general meeting of 2012 IX. Plan of profit distribution and capital reserve capitalizing in the reporting There is no plan of profit distribution or capital reserve capitalizing in the reporting. X. In the report period, reception of research, communication and interview Contents discussed and Time Place Way Type Reception material provided Office of the Phone Shareholders of Restructure progress of the 2013-1-1 to 6-30 Individual investor Company communication circulating shares Company 13 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Section V. Iimportant Events I. Corporate governance During the report period, in accordance with its actual situation, the Company has constantly improved the corporate governance structure of the company and strived to establish the modern enterprise system by strictly following the requirements of the Company Law, the Securities Law, and the Governance Standards for Listed Companies, and the normative documents. The Company also has operated and convoked the stockholders' meeting, the board meeting and the meeting of the board of directors by strictly following the relevant rules and procedures of the Articles of Association, and has maintained the interests of the company. The actual situation of the corporate governance structure meets requirements of the normative documents about the governance of listed companies issued by the China Securities Regulatory Commission. Actual corporate governance of the Company shows no difference with the Company Law and relevant regulations of CSRC II. Significant lawsuits and arbitrations of the Company □Applicable √Not applicable The Company has no significant lawsuits and arbitrations in reporting period III. Question from media □ Applicable √ Not applicable No universal questioned by media in reporting period IV. Bankruptcy reorganization On 11th, May, 2012, the largest shareholder and biggest creditor of the Company, Shenzhen Guosheng Energy Investment and Development Co., Ltd. applied to Shenzhen Municipal Intermediate People's Court for reforming the Company as the Company couldn’t pay off the matured debts and was seriously insolvent. On 12th, Oct., 2012, Shenzhen Municipal Intermediate People's Court ruled to accept the application proposed by Guosheng Energy according to (2012) Shenzhen Intermediate Court Po Zi No. 30 civil ruling. In late October 2012, Shenzhen Municipal Intermediate People's Court ruled to reform the Company since 25th, Oct., 2012 according to (2012) Shenzhen Intermediate Court Po Zi No. 30-1 civil ruling, appointed King & Wood (Shenzhen) Mallesons and Shenzhen Zhengyuan Liquidation Affairs Co., Ltd. as the custodians of the Company. On the same time, Shenzhen Municipal Intermediate People's Court made (2012) Shenzhen Intermediate Court Po Zi No. 30-1 written decision, and approved the Company to manage property and business affairs by itself under the supervision of custodians according to the law. After the Company entered bankruptcy reorganization procedures, in accordance with the relevant regulations of Enterprise Bankruptcy Law of the People's Republic of China, the custodians started creditor's rights declaring registration and examination, and the first meeting of creditors of the Company’s reorganization case was presided over by Shenzhen Municipal Intermediate People's Court and convoked on 11th, Dec., 2012. According to the legal provisions, the company has established the reorganization plan draft, and submitted to Shenzhen Intermediate People's Court and the meeting of creditors of the company within the legal time limit. On 31st, Jul., 2013, the company has received the written ruling for confirming the financial claim from the court and announced it. Soon afterwards, Shenzhen Intermediate People's Court decided to hold the second meeting of creditors about the corporation reorganization on 22nd, Aug., 2013 to consider and vote the reorganization plan draft of Shenzhen China Bicycle Co., Ltd. and convene the investor meeting on the same day to consider and vote the investors’ interests adjustment program involved in the reorganization plan draft. The 14 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 reorganization still in process recently V. Transaction in assets Nil VI. Implementation and its influence of equity incentive Nil VII. Insignificant related transactions 1. Contact of related credit and debt Whether exist non-operating contact of related credit and debt or not √Yes □No Whether exist Balance of Amount of the Balance at non-operation period-begin period Related Type of credit Forming period-end (in Related party al capital (in 10 occurrence (in relationship and debt reason 10 thousand occupying thousand 10 thousand Yuan) Yuan) Yuan) Shenzhen Guosheng Debts of Controlling Energy Investment related party 41,678.31 41,678.31 shareholder Development Co., Ltd. payable Shenzhen Guosheng Debts of Controlling Energy Investment related party 435.33 435.33 shareholder Development Co., Ltd. payable Shenzhen Guosheng Debts of Controlling Energy Investment related party 4,510 4,510 shareholder Development Co., Ltd. payable Shenzhen Jinhuan Debts of Printing Board Co., Associates related party 261.64 261.64 Ltd. payable 2. Other insignificant related transactions Nil VIII. Significant contracts and its implementation 1. Trusteeship, contracting and leasing Nil 15 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 2. Guarantees In ten thousand Yuan Particulars about the external guarantee of the Company (Barring the guarantee for the controlling 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) Guangdong Sunrise General 1996-07-26 1,960 1996-07-26 1,960 4 months No No Group Co., Ltd. guarantee Guangdong Sunrise General 1999-09-30 477.28 1999-09-30 477.28 12months No No Group Co., Ltd. guarantee Guangdong Sunrise General 1998-04-30 182 1998-04-30 182 11 months No No Group Co., Ltd. guarantee Guangdong Sunrise General 1997-07-30 175 1997-07-30 175 7 months No No Group Co., Ltd. guarantee Guangdong Sunrise General 1997-06-04 210 1997-06-04 210 8months No No Group Co., Ltd. guarantee Jintian Industry General 1998-10-30 5,000 1998-10-30 5,000 6 months No No (Group) Co., Ltd. guarantee Shenzhen Tianma General 1994-09-30 800 1994-09-30 800 12 months No No Cosmetics Co., Ltd guarantee 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 General Huajiaming 1997-09-03 8.31 1997-09-03 8.31 4 months No No guarantee Economic and Trade 16 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Co., Ltd. General Zoria Pte Ltd 1996-03-25 7,808.7 1996-03-25 7,808.7 9 months No No guarantee 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 -9.56% net assets of the Company (that is A4+ B4) (%) Including: The debts guarantee amount provided for the guaranteed parties 16,621.3 whose assets-liability ratio exceed 70% directly or indirectly(D) Total amount of the aforesaid three guarantees(C+D+E) 16,621.3 Explanations on possibly bearing joint and several liquidating N/A responsibilities for undue guarantees (if applicable) Explanation on guarantee with way of complex IX. Commitments made by the Company or shareholders holding above 5% shares of the Company in reporting period or occurring in the previous period but extending to reporting period Commitment Commitme Commitments Promisee Content of commitments Implementation date nt term The original non-circulated shares are not available for Shenzhen trading or transfer in 12 Guosheng months since Reform Energy implemented; after the Commitments for Development aforesaid period expired, 2006-12-29 Implemented Share Merger Reform Co., Ltd,; original shareholders with Zhuorun over 5% of non-circulated Technology shares held can list the share Co., Ltd. on Shenzhen Stock Exchange; the proportion of 17 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 sold shares should be over 5% within 12 months and no more 10% deal in 24 months. Commitments in report of acquisition or equity change Commitments in assets replacement Commitments in initial public offering or refinancing Other commitments for medium and small shareholders Completed on time or not Yes Detail reasons for un-complement and No further plan (if applicable ) X. Engagement and non-reappointment of CPA Whether the semi-annual report was audited or not □ Yes √ No XI. Penalty and rectification Explanation on rectification □Applicable √ Not applicable XII. Explanation on other significant events Nil 18 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Section VI. Changes in Shares and Particulars about Shareholders I. Changes in shares 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 37,542,58 -27,567,39 -27,567,39 I. Restricted shares 6.81% 0 0 0 9,975,190 1.81% 7 7 7 1、State-owned shares 0 0% 0 0 0 0 0 0 0% 2. State-owned legal 0 0% 0 0 0 0 0 0 0% person’s shares 37,531,01 -27,567,39 -27,567,39 3、Other domestic shares 6.81% 0 0 0 9,963,618 1.81% 5 7 7 Including: Domestic legal 37,531,01 -27,567,39 -27,567,39 6.81% 0 0 0 9,963,618 1.81% person’s shares 5 7 7 Domestic natural person’s 0 0% 0 0 0 0 0 0 shares 4. Foreign shares 0 0% 0 0 0 0 0 0 Including: Foreign legal 0 0% 0 0 0 0 0 0 0% person’s shares Foreign natural person’s 0 0% 0 0 0 0 0 0 0% shares 5. Senior executives’ 11,572 0% 0 0 0 0 0 11,572 0% shares 513,805,3 27,567,39 27,567,39 541,372,7 II. Unrestricted shares 93.19% 0 0 0 98.19% 60 7 7 57 265,445,0 27,567,39 27,567,39 293,012,4 1. RMB Ordinary shares 48.14% 0 0 0 53.14% 03 7 7 00 2. Domestically listed 248,360,3 248,360,3 45.05% 0 0 0 0 0 45.05% foreign shares 57 57 3. Overseas listed foreign 0 0% 0 0 0 0 0 0 0% shares 4. Others 0 0% 0 0 0 0 0 0 0% 551,347,9 551,347,9 III. Total shares 100% 0 0 0 0 0 100% 47 47 19 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Reasons for share changed √Applicable □Not applicable The restricted 27,567,397 shares held by Shenzhen Guosheng Energy Investment Development Co., Ltd.(largest shareholder of the Company) was listed for trading on 8 February 2013, representing 5.00 percent of total share of the Company. Approval of share changed √Applicable □Not applicable Being examined by Zhongshan Securities Co., Ltd. (sponsor of the Share Reform), the desterilization of non-tradabel shares from Shenzhen Guosheng Energy Investment Development Co., Ltd. meets requirement and relevant regulation of “Management Method of Equity Division Reform for Listed Company” without violated relevant commitments of equity division reform, and the stocks are listed for trading after verified and approved by Shenzhen Stock Exchange. Ownership transfer of share changed □ Applicable √ Not applicable Influence on the basic EPS and diluted EPS as well as other financial indexes of net assets per share attributable to common shareholders of Company in latest year and period □ Applicable √ Not applicable Other information necessary to disclose for the Company or need to disclosed under requirement from security regulators □ Applicable √ Not applicable Explanation on changes of total shares and shareholders structure as well as changes of structure of assets and liability □ Applicable √ Not applicable II. Number of shares and shares held In Share Total shareholders at period-end 34,427(including 21,358 A-share and 13,069 B-share) Shareholders with over 5% shares held Number Number of share pledged/frozen Amount Amount of Changes of of Nature of Proportion of shares in Shareholders restrict un-restri shareholder shares held (%) held at reportin State of share Amount shares ct shares period-e g period held held nd Shenzhen Guosheng Energy Domestic 65,098, 9,963,6 55,134, Investment non-State-owned 11.81% 0 0 412 18 794 Development legal person Co., Ltd. Zhuorun Foreign legal 44,104, 44,104, 8% 0 0 0 Technology Co., person 246 246 20 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Ltd. Domestic nature 6,894,2 6,894,2 Zeng Ying 1.25% 0 0 person 57 57 Shenzhen Kangsheng Domestic 5,972,5 5,972,5 Investment non-State-owned 1.08% 0 0 00 00 Development legal person Co., Ltd. Jingchao Foreign legal 5,001,9 5,001,9 Investment Co., 0.91% 0 0 person 44 44 Ltd. Domestic nature 2,293,2 2,293,2 Li Gaofeng 0.42% 0 0 person 41 41 Domestic nature 2,221,9 2,221,9 Wang Haoyu 0.4% 0 0 person 33 33 TANG JING Foreign nature 2,213,1 2,213,1 0.4% 0 0 YUAN person 75 75 GUOTAI JUNAN Foreign legal 2,208,0 2,208,0 SECURITIES(H 0.4% 0 0 person 17 17 ONGKONG) LIMITED Domestic nature 2,061,7 2,061,7 Liu Xiuhuang 0.37% 0 0 person 07 07 Among the shareholders with over 5% shares held the Company was unaware of whether Explanation on associated there existed associated relationship or whether there existed consistent actionist regulated in relationship among the aforesaid the Management Measure of Information Disclosure on Change of Shareholding for Listed shareholders Companies Particulars about the shares held by the top ten unrestricted shareholders Type of shares Shareholders Amount of unrestricted shares held at period-end Type Amount Shenzhen Guosheng Energy RMB common 55,134,794 55,134,794 Investment Development Co., Ltd. shares RMB common Zhuorun Technology Co., Ltd. 44,104,246 44,104,246 shares Domestically Zeng Ying 6,894,257 listed foreign 6,894,257 shares Shenzhen Kangsheng Investment 5,972,500 RMB common 5,972,500 21 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Development Co., Ltd. shares RMB common Jingchao Investment Co., Ltd. 5,001,944 5,001,944 shares Domestically Li Gaofeng 2,293,241 listed foreign 2,293,241 shares RMB common Wang Haoyu 2,221,933 2,221,933 shares Domestically TANG JING YUAN 2,213,175 listed foreign 2,213,175 shares GUOTAI JUNAN Domestically SECURITIES(HONGKONG) 2,208,017 listed foreign 2,208,017 LIMITED shares Domestically Liu Xiuhuang 2,061,707 listed foreign 2,061,707 shares Expiation on associated relationship or consistent actors within the top 10 Among the other circulating shareholders, the Company was unaware of whether there existed associated relationship or whether there existed consistent actionist regulated in the un-restrict shareholders and between Management Measure of Information Disclosure on Change of Shareholding for Listed top 10 un-restrict shareholders and Companies. top 10 shareholders Explanation on shareholders involving margin business (if N/A applicable)(note 4) Whether has a buy-back agreement dealing in reporting period □Yes √No III. Changes of controlling shareholders or actual controller Changes of controlling shareholders in reporting period □ Applicable √ Not applicable Changes of actual controller in reporting period □ Applicable √ Not applicable 22 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Section VII. Directors, Supervisors and Senior Executives I. Changes of shares held by directors, supervisors and senior executives □ Applicable √ Not applicable Shares held by directors, supervisors and senior executives have no changes in reporting period, found more details in Annual Report 2012. II. Changes of directors, supervisors and senior executives There is no change of directors, supervisors and senior executives in the reporting. 23 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Section VIII. Financial Report I. Audit reports Whether the semi-annual report was audited or not □ Yes √ No The financial report of this semi-annual report was unaudited II. Financial statements Units in Notes of Financial Statements is RMB 1. Consolidated balance sheet Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED In RMB Item Closing balance Opening balance Current assets: Monetary funds 31,866,451.72 52,395,360.86 Settlement funds Lending funds Tradable financial assets Notes receivable 7,836,971.30 1,627,810.00 Accounts receivable 692,626.30 6,002,162.94 Prepayments 4,809,886.63 829,956.13 Premium receivable Reinsurance accounts receivable Reinsurance contract reserve receivable Interest receivable Dividend receivable Other account receivable 16,682,217.15 23,467,668.87 Buying back the sale of financial assets Inventory 35,959,634.12 17,612,197.85 Non-current assets due within one year 24 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Other current assets Total current assets 97,847,787.22 101,935,156.65 Non-current assets: Issuance of loans and advances Financial assets available for Sale Held-to-maturity investment Long-term receivables Long term equity investment 2,619,840.50 2,619,840.50 Investment real estate 20,909,802.94 21,395,176.24 Fixed asset 12,623,151.83 12,970,199.73 Project in progress Project materials Liquidation of fixed asset Productive biological asset Oil and gas asset Intangible asset 23,297,272.16 23,728,703.18 Development expenditure Goodwill Long-term deferred expenditure Deferred income tax asset Other non-current asset Total non-current asset 59,450,067.43 60,713,919.65 Total Assets 157,297,854.65 162,649,076.30 Current Liabilities: Short-term borrowing 355,796,107.93 355,796,107.93 Borrowing from the central bank Deposits and interbank deposit Borrowed capital Transaction financial liabilities Notes payable Accounts payable 138,975,694.45 118,475,773.47 Account received in advance 19,363,778.13 13,660,199.55 Financial assets sold for repurchase 25 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Fees and commissions payable Salary payable 3,785,531.50 3,983,845.52 Taxes payable 96,628,906.90 95,980,708.60 Interest payable 230,575,685.75 230,575,685.75 Dividend payable Other payables 428,538,776.34 431,275,594.67 Reinsurance payables Reserves for insurance contracts Agency securities trading Agency securities underwriting Non-current liabilities due within 453,747,741.58 453,747,741.58 one year Other current liabilities 2,344,350.07 2,331,150.07 Total current liabilities 1,729,756,572.65 1,705,826,807.14 Non-current liabilities Long-term loans Bonds payable Long-term payables Special payables Accrued liabilities 166,212,952.92 166,212,952.92 Deferred income tax liability Other non-current liability Total non-current liability 166,212,952.92 166,212,952.92 Total liability 1,895,969,525.57 1,872,039,760.06 Owners’ equity (or Shareholder’s equity): Paid-in capital(share capital) 551,347,947.00 551,347,947.00 Capital surplus 486,589,213.20 486,589,213.20 Less: treasury stock Special reserve Surplus reserve 32,673,227.01 32,673,227.01 Reserve for general risks Retained profit -2,809,345,251.82 -2,780,061,643.62 Converted difference in foreign currency Statements 26 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Total owner’s equity attributable to -1,738,734,864.61 -1,709,451,256.41 parent company Interest of minority shareholders 63,193.69 60,572.65 Total owners’ equity (or shareholders -1,738,671,670.92 -1,709,390,683.76 equity) Total liabilities and owners’ equity (or 157,297,854.65 162,649,076.30 shareholders equity) Legal Representative: Luo Guiyou Person in Charge of Accounting: Zhang Zebing Person in Charge of Accounting Department: Sun Longlong 2. Balance Sheet of Parent Company Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED In RMB Item Closing balance Opening balance Current assets: Monetary fund 8,088,545.87 31,432,888.50 Tradable financial assets Notes receivable Accounts receivable 1,114,712.60 1,014,896.60 Prepayments Interest receivable Dividend receivable Other account receivable 48,342,087.03 52,910,895.39 Inventory 9,482,709.51 9,779,439.79 Non-current assets due within one year Other current assets Total current assets 67,028,055.01 95,138,120.28 Non-current assets: Financial assets available for Sale Held-to-maturity investment Long-term receivables Long term equity investment 2,619,840.50 2,619,840.50 Investment real estate 20,909,802.94 21,395,176.24 Fixed assets 12,380,089.99 12,676,971.13 27 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Project in progress Project materials Liquidation of fixed assets Productive biological asset Oil and gas asset Intangible assets 23,297,272.16 23,728,703.18 Development expenditure Goodwill Long-term deferred expenditure Deferred income tax asset Other non-current assets Total non-current assets 59,207,005.59 60,420,691.05 Total assets 126,235,060.60 155,558,811.33 Current liabilities: Short-term borrowing 320,902,551.61 320,902,551.61 Transaction financial liabilities Notes payable Accounts payable 124,098,936.31 124,098,936.31 Account received in advance 10,664,592.85 10,664,592.85 Salary payable 2,011,494.65 2,151,710.33 Taxes payable 95,526,560.43 94,891,954.20 Interest payable 230,575,685.75 230,575,685.75 Dividend payable Others payables 386,061,830.31 386,975,286.77 Non-current liabilities due within 453,747,741.58 453,747,741.58 one year Other current liabilities 2,320,660.19 2,320,660.19 Total current liabilities 1,625,910,053.68 1,626,329,119.59 Non- current liabilities: Long-term loans Bonds payable Long-term payables Special payables Accrued liabilities 166,212,952.92 166,212,952.92 28 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Deferred income tax liability Other non-current liability Total non-current liability 166,212,952.92 166,212,952.92 Total liabilities 1,792,123,006.60 1,792,542,072.51 Owners’ equity (or Shareholder’s equity): Paid-in capital(share capital) 551,347,947.00 551,347,947.00 Capital surplus 486,589,213.20 486,589,213.20 Less: treasury stock Special reserve Surplus reserve 32,673,227.01 32,673,227.01 Reserve for general risks Retained profit -2,736,498,333.21 -2,707,593,648.39 Converted difference in foreign currency Total owners’ equity (or shareholders -1,665,887,946.00 -1,636,983,261.18 equity) Total liabilities and owners’ equity (or 126,235,060.60 155,558,811.33 shareholders equity) Legal Representative: Luo Guiyou Person in Charge of Accounting: Zhang Zebing Person in Charge of Accounting Department: Sun Longlong 3. Consolidated Income Statements Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED In RMB Item Current Amount Amount of the Previous Period I. Total operation revenue 104,903,520.59 113,186,086.20 Including: Operating revenue 104,903,520.59 113,186,086.20 Interest income Earned premium Fee and commission income II Total Operating cost 134,225,562.75 146,542,399.62 Including: Operating costs 92,139,173.51 101,210,241.57 Interest costs 29 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Fee and commission costs Cash surrender Net compensation expenses Net extraction reserves for insurance contracts Policy dividend payout Reinsurance expense Business tax and surcharge 185,939.59 83,566.51 Sales expenses 3,589,369.24 2,458,621.15 Administrative expenses 38,509,731.68 9,601,264.94 Financial expenses -198,651.27 33,204,294.32 Asset impairment losses -15,588.87 Add: gains from changes of fair value (Loss is listed with “-”) Investment gain (Loss is listed with “-”) Including: Investment gains on affiliated Company and joint venture Exchange gains (Loss is listed with “-”) III. Operating profits (Loss is listed -29,322,042.16 -33,356,313.42 with “-”) Add: Non-operating income 66,345.00 80,257.23 Less: Non-operating expenditure 25,290.00 22,000.00 Including: Disposal loss on non-current liability IV Total profits (Total loss is listed with -29,280,987.16 -33,298,056.19 “-”) Less: Income tax expenses V. Net profit (Net loss is listed with “-”) -29,280,987.16 -33,298,056.19 Including: Net profit generated by combined party before merged Net profit attribute to owners of -29,283,608.20 -33,344,485.07 parent company Minority interest 2,621.04 46,428.88 VI. Earnings per share(EPS) -- -- 30 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (i) Basic Earnings per share(EPS) -0.0531 -0.0605 (ii) Diluted Earnings per -0.0531 -0.0605 share(EPS) VII. Other consolidated income VIII. Total consolidated income -29,280,987.16 -33,298,056.19 Total consolidated income attributable to owners of parent -29,283,608.20 -33,344,485.07 company Total consolidated income 2,621.04 46,428.88 attributable to minority shareholders Legal Representative: Luo Guiyou Person in Charge of Accounting: Zhang Zebing Person in Charge of Accounting Department: Sun Longlong 4. Profit Statement of parent company Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED In RMB Items Current Amount Amount of the Previous Period I. Operation revenue 13,529,519.88 12,586,398.55 Less: Operating costs 4,562,602.46 3,494,706.28 Business tax and surcharge Sales expenses Administrative expenses 37,950,216.66 8,590,635.73 Financial expenses -102,659.42 33,240,370.76 Asset impairment losses -15,588.87 Add: gains from changes of fair value(Loss is listed with “-”) Investment gain(Loss is listed with “-”) Including: Investment gains on affiliated Company and joint venture III. Operating profits (Loss is listed -28,880,639.82 -32,723,725.35 with “-”) Add: Non-operating income 1,245.00 70,257.23 Less: Non-operating expenditure 25,290.00 21,980.00 Including: Disposal loss on non-current liability III. Total profit (Loss is listed with “-”) -28,904,684.82 -32,675,448.12 Less: Income tax expenses 31 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 IV. Net profit (net loss is listed with “-”) -28,904,684.82 -32,675,448.12 V. Earnings per share(EPS): -- -- (i) Basic Earnings per share(EPS) -0.0524 -0.0593 (ii) Diluted Earnings per -0.0524 -0.0593 share(EPS) VI. Other consolidated income VII. Total consolidated income -28,904,684.82 -32,675,448.12 Legal Representative: Luo Guiyou Person in Charge of Accounting: Zhang Zebing Person in Charge of Accounting Department: Sun Longlong 5. Consolidated Cash Flow Statement Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED In RMB Items Current Amount Amount of the Previous Period I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor 60,803,029.90 80,538,581.70 services 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 Net increase of insured savings and 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 32 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Other cash received concerning 19,329,843.70 12,421,194.72 operating activities Subtotal of cash inflow arising from 80,132,873.60 92,959,776.42 operating activities Cash paid for purchasing commodities and receiving labor 53,975,862.67 74,510,481.06 service 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 35,436,172.27 9,162,440.28 Taxes paid 2,778,235.49 4,851,947.12 Other cash paid concerning 8,499,083.25 6,938,921.97 operating activities Subtotal of cash outflow arising from 100,689,353.68 95,463,790.43 operating activities Net cash flows arising from operating -20,556,480.08 -2,504,014.01 activities 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 32,000.00 assets Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities 33 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Subtotal of cash inflow from investing 32,000.00 activities Cash paid for purchasing fixed, 4,429.06 10,166.98 intangible and other long-term assets Cash paid for investment Net increase of mortgaged loans Net cash paid for obtaining subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing 4,429.06 10,166.98 activities Net cash flows arising from investing 27,570.94 -10,166.98 activities 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 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 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 34 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 activities IV. Influence on cash and cash equivalents due to fluctuation in exchange rate V. Net increase of cash and cash -20,528,909.14 -2,514,180.99 equivalents Add: Balance of cash and cash 52,395,360.86 24,546,601.39 equivalents at the period -begin VI. Balance of cash and cash 31,866,451.72 22,032,420.40 equivalents at the period -end Legal Representative: Luo Guiyou Person in Charge of Accounting: Zhang Zebing Person in Charge of Accounting Department: Sun Longlong 6. Cash Flow Statement of parent company Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED In RMB Item Current Amount Amount of the Previous Period I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor 5,265.00 services Write-back of tax received Other cash received concerning 18,804,524.65 7,339,369.17 operating activities Subtotal of cash inflow arising from 18,804,524.65 7,344,634.17 operating activities Cash paid for purchasing commodities and receiving labor service Cash paid to/for staff and workers 32,536,140.33 505,370.10 Taxes paid 1,515,331.51 714,478.37 Other cash paid concerning 8,097,395.44 6,467,244.60 operating activities Subtotal of cash outflow arising from 42,148,867.28 7,687,093.07 operating activities Net cash flows arising from operating -23,344,342.63 -342,458.90 activities II. Cash flows arising from investing 35 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 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, 2,717.95 intangible and other long-term assets Cash paid for investment Net cash paid for obtaining subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing 2,717.95 activities Net cash flows arising from investing -2,717.95 activities III. Cash flows arising from financing activities Cash received from absorbing investment Cash received from loans Cash received from issuing bonds 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 36 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Other cash paid concerning financing activities Subtotal of cash outflow from financing activities Net cash flows arising from financing activities IV. Influence on cash and cash equivalents due to fluctuation in exchange rate V. Net increase of cash and cash -23,344,342.63 -345,176.85 equivalents Add: Balance of cash and cash 31,432,888.50 561,283.08 equivalents at the period -begin VI. Balance of cash and cash 8,088,545.87 216,106.23 equivalents at the period -end Legal Representative: Luo Guiyou Person in Charge of Accounting: Zhang Zebing Person in Charge of Accounting Department: Sun Longlong 7. Consolidated Statement on Changes of Owners' Equity Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED Current Amount In RMB Current Amount Owners' equity attributable to the parent company Interest of Paid-in Reserve Total Item minority Less: capital(s Capital Special Surplus for Retaine owners’ treasury Other sharehold hare surplus reserve reserve general d profit equity stock ers capital) risks -2,780,0 I. Balance at the end of last 551,347 486,589, 32,673, -1,709,390, 61,643.6 60,572.65 year ,947.00 213.20 227.01 683.76 2 Add: Changes of accounting policy Error correction of previous period Others -2,780,0 II. Balance at the beginning of 551,347 486,589, 32,673, -1,709,390, 61,643.6 60,572.65 this year ,947.00 213.20 227.01 683.76 2 III. Increase/ Decrease in this -29,283, 2,621.04 -29,280,98 37 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 year (Decrease is listed 608.20 7.16 with'"-") -29,283, -29,280,98 (i) Net profit 2,621.04 608.20 7.16 (ii) Other consolidated income -29,283, -29,280,98 Subtotal of (i)and (ii) 2,621.04 608.20 7.16 (III) Owners' devoted and decreased capital 1. Owners' devoted capital 2. Amount calculated into owners' equity paid in shares 3. Others (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 (VI) Special reserve 1. Withdrawal in this period 2. Usage in this period (VII) Other -2,809,3 IV. Balance at the end of the 551,347 486,589, 32,673, -1,738,671, 45,251.8 63,193.69 report period ,947.00 213.20 227.01 670.92 2 Amount in last year 38 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 In RMB Amount in last year Owners’ equity attributable to the parent company Interest of Paid-in Reserve Total Items Less: minority capital(s Capital Special Surplus for Retaine owners’ treasury Other sharehold hare surplus reserve reserve general d profit equity stock ers capital) risks -2,727,6 I. Balance at the end of last 551,347 460,757, 32,673, -1,682,839, 18,409.3 year ,947.00 567.84 227.01 667.48 3 Add: retroactive adjustment arising from enterprise consolidation under the same control Add: Changes of accounting policy Error correction of previous period Other -2,727,6 II. Balance at the beginning of 551,347 460,757, 32,673, -1,682,839, 18,409.3 this year ,947.00 567.84 227.01 667.48 3 III. Increase/ Decrease in this 25,831,6 -52,443, -26,551,01 year (Decrease is listed 60,572.65 45.36 234.29 6.28 with’”-”) -52,443, 316,614.6 -52,126,61 (i) Net profit 234.29 4 9.65 (II) Other consolidated income -52,443, 316,614.6 -52,126,61 Subtotal of (i)and (ii) 234.29 4 9.65 (III) Owners’ devoted and 25,831,6 25,831,645 decreased capital 45.36 .36 1. Owners’ devoted capital 2. Amount calculated into owners’ equity paid in shares 25,831,6 25,831,645 3. Others 45.36 .36 (IV)Profit distribution 1. Withdrawal of surplus 39 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 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 ( VI) Special reserve 1. Withdrawal in this period 2. Usage in this period -256,041. -256,041.9 (VII) Other 99 9 -2,780,0 IV. Balance at the end of the 551,347 486,589, 32,673, -1,709,390, 61,643.6 60,572.65 report period ,947.00 213.20 227.01 683.76 2 Legal Representative: Luo Guiyou Person in Charge of Accounting: Zhang Zebing Person in Charge of Accounting Department: Sun Longlong 8. Statement on Changes of Owners' Equity of Parent Company Prepared by SHENZHEN CHINA BICYCLE COMPANY (HOLDINGS) LIMITED Current Amount In RMB Current Amount Paid-in Less: Reserve Total Items Capital Special Surplus Retained capital(sha treasury for general owners’ surplus reserve reserve profit re capital) stock risks equity 551,347,94 486,589,21 32,673,227 -2,707,593, -1,636,983, I. Balance at the end of last year 7.00 3.20 .01 648.39 261.18 Add: Changes of accounting policy Error correction of 40 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 previous period Other II. Balance at the beginning of 551,347,94 486,589,21 32,673,227 -2,707,593, -1,636,983, this year 7.00 3.20 .01 648.39 261.18 III. Increase/ Decrease in this -28,904,68 -28,904,68 year (Decrease is listed with’”-”) 4.82 4.82 -28,904,68 -28,904,68 (i) Net profit 4.82 4.82 (II) Other consolidated income -28,904,68 -28,904,68 Subtotal of (i)and (ii) 4.82 4.82 (III) Owners’ devoted and decreased capital 1. Owners’ devoted capital 2. Amount calculated into owners’ equity paid in shares 3. Others (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 (VI) Special reserve 1. Withdrawal in this period 2. Usage in this period (VII) Other 41 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 IV. Balance at the end of the 551,347,94 486,589,21 32,673,227 -2,736,498, -1,665,887, report period 7.00 3.20 .01 333.21 946.00 Amount in last year In RMB Amount in last yea Paid-in Less: Reserve Total Item Capital Special Surplus Retained capital(sha treasury for general owners’ surplus reserve reserve profit re capital) stock risks equity 551,347,94 460,757,56 32,673,227 -2,657,896, -1,613,118, I. Balance at the end of last year 7.00 7.84 .01 939.41 197.56 Add: Changes of accounting policy Error correction of previous period Other II. Balance at the beginning of 551,347,94 460,757,56 32,673,227 -2,657,896, -1,613,118, this year 7.00 7.84 .01 939.41 197.56 III. Increase/ Decrease in this 25,831,645 -49,696,70 -23,865,06 year (Decrease is listed with’”-”) .36 8.98 3.62 -49,696,70 -49,696,70 (i) Net profit 8.98 8.98 (II) Other consolidated income -49,696,70 -49,696,70 Subtotal of (i)and (ii) 8.98 8.98 (III) Owners’ devoted and 25,831,645 25,831,645 decreased capital .36 .36 1. Owners’ devoted capital 2. Amount calculated into owners’ equity paid in shares 25,831,645 25,831,645 3. Others .36 .36 (IV)Profit distribution 1. Withdrawal of surplus reserves 2. Withdrawal of general risk provisions 3. Distribution for owners (shareholders) 4. Others 42 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (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 (VI) Special reserve 1. Withdrawal in this period 2. Usage in this period (VII) Other IV. Balance at the end of the 551,347,94 486,589,21 32,673,227 -2,707,593, -1,636,983, report period 7.00 3.20 .01 648.39 261.18 Legal Representative: Luo Guiyou Person in Charge of Accounting: Zhang Zebing Person in Charge of Accounting Department: Sun Longlong III. Company Profile (I)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. (II) 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 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. 43 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 IV. Main Accounting Policy, Accounting Estimate and Errors 1. Compilation Basis of Financial Statement The Company proceed on continue operating as a premise, according to the actual occurred transactions and events, based on Accounting Standard for Enterprise—Basic and “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”) to prepare financial statements. 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 2013, operation achievement and cash flows of the Company and parent company for first half year of 2013. 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 (RMB) 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 Company conducts accounting treatment for the business combination under the same control under equity method. The assets and liabilities that acquired by the acquirer in a business combination shall be measured on the basis of their original carrying amount in the acquiree on the acquisition date, except for the necessary adjustment made for different accounting policies. As for the difference between the carrying value of the combination consideration (or the total par value of the shares issued) and the carrying value of the net assets acquired through the business combination is used to adjust the capital reserve. In case that the capital reserve is insufficient to off set, then retained earnings shall be adjusted. The intermediate expenses occurred by the Company as combining party for the business combination (including the expenses for audit, legal services, appraisal consultant and other related administrative expenses), shall be recorded into the profits and losses at the current period. Bonds issued for business combination or fees or commissions paid for assuming other liabilities shall be recorded in the initial measurement amount of the bonds issued and other liabilities. Fees or commissions occurred by issuance of equity securities shall be used to reduce the premium income of equity securities. In case that the premium income is insufficient to offset, then retained earnings shall be off set. (2) The business combination not under the same control The Company conducts accounting treatment for the business combination not under the same control under purchase method. The combination cost represents the fair value of the cash or non-cash assets paid, liabilities 44 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 assumed and equity securities issued by the Company for acquiring the control over the acquiree. The intermediate expenses occurred by the Company as acquirer for the business combination (including the expenses for audit, legal services, appraisal consultant and other related administrative expenses), shall be recorded into the profits and losses at the current period. The transaction expense of the equity securities or debt securities issued by the Company as combination consideration shall be recorded in the initial recognition amount of equity securities or debt securities. The combination cost confirmed as at the acquisition date shall be deemed as the initial investment cost of the long term equity investment acquired from the business combination not under the same control. The Company realizes and measures the identified assets and liabilities acquired from the combination not under the same control at their fair value as of the acquisition date. If the combination cost is greater than the fair value of the net identifiable assets of the acquiree acquired through combination, then the relevant difference shall be confirmed as goodwill. If the combination cost is less than such fair value, then the relevant difference shall be recorded in current profits and losses after review. 6. Compilation of Consolidated Financial Statements (1) Compilation of Consolidated Financial Statements (1)Confirmation bases for consolidation scope Based on control, the Company takes the Company and all of its subsidiaries into the consolidation scope of financial report. As for the subsidiaries increased through business combination under the same control during the reporting period, the Company consolidates such subsidiaries from the very beginning for reporting of financial statement to the end of the reporting period. As for the subsidiaries increased through business combination not under the same control during the reporting period, the Company consolidates such subsidiaries from the acquisition date to the end of the reporting period. As for the subsidiaries reduced due to disposal during the reporting period, the Company stops consolidation of such subsidiaries since the disposal date. (2)Preparation method of consolidated financial statement The consolidated financial statements are prepared by the Company based on the individual financial statement of the Company and subsidiaries by reference to other related information after adjustment to the long term equity investments of the subsidiaries at equity method. When preparing consolidated financial statements, the Company makes necessary adjustments to the financial statements of subsidiaries which have different accounting policies and accounting periods according to the unified requirements of the Company. The internal transactions or issues and internal liabilities between the subsidiaries within consolidation scope are written off. The shareholders equity of subsidiaries not attributable to the parents shall be separately listed under the item of shareholder equity as minority equity in consolidated financial statement. Where the current losses shared by minority shareholders of subsidiary exceed the owners equity of such subsidiary shared by minority shareholders as at the year begin, the balance shall be used to off set minority equity. (2)Disclosure of related accounting method for buy-and-resell or sell-and-repurchase of equities in the same subsidiary within two successive accounting years 7. Determination standards for cash and cash equivalents When preparing cash flow statement, the Company determines such investments with the following four conditions including short terms (matured within 3 months since the acquisition date), high liquidity, easy to convert to cash with known amount as well as minor value change risks as cash equivalents. 45 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 8. Foreign currency business and foreign currency statement translation (1)Foreign currency business The foreign currency business shall be translated to the functional currency amount at the spot exchange rate on the transaction date. As at the balance sheet date, items denominated in foreign currency are translated under the spot rate of the balance sheet date or exchange rate approximate to the spot rate. The translation differences arising from the difference between the spot rate of the balance sheet date and the spot rate of the initial realization date or the previous balance sheet date is recorded in finance expense; foreign non-monetary items measured at historical cost are still translated at the spot rate of the transaction date; foreign non-monetary items measured at fair value are translated at the spot rate of the date when fair value is determined. The difference between the functional currency amount after translation and the original functional currency amount is recorded in current profits and losses as income from change of fair value, while the translation differences related to foreign non-monetary items available for sale shall be recorded in capital reserve. (2) Foreign currency statement translation When translating the foreign currency financial statements of the overseas subsidiaries by the Company, the assets and liabilities items in the balance sheet are translated at the spot rate of the balance sheet date. As for shareholders’ equity items, items are translated at the spot rate of the occurrence date other than the item of “undistributed profit”; in income statement, income and expense items are translated at the spot rate of the transaction occurrence date or the exchange rate approximate to the spot rate; in cash flow statement, all items are translated at the spot rate of the cash flow occurrence date or the exchange rate approximate to the spot rate. The affect amount on cash from change of exchange rate is used as an adjustment item which is separately listed in the cash flow statement as “affect of cash and cash equivalents from change of exchange rate”. Since foreign currency financial statement translation would occur differences, such differences are separately listed in the shareholders’ equity in consolidated balance sheet as “foreign currency statement translation difference”. 9. Financial instruments Financial instrument represent such contract pursuant to which financial assets are formed for an enterprise and financial liabilities or equity instruments are formed for other entities. (1) Classification of the financial instrument Financial assets and financial liabilities of the Company are, at initial recognition, classified into the following five categories: financial assets or financial liabilities at fair value through profit or loss; held-to-maturity investments, accounts receivable, available-for-sale financial assets and other financial liabilities. (2) Recognition and measurement of financial instrument (1) Recognition and de- recognized of financial assets and financial liabilities The Company realizes financial assets or financial liabilities when it becomes a party to financial instrument contract. Financial assets are de- recognized when any of the following conditions is satisfied: ① contract right to receive cash flow from such financial assets terminates; ② such financial asset has been transferred and complies with the de- recognized condition in respect of financial assets transfer. 46 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (2) Measurement of financial assets and financial liabilities A financial asset or financial liability is recognized initially at fair value. In the case of financial assets or financial liabilities at fair value through profit or loss, the relevant transaction costs are directly recognized in the profit or loss for the current period; transaction costs relating to financial assets or financial liabilities of other categories are included in their initial recognized amount. ① Financial assets or financial liabilities at fair value through profit or loss for the current period Financial assets at fair value through profit or loss include held-for-trading financial assets and those designated upon initial recognition as financial assets at fair value through profit or loss. Held-for-trading financial assets mainly refer to shares, bonds, funds and non-hedging derivatives held for disposal in the short-term or financial liabilities assumed for repurchase in the short-term; financial assets or financial liabilities designated as ones at fair value through the profit or loss for the current period mainly refer to those so designated by the Company for risk management, strategic investment and other purposes. Such kind of financial assets or financial liabilities are subsequently measured at fair value. Except when they are used as effective derivatives, all realized and unrealized gains or losses on these financial assets or financial liabilities are recognized in the profit or loss for the current period. ②held-to-maturity investment Held-to-maturity investment represents the non derivative financial assets such as fixed rate national bunds or floating rate corporate bunds which have fixed expiration date, fixed or determinable recoverable amount and for which the Company has definite plan and ability to hold until maturity. During the holding period, the Company measures the held-to-maturity investments at effective interest method under amortized cost. Gains or losses arising from impairment, amortization or derealization of held-to-maturity investment shall be recorded in current profits and losses. When disposing held-to-maturity investment, the difference between the amount received from such disposal and the carrying value of such investment shall be recorded in investment income. ③account receivables Account receivables represent the creditor’s right such as account receivables formed from sales of goods and provision of labor services, including account receivables, other receivables and long term receivables, etc. Account receivables are initially measured at the contract or agreement amount receivable from the purchaser, and are measured at the effective interest method under amortized cost during the holding period. When recovered or disposed, the difference between the amount received and the carrying value of the account receivables shall be recorded in current profit and loss. ④financial assets available for sale Financial assets available for sale represent the non-derivative financial assets designated as available for sale at initial recognition and those financial assets other than the aforesaid three kinds of financial assets. As for this kind of financial assets, the Company conducts subsequent measurement at fair value, whose depreciation and premium is amortized at effective interest method and which is realized as interest income. Except for impairment loss and exchange difference of foreign monetary financial assets which are realized as current profit and loss, change of fair value of financial assets available for sale shall be realized as a separate part of capital reserve until such financial assets are de-realized or impaired, and the accumulative gains or losses realized in capital reserve previously shall be transferred to current profit and loss. Dividends or interest income relate to financial assets available for sale shall be recorded in current profit and loss 47 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 ⑤other financial liabilities Other financial liabilities represent those which are not grouped at fair value through profit and loss. The Company measures other liabilities at amortized cost or cost. Gains or losses arising from other financial liabilities upon amortization and de-recognition shall be recorded in current profit and loss. (3) Recognition basis and measurement for transfer of financial assets ①The Company would de-realizes such financial assets in case that it transfers nearly all the risks and remunerations entitled to the ownership of the financial assets to the transferee or it neither transfer nor retain nearly all the risks and remunerations entitled to the ownership of the financial assets while gives up the control over such financial assets. ②If the de-recognition conditions are met in respect of whole transfer of financial assets, then the difference between the followings shall be recorded in current profit and loss: A. Carrying value of the assets transferred; B. The sum between the considerations received for transfer and accumulative fair value change which shall be recorded in owners’ equity directly. ③If the de-recognition conditions are met in respect of transfer of part of financial assets, the whole carrying value of the assets transferred shall be allocated to the realized part and de-realized part based on the respective fair values. And the differences between the two amounts shall be recorded in current profit and loss: A. Carrying value of the de-realized part; B. The sum between the consideration for the de-realized part and the accumulative fair value change corresponding to the de-realized part which was previously recorded in owners’ equity directly. ④If transfer of financial assets don’t meet condition for de-realization, the financial assets shall be continually realized. The consideration received shall be confirmed as financial liabilities. ⑤as for the transfer of financial assets at constant involvement method, the Company realizes financial assets and meanwhile financial liabilities based on the degree of the involvement. (4) Recognition condition for termination of financial liability A financial liability or part of it is derecognized when the existing obligation of the financial liability are fully or partially derecognized. (5) Determination of fair value of financial assets and financial liabilities ①fair value of financial assets or financial liabilities which have active market is determined based on the quotation in the active market; ②as for financial instruments which have no active market, the Company determines its fair value by evaluation technology. (6) Impairment test for financial assets (excluding account receivables) and withdrawal method for provision The Company reviews the carrying value of financial assets (excluding account receivables) as at balance sheet date. If there is objective evidence showing impairment occurs, it shall provide impairment reserve. ①held-to-maturity investment Impairment losses are calculated based on the difference between the carrying value and the present value of 48 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 predicted future cash flow. For details, please refer to the measurement treatment for impairment losses of account receivables. If there is objective evidence showing the value of financial assets has been recovered which is related objectively to the issues occurred after recognition of such losses (such as enhancement of the credit rating of debtor), the impairment losses previously realized shall be written back and recorded in current profit and losses. However, the carrying value after such written-back shall not exceed the amortized cost of the financial assets as at the written-back date assuming no impairment reserve is provided. ②financial assets available for sale If there is objective evidence showing fair value of financial assets available for sale decreases greatly, and it is predicted that the decline trend is not temporary, the financial assets is deemed to be impaired and impairment loss shall be realized. If financial assets available for sale experience impairment, the Company shall take out the accumulative losses arising from decrease of fair value which was directly recorded in owners’ equity previously to record in impairment losses when realizing impairment losses. The accumulative losses taken out equal to the initial acquisition cost of the financial assets available for sale less the principal recovered and amortized amount, prevailing fair value and impairment losses previously recorded in profit and loss. As for the debt instruments for which impairment losses have been realized, if its fair value increases in subsequent accounting periods which is objectively related to the issues occurred after the realization of previous impairment losses, the previously realized impairment losses shall be written back and recorded in current profits and losses. The impairment losses occurred by investment of equity instruments available for sale shall be written back through equity while not through profit and losses if the value of such equity instrument increases. (7)As for reclassification of un-matured held-to-maturity investments into financial assets available for sale, please explain the holding purposes or references for change of ability 10. Recognition standards and accrual method for bad debt provision for accounts receivable (1) Bad debt provision for accounts receivable with single major 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 Amount nature and settlement status of the clients: 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 Withdrawal method on single significant amount and with bad debt shall be recognized to prepare the provisions for bad debts provision accrued for single item according to the balance between the future present value and the book value. (2) Bad debt provision for account receivable withdrawal by combination: Combination Withdrawal method Recognition basis Age group—account receivable with same book age owns similar Aging of accounts Characteristic in credit risk characteristic in credit risk Adopt age analysis method for bad debt provision withdrawal in combination: √Applicable □Not applicable 49 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Accrued ratio for account receivable Age Accrued ratio for other 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% In combination, withdrawal proportion of bad debt provision based on balance proportion: □ Applicable √ Not applicable In combination, withdrawal proportion of bad debt provision based on other methods: □ Applicable √ Not applicable (3) Account receivable with minor single amount but with withdrawal bad debt provision for single item: Reasons of withdrawal bad debt provision for Clearly evidence shows that the account hard to recover single item Recognized impairment loss and accrued the bad debt provision according to the Withdrawal method for bad debt provision balance between future cash flow on account receivable and its book value 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 Valuing method: Weighted average method 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)Inventory System Inventory system: perpetual inventory system In addition to the periodic inventory system for the products, the Company adopts the perpetual inventory system for other inventories. 50 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (5) Amortization method for the low-value consumables and wrappage Low-value consumables Amortization method: one-off amortization method The Company adopts one-off amortization method to amortize the low-value consumables. wrappage Amortization method: one-off amortization method The Company adopts one-off amortization method to amortize the wrappage at the time of receipt. 12. Long-term equity investment (1)Determination of investment cost ①Long-term equity investments acquired from business combination involving entities under common control. For long-term equity investments acquired from business combination involving entities under common control, the share of the book value of the shareholders’ equity of the merged enterprise as at the date of combination after adjustments in accordance with the Company’s accounting policies shall be taken as the initial investment cost. ②Long-term equity investments acquired from business combination involving entities not under common control. For long-term equity investments acquired from business combination involving entities not under common control, the cost of combination as at the date of acquisition shall be taken as the initial investment cost. For the gradual combination realized by separate procedures, the sum of book value shareholders’ equity in the acquiree prior to the date of acquisition and the additional acquisition cost as at the date of acquisition shall be taken as the initial investment cost. ③Long-term equity investment acquired by other methods. The initial investment cost of a long-term equity investment obtained by making payment in cash shall be accounted for its actual cash paid. The initial investment cost of a long-term equity investment obtained on the basis of issuing equity securities shall be the fair value of the equity securities issued (excluding declared but not yet paid cash dividends or profits received from the investee). The initial investment cost of a long-term equity investment of an investor shall be the value stipulated in the investment contract or agreement except the unfair value stipulated in the contract or agreement. Under the conditions that the exchange of non-monetary assets is characterized with business essence, and the fair value of the assets received or surrendered can be accounted in a reliable way, the book value of assets received is defined on basis of the fair value of assets surrendered, except there are conclusive evidences for the stronger reliability of the fair value of assets received. For the exchange of non-monetary assets not meeting the above premises, the book value of assets surrendered and related taxes shall be accounted as cost of assets received and the profits and losses shall not be concluded. The initial investment cost of long-term equity investment obtained by recombination of liabilities shall be accounted at fair value. (2)Subsequent reckoning as well as profits and loss determination method Investments on the subsidiary company of an investing enterprise, investees not under common control or significant influence, and long-term equity investments not quoted in an active market and where its fair value cannot be measured reliably shall be accounted by the cost method. Long-term equity investments under common control or significant influence shall be accounted by the equity method. Upon accounting of long-term equity investments using the equity method: ① If the initial cost of a long-term equity investment is more than the 51 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 investing enterprise’s attributable share of the fair value of the investee’s identifiable net assets for the investment, the initial cost of the long-term equity investment may not be adjusted; if the initial cost of a long-term equity investment is lower than the investing enterprise’ attributable share of the fair value of the investee’s identifiable net assets for the investment, the difference shall be included in the profit or loss for the current period and the cost of the long-term equity investment shall be adjusted at the same time. ②The Group recognizes its share of the net profit or loss made by the investee as investment income or losses, and adjusts the carrying amount of the investment accordingly. The Group recognizes its share of the investee’s net profit or loss after making appropriate adjustments to the investee’s net profit or loss based on the fair value of the investee’s identifiable assets at the acquisition date, using the Group’s accounting policies and periods, and eliminating the portion of the profit or loss arising from internal transactions with its joint ventures and associates attributable to the investor according to its share ratio (but impairment losses for assets arising from internal transactions shall be recognized in full). ③The Group’s share of net losses of the investee is recognized to the extent that the carrying amount of the long-term equity investment, together with any long-term interests that in substance form part of its net investment in the investee is reduced to zero, except that the Group has incurred obligations to assume additional losses. Subsequent net profits realized by the investee are re-recognized as share of profits after setting off un-recognized losses in its share of profits. ④Entitlements to profits or cash dividends declared by the investee are calculated to write down the carrying value of the long-term investments. ⑤Where any change is made to the shareholders’ equity other than the net profits and losses of the investee, the book value of the long-term equity investment shall be adjusted and be included in the shareholders’ equity, and the capital reserves shall be accordingly adjusted, in accordance with the attributable share of the net profits or losses of the investee. When the ownership interest in investee decrease, but the investee an associate or joint venture of the Company, the Company continues to account for the remained investment using equity method, and transfers the profit or losses which were recognized in other comprehensive income (capital reserves) before into current profit or losses. When the ownership interest in investee increase while the investee remains an associate or joint venture of the Company, the equity method will be continued be adopted by using new shareholding proportion. On the new investment date, the difference between the new investment cost and fair value of the net identifiable assets of the investee based on the new shareholding proportion shall be accounted for according to the previous principles; the difference between the original carrying value of the long term equity investment upon acquisition of the new investment and the share of the fair value of the net identifiable assets of the investee as calculated based on the shareholding proportion as determined with the shareholding proportion upon capital increase less the new increased shareholding proportion shall be used to adjust the carrying value of the long term equity investment and capital reserve. (3)The basis for the co-control over and material influence on the invested unit ①Judgment for common control: Common control means any joint venture party can not control the production and operation of the joint venture separately, and decision involving the basic operation activity of the joint venture requires unanimous consent from all the joint venture parties. ②Judgment for significant influence: Significant influences represent an entity is entitled to the decision making in respect of the financial and operational policies of an enterprise, while it is not entitled to control the establishment of these policies separately or with other parties. In case that the Company holds, directly or indirectly by subsidiary, more than 20% (20% included) while less than 50% voting shares of an investee, it is deemed to have significant influences over the investee unless there is obvious evidence showing that the Company can’t participate in the production and operation decision making thus no significant influence can be formed in such situation. In case that the Company holds less than 20% (20% excluded)voting shares of investee, it is deemed to have no significant influences over the investee, unless there is obvious evidence showing the Company can participate in the production and operation decision making of the investee thus significant influence can be formed in such situation. 52 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (4) Methods for impairment test and provision of impairment reserve As to the long-term equity investments on subsidiaries, associates and joint control entities, the Company provides for impairment reserve according to the following methods: (1) Indication of impairment are assessed on balance sheet date. If there is an indication, the recoverable amount shall be estimated and the impairment test shall be taken. (2) Recoverable amount is the higher of an asset’s fair value less costs to sell and the present value of the future cash flows expected to be derived from the asset. The Company estimates recoverable value for individual assets. When it is difficult to estimate individually, the recoverable value of the cash generating units which the asset belongs to will be estimated. (3) The definition of cash generating units is determined on the basis of whether the cash generating units generate cash flows which are largely independent of those from other cash generating units. Where the carrying amount of an asset or a cash generating unit exceeds its recoverable amount, the asset or cash generating unit is considered impaired and is written down to its recoverable amount. The difference between the carrying amount and recoverable amount is recognized in the current period’s profit or loss and provision for impairment is made accordingly. (4) Impairment loss once recognized, shall not be reversed in the following accounting period. As for the long term equity investment in such investee that the Company has no common control or significant influences, no quotation in an active market and the fair value can not be measured reliably measured, the Company provides assets impairment reserves based on the following methods: carrying value of the long term equity investment is reviewed on balance sheet date. For any objective evidence indicating impairment, the Company shall make impairment provision. (1)Held-to-maturity investment. Impairment loss is recognized according to the differences between carrying amount and present value of estimated future cash flow. For details, please refer to the measurement for impairment losses of account receivables. If there are objective evidences show the value of this financial asset is recovered and it related to the matters happened after the impairment loss recognition, the impairment loss recognized shall be reversed and accounted in current profit or loss. However the reversal shall not result in a carrying amount of the financial asset that exceeds what the amortized cost would have been and had the impairment not been recognized at the date when the impairment is reversed. (2)Available-for-sale financial asset. If there are objective evidences shows the fair value of available-for-sale financial asset has a significant decline and this decline is not temporary, impairment loss shall be recognized. If an available-for-sale financial asset is impaired, the cumulative loss arising from decline in fair value that had been recognized directly in capital reserves is removed from capital reserves and recognized in profit or loss. The cumulative loss that is removed from capital reserves is the difference between its acquisition cost (net of any principal repayment and amortization) and its current fair value, less any impairment loss previously recognized in profit or loss. If there are objective evidences show the value of available-for-sale debt instrument is recovered and it related to the matters happened after the impairment loss recognition, the impairment loss recognized shall be reversed and accounted in current profit or loss. Impairment losses recognized for equity instruments classified as available-for-sale are reversed through equities instead of profit or loss when the value of the equity instruments recovers. 13. Investment real estate Investment properties of the company are those held for rental income or capital appreciation, or both, including land use rights already leased out, land use rights held for sale after capital appreciation and buildings already leased out. 53 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Investment properties are initially recognized at acquisition cost, and depreciated or amortized according to the accounting policies applicable to fixed assets and intangible assets. The company adopts the cost model for subsequent measurement of investment properties. Methods for provision of assets impairment are listed as follows: (1) Indication of impairment are assessed on balance sheet date. If there is an indication, the recoverable amount shall be estimated and the impairment test shall be taken. (2) Recoverable amount is the higher of an asset’s fair value less costs to sell and the present value of the future cash flows expected to be derived from the asset. The Company estimates recoverable value for individual assets. When it is difficult to estimate individually, the recoverable value of the cash generating units which the asset belongs to will be estimated. (3) The definition of cash generating units is determined on the basis of whether the cash generating units generate cash flows which are largely independent of those from other cash generating units. Where the carrying amount of an asset or a cash generating unit exceeds its recoverable amount, the asset or cash generating unit is considered impaired and is written down to its recoverable amount. The difference between the carrying amount and recoverable amount is recognized in the current period’s profit or loss and provision for impairment is made accordingly. (4)Impairment loss once recognized, shall not be reversed in the following accounting period. 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. Fixed assets shall be confirmed when meet the following conditions: ①Fixed assets’ related financial benefits shall flow into the Company; ②Their value can be measured. (2) Recognition and measurement of fixed assets acquired under finance leases The leased asset is recognized at the lower of the fair value of the leased asset and the present value of the minimum lease payments. When a leased asset can be reasonably determined that its ownership will be transferred at the end of the lease term, it is depreciated over the period of expected use; otherwise, the lease asset is depreciated over the shorter period of the lease term and the period of expected use. (3) Depreciation methods for various fixed assets Depreciation of fixed assets is provided under straight-line method. Fixed assets start to provide depreciation when it reaches the condition for planned use, and stop provision of depreciation upon de-realization or classification to non-current assets held for sale (other than the fixed assets which are provided with depreciation in full and for continued use and the land accounted in separate calculation). Without consideration of impairment reserve, the Company determines the annual depreciation rates of various fixed assets as follows based on the category of fixed assets, predicted use life and predicted residual value: 54 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Categories Years of depreciation(years) Scrap value rate (%) Yearly depreciation rate (%) Housing buildings 20 10% 4.5 Machines equipment 10 10% 9 Electronic equipment 5 10% 18 Transportation equipment 5 10% 18 Office equipment 5 10% 18 Other equipment 5 10% 18 (4) Methods for impairment test and provision of impairment reserve in respect of fixed assets The Company adopts the following methods to make provision of fixed assets impairment reserve: (1) Indication of impairment is assessed on balance sheet date. If there is an indication, the recoverable amount shall be estimated and the impairment test shall be taken. (2) Recoverable amount is the higher of an asset’s fair value less costs to sell and the present value of the future cash flows expected to be derived from the asset. The Company estimates recoverable value for individual assets. When it is difficult to estimate individually, the recoverable value of the cash generating units which the asset belongs to will be estimated. (3) The definition of cash generating units is determined on the basis of whether the cash generating units generate cash flows which are largely independent of those from other cash generating units. Where the carrying amount of an asset or a cash generating unit exceeds its recoverable amount, the asset or cash generating unit is considered impaired and is written down to its recoverable amount. The difference between the carrying amount and recoverable amount is recognized in the current period’s profit or loss and provision for impairment is made accordingly. (4) Impairment loss once recognized shall not be reversed in the following accounting period. (5) Other notes ①at the end of each year, the Company reviews the use life, predicted net residual value and depreciation method of fixed assets. In case of any difference between the predicted use life and the previously estimated one, the Company would adjust the use life of fixed assets; In case of any difference between the predicted net residual value and the previously estimated one, the Company would adjust the predicted net residual value. ②as for the repair expenses occurred by fixed assets, if confirmation conditions for fixed assets are satisfied, the expenses shall be recorded in fixed asset cost; and if the conditions are not satisfied, it shall be recorded in cost and expense of the current period when it occurs. ③fixed assets decoration expenses satisfying capitalization condition: provide depreciation under straight line method during the period of the lesser of the gap period between two decorations and use life of fixed assets. 55 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 15. Construction in process (1) Classification of construction in process Construction in progress includes construction preparation, building works, installation works, technological transformation works and general overhaul works under construction. (2) Transfer of construction in progress to fixed assets Construction-in-progress is transferred into fixed assets when it is ready for its intended use based on actual cost. When a construction-in-progress is ready for its intended use but the actual cost is not yet determined, the estimated cost incurred up to the date when the construction-in-progress is ready for its intended use should be transferred into fixed asset and depreciated according to the company’s accounting policy. The cost of the fixed asset will be adjusted when the actual cost of the fixed asset is determined; however, no adjustments will be made with regard to the amount depreciated since the construction-in-progress is transferred into fixed asset. (3) Methods for impairment test and provision of impairment reserve in respect of construction in progress The Company adopts the following methods to make impairment provision of construction in progress: (1) Indication of impairment are assessed on balance sheet date. If there is an indication, the recoverable amount shall be estimated and the impairment test shall be taken. (2) Recoverable amount is the higher of an asset’s fair value less costs to sell and the present value of the future cash flows expected to be derived from the asset. The Company estimates recoverable value for individual assets. When it is difficult to estimate individually, the recoverable value of the cash generating units which the asset belongs to will be estimated. (3) The definition of cash generating units is determined on the basis of whether the cash generating units generate cash flows which are largely independent of those from other cash generating units. Where the carrying amount of an asset or a cash generating unit exceeds its recoverable amount, the asset or cash generating unit is considered impaired and is written down to its recoverable amount. The difference between the carrying amount and recoverable amount is recognized in the current period’s profit or loss and provision for impairment is made accordingly. (4) Impairment loss once recognized, shall not be reversed in the following accounting period. 16. Borrowing Costs (1) Confirmation of capitalization of borrowing expenses (1) Confirmation of capitalization of borrowing expenses Assets qualifying for capitalization represent those fixed assets, investment property and inventory which require quite a long time of purchase or production activities to reach the conditions for planned use or be ready for sale. Borrowing expenses include borrowing interests, amortization of discount or premium, auxiliary expenses and 56 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 exchange difference arising from foreign currency borrowings. The borrowing expenses of the Company which can be directly attributable to the purchase or production of the assets qualifying for capitalization shall be capitalized and recorded in related assets cost; other borrowing expenses are confirmed as expenses upon occurrence according to the occurrence amount and recorded in current profit and loss. Borrowing expenses start to capitalize when the following conditions are met: ①assets expenditures, which include the expenditures occurred for purchasing or producing assets qualifying for capitalization through payment of cash, transfer of non cash assets or assuming interest debts, have occurred; ②borrowing expenses have occurred; ③purchase or production activity for reach of the conditions for planned use or ready for sale has occurred. (2) Capitalization period of borrowing expense Borrowing expenses occurred for purchasing or producing assets qualifying for capitalization shall be recorded in cost of the assets when the assets reach conditions for planned use or be ready for sale; and the borrowing expenses occurred after the assets reach conditions for planned use or be ready for sale shall be recorded in current profit and loss. (3) Period of capitalization suspend If abnormal interruption occurs during the purchasing or producing assets qualifying for capitalization and the interruption lasts over 3 months consecutively, the borrowing expenses shall stop capitalization temporarily. If part items are completed and available for use separately when purchasing or producing assets qualifying for capitalization, such part of assets shall stop capitalization in respect of their borrowing expenses. (4) Determination method of the capitalized amount of borrowing expenses The Company calculates the capitalized amount of borrowing expenses per quarter. Interest expenses (after deduction of the interest income obtained from the unused borrowing capitals as saved in bank or investment income obtained from temporary investment) and auxiliary expenses of special borrowings are capitalized when the assets qualifying for conditions purchased or produced reach conditions for planned use or be ready for sale. The interest of general borrowings which should be capitalized is calculated based on the weighted average number of the capital expenditure that the accumulative assets expenditure exceeding special borrowings multiply the capitalization rate taken in general borrowings. Capitalization rate is calculated based on the weighted average interest rate of general borrowings. For discount or premium of borrowings, the Company determines the discount or premium amount that shall be amortized in each accounting period under effective interest method and adjusts the interest amount for each period. During the capitalization period, the exchange difference of principals and interests of foreign currency special borrowing shall be capitalized and recorded in the cost of the assets qualifying for capitalization. 57 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 17. Biological assets 18. Oil and gas assets 19. Intangible assets (1) Measurement of intangible assets (1)Initial measurement of intangible assets The intangible assets of the Company are initially measured at effective cost. In case that the payment for purchasing intangible assets defers out of the normal credit conditions and is of financing substantially, cost of the intangible assets is the present value of the purchase payment. As for the intangible assets acquired from debtor in debt reorganization to settle debt, the accounting value is determined based on the fair value of such intangible assets. With the preceding conditions that non-monetary assets exchange has business nature and the fair value of assets exchanged in or out can be measured reliably, the accounting value of the intangible assets exchanged in through non-monetary assets exchange is determined based on the fair value of the assets exchanged out, unless there is definite evidence showing the fair value of the assets exchanged in is more reliable. Non-monetary assets exchange not satisfying such preceding conditions, the carrying value of assets exchanged out and relevant tax payables are deemed as cost of the intangible assets exchanged in without confirmation of profit and loss. (2) Estimate on useful life of intangible assets with finite useful life The Company makes judgment on the useful life of intangible assets upon acquisition of the same. If the useful life is finite, the Company will estimate the term of the useful life or number of the similar measurable units such as yields which constitute the useful life. Intangible asset with finite useful life shall be amortized under straight line method over the expected useful life since the month when it is acquired. Item Expected useful life References for expected useful life (3) Determination of intangible assets with indefinite useful life Intangible assets which bring unpredicted economic benefits term to the Company shall be regarded as those with indefinite useful life. Intangible assets with indefinite useful life shall not be amortized, and impairment test shall be made at the period-end. (4)Provision of impairment reserve for intangible assets The Company adopts the following methods to make provision of impairment reserve for intangible assets: (1) Indication of impairment are assessed on balance sheet date. If there is an indication, the recoverable amount shall be estimated and the impairment test shall be taken. (2) Recoverable amount is the higher of an asset’s fair value less costs to sell and the present value of the future cash flows expected to be derived from the asset. The Company estimates recoverable value for individual assets. 58 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 When it is difficult to estimate individually, the recoverable value of the cash generating units which the asset belongs to will be estimated. (3) The definition of cash generating units is determined on the basis of whether the cash generating units generate cash flows which are largely independent of those from other cash generating units. Where the carrying amount of an asset or a cash generating unit exceeds its recoverable amount, the asset or cash generating unit is considered impaired and is written down to its recoverable amount. The difference between the carrying amount and recoverable amount is recognized in the current period’s profit or loss and provision for impairment is made accordingly. (4) Impairment loss once recognized, shall not be reversed in the following accounting period. (5) Determination of specific standards of research phase and development phase in respect of the internal research & development projects of the Company (6)Calculation of expenditure on internal research & development projects 20. Long-term Deferred Expenses Long term unamortized expenses represent the occurred expenses which should be shared by the current period and future periods with term than one year. The long term unamortized expenses are averagely amortized during the benefit period, among which: (1) Rental prepaid for operation lease for fixed assets shall be averagely amortized within the term as provided in the lease contract. (2) Improvement expenditure of the fixed assets leased through operation lease shall be averagely amortized within the lesser of the remaining lease term and the useful life of the leased assets. (3) As for fixed assets leased through financing lease, the decoration expenses qualifying for capitalization shall be averagely amortized within the lesser of the gap period between two decorations, the remaining lease term and the useful life of the fixed assets. As for the long term unamortized expenses items which would not benefit the future accounting periods, the amortized value shall be recorded in current profit and loss in full. 21. Assets transfer with buy-back condition attaché 22. Accrued liability (1) Recognition standards of accrued liability The performance of the present obligations arising from pending lawsuits, product quality guarantee, loss contract and disposal obligations of oil and gas assets may lead to outflow of economic benefits. If the obligations can be measured reliably, it shall be confirmed as predicted liabilities. 59 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (2) Measurement of accrued liability (1) The accrued liabilities are measured initially based on the best estimate for the expenditures required for performance of relevant present obligations with considerations of factors such as risks related to contingent issues, uncertainty and monetary time value. If the influence of monetary time value is significant, the best estimate is determined with discount of the relevant future cash outflow. (2) Oil and gas assets disposal obligations satisfying confirmation condition for accrued liabilities are confirmed as accrued liabilities and record the original value of the relevant oil and gas assets. The amount equals to the present value of the predicted future expenditure occurred according to the local conditions and relevant requirements. (3) As for those not satisfying confirmation condition for accrued liabilities, the expenditures occurred for dismantle, relocation and premise clearance upon disposal shall be recorded in current profit and loss as clearance expenses when actually occur. 23. Share-based payment and equity instrument (1) Category of share-based payment (2) Recognition method for fair-value of equity instrument (3) Basis of best estimation for vesting equity instrument (4) Relevant accounting treatment for implementation, amendment and termination of shares payment plan 24. Shares of the Company repurchased 25. Revenue (1) Criteria of time for good sales recognized Revenue from goods sales are realized when the following conditions are met: the major risks and remuneration entitled to the ownership of goods are transferred to buyer; neither retain the continued management right generally related to ownership, nor exercise effective control over the sold products; the relevant economic benefits are probable to flow into the Company; the relevant income and costs can be measured reliably. (2) Basis of the revenue from abalienating of right to use assets In case that the economic benefits related to transactions are probable to flow into the Company and amount of revenue can be measured reliably, the revenue from transfer of asset use right is determined as follows: ①interest revenue shall be determined based on the time used by others for use of the monetary capital of the Company and effective interest rate. ②use fee revenue shall be determined based on the charge time and method as agreed by the relevant contract or 60 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 agreement. (3) Labor service providing If the result of labor service transaction provided on balance sheet date can be measured reliably, the result shall be confirmed under completion percentage method. The total income from provision of labor services is determined based on the contract or agreement amount received or receivable from the acceptor of labor services, provided that such contract or agreement amount received or receivable shall be fair. If the result of labor service transaction provided on balance sheet date can not be measured reliably, then it shall proceed as follows: ①if the occurred labor service cost can be compensated, the Company would confirm labor service provision income based on the occurred labor service cost and carry forward the same to labor service cost. ②if the occurred labor service cost can not be compensated, the Company would record the occurred labor service cost in current profit and loss without confirmation of labor service provision income. (4) Recognition basis and method of construction progress completion while recognize revenue from labor service providing and from construction contract by percentage of completion method 26. Government grants (1) Type Government grants comprise of those related to assets and those related to income. (2) Accounting treatment (1) Confirmation and measurement of government grants Government grants are realized where the conditions enclosed with the government grants are satisfied and the same can be received. If government grants are monetary assets, they shall be measured based on the amount received or receivable; If government grants are not monetary assets, they shall be measured at fair value; if fair value can not determined reliably, they shall be measured at nominal amount. (2) Accounting treatment for government grants Government grants related to assets are realized as deferred income and allocated averagely in the use life of the relevant assets which shall be recorded in current profit and loss. Government grants measured at nominal amount are recorded in current profit and loss directly. Government grants related to income which are used to make up for the relevant expenses and losses in future periods are realized as deferred income and recorded in current profit and loss in the period when related expenses are realized; those which are used to make up for the relevant occurred expenses or losses shall be recorded in current profit and loss directly. 61 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 27. Deferred income tax assets / deferred income tax liabilities (1) Recognition of deferred income tax assets According to the temporary differences between the carrying value of assets and liabilities as at the balance sheet date and tax bases, the Company realizes deferred income tax under balance sheet debt method. Except for the goodwill adjustment arising from business combination or deferred income tax related to the transactions or issues which should be recorded in owners’ equity directly are recorded in owners’ equity, deferred income tax shall be recorded in current profit and loss as income tax expense. As for the deductible losses and tax deduction which can be used to deduct temporary difference and carried forward in future years, the Company takes the future taxable income which can be obtained and used to deduct deductible temporary difference, deductible losses and tax deduction as the limit to realize the arising deferred income tax assets, unless such deductible temporary difference occurs in the following transactions: (1)the transaction is not business combination, and the occurrence of which neither affect accounting profit nor taxable income; (2)as for deductible temporary difference related to investments in subsidiaries, joint venture and associates, the Company realizes the underlying deferred income tax assets when the following conditions are satisfied: temporary difference is probable to transfer back in foreseeable future, and it is probable to obtain such taxable income to offset deductible temporary differences. (2) Recognition of deferred income tax liability The taxable temporary difference shall confirm the relevant deferred income tax liabilities, unless such difference occurs in the following transactions: (1)initial confirmation of goodwill, or initial confirmation of the assets or liabilities occurred in the transactions with the following characteristics: the transaction is not business combination, and the occurrence of which neither affect accounting profit nor taxable income; (2)initial confirmation of the assets or liabilities occurred in the transactions with the following characteristics: the transaction is not business combination, and the occurrence of which neither affect accounting profit nor taxable income; (3)as for the taxable temporary differences related to investments in subsidiaries, joint venture and associates, the time for transferring back the temporary difference is under control and it is probable that the temporary difference will not transfer back in foreseeable future. 28. Operation lease and financing lease (1) Accounting treatment of operation lease The Company groups the lease by which all the risks and remunerations related to ownership of assets are transferred substantially as financing lease, and others are operation lease. (1) Operation lease ①the lease payment paid for leasing assets is amortized under straight line method in the entire lease period without deduction of lease-for-free period, and is recorded in current expenses. The initial direct expenses paid by the Company related to lease transactions shall be recorded in current expenses. If asset leaser assumes the lease related expenses which shall be assumed by the Company, the Company shall deduct such expenses from the total rental and amortize based on the deducted rental expenses during the lease period and record in current expenses. ②the lease fee collected by the Company for assets lease is amortized under straight line method in the entire lease period without deduction of lease-for-free period, and is realize as lease income. The initial direct expenses paid by the Company related to lease transactions shall be recorded in current expenses; for significant amount, it shall be capitalized and recorded in current income in phases under the same basis as realization of lease income in the entire lease period. 62 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 If the Company assumes the lease related expenses which shall be assumed by the lessee, the Company shall deduct such expenses from the total rental income and allocate based on the deducted rental expenses during the lease period. (2) Accounting treatment of financing lease ①assets leased by financing lease: the Company accounts the leased assets at the lower of the fair value of leased assets and present value of the minimum lease payment on the inception date of the lease, and the minimum lease payment is deemed as the accounting value of long term account payables, and the difference is taken as unrealized financing expenses. The Company amortizes the unrealized financing expenses at effective interest rate method in the asset lease period and records in finance expenses. ②assets leased out by financing lease: on the inception date of the lease, the Company realizes the difference between the sum of financing lease account receivables and unguaranteed remaining value and its present value as unrealized financing income which is conformed as lease income in future periods involving lease. The initial direct expenses occurred by the Company related to lease transaction shall be recorded in the initial measurement of financing lease account receivables. And income realized in lease period shall be reduced accordingly. (3) Accounting treatment of sale and lease-back 29. Assets held for sales (1) Recognition criteria of assets held for sales Non current assets satisfying the following conditions are grouped as assets held for sale: I. the Company has made resolution in respect of the disposal of the non current assets; II. The Company has entered into irrecoverable transfer agreement with transfee; III. The transfer would be completed within one year. (2) Accounting treatment of assets held for sales As for fixed assets held for sale, the Company shall adjust the predicted net residual value of the fixed assets to make the predicted net residual value of fixed assets reflect the fair value less disposal expenses, while not exceeding the original carrying value of the fixed assets when condition of held-for-sale is satisfied. The difference between the original carrying value and the adjusted predicted net residual value shall be recorded in current profit and loss as asset impairment. Other non current assets such as intangible assets satisfying condition of held-for-sale are treated by reference to the above principles. 63 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 30. Assets securitization 31. Hedge accounting 32. Changes of main accounting policy and estimate Whether main accounting policy and estimate of the Company changed in the Period or not □Yes √No 32. Changes of accounting policies Whether there have changes of major accounting policies in the Period or not □ Yes √ No There are no changes of major accounting policies in the Period or not (2) Changes in accounting estimates Whether have changes in accounting estimates in report period □ Yes √ No There are no changes of accounting estimates in the Period or not 33. Error correction of previous accounting Whether has error correction of previous accounting occurred in this period □ Yes √ No No error correction of previous been found (1) Retrospective Restatement Is there has errors of previous accounting adopt retrospective restatement in this period □ Yes √ No (2) Prospective Application Is there has errors of previous accounting adopt retrospective restatement in this period □ Yes √ No 34. Other major accounting policy, accounting estimation and preparation method for financial statement The Company has no other major accounting policy, estimate and preparation method for financial statement in the Period 64 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 V. Taxes 1. Main tax category and tax rate: Tax category Tax calculation evidence Tax rate Sales income, and income from processing, maintenance, making repairs VAT 17% and supplying replacements, and labor service Business tax Taxable labor income 5% Amount of value-added tax and sales tax Urban maintenance and construction tax 1%、7% payable Enterprise income tax Taxable income 25% Amount of value-added tax and sales tax Educational surtax 3% payable Amount of value-added tax and sales tax Local educational surtax 2% payable Property tax 70% of the original value of the property 1.2% Income tax rate for vary branches and plants 2. Tax preference and approvals 3. Other explanation VI. Business Combination and Consolidated Financial Statements 1. Subsidiaries (1) Subsidiaries acquired by means of establishment or investment In RMB The sum The Other of balance balance Actual money after the of items investm Proporti in parent constitut Proporti Nature ent on of minority compan Registra Register Busines e net on of Consoli Full Minorit Type tion of amount voting dation name capita s scope investm shares y equity equity y’s place or not business at right which is owner’s ent in held (%) period-e (%) used to equity subsidia nd write writing ry down down actually the the 65 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 minority excess interest of the current loss underta ken by minority sharehol ders of eth subsidia ry over the share enjoyed by minority sharehol ders in the original owners’ equity of the subsidia ry Shenzhe Yes n Anjule Wholly- Self-ow Property owned ned Shenzhe RMB 2 Manage property 100% 100% subsidia n million manage ment ry ment Co., Ltd. China Yes Bicycle Wholly- Trade (Internat owned HK$ Hong and 0.02 100% 100% ional) subsidia Kong million manufac turing Co., ry Ltd. China Bicycle Yes Controll Bicycle ing Hong HK$ 5 and parts 99% 99% (Hong subsidia Kong million distribut ry Kong) ion 66 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Co., Ltd. Shenzhe Yes n Bicycle Emmell Controll Shenzhe and ing RMB 2 e parts 70% 70% subsidia n million distribut Industry ry ion Co., Ltd. Other explanation on subsidiary obtained by establishment or investment: (2) Subsidiaries acquired by business combination under the common control In RMB The balance after the parent compan y’s owner’s equity writing down the excess of the Balance current Amount of other loss Stateme in items underta Investm minority material Minori interest ken by ent Voting Registra Register Busines ly Holding nts minority Name Type tion Busines ed amount forming proporti right ty used for sharehol s nature actual at proporti interest writing place capital s scope net on (%) ders of period-e on (%) combine down investm the nd minority ent to subsidia d or not gain and subsidia ry over loss ry the share enjoyed by minority sharehol ders in the original owner’s equity of the subsidia ry Other explanation on subsidiary obtained by establishment or investment: (2) Subsidiaries acquired by business combination under the common control In RMB 67 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Balance between the owners’ equity in parent offsettin g the current losses Balance Amount attributa of other in ble to Actual items minority minority investm which Consoli interest sharehol Name of Type of Register ent actually Holding Voting dated Minorit availabl Register Busines Busines ders of subsidia subsidia ed amount constitut proporti proportio stateme y e to ed place s nature s scope subsidia ry ry capital at es net on% n% nt interests offset ries over period-e investm Yes/No minority the nd ent in gains share of subsidia and beginni ries losses ng owner’s equity in such subsidia ries by the minority sharehol ders Other explanation on subsidiary obtained by enterprise merger under same control: 2. Special purposes entity or operation entity where controlling right is formed under entrusted operation or leasing In RMB Main business contact with the Balance of main assets and liability at period-end recognized in Name Company consolidation statement Other explanation for special purposes entity or operation entity where controlling right is formed under entrusted operation or leasing: 68 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 3. Explanation on changes of consolidation range Explanation on changes of consolidation range □ Applicable □ Not applicable 4. Entities newly included in consolidate scope during the reporting period and entities ceasing to be included in consolidate scope during the reporting period Subsidiaries, special purposes entities, operation entity where controlling right is formed under entrusted operation or leasing newly included in consolidation scope during the period In RMB Name Net assets as at period-end Net profit for the period Subsidiaries, special purposes entities, operation entity where controlling right is formed under entrusted operation or leasing ceasing to be included in consolidation scope during the period In RMB Net profit from year-begin to Name Net assets at disposal date disposal date Other explanation on subject newly included in consolidation range and those out of the range 5. Business combination under the common control during the reporting period In RMB Cash flow from Criterion of Actual controller Revenue from Net profit from operation activity Combined party combination under under the common period-begin to date combination period from combination the common control control of combined to date of combined period to date of combined Other explanation for business combination under the common control: 6. Business combination not under the common control during the reporting period In RMB Combined party Goodwill Measurement of goodwill Other explanation for business combination not under the common control: 7. Loss of subsidiaries due to disposal of equity interests without controlling rights during the reporting period Name Date for sales Recognition of gains/losses Other explanation for loss of subsidiaries due to disposal of equity interests without controlling rights 8. Counter purchase occurred during the reporting period Basis of counter purchase Recognition method for Measurement of goodwill Backdoor party recognized consolidation cost recognized in combination or 69 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 gains/losses reckoned into current period Other explanation for counter purchase: 9. Absorption consolidation occurred during the reporting period In RMB Type Main assets merge into Main liability merge into Absorption consolidate under common control Item Amount Item Amount Absorption consolidate under different control Item Amount Item Amount Other explanation for absorption consolidation: 10. Translation exchange rates for items in major statements of overseas operating entities VII. Notes to major items in consolidated financial statements 1. Monetary fund In RMB Amount at period-end Amount at period-begin Item Amount in Converting Amount in Converting Amount in RMB Amount in RMB foreign currency rate foreign currency rate Cash: -- -- 180,534.63 -- -- 114,315.34 RMB -- -- 178,990.80 -- -- 112,771.51 HKD 1,894.30 0.81085 1,535.97 1,894.30 0.81085 1,535.97 USD 1.25 6.28550 7.86 1.25 6.28550 7.86 Bank savings: -- -- 31,685,917.09 -- -- 52,281,045.52 RMB -- -- 31,109,868.06 -- -- 51,704,996.49 HKD 710,426.13 0.81085 576,049.03 710,426.13 0.81085 576,049.03 Total -- -- 31,866,451.72 -- -- 52,395,360.86 Separate explanation is required for accounts with restricted application purposes, deposited overseas and of potential recovery risks arising from pledge, mortgage or frozen: 2. Transactional financial assets (1) Transactional financial assets In RMB Item Fair value at period-end Fair value at period-begin (2) Realization of restricted transactional financial assets In RMB 70 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Other major restriction in aspect of restricted Item Amount at period-end conditions or realization (3) Explanation for hedge instruments and related hedge transactions 3. Notes receivables (1) Classification of notes receivables In RMB Types Amount at period-end Amount at period-begin Bank acceptance bill 7,836,971.30 1,627,810.00 Total 7,836,971.30 1,627,810.00 (2) Notes receivable already pledged by the Company at the end of the period In RMB Issuer Issue date Expiring date Amount Notes (3)Transfer of notes to notes receivable due to the issuer’s impossibility to perform its obligations, and un-matured notes endorsed to others by the Company as at the period-end In RMB Issuer Issue date Expiring date Amount Notes Explanation Un-matured notes endorsed to others by the Company In RMB Issuer Issue date Expiring date Amount Notes Jinan Yuxintai Sales Co., 2013-05-07 2013-11-07 6,500,000.00 Ltd. Jinan Yuxintai Sales Co., 2013-01-25 2013-07-25 3,500,000.00 Ltd. Jinan Yuxintai Sales Co., 2013-03-20 2013-09-20 3,000,000.00 Ltd. Jinan Yuxintai Sales Co., 2013-03-26 2013-09-26 3,000,000.00 Ltd. Henan Daming Electric 2013-05-30 2013-11-30 2,989,450.00 Car Sales Co., Ltd. Total -- -- 18,989,450.00 -- Explanation: 71 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 In reporting period, the un-matured notes endorsed to others by the Company was 57,876,789.69 Yuan. Explanation for commercial acceptance notes discounted or pledged: 4. Dividend receivables In RMB Depreciation for Amount at Increase in this Decrease in this Amount at Reasons of Item relevant account period-begin period period period-end unrevoked or not Including: -- -- -- -- -- -- Including: -- -- -- -- -- -- Explanation 5. Interests receivables (1) Interests receivables In RMB Item Amount at period-begin Increase in this period Decrease in this period Amount at period-end (2)Overdue interests In RMB Unit Overdue days (day) Overdue interest (3)Explanation on interest receivables 6. Account receivables (1) Classified by categories In RMB Amount at period-end Amount at period-begin Book balance Bad debt reserve Book balance Bad debt reserve Categories Proportion Proportion Proportion Proportion Amount Amount Amount Amount (%) (%) (%) (%) Account receivable of bad debt provision withdrawal by combination Account receivable 1,037,398,0 1,036,705,3 1,042,707 1,036,705,39 withdrawal bad debt 100% 99.93% 100% 99.42% 25.03 98.73 ,561.67 8.73 provision by age group 1,037,398,0 1,036,705,3 1,042,707 1,036,705,39 Subtotal of group 100% 99.93% 100% 99.42% 25.03 98.73 ,561.67 8.73 Total 1,037,398,0 -- 1,036,705,3 -- 1,042,707 -- 1,036,705,39 -- 72 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 25.03 98.73 ,561.67 8.73 Explanation for category of account receivables: Account receivable with single significant amount and withdrawal bad debt provision separately at period-end □ Applicable √ Not applicable Account receivable provided for bad debt reserve under aging analysis method in the groups: √ Applicable □ Not applicable In RMB Amount at period-end Amount at period-begin Book balance Book balance Age Proportion Bad debt reserve Proportion Bad debt reserve Amount Amount (%) (%) within 1 year Including: -- -- -- -- -- -- Subtotal of within 431,368.27 0.04% 17,222.72 5,740,904.91 0.55% 17,222.72 1 year 1-2 years 240,247.48 0.02% 720.74 240,247.48 0.02% 720.74 2-3 years 39,071.22 0% 117.21 39,071.22 0.01% 117.21 Over 3 years 1,036,687,338.06 99.93% 1,036,687,338.06 1,036,687,338.06 99.42% 1,036,687,338.06 Total 1,037,398,025.03 -- 1,036,705,398.73 1,042,707,561.67 -- 1,036,705,398.73 Account receivables provided for bad debt reserve under balance percentage method in the groups: □ Applicable √ Not applicable Account receivables provided for bad debt reserve under other method in the groups: □ Applicable √ Not applicable Account receivable with minor single amount but with withdrawal bad debt provision for single item at period-end □ Applicable √ Not applicable (2) Reversal or recovery of account receivables during the reporting period In RMB Bad debt reserve accrual Reason of reversal or Basis of original bad Amount reversed or Account receivable accumulatively before recovery debt reserves recognized recover reversal or recovery Bad debt reserves accrual for account receivable with single significant amount or with single minor amount but have impairment test in a single basis at period-end In RMB Account receivable Book balance Bad debt amount Accrual proportion (%) Reasons Explanation on account receivable with single minor amount but has major risk after group by credit risk characteristics 73 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (3) Account receivables actually written-off during the reporting period In RMB Occurred due to Name Nature of receivable Time of written-off Amount written-off Written-off reasons related transactions or not Explanation on account receivable written-off (4) Account receivables due from the shareholders holding 5% or above voting shares of the Company during the reporting period In RMB Amount at period-end Amount at period-begin Name Bad debt amount Bad debt amount Book balance Book balance accrual accrual (5) Top 5 account receivable In RMB Relationship with the Proportion in total Name Amount Terms Company account receivables (%) Client 1 Non-related party client 174,219,907.69 Over 3 years 16.79% Client 2 Non-related party client 140,887,132.85 Over 3 years 13.58% Client 3 Non-related party client 97,930,571.16 Over 3 years 9.44% Client 4 Non-related party client 69,887,060.40 Over 3 years 6.74% Client 5 Non-related party client 52,406,319.69 Over 3 years 5.05% Total -- 535,330,991.79 -- 51.6% (6) Account receivables due from related parties In RMB Proportion in total account Name Relationship with the Company Amount receivables (%) (7) Account receivables derecognized In RMB Gains or losses with amount derecognized Item Amount derecognized concerned 74 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (8) As for securities with account receivables as target subject, list the assets and liabilities arising from further involvement In RMB Item Amount at period-end Assets: Liability: 7. Other receivables (1) Disclosure of other receivables by classification In RMB Amount at period-end Amount at period-begin Book balance Bad debt reserve Book balance Bad debt reserve Categories Proportio Proportio Proportion Proportio Amount Amount Amount Amount n (%) n (%) (%) n (%) Other receivable of bad debt provision withdrawal by combination Other account receivable 549,889,506. 533,207,289. 556,674,958. withdrawal bad debt 100% 96.97% 100% 533,207,289.71 95.78% 86 71 58 provision by age group 549,889,506. 533,207,289. 556,674,958. Subtotal of group 100% 96.97% 100% 533,207,289.71 95.78% 86 71 58 549,889,506. 533,207,289. 556,674,958. Total -- -- -- 533,207,289.71 -- 86 71 58 Explanation for category of other receivables: Other receivable with single significant amount and withdrawal bad debt provision separately at period-end □ Applicable √ Not applicable Other receivable adopt age analysis method for bad debt provision withdrawal in combination: √ Applicable □ Not applicable In RMB Amount at period-end Amount at period-begin Book balance Book balance Age Proporti Bad debt reserve Proporti Bad debt reserve Amount Amount on (%) on (%) within 1 year Including: Subtotal of within 1 year 246,748.64 0.04% 1,419.08 470,811.60 0.08% 1,419.08 75 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 1-2 years 16,361,895.88 2.98% 68,719.86 22,923,284.64 4.12% 68,719.86 2-3 years 144,144.00 0.03% 432.43 144,144.00 0.03% 432.43 Over 3 years 533,136,718.34 96.95% 533,136,718.34 533,136,718.34 95.77% 533,136,718.34 Total 549,889,506.86 -- 533,207,289.71 556,674,958.58 -- 533,207,289.71 Other receivables provided for bad debt reserve under balance percentage method in the groups: □ Applicable √ Not applicable Other receivables provided for bad debt reserve under other method in the groups: □ Applicable √ Not applicable Other receivable with single minor amount while withdrawal bad debt provision separately at period-end □ Applicable √ Not applicable (2) Reversal or recovery of other receivables during the reporting period In RMB Bad debt reserve accrual Reason of reversal or Basis of original bad Amount reversed or Other receivable accumulatively before recovery debt reserves recognized recover reversal or recovery Bad debt reserves accrual for other account receivable with single significant amount or with single minor amount but have impairment test in a single basis at period-end In RMB Account receivable Book balance Bad debt amount Accrual proportion (%) Reasons Explanation on other account receivable with single minor amount but has major risk after group by credit risk characteristics (3) Other receivables actually written-off during the reporting period In RMB Nature of other Amount Occurred due to related Name Time of written-off Written-off reasons receivable written-off transactions or not Explanation on other account receivable (4) Other receivables due from the shareholders holding 5% or above voting shares of the Company during the reporting period In RMB Amount at period-end Amount at period-begin Name Bad debt amount Bad debt amount Book balance Book balance accrual accrual 76 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (5) Nature or content of other receivables with significant amount In RMB Nature or content of the Proportion in total other receivable Name Amount amount (%) Explanation (6) Top 5 other receivable In RMB Relationship with the Proportion in total other Name Amount Terms Company receivable (%) Client 1 Non-related party 220,038,935.10 Over 3 years 40.02% Client 2 Non-related party 60,329,041.39 Over 3 years 10.97% Client 3 Non-related party 30,059,193.03 Over 3 years 5.47% Client 4 Non-related party 25,842,462.08 Over 3 years 4.7% Client 5 Non-related party 20,531,780.08 Over 3 years 3.73% Total -- 356,801,411.68 -- 64.89% (7) Other receivables due from related parties In RMB Proportion in total other Name Relationship with the Company Amount receivable (%) (8) Other receivables derecognized In RMB Gains or losses with amount derecognized Item Amount derecognized concerned (9) As for securities with other receivables as target subject, list the assets and liabilities arising from further involvement In RMB Item Amount at period-end Assets: Liability: 77 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 8. Payment in advance (1) Analysis of payments in advance by aging In RMB Amount at period-end Amount at period-begin Age Amount Proportion (%) Amount Proportion (%) within 1 year 4,440,588.55 92.32% 460,658.05 55.5% 1-2 years 369,298.08 7.68% 369,298.08 44.5% Total 4,809,886.63 -- 829,956.13 -- Explanation for aging analysis of payments in advance: (2) Top 5 of payments in advance In RMB Relationship with the Name Amount Time Reason for unsettlement Company Client 1 No related relationship 1,669,898.00 Client 2 No related relationship 1,621,785.00 Client 3 No related relationship 513,867.50 Client 4 No related relationship 420,514.00 Client 5 No related relationship 69,700.00 Total -- 4,295,764.50 -- -- Explanation for major units paid in advance: (3) Shareholders holding 5% or above voting shares of the Company in payments in advance during the reporting period In RMB Amount at period-end Amount at period-begin Name Bad debt amount Bad debt amount Book balance Book balance accrual accrual (4) Explanation for payment in advance 9. Inventory (1) Classification In RMB 78 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Amount at period-end Amount at period-begin Item Depreciation Depreciation Book balance Carrying amount Book balance Carrying amount provision provision Raw materials 41,882,030.28 35,572,510.46 6,309,519.82 41,879,466.18 35,572,510.46 6,306,955.72 Product in process 0.00 Stock products 42,799,448.09 13,582,049.04 29,217,399.05 24,498,798.60 13,626,271.72 10,872,526.88 Revolving materials 0.00 Consumptive 0.00 biological assets Low value 432,715.25 432,715.25 432,715.25 432,715.25 consumables Total 85,114,193.62 49,154,559.50 35,959,634.12 66,810,980.03 49,198,782.18 17,612,197.85 (2) Inventory impairment provision In RMB Book-balance as at Provision for this Decrease in this period Book-balance as at Category period-begin period Reversal Written-off period-end Raw materials 35,572,510.46 35,572,510.46 Stock products 13,626,271.72 44,222.68 13,582,049.04 Total 49,198,782.18 44,222.68 49,154,559.50 (3) Particular about inventory impairment provision Proportion of the reversal Reason for reversal during the amount during the year in the Item Provision basis year period-end balance of the inventory (%) Explanation on inventory 10. Other current assets In RMB Item Amount at period-end Amount at period-begin Explanation on other current assets 11. Financial assets available for sale (1) Particular about financial assets available for sale In RMB Item Fair value at period-end Fair value at period-begin For financial assets available for sale that re-category from investment held to maturity, re-category amounting as 0 Yuan, and takes 0% of the investment held to maturity before re-category. 79 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (2) Long-term debt investment in financial assets available for sales In RMB Interest Initial Balance at Current accumulative Balance at Item Type Face value investment Expired date period-begin interest ly received or period-end cost receivables Explanation on long-term debt investment in financial assets available for sale 12. Held-to-maturity investment (1) Particular about held-to-maturity investment In RMB Item Book balance at period-end Book balance at period-begin Explanation on held-to-maturity investment (2) Held-to-maturity investment that sold in report period but not expired In RMB Proportion in amount of the investment before sales Item Amount (%) Explanation on held-to-maturity investment that sold in reporting period but not expired 13. Long-term account receivable In RMB Type Amount at period-end Amount at period-begin 14. Investment for affiliated enterprise and joint ventures In RMB Equity Proportion of Total operation Invested proportion held voting rights in Total assets at Total liability Total net assets Net profit in revenue in this company by the invested period-end at period-end at period-end this period period Company (%) company (%) I. Joint venture II. Associated company Explanation on major accounting policy and accounting estimation in joint venture and affiliated enterprises difference from the policy and estimation of the Company: 15. Long-term equity investment (1) Details of long-term equity investment In RMB Balance Balance Proportio Proportio Explanati Impairme Invested Calculatio Investme Increase/d Impairme Cash at at n of share n of on on the nt company n method nt cost ecrease(+, nt bonus this period-be period-en holding in voting incongruit provision 80 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 gin -) d invested rights in y in share provision of period company invested holding accruing (%) company proportio this year (%) n and voting proportio n in invested company Shenzhen Jinhuan 14,883,56 14,883,56 14,883,56 12,263,71 Equity 38% 38% - Printing 0.00 0.00 0.00 9.50 Co., Ltd.* 14,883,56 14,883,56 14,883,56 12,263,71 Total -- -- -- -- 0.00 0.00 0.00 9.50 (2) Limited ability for capital transfer to investment enterprise In RMB Long-term equity investment with Un-recognized current investment losses restriction in capital-transfer ability to Restriction reasons accumulated invested enterprise Explanation on long-term equity investment: The industry and commer resgistation information was revoked for Shenzhen Jinhuan Printing Platae Co., Ltd., shares holding are entursted by one of the original shareholder—Hong Kong Dahuan Bicycle Co., Ltd., actual holder was the Company. 16. Investment real estate (1) Investment real estate measured by cost In RMB Book balance at Item Increase in this period Decrease in this period Book balance at period-end period-begin I. Total original book 129,872,063.32 129,872,063.32 value 1. Houses and 129,872,063.32 129,872,063.32 buildings II. Accumulated depreciation and 108,476,887.08 485,373.30 108,962,260.38 accumulated amortization 1. Houses and 108,476,887.08 485,373.30 108,962,260.38 buildings III. Total net book 21,395,176.24 -485,373.30 20,909,802.94 81 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 value of investment real estate 1. Houses and 21,395,176.24 -485,373.30 20,909,802.94 buildings V. Total book value of 21,395,176.24 -485,373.30 20,909,802.94 investment real estate 1. Houses and 21,395,176.24 -485,373.30 20,909,802.94 buildings In RMB Current period Amount depreciated and amortized in the Period 485,373.30 Amount accrual of depreciation reserves for investment real estate in the 0.00 Period (2) Investment real estate measured by fair value In RMB Increase in this period Decrease in this period Transfer-in Fair value Fair value at from Variation Transfer as Item at period-begin Acquisition self-used gains/losses Disposal self-used period-end property or of fair value property inventory Explain the investment real estate that changing measurement mold in report period, and the investment real estate without property certificate done as well as the reasons for property certificate un-finished and predicted the time to obtained that certificates 17. Fixed assets (1) Particular about fixed assets In RMB Book balance at Decrease in this Book balance at Item Increase in this period period-begin period period-end I. total of book balance: 109,973,366.12 4,429.06 169,000.00 109,808,795.18 Including: House & 103,054,579.44 103,054,579.44 buildings Machinery 4,242,098.00 4,242,098.00 equipment Transportation tools 1,037,978.06 169,000.00 868,978.06 Other equipment 1,638,710.62 4,429.06 1,643,139.68 Book balance at Increase during Accrual in this Decrease in this Balance at -- period-begin this period period period period-end II. total of accumulated 94,611,492.16 334,576.96 152,100.00 94,793,969.12 depreciation: 82 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Including: House & 91,380,925.10 115,500.60 91,496,425.70 buildings Machinery 1,278,540.74 164,344.44 1,442,885.18 equipment Transportation tools 885,410.91 26,053.02 152,100.00 759,363.93 Other equipment 1,066,615.41 28,678.90 1,095,294.31 Book balance at Balance at -- -- period-begin period-end III. total net value of fixed 15,361,873.96 -- 15,014,826.06 assets Including: House & 11,673,654.34 -- 11,558,153.74 buildings Machinery 2,963,557.26 -- 2,799,212.82 equipment Transportation tools 152,567.15 -- 109,614.13 Other equipment 572,095.21 -- 547,845.37 IV. total impairment 2,391,674.23 -- 2,391,674.23 provision Including: House & 1,580,000.00 -- 1,580,000.00 buildings Machinery equipment 426,800.00 -- 426,800.00 Other equipment 384,874.23 -- 384,874.23 V. total book value of fixed 12,970,199.73 -- 12,623,151.83 assets Including: House & 10,093,654.34 -- 9,978,153.74 buildings Machinery 2,536,757.26 -- 2,372,412.82 equipment Transportation tools 152,567.15 -- 109,614.13 Other equipment 187,220.98 -- 162,971.14 Depreciation in this period amounting to 0.00 Yuan; original price transfer from construction in progress to fixed assets amounting as 0.00 Yuan (2) Temporary idle fixed assets In RMB Accumulated Depreciation Item Original book value Net book value Note depreciation reserves Machinery 252,098.00 190,684.97 61,413.03 equipment 83 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (3) Fixed assets leasing-in by financing lease In RMB Item Original book value Accumulated depreciation Net book value (4) Fixed assets leasing-out by operational lease In RMB Type Carrying amount at period-end (5) Fixed assets held for sale in period-end In RMB Estimated disposal Item Carrying amount Fair value Estimated disposal time expenses (6) Fixed assets with un-completed property certificates Item Reasons for un-completed certificate Times expected for certificate completed Staff canteen (Block 10, Shuibei Plant Unpredictable, the Company in Incomplete procedures District) restructuring Restaurant icehouse (Block 11, Shuibei Unpredictable, the Company in Incomplete procedures Plant District) restructuring Employee housing (1) (Block 8, Shuibei Unpredictable, the Company in Incomplete procedures Plant District) restructuring Employee housing (2) (Block 9, Shuibei Unpredictable, the Company in Incomplete procedures Plant District) restructuring Employee housing (3) (Block 14, Shuibei Unpredictable, the Company in Incomplete procedures Plant District) restructuring Employee housing (5) (Block 19, Beili Unpredictable, the Company in Incomplete procedures Garden) restructuring Unpredictable, the Company in 1# workshop Incomplete procedures restructuring Unpredictable, the Company in 2# workshop Incomplete procedures restructuring Unpredictable, the Company in 3# workshop Incomplete procedures restructuring Unpredictable, the Company in 4# workshop Incomplete procedures restructuring Unpredictable, the Company in 5# workshop Incomplete procedures restructuring Unpredictable, the Company in Administrative building Incomplete procedures restructuring Unpredictable, the Company in Multiple-use building Incomplete procedures restructuring 84 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Unpredictable, the Company in 1# residential building Incomplete procedures restructuring Unpredictable, the Company in 2# residential building Incomplete procedures restructuring Unpredictable, the Company in 3# residential building Incomplete procedures restructuring Unpredictable, the Company in 4# residential building Incomplete procedures restructuring Unpredictable, the Company in 5# residential building Incomplete procedures restructuring No.7, Guang’an Town, Xi Duan, Guomao Unpredictable, the Company in Incomplete procedures Road, Taijiang District, Fuzhou City restructuring Explanation on fixed assets: The Company offered guarantee for the US$ 7.5 million loans from China Merchants Bank for subsidiary Hong Kong CBC, China Merchants Bank charge the failure payment from Hong Kong CBC to Shenzhen Intermdediate Court, and the 127,333 M2 lands and above-ground structure locate in Yousong Village, Longhua Town, Bao’an District, Shenzhen was sealed up. On 12 October 2012, Shenzhen Intermediate People’s Court accepted the case of reforming application from Shenzhen Guosheng Energy Investment Development for Shenzhen China Bicycle Company (Holdings) Limited. All property of the CBC, since case accepted, should release the preservation measures by the law, and execution procedure shall be suspend, the assets shall not be seal-up, detained, frozen or disposed unless Shenzhen Intermediate Court agree. 18. Construction in process (1) Construction in process In RMB Amount at period-end Amount at period-begin Item Depreciation Carrying Depreciation Book balance Book balance Carrying amount reserves amount reserves (2) Changes of major projects under construction In RMB Proportio n of Interest Amount Accumulatincluding: Amount Increase Transfer project capitaliz at Other ed amount interest Capital at Item Budget in this to fixed investme Progress of interestcapitalizedation rate period-b decrease capitalizatiamount of source period-e period assets nt in of the egin on the year nd budget year (%) (%) Explanation on changes of major projects under construction 85 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (3) Construction in process impairment provision In RMB Amount at Increase in this Decrease in this Amount at Item Accrual reason period-begin period period period-end (4) Progress of material construction in progress Item Progress Note (5) Explanation on construction in process 19. Construction materials In RMB Amount at Increase in this Decrease in this Item Amount at period-end period-begin period period Explanation on construction materials 20. Disposal of fixed assets In RMB Carrying amount at Carrying amount at Item Reasons of disposal transfer-in period-begin period-end Explanation on progress of the fixed assets disposal with over one year since the disposal of fixed assets transfer-in 21. Productive biological assets (1) Measured by cost In RMB Book balance at Book balance at Item Increase in this period Decrease in this period period-begin period-end I. Plantation II. Livestock III. Forestry IV. Marine industry (2) Measured by fair value In RMB Carrying amount at Carrying amount at Item Increase in this period Decrease in this period period-begin period-end I. Plantation II. Livestock III. Forestry IV. Marine industry 86 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Explanation on productive biological assets 22. Oil and gas assets In RMB Book balance at Book balance at Item Increase in this period Decrease in this period period-begin period-end Explanation on oil and gas assets 23. Intangible assets (1) Particular about intangible assets In RMB Book balance at Book balance at Item Increase in this period Decrease in this period period-begin period-end I. Total original book value 43,143,099.08 43,143,099.08 Land use right 43,143,099.08 43,143,099.08 II. Total accumulated 19,414,395.90 431,431.02 19,845,826.92 amortization Land use right 19,414,395.90 431,431.02 19,845,826.92 III. Total net book value of 23,728,703.18 -431,431.02 23,297,272.16 intangible assets Land use right 23,728,703.18 -431,431.02 23,297,272.16 Land use right Total carrying amount of 23,728,703.18 -431,431.02 23,297,272.16 intangible assets Land use right 23,728,703.18 -431,431.02 23,297,272.16 The amount amortized in this period accounting as 431,431.02 Yuan (2) Expenditure of project development In RMB Decrease in this period Amount at Increase in this Amount at Item Reckoned into Recognized as period-begin period period-end current gains/losses intangible assets The proportion of development expenditure of total expenditure in R&D projects in reporting period The proportion of intangible assets form by internal R&D in total book value of intangible assets at period-end For development projects, including single price over one million Yuan occurred in this period and the assessment price have been kept in book, disclosed the assessment institution and way of assessment: 24. Goodwill In RMB Name of invested company or Balance at Increase in this Decrease in this Balance at Provision 87 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 items formed goodwill period-begin period period period-end reserve at period-end Explain the impairment testing method and withdrawal method for impairment provision of goodwill: 25. Long-term deferred expense In RMB Amount at Increase in this Amortization Amount at Reasons for other Item Other decrease period-begin period during this period period-end decrease Explanation on long-term deferred expense: 26. Deferred income tax assets and deferred income tax liabilities (1) Net amount of deferred income tax assets and deferred income tax liabilities before deduction Deferred income tax assets and deferred income tax liability that recognized In RMB Item Amount at period-end Amount at period-begin Deferred income tax assets: Deferred income tax liability: Details of un-recognized deferred income tax assets In RMB Item Amount at period-end Amount at period-begin The deductible losses of un-recognized deferred income tax assets are expired in the follow year: In RMB Year Amount at period-end Amount at period-begin Note Details of taxable difference and deductible differences In RMB Amount of temporary differences Item Amount at period-end Amount at period-begin Items of taxable differences Item of deductible differences (2) Net amount of deferred income tax assets and deferred income tax liabilities after deduction Item of deferred income tax assets and liability after mutual offset In RMB Deductible of Deductible of Deferred income tax temporary Deferred income tax temporary assets and liability differences of assets and liability differences of Item after mutual offset at payable taxes after after mutual offset at payable taxes after period-end mutual offset at period-begin mutual offset at period-end period-begin Details of deferred income tax assets and liability after mutual offset 88 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 In RMB Item Current mutual offset amount Explanation on deferred income tax assets and deferred income tax liability 27. Details of asset impairment provision In RMB Book balance at Increase in this Decrease in this period Book balance at Item period-begin period Reversal Written-off period-end I. Bad debt reserve 1,569,912,688.44 1,569,912,688.44 II. Inventory falling price 49,198,782.18 44,222.68 49,154,559.50 reserves V. Long-term equity investment impairment 12,263,719.50 12,263,719.50 provision VII. Fixed asset impairment 2,391,674.23 2,391,674.23 provision Total 1,633,766,864.35 44,222.68 1,633,722,641.67 Explanation on asset impairment provision: 28. Other non-current assets In RMB Item Amount at period-end Amount at period-begin Explanation on other non-current assets 29. Short-term loans (1) Type of Short-term Loans In RMB Item Amount at period-end Amount at period-begin Guarantee loans 223,574,555.28 223,574,555.28 Guarantee loans 132,221,552.65 132,221,552.65 Total 355,796,107.93 355,796,107.93 Explanation on short-term loans (2) Short-term loans un-paid by expired In RMB Reasons of unpaid on Company Loan amount Loan rate Purpose of loans Payment date expected time Export-Import Bank 114,558,000.00 Production turnover Capital shortage In the reforming 89 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 of China China Cinda Assets 56,923,923.61 Production turnover Capital shortage In the reforming Management Corp. China Merchants 34,893,556.32 Production turnover Capital shortage In the reforming Bank, H.O. Orient Assets Management Co., 89,035,110.36 Production turnover Capital shortage In the reforming Ltd. Huizhou Dongfang Union Industrial Co., 34,709,926.52 Production turnover Capital shortage In the reforming Ltd. Luohu branch of 15,238,496.53 Production turnover Capital shortage In the reforming CMB China Everbright 9,817,094.59 Production turnover Capital shortage In the reforming Bank China Construction Bank of Sichuan 620,000.00 Production turnover Capital shortage In the reforming Mianyang Total 355,796,107.93 -- -- -- -- Amount 00.00 Yuan paid after balance sheet date Explanation on short-term loans: as for the expired short-term loans which gains a exhibition period, explain the exhibition condition and new expired date The abovementioned loans are overdue for yeras 30. Transactional financial liabilities In RMB Item Fair value at period-end Fair value at period-begin Explanation on transactional financial liabilities 31. Note payable In RMB Type Amount at period-end Amount at period-begin Amount expired in next accounting period: 0.00 Yuan Explanation on note payable: 32. Account payables (1) Account payables In RMB Item Amount at period-end Amount at period-begin within 1 year 32,982,301.26 12,482,380.28 1-2 years 243,077.59 243,077.59 2-3 years 90 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Over 3 years 105,750,315.60 105,750,315.60 Total 138,975,694.45 118,475,773.47 (2)Accounts payable to shareholders holding 5% or above voting shares of the Company In RMB Name Amount at period-end Amount at period-begin (3) Explanation on major account payable with over one year age: Account payable with over one-year in account age refers to the accounts hanging for yeras due to indolvent 33. Account received in advance (1) Account received in advance In RMB Item Amount at period-end Amount at period-begin within 1 year 8,151,221.69 2,447,643.11 1-2 years 547,963.59 547,963.59 2-3 years Over 3 years 10,664,592.85 10,664,592.85 Total 19,363,778.13 13,660,199.55 (2)Accounts received in advance to shareholders holding 5% or above voting shares of the Company In RMB Name Amount at period-end Amount at period-begin (3) Explanation on major account received in advance with over one year age: Major account received in advance with over one year age mainly refers to the contact accumulated resulte from historical business 34. Wages payable In RMB Book balance at Book balance at Item Increase in this period Decrease in this period period-begin period-end I. Wage, bonus, allowance and 2,567,091.52 4,024,905.00 4,150,258.10 2,441,738.42 subsidy VI. Other 1,416,754.00 77,567.07 150,527.99 1,343,793.08 Outlay for labor union and staff 1,416,754.00 77,567.07 150,527.99 1,343,793.08 educational charge 91 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Total 3,983,845.52 4,102,472.07 4,300,786.09 3,785,531.50 No arrears in wages payable Outlay for labor union and staff educational charge amounting as 0.00 Yuan; no non-monetary welfare and no compensation for dismiss of labor relationship The wages payable expected to pay and the amount for payment: 35. Tax payable In RMB Item Amount at period-end Amount at period-begin VAT 54,421,072.70 54,432,329.55 Business tax 436,925.25 451,932.63 Enterprise income tax 33,753,125.02 33,753,125.02 Personal income tax 690,092.54 14,851.01 City maintenance and construction tax 16,109.68 15,992.02 Property tax 7,293,642.64 7,293,642.64 Other 17,939.07 18,835.73 Total 96,628,906.90 95,980,708.60 Explanation on tax payable: if the local taxation bureau agrees mutual adjustment between vary branches and plants, explain taxation calculation: The Company has payment of fine and overdue fine due to a long period for tax arrears. 36. Interest payable In RMB Item Amount at period-end Amount at period-begin Loan interests 230,575,685.75 230,575,685.75 Total 230,575,685.75 230,575,685.75 Explanation on interest payable: 37. Dividend payable In RMB Reasons of unpaid for over one Name Amount at period-end Amount at period-begin year Explanation on dividend payable: 38. Other payables (1) Other payables In RMB Item Amount at period-end Amount at period-begin within 1 year 45,656,192.61 48,393,010.94 1-2 years 11,905,625.18 11,905,625.18 92 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 2-3 years 2,793,311.04 2,793,311.04 Over 3 years 368,183,647.51 368,183,647.51 Total 428,538,776.34 431,275,594.67 (2) Others payable due to shareholders units holding over 5% (5% included) voting shares of the Company In RMB Name Amount at period-end Amount at period-begin Shenzhen Guosheng Energy Investment 41,500,000.00 41,500,000.00 Development Co., Ltd. Total 41,500,000.00 41,500,000.00 (3) Explanation on other account payable with over one year age Account payable with over one year age refers to the amount insolvent by the Company (4) Explanation on unit of major connected amount for other account payable 39. Accrual liability In RMB Item Amount at period-begin Increase in this period Decrease in this period Amount at period-end Guarantee offer outside 166,212,952.92 166,212,952.92 Total 166,212,952.92 166,212,952.92 Explanation on accrual liability In the abovementioned companies, except fot the accrual liability withdrawal for undertake joint liability for loans of Guangdong Sunrise Holdings Co., Ltd., the liquidated part for creditors after reforming plan of Sunrise completed, other companies are seriously insolvent or closed down. 40. Non-current liability due within one year (1) Non-current liability due within one year In RMB Item Amount at period-end Amount at period-begin Long-term loans due within one year 453,747,741.58 453,747,741.58 Total 453,747,741.58 453,747,741.58 (2) Long-term loans due within one year Long-term loans due within one year In RMB Item Amount at period-end Amount at period-begin Long-term loans due within one year 453,747,741.58 453,747,741.58 Total 453,747,741.58 453,747,741.58 Amount 0.00 refers to the overdue loans with exhibition obtained in long-term loans due within one year Top five amount in long-term loans due within one year In RMB 93 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Amount at period-end Amount at period-begin Amount in Amount in Unit Start date Expiry date Currency Rate (%) foreign In RMB foreign In RMB currency currency Shenzhen Guosheng Energy 62,829,259.0 397,483,024. 62,829,259.0 397,483,024. USD Investment 2 21 2 21 Development Co., Ltd. Shenzhen Guosheng Energy 19,300,058.5 19,300,058.5 RMB Investment 9 9 Development Co., Ltd. China Cinda Assets 13,648,549.6 13,648,549.6 USD 2,157,395.94 2,157,395.94 Management 5 5 Co., Ltd. China Greatwall 12,653,050.0 12,653,050.0 Assets USD 2,000,000.00 2,000,000.00 0 0 Management Co., Ltd. Xie Lingling USD 500,000.00 3,163,200.00 500,000.00 3,163,200.00 446,247,882. 446,247,882. Total -- -- -- -- -- -- 45 45 Overdue loans in long-term loans due within one year In RMB Annual interest Reasons for Payment date Unit Loans Overdue term Loans purpose rate (%) overdue paid expected Shenzhen Guosheng Energy Investment 416,783,082.80 Overdue for years Development Co., Ltd. China Cinda Assets 13,648,549.65 Overdue for years Management Co., 94 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Ltd. China Greatwall Assets 12,653,050.00 Overdue for years Management Co., Ltd. Xie Lingling 6,162,950.00 Overdue for years China Orient Assets 3,000,000.00 Overdue for years Management Corp. Shenzhen Lionda Holdings Co., 1,500,109.13 Overdue for years Ltd. Total 453,747,741.58 -- -- -- -- -- Amount 0.00 paid after balance sheet date Explanation on long-term loans due within one year (3) Bond payable due within one year In RMB Interest Interest Interest paid Interest Release Offering payable at Closing Bond Face value Bond period accrual in in the payable at date price period-begi balance the Period Period period-end n Explanation on bond payable due within one year (4) Long-term account payable due within one year In RMB Unit Term Initial amount Interest rate (%) Interest accrual Closing balance Loan condition Explanation on long-term account payable due within one year 41. Other current liability In RMB Item Book balance at period-end Book balance at period-begin Rent 521,639.87 521,639.87 Decoration charge 188,853.82 188,853.82 Other 1,633,856.38 1,620,656.38 Total 2,344,350.07 2,331,150.07 Explanation on other current liability: 95 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 42. Long-term loan (1) Category of long-term loans In RMB Item Amount at period-end Amount at period-begin Explanation on long-term loans (2) Top five long-term loans In RMB Amount at period-end Amount at period-begin Interest rate Amount in Amount in Unit Start date Expiry date Currency (%) foreign In RMB foreign In RMB currency currency Explanation on long-term loans: explain renewal condition, principal, interest and expected payment arrange for long-term loans resulted from renew for overdue loans 43. Bond payable In RMB Interest Interest Interest paid Interest Release Offering payable at Closing Bond Face value Bond period accrual in in the payable at date price period-begi balance the Period Period period-end n Explanation on bond payable: including share-converted condition and time for convertible corporate bonds 44.Long-term account payable (1) Top five long-term account payable In RMB Balance at Unit Term Initial amount Rate (%) Interest reckoned Loan condition period-end (2)Details of financing rent payable in long-term payable In RMB Amount at period-end Amount at period-begin Unit Foreign currency In RMB Foreign currency In RMB Amount 0.00 guarantee offer to financing rent of the Company from independent third party Explanation on long-term account payable 96 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 45. Specific account payable In RMB Amount at Increase in this Decrease in Amount at Item Note period-begin period this period period-end Explanation on special account payable 46. Other non-current liability In RMB Item Book balance at period-end Book balance at period-begin Other non-current liability, including vary government subsidy related with assets and income as well as its balance at period-end: 47. Share capital In RMB Increased (decreased) in this year Amount at Shares Amount at New shares period-begin Bonus shares converted from Other Sub-total period-end issued public reserve Total shares 551,347,947.00 551,347,947.00 Explanation on share capital changes, if there has capital increase/decrease in reporting period, disclosed the CPA’s name and verification documents; for company limited within 3 years operation, explain the net assets before establishment; for those company limited changed from limited liability company, explain the verification condition while established. 48. Stock shares Explanation on stock shares 49. Specific Reserve Explanation on specific Reserve: 50. Capital reserves In RMB Amount at Item Amount at period-begin Increase in this period Decrease in this period period-end Including: gain on restructuring 482,580,588.23 482,580,588.23 of debt Account without 690,624.97 690,624.97 payment Price difference of 3,318,000.00 3,318,000.00 related transaction Total 486,589,213.20 486,589,213.20 Explanation on capital reserve 97 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 51. Surplus reserves In RMB Amount at Item Amount at period-begin Increase in this period Decrease in this period period-end Statutory surplus reserves 32,673,227.01 32,673,227.01 Total 32,673,227.01 32,673,227.01 Explanation on surplus reserve, if share capital converted from surplus reserve, remedy deficit and dividend distributed, explain relevant resolutions: 52. General risk provision Explanation on general risk provision: 53. Retained profits In RMB Withdrawal or allocation Item Amount ratio Retained profits at the end of last year before -2,780,061,643.62 -- adjustment Retained profits at the beginning of the year after -2,780,061,643.62 -- adjustment Add: The net profits belong to owners of patent -29,283,608.20 -- company of this period Less: withdrawal of statutory surplus reserves 10% Retained profits at the end of the period -2,809,345,251.82 -- Details about adjusting the retained profits at the beginning of the year: (1) The retroactive adjustments to Accounting Standards for Business Enterprises and its relevant new regulations affect the undistributed profits at the beginning of the year amounting to 0 Yuan. (2) The changes in accounting policies affect the undistributed profits at the beginning of the year amounting to 0 Yuan. (3) The major accounting error correction affects the undistributed profits at the beginning of the year amounting to 0 Yuan. (4) Merge scope changes caused by the same control affect the undistributed profits at the beginning of the year amounting to 0 Yuan. (5) Other adjustments affect the undistributed profits at the beginning of the year amounting to 0 Yuan. The undistributed profits explain that the company initial public offering bonds should clearly state if the accumulated profits are decided to be shared by old and new shareholders by general meeting of stockholders before issuing; while the company should clearly disclose that the profits in the dividends payable belong to old shareholders after auditing if the general meeting of stockholders decides the accumulated profits are allocated and shared by old shareholders before issuing. 54. Operating income and cost (1) Operating income and cost 98 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 In RMB Item Amount of this period Amount of last period Main operating income 92,447,037.49 101,526,547.36 Other operating income 12,456,483.10 11,659,538.84 Operating cost 92,139,173.51 101,210,241.57 (2) Main business (By industries) In RMB Amount of this period Amount of last period Industry Operating income Operating cost Operating income Operating cost Sales of bicycle and spare parts 91,085,989.79 86,181,559.63 100,374,527.80 95,148,412.36 Lease management 1,361,047.70 1,644,557.66 1,152,019.56 2,623,800.34 Total 92,447,037.49 87,826,117.29 101,526,547.36 97,772,212.70 (3) Main business (By products) In RMB Amount of this period Amount of last period Products Operating income Operating cost Operating income Operating cost OEM electric vehicle 69,701,335.81 66,261,490.66 78,442,258.17 74,422,449.78 OEM bicycle 20,816,179.61 19,409,282.99 19,664,983.99 18,604,372.91 CBC electric vehicle 0.00 0.00 CBC bicycle 281,709.39 233,886.84 107,273.54 93,461.41 Other 286,764.98 276,899.14 2,160,012.10 2,028,128.26 Lease management 1,361,047.70 1,644,557.66 1,152,019.56 2,623,800.34 Total 92,447,037.49 87,826,117.29 101,526,547.36 97,772,212.70 (4) Main business (By districts) In RMB Amount of this period Amount of last period District Operating income Operating cost Operating income Operating cost 92,447,037.49 101,526,547.36 Total 92,447,037.49 101,526,547.36 99 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (5) The operating income of the top five customers of the Company In RMB The percentage in all operating income of the Company Customer name Primary business income (%) Client 1 28,078,081.70 26.77% Client 2 21,470,552.94 20.47% Client 3 14,898,360.81 14.2% Client 4 7,933,041.23 7.56% Client 5 4,327,471.79 4.13% Total 76,707,508.47 73.13% Explanation on operating income 55. Contract item income In RMB Accumulative gross Accumulative cost profit recognized Fixed price contract Item Amount Amount settlement occurred (loss is listed with “-“) Accumulative gross Accumulative cost profit recognized Cost-plus contract Item Amount Amount settlement occurred (loss is listed with “-“) Explanation on contract item 56. Business tax and surcharges In RMB Item Amount of this period Amount of last period Calculating and payment standards Business tax 68,052.39 57,600.98 5% City maintenance and construction 49,119.69 15,146.56 7% tax Educational surtax 68,767.51 10,818.97 5% Total 185,939.59 83,566.51 -- Explanation on business tax and surcharges 57. Sales expenses In RMB 100 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Item Amount of this period Amount of last period Wages 1,555,388.25 1,458,880.59 New products development fee 920,282.10 10,000.00 Market promotion fees 292,689.61 Travel expenses 228,460.40 225,743.10 Advertising and publicity costs 146,500.00 250,000.00 Other 446,048.88 513,997.46 Total 3,589,369.24 2,458,621.15 58. Administration expenses In RMB Item Amount of this period Amount of last period Restructuring charge 31,721,968.92 Wages social security 2,467,176.81 2,641,609.48 Taxes 886,707.53 907,880.26 Amortization of depreciation charge 761,100.76 2,028,404.29 Audit expenses 500,000.00 500,000.00 Other 2,172,777.66 3,523,370.91 Total 38,509,731.68 9,601,264.94 59. Financial expenses In RMB Item Amount of this period Amount of last period Interest expenses 30,861,468.30 Less: interest income -219,377.90 -52,129.03 Gains/losses from exchange 2,376,697.86 Other 20,726.63 18,257.19 Total -198,651.27 33,204,294.32 60. Income of fair value changes In RMB Resources of variation of fair value Amount of this period Amount of last period Explanation on income of fair value changes 101 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 61. Investment income (1) Particulars about investment income In RMB Item Amount of this period Amount of last period (2) Income of long-term equity investment calculated based on cost In RMB Company name Amount of this period Amount of last period Reasons of change (+,-) (3) Income of long-term equity investment calculated based on equity In RMB Company name Amount of this period Amount of last period Reasons of change (+,-) Investment income description: It should be introduced if there is a significant restriction to repatriation of investment income; it also should be introduced if there is no this kind of significant restrictions: 62. Asset impairment loss In RMB Item Amount of this period Amount of last period I. Bad debt loss -15,588.87 Total -15,588.87 63. Non-operating income (1) Non-operating income In RMB Amount reckoned into Item Amount of this period Amount of last period current non-recurring gains/losses Other 66,345.00 80,257.23 66,345.00 Total 66,345.00 80,257.23 66,345.00 (2) Details of government grants In RMB 102 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Item Amount of this period Amount of last period Note Explanation on non-operating income 64. Non-operating expenditure In RMB Amount reckoned into Item Amount of this period Amount of last period current non-recurring gains/losses Other 25,290.00 22,000.00 25,290.00 Total 25,290.00 22,000.00 25,290.00 Explanation on non-operating expenditure 65. Income tax expense In RMB Item Amount of this period Amount of last period 66. Calculation of basic earnings per share and diluted earnings per share Item Amount of this period Amount of last period Net profit attributable to the shareholders of ordinary shares of P1 -29,283,608.20 -33,344,485.07 the Company in Period Non-recurring gains/losses attributable to the shareholders of F -31,480,732.26 58,257.23 ordinary shares of the Company in Period Net profit attributable to the shareholders of ordinary shares P2=P1-F 2,197,124.06 -33,402,742.30 after the deduction of non-recurring gains and losses Impact on net profit attributable to shaerholders of ordinary P3 - - shaers from dilution matters Impact on net profit attributable to shaerholders of ordinary P4 - - shaers after the deduction of non-recurring gains and losses from dilution matters Total number of shares at the beginning of the year S0 551,347,947.00 551,347,947.00 The number of increased shares due to reserve’s conversion S1 - - into share capital or distribution of dividends in the reporting period The number of increased shares due to issue of new shares or Si - - debt-to-equity in the reporting period The number of accumulated months from the next month of Mi - - shares increase to the end of the reporting period 103 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 The number of decreased shares due to repurchase in the Sj - - reporting period The number of accumulated months from the next month of Mj - - shares decrease to the end of the reporting period The number of contraction of shares in the reporting period Sk - - Number of months in the reporting period M0 6 6 The weighted average number of ordinary shares outstanding S=S0+S1+Si*Mi/ 551,347,947.00 551,347,947.00 M0-Sj*Mj/M0-Sk Add: number of weighted average of ordinary shares increased X1 - - by issued ordinary shares converted from dilutive potential ordinary share on assumption basis Weighted average of ordinary shares of diluted EPS X2=S+X1 551,347,947.00 551,347,947.00 Including: Weighted average of ordinary shares increased - - from convertion of convertible corporate bonds Weighted average of ordinary shares increased from - - warrants/exercise of stock option Weighted average of ordinary shares increased from - - performance of buy-back commitment Basic EPS attributable to shareholders of ordinary shares of Y1=P1/S -0.0531 -0.0605 the Company Basic EPS attributable to shareholders of ordinary shares of Y2=P2/S 0.0040 -0.0606 the Company after the deduction of non-recurring gains and losses Diluted EPS attributable to shareholders of ordinary shares of Y3=(P1+P3) /X2 -0.0531 -0.0605 the Company Diluted EPS attributable to shareholders of ordinary shares of Y4=(P2+P4) /X2 0.0040 -0.0606 the Company after the deduction of non-recurring gains and losses 67. Other consolidated income In RMB Item Amount of this period Amount of last period Explanation on other consolidated income 68. Notes to statement of cash flow (1) Other cash received in relation to operation activities In RMB Item Amount 104 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Rent and utilities 11,621,081.82 Other contact amount 7,708,761.88 Total 19,329,843.70 Explanation on other cash received in relation to operation activities (2) Other cash paid in relation to operation activities In RMB Item Amount Period charge paid and operation business expenses 8,499,083.25 Total 8,499,083.25 Explanation on other cash paid in relation to operation activities (3) Cash received from other investment activities In RMB Item Amount Explanation on cash received from other investment activities (4) Cash paid related with investment activities In RMB Item Amount Explanation on cash paid related with investment activities (5) Other cash received in relation to financing activities In RMB Item Amount Explanation on other cash received in relation to financing activities (6) Cash paid related with financing activities In RMB Item Amount Explanation on cash paid related with financing activities 69. Supplementary information to statement of cash flow (1) Supplementary information to statement of cash flow In RMB Supplementary information Amount in this period Amount in last period 1. Net profit adjusted to cash flow of operation activities: -- -- Net profit -29,280,987.16 -33,298,056.19 Add: assets impairment losses -15,588.87 Depreciation of fixed assets, consumption of oil assets and 761,100.76 2,441,158.89 depreciation of productive biology assets 105 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Amortization of intangible assets 431,431.02 431,431.02 Loss from disposal of fixed assets, intangible assets and 32,000.00 other long-term assets(gain is listed with “-”) Financial expenses (gain is listed with “-”) -198,651.27 33,204,294.32 Decrease of inventory (increase is listed with “-”) -18,347,436.27 -17,034,490.36 Decrease of operating receivable accounts (increase is listed 1,905,896.56 5,564,616.82 with “-”) Increase of operating payable accounts (decrease is listed 24,140,166.28 6,249,049.24 with “-”) Net cash flow arising from operating activities -20,556,480.08 -2,504,014.01 2. Material investment and financing not involved in cash -- -- flow 3. Net change of cash and cash equivalents: -- -- Balance of cash at period end 31,866,451.72 22,032,420.40 Less: Balance of cash equivalent at year-begin 52,395,360.86 24,546,601.39 Net increase of cash and cash equivalents -20,528,909.14 -2,514,180.99 (2) Relevant information about obtaining/disposal of subsidiary and other business unit in report period In RMB Supplementary information Amount of this period Amount of last period I. Relevant information about obtaining subsidiary and -- -- other business units: II. Relevant information about disposal of subsidiary and -- -- other business units: (3) Constitution of cash and cash equivalent: In RMB Item Amount at period-end Amount at period-begin Ⅰ. Cash 31,866,451.72 52,395,360.86 Including: stock cash 180,534.63 114,315.34 Bank deposit available for payment at any time 31,685,917.09 52,281,045.52 Ⅲ. Balance of cash and cash equivalent at year-end 31,866,451.72 52,395,360.86 Explanation on constitution of cash and cash equivalent: 70. Notes of changes of owners’ equity Explain the name and adjusted amount in “Other” at end of last period as well as the retroactive adjustment arising from enterprise combination under same control: 106 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 VIII. Accounting treatment of assets securitization 1. Explain the main exchange of assets securitization and its accounting treatment and provision of bankruptcy-remote 2. Subject of special purpose without controlling rights on hand by actually bear the risks In RMB Total assts at Total liability at Net assts at Current operation Name Current net profit Note period-end period-end period-end income IX. Related Parties and Transactions 1. Parent company of the Company Proportion Proportion Final Legal of shares of voting Parent Relationsh Registratio Business Registered controller Organizati Nature representat held to the right to the company ip n place nature capital of the on code ive Company Company Company (%) (%) Industrial developme nt, Limited domestic Shenzhen liability business, Guosheng Controllin company material Energy g (sole supply & 70000000. 77411579- Investment Shenzhen Ji Hanfei 11.81% 11.81% Ji Hanfei sharehold proprietors marketing 00 2 Developm er hip of (specialize ent Co., legal s in Ltd. person) exclusive monopoly goods excluded) Explanation on parent company of the enterprise 2. Subsidiary of the Company Subsidiary Legal Proportion Proportion Registration Business Registered Organizatio of the Type Nature representati of shares of voting place nature capital n code Company ve held (%) right (%) Shenzhen Anjule Controlling RMB 2 Property Shenzhen Li Hai 100% 100% subsidiary million Managemen t Co., Ltd. 107 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 China Bicycle Controlling Hong Kong HK$ 20000 100% 100% (Internation subsidiary al) Co., Ltd. China Bicycle Controlling HK$ 5 (Hong Hong Kong 99% 99% subsidiary million Kong) Co., Ltd. Shenzhen Emmelle Controlling RMB 2 Shenzhen Li Hai 70% 70% Industry subsidiary million Co., Ltd. 3. Details of joint-venture and affiliated enterprise of the Company Proportion Equity of voting proportion Invested Register Business Register rights in Relationshi Organizatio Type Legal rep. held by the company place nature capital invested p n code Company company (%) (%) I. Joint venture II. Associated company Shenzhen Joint-ventur Jinhuan e of $3,700,000. Shenzhen Gu Ke 38% 38% 61883711X Printing Sino-foreig 00 Co., Ltd. * n 4. Particulars about other related parties Other related parties Relationship with the Company Organization code Explanation on other related parties: 5. Related transaction (1) Statement of commodity purchased and labor service received In RMB Amount of this period Amount of last period Pricing way and Ratio in Ratio in Related party Content decision making similar similar Amount Amount procedures transactio transactio ns (%) ns (%) 108 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Statement of commodity sales and labor service provided In RMB Amount of this period Amount of last period Pricing way and Ratio in Ratio in Related party Content decision making similar similar Amount Amount procedures transactio transactio ns (%) ns (%) (2) Related trusteeship/contract Statement of trusteeship/contract In RMB Pricing basis of Earnings Trustee/contracto earnings from Client/contractee Assets type Start date Expiry date recognized in r trusteeship/contra Period ct Statement of delegated management /package In RMB Trustee fee and Pricing basis of Trustee/contracto contract fee Client/contractee Assets type Start date Expiry date trustee fee/ r recognized in contract fee Period Explanation on related trusteeship/contract (3) Related leasing Statement of rent out In RMB Leasing earnings Pricing basis of Lessor Lessee Assets type Start date Expiry date recognized in leasing earnings Period Statement of accepting leases In RMB Pricing basis of Rent recognized Lessor Lessee Assets type Start date Expiry date rent in Period Explanation on related leasing (4) Related guarantee In RMB Whether the Guarantor Secured party Guarantee amount Start date Expiry date guarantee implemented or not Explanation on related guarantee 109 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (5) Borrowed funds from related party In RMB Related party Borrowing amount Start date Expiry date Note Inter-bank borrowing Lending transaction (6) Assets transfer, debt restructure of related party In RMB Amount of this period Amount of last period Ratio in Ratio in Transaction Related party Content Pricing principle similar similar type Amount Amount transactio transactio ns (%) ns (%) (7) Other related transactions 6. Account receivable/payable for related parties Account receivable from related parties In RMB Period-end Period-begin Item Related party Book balance Bad debt reserve Book balance Bad debt reserve Account payable for related parties In RMB Item Related party Amount at period-end Amount at period-begin Shenzhen Jinhuan Printing Platae Other payable 2,616,430.50 2,616,430.50 Co., Ltd. Shenzhen Guosheng Energy Long-term liability due within 416,783,082.80 416,783,082.80 Investment Development Co., Ltd. one year Shenzhen Guosheng Energy Interest payable 4,353,349.98 4,353,349.98 Investment Development Co., Ltd. Shenzhen Guosheng Energy Other payable 41,500,000.00 41,500,000.00 Investment Development Co., Ltd. X. Share-based payment 1. General particular about share-based payment In RMB Explanation on share-based payment 2. Share –based payment settled by equity In RMB Explanation on share-based payment settled by equity 110 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 3. Share-based payment settled by cash In RMB Explanation on share-based payment settled by cash 4. Share-based payment settled by service In RMB 5. Particular about amendment of share-based payment and its termination XI. Contingency 1. Contingent liability and its financial influence formed by un-settle lawsuits or arbitration (1) As of 30 June 2013, totally 17 financing institutions are charge the Company for failed to pay the overdue loans, which involved loans principal RMB 411.6367 million, US$ 76.9345 million and HK$ 8.2616 million, the Company is decided defeat as a results for majority of the abovementioned lawsuits or cases mediated. After the litigation, part of the creditor transfer the debts, than main body in the case changed correspondingly (2) As of 30 June 2013, totally 34 suppliers or other units are charge the Company with RMB 71.1824 million, HK$ 24.5340million and US$ 2.8006 million involved, the Company is decided defeat as a results for majority of the abovementioned lawsuits 2. Contingent liability and its financial influence formed from debt guarantee offered to other units Impact on financial status, Item Amount involved operation results and cash flow Nature in the Period and post-period Loan guarantee of Guangdong Sunrise Holdings RMB25,270,000.00 (1) Guarantee Co., Ltd. USD700,000.00 Loan guarantee of Gintian Industry (Group) RMB50,000,000.00 (2) Guarantee Co., Ltd. Loan guarantee of Shenzhen Tianma Cosmetics RMB8,000,000.00 (3) Guarantee Co., Ltd. ZoriaPteLtdc USD10,000,000.00 (4) Guarantee Shendong Huajiaming Trade Co., Ltd. RMB83,142.92 (5) Guarantee Total RMB83,353,142.92 USD10,700,000.00 (1) In April 2011, the turnaround plan of Sunrise Company was decided to completed [(2010) Shen Zhong Fa Min Qi Chong Zheng Zi No.: 5-16 “Civil Ruling Paper”] by Shenzhen Intermedia Court. In accordance with the Page 12 of Turnaround Plan of Sunrise Company approved in October 2010 by Shenzhen Intermedia Court”·based on the share disclount method, satisfaction of ordinary creditor gains a 27.89% rate of amortization through shares pay off, gains 2.16% rate of amortization plus currency settlement, the ordinary creditor gains a 30.05% rate of amortization in total·”. The 30% of the accrual losses in the guarantee was written-off. At balance at period-end, 70% of the guarantee amount was accrual for lossses by the Company. (2) The company was delist with seriously insolvent, total guarantee amount are accrual for losses. (3) The company was closed down, total guarantee amount are accrual for losses. (4) The company sreiously insolvent, and in process of liquidation, total guarantee amount are accrual for losses. 111 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (5) The company sreiously insolvent, total guarantee amount are accrual for losses. Other contingent liability and its financial influence: XII. Commitments 1. Material commitments No material commitments in reporting period 2. Commitments made previously XIII. Subsequent events of balance sheet 1. Explanation on major event after balance sheet date In RMB Impact amount on financial Reasons of impact amount Item Content status and operation results unable to estimated 2. Profit distribution after balance sheet date In RMB 3. Other explanation after balance sheet date (1) Creditor’s right declaring and approval In late July of 2013, the (2012) Shen Zhong Fa Po Zi No.: 30-4 “Civil Ruling Paper” issed by Shenzhen Intermediate People’s Court was received by the Company from administrator: Being approved through investigation from Shenzhen Intermediate, as of 25 June 2013, administrator of CBC recived totally 59 creditor’s rights declaring with claim of RMB 3,457,953,812.32 (the following presents RMB) declare. Among them, one claim for employee payment with RMB10,175,420.00 declare; 3 claims for taxes with RMB547,903,187.49 declare and 56 ordinary claims (including one declare for employee payment) with RMB2,899,875,204.83 in total. Administrator of CBC approved the abovementioned claim and deliver examination result to all creditor. Subsequently, administrator of CBC re-check the objections from creditors, 54 claims are recognized while 5 de-recognized. After checking agein, as of 25 June 2013, totally 6 creditor in the abovementioned recognized 54 claims are propose objections and to lodge a complaint, other creditor shows no objections without proceedings taken, CBC shows no objection for the above complaint. Total 48 creditors have been recognized without objection by administrator of CBC with RMB 1,663,681,044.97 claim in total. Among them, one emlpyee payment of RMB10,175,420.00; 3 tax claim of RMB 92,075,600.05 and 47 ordinary claims of RMB1,561,430,024.92. The 48 creditors have been prepared in the form of claims by administrator of CBC for confirmed from the Court. The Shenzhen Intermediate considers that debtor and creditors shows no objection for the debts from Shenzhen Guosheng Energy Investment Development Co., Ltd. and other 47 creditors according to the verification results. The claims of Shenzhen Guosheng Energy Investment Development Co., Ltd. and other 47 creditors are order to recognized in line with the regulation of Clause 2 of Article 58 in “Enterprise Bankruptcy Law of The People’s Republic of China”. And the ruling takes effect as from today. 112 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 XIV. Other major event 1. Non-monetary assets exchange 2. Debt reorganization (1) Bankruptcy reorganization of the Company On 11th, May, 2012, the largest shareholder and biggest creditor of the Company, Shenzhen Guosheng Energy Investment and Development Co., Ltd. applied to Shenzhen Municipal Intermediate People's Court for reforming the Company as the Company couldn’t pay off the matured debts and was seriously insolvent. On 12th, Oct., 2012, Shenzhen Municipal Intermediate People's Court ruled to accept the application proposed by Guosheng Energy according to (2012) Shenzhen Intermediate Court Po Zi No. 30 civil ruling. In late October, 2012, Shenzhen Municipal Intermediate People's Court ruled to reform the Company since 25th, Oct., 2012 according to (2012) Shenzhen Intermediate Court Po Zi No. 30-1 civil ruling, appointed King & Wood (Shenzhen) Mallesons and Shenzhen Zhengyuan Liquidation Affairs Co., Ltd. as the custodians of the Company. At the same time, Shenzhen Municipal Intermediate People's Court made (2012) Shenzhen Intermediate Court Po Zi No. 30-1 written decision, and approved the Company to manage property and business affairs by itself under the supervision of custodians according to the law. After the Company entered bankruptcy reorganization procedures, in accordance with the relevant regulations of Enterprise Bankruptcy Law of the People's Republic of China, the custodians started creditor's rights declaring registration and examination, and the first meeting of creditors of the Company’s reorganization case was presided over by Shenzhen Municipal Intermediate People's Court and convoked on 11th, Dec., 2012. According to the legal provisions, the company has established the reorganization plan draft, and submitted to Shenzhen Intermediate People's Court and the meeting of creditors of the company within the st legal time limit. On 31 , Jul., 2013, the company has received the written ruling for confirming the financial claim from the court and announced it. Soon afterwards, Shenzhen Intermediate People's Court decided to hold the second meeting of creditors about the corporation reorganization on 22nd, Aug., 2013 to consider and vote the reorganization plan draft of Shenzhen China Bicycle Co., Ltd. and convene the investor meeting on the same day to consider and vote the investors’ interests adjustment program involved in the reorganization plan draft. At present, the reorganization is on the way. In the course of reforming, the Company exists the risks of being suspended according to the regulations of “Listing Rules”, or being declared bankruptcy liquidation in accordance with the regulations of “Enterprise Bankruptcy Law of the People's Republic of China” (Reforming plan failed); if the Company is declared bankruptcy liquidation, the stock of the Company will face the risk of being delisted. (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 113 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 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 Interests” may cause discrepancy and General Terms on the Loan did not interpreted 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 required 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 the un-calculated interest are not return, therefore, when the un-calculated period expired, payable interest should calculate on normal loans, and the intestate and compound interest stop calculated from 1 January 2002 to 31 December 2004 are not accrued. Considering that the company had reformed since October 25, 2012, the relevant creditor had declared the creditor’s right, the specific amount needed to be audited by managers and declared to court to judge, and will liquidate in reorganization. (3) Sustainable operation On 11th, May, 2012, the largest shareholder and biggest creditor of the Company, Shenzhen Guosheng Energy Investment and Development Co., Ltd. applied to Shenzhen Municipal Intermediate People's Court for reforming the Company as the Company couldn’t pay off the matured debts and was seriously insolvent. On 12th, Oct., 2012, Shenzhen Municipal Intermediate People's Court ruled to accept the application proposed by Guosheng Energy according to (2012) Shenzhen Intermediate Court Po Zi No. 30 civil ruling. In late October, 2012, Shenzhen Municipal Intermediate People's Court ruled to reform the Company since 25th, Oct., 2012 according to (2012) Shenzhen Intermediate Court Po Zi No. 30-1 civil ruling, appointed King & Wood (Shenzhen) Mallesons and Shenzhen Zhengyuan Liquidation Affairs Co., Ltd. as the custodians of the Company. At the same time, Shenzhen Municipal Intermediate People's Court made (2012) Shenzhen Intermediate Court Po Zi No. 30-1 written decision, and approved the Company to manage property and business affairs by itself under the supervision of custodians according to the law. After the Company entered bankruptcy reorganization procedures, in accordance with the relevant regulations of Enterprise Bankruptcy Law of the People's Republic of China, the custodians started creditor's rights declaring registration and examination, and the first meeting of creditors of the Company’s reorganization case was presided over by Shenzhen Municipal Intermediate People's Court and convoked on 11th, 114 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Dec., 2012. According to the legal provisions, the company has established the reorganization plan draft, and submitted to Shenzhen Intermediate People's Court and the meeting of creditors of the company within the legal time limit. On 31st, Jul., 2013, the company has received the written ruling for confirming the financial claim from the court and announced it. Soon afterwards, Shenzhen Intermediate People's Court decided to hold the second meeting of creditors about the corporation reorganization on 22nd, Aug., 2013 to consider and vote the reorganization plan draft of Shenzhen China Bicycle Co., Ltd. and convene the investor meeting on the same day to consider and vote the investors’ interests adjustment program involved in the reorganization plan draft. At present, the reforming is being advanced, the Company will solve the debt crisis via the reforming, introduce strong recombination party, and transfuse high quality assets so as to recover the Company’s sustainable operation ability and profitability and realize benign development of the Company. 3. Enterprise combination 4. Leasing 5. Financial instrument issued outside and convertible to shares in report period 6. Main content of annuity plan and major changes In RMB Changes of fair Gains/losses of Amount at value reckoned into Impairment accrual Amount at Item change of fair value period-begin equity in this term period-end in this term accumulatively Financial assets Subtotal of financial 0.00 0.00 0.00 0.00 0.00 assets Total 0.00 0.00 0.00 0.00 0.00 Financial liability 0.00 0.00 0.00 0.00 0.00 7. Foreign currency financial assets and financial liability In RMB Changes of fair Gains/losses of Amount at value reckoned into Impairment accrual Amount at Item change of fair value period-begin equity in this term period-end in this term accumulatively Financial assets Subtotal of financial 0.00 0.00 0.00 0.00 0.00 assets Financial liability 0.00 0.00 0.00 0.00 0.00 115 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 8. Main content of pension plan and major changes 9. Other XV. Principle notes of financial statements of parent company 1. Accounts receivable (1) Accounts receivable In RMB Amount at period-end Amount at period-begin Book balance Bad debt reserve Book balance Bad debt reserve Type Propo Proporti Proporti Proporti Amount rtion Amount Amount Amount on (%) on (%) on (%) (%) Account receivable of bad debt provision withdrawal by combination Withdrawal bad debt 1,034,396,837. 1,034,297,021. reserve of account 100% 1,033,282,124.90 99.89% 100% 1,033,282,124.90 99.9% 50 50 receivable by age group 1,034,396,837. 1,034,297,021. Subtotal of group 100% 1,033,282,124.90 99.89% 100% 1,033,282,124.90 99.9% 50 50 1,034,396,837. 1,034,297,021. Total -- 1,033,282,124.90 -- -- 1,033,282,124.90 -- 50 50 Explanation on types of accounts receivable: Account receivable with single significant amount and withdrawal bad debt provision separately at period-end □ Applicable √ Not applicable Account receivable adopt age analysis method for bad debt provision withdrawal in combination: √ Applicable □ Not applicable In RMB Amount at period-end Amount at period-begin Book balance Book balance Age Proporti Bad debt reserve Proporti Bad debt reserve Amount Amount on (%) on (%) within 1 year Including: -- -- -- -- -- -- Subtotal of 99,816.00 0.01% 0.00 within 1 year Over 3 years 1,034,297,021.50 99.99% 1,033,282,124.90 1,034,297,021.50 100% 1,033,282,124.90 116 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Total 1,034,396,837.50 -- 1,033,282,124.90 1,034,297,021.50 -- 1,033,282,124.90 Account receivables provided for bad debt reserve under balance percentage method in the groups: □ Applicable √ Not applicable Account receivables provided for bad debt reserve under other method in the groups: □ Applicable √ Not applicable Account receivable with minor single amount but with withdrawal bad debt provision for single item at period-end □ Applicable √ Not applicable (2) Accounts receivable switched back or taken back during the report period In RMB Bad debt reserve accrual Reversal or Basis of original bad Amount reversed or Account receivable accumulatively before taken-back debt reserves recognized recover reversal or recovery Accrual of bad debt reserves for account receivable with single significant amount or with minor amount but with impairment test on a single basis at period-end In RMB Account receivable Book balance Bad debt amount Accrual proportion (%) Reasons Explanation on account receivable with single minor amount but has major risk after group by credit risk characteristics (3) Account receivables actually written-off during the reporting period In RMB Occurred due to Name Nature of receivable Time of written-off Amount written-off Written-off reasons related transactions or not Explanation on account receivable written-off (4) Account receivables due from the shareholders holding 5% (5% included) or above voting shares of the Company during the reporting period In RMB Amount at period-end Amount at period-begin Name Bad debt amount Bad debt amount Book balance Book balance accrual accrual (5) Properties and contents of other accounts receivable with large amount (6) Top 5 account receivable In RMB 117 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Relationship with the Proportion in total Name Amount Terms Company account receivables (%) Client 1 Non-related party client 174,219,907.69 Over 3 years 16.84% Client 2 Non-related party client 140,887,132.85 Over 3 years 13.62% Client 3 Non-related party client 97,930,571.16 Over 3 years 9.47% Client 4 Non-related party client 69,887,060.40 Over 3 years 6.76% Client 5 Non-related party client 52,406,319.69 Over 3 years 5.07% Total -- 535,330,991.79 -- 51.76% (7) Account receivables due from related parties In RMB Proportion in total account Name Relationship with the Company Amount receivables (%) (8) Transferring amount is 0 Yuan for accounts receivable not conforming to terminate the confirmation. (9) It is required to introduce the relevant transaction arrangement for asset securitization taking accounts receivables as the standard 2. Other accounts receivable (1) Other accounts receivable In RMB Amount at period-end Amount at period-begin Book balance Bad debt reserve Book balance Bad debt reserve Category Propo Propo Propo Propo Amount rtion Amount rtion Amount rtion Amount rtion (%) (%) (%) (%) Other receivable of bad debt provision withdrawal by combination Other account receivable 91.47 90.73 withdrawal bad debt 566,419,969.78 100% 518,077,882.75 570,988,778.14 100% 518,077,882.75 % % provision by age group 91.47 90.73 Subtotal of group 566,419,969.78 100% 518,077,882.75 570,988,778.14 100% 518,077,882.75 % % 118 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Total 566,419,969.78 -- 518,077,882.75 -- 570,988,778.14 -- 518,077,882.75 -- Explanation for category of other receivables: Other receivable with single significant amount and withdrawal bad debt provision separately at period-end □ Applicable √ Not applicable Other account receivable adopt age analysis method for bad debt provision withdrawal in combination: √ Applicable □ Not applicable In RMB Amount at period-end Amount at period-begin Book balance Book balance Age Proporti Bad debt reserve Proporti Bad debt reserve Amount Amount on (%) on (%) within 1 year Including: -- -- -- -- -- -- Subtotal of 15,491,684.90 2.74% 742.45 13,154,669.62 2.3% 742.45 within 1 year 1-2 years 18,688,258.37 3.3% 68,701.35 25,594,082.01 4.48% 68,701.35 2-3 years 144,144.00 0.03% 432.43 144,144.00 0.03% 432.43 Over 3 years 532,095,882.51 93.94% 518,008,006.52 532,095,882.51 93.19% 518,008,006.52 Total 566,419,969.78 -- 518,077,882.75 570,988,778.14 -- 518,077,882.75 Other receivables provided for bad debt reserve under balance percentage method in the groups: □ Applicable √ Not applicable Other receivables provided for bad debt reserve under other method in the groups: □ Applicable √ Not applicable Other receivable with single minor amount while withdrawal bad debt provision separately at period-end □ Applicable √ Not applicable (2) Other accounts receivable switched back or taken back during the report period In RMB Bad debt reserve accrual Reason of reversal or Basis of original bad Amount reversed or Other receivable accumulatively before recovery debt reserves recognized recover reversal or recovery Bad debt reserves accrual for other account receivable with single significant amount or with single minor amount but have impairment test in a single basis at period-end In RMB Account receivable Book balance Bad debt amount Accrual proportion (%) Reasons Explanation on other account receivable with single minor amount but has major risk after group by credit risk characteristics 119 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (3) Other account receivables actually written-off during the reporting period In RMB Nature of other Amount Occurred due to related Name Time of written-off Written-off reasons receivable written-off transactions or not Explanation on other account receivable written-off (4) Other receivables due from the shareholders holding 5% (5% included) or above voting shares of the Company during the reporting period In RMB Amount at period-end Amount at period-begin Name Bad debt amount Bad debt amount Book balance Book balance accrual accrual (5) Nature or content of other receivables with significant amount (6) Top 5 other receivable In RMB Relationship with the Proportion in total other Name Amount Terms Company receivable (%) Client 1 Non-related party 220,038,935.10 Over 3 years 38.85% Client 2 Non-related party 60,359,041.39 Over 3 years 10.66% Client 3 Non-related party 30,059,193.03 Over 3 years 5.31% Client 4 Non-related party 25,902,462.08 Over 3 years 4.57% Client 5 Non-related party 20,531,780.08 Over 3 years 3.62% Total -- 356,891,411.68 -- 63.01% (7)Other receivables due from related parties In RMB Proportion in total other Name Relationship with the Company Amount receivable (%) 120 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (8) Transferring amount is 0 Yuan for other accounts receivable not conforming to terminate the confirmation. (9) It is required to introduce the relevant transaction arrangement for asset securitization taking other accounts receivables as the standard 3. Long-term equity investment In RMB Descripti on of Counting inconfor and Balance Increase Balance Share mity of Vote drawing Cash holding share Company Calculatin at and at percentag percentag holding Provision impairme dividends g investmen e in nt at the e in percentag reserve name methods t costs period-be decrease period-en invested reserves current invested e and vote gin changes d units (%) at the period units (%) percentag current e in period invested units Shenzhen Emmelle 1,400,000 1,400,000 1,400,000 1,400,000 Cost 70% 70% - Industry .00 .00 .00 .00 Co., Ltd. Shenzhen Cost Anjule Property 2,000,000 2,000,000 2,000,000 2,000,000 100% 100% - Managem .00 .00 .00 .00 ent Co., ltd. China Cost Bicycle 5,350,000 5,350,000 5,350,000 5,350,000 (Hong 99% 99% - .00 .00 .00 .00 Kong) Co., Ltd. China Cost Bicycle (Internati 18,727.60 18,727.60 18,727.60 100% 100% - 18,727.60 onal) Co., Ltd. Shenzhen Jinhuan 14,883,56 14,883,56 14,883,56 12,263,71 Equity 38% 38% - Printing 0.00 0.00 0.00 9.50 Co., Ltd. 121 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 23,652,28 23,652,28 23,652,28 21,032,44 Total -- -- -- -- 7.60 7.60 7.60 7.10 Explanation on long-term equity investment 4. Operating income and cost (1) Operating income In RMB Item Amount of this period Amount of last period Main operating income 344,800.01 110,585.50 Other operating income 13,184,719.87 12,475,813.05 Total 13,529,519.88 12,586,398.55 Operating cost 4,562,602.46 3,494,706.28 (2) Main business (by industry) In RMB Amount of this period Amount of last period Industry Operating income Operating cost Operating income Operating cost Sales of bicycle and spare 344,800.01 296,730.28 110,585.50 96,846.17 parts Total 344,800.01 296,730.28 110,585.50 96,846.17 (3) Main business (By products) In RMB Amount of this period Amount of last period Products Operating income Operating cost Operating income Operating cost CBC bicycle 344,800.01 296,730.28 110,585.50 96,846.17 Total 344,800.01 296,730.28 110,585.50 96,846.17 (4) Main business (By districts) In RMB Amount of this period Amount of last period District Operating income Operating cost Operating income Operating cost 344,800.01 110,585.50 Total 344,800.01 110,585.50 122 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 (5) The operating income of the top five customers of the Company In RMB The percentage in all Customer name Primary business income operating income of the Company (%) Explanation on operating income 5. Investment income (1) Particulars about investment income In RMB Item Amount of this period Amount of last period (2) Income of long-term equity investment calculated based on cost In RMB Amount of last Company name Amount of this period Reasons of change (+,-) period (3) Income of long-term equity investment calculated based on equity In RMB Amount of last Company name Amount of this period Reasons of change (+,-) period Explanation on investment income: 6. Supplementary information of cash flow statement In RMB Supplementary information Amount in this period Amount in last period 1. Adjust the net profits to be cash flow for operating activities -- -- Net profits -28,904,684.82 -32,675,448.12 Add: assets impairment preparation 0.00 -15,588.87 fixed assets depreciation, oil-and-gas assets loss , productive living 782,254.44 2,401,844.61 beings depreciation Intangible assets amortization 431,431.02 431,431.02 Financial costs(profits fill with “-“ ) -102,659.42 33,240,370.76 Stock decreases(increases fill with “-“ ) 296,730.28 52,709.42 123 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Operating receivables decrease(increases fill with “-“ ) 4,468,992.36 -321,450.78 Operating payables increase(decreases fill with “-“ ) -316,406.49 -3,456,326.94 Net cash flow generated by operating activities -23,344,342.63 -342,458.90 2. Significant investment financial activities not involving and cash -- -- deposit and withdrawal 3. Net changes of cash and cash equivalents -- -- Ending balance of cash 8,088,545.87 216,106.23 Decrease: opening balance of cash equivalents 31,432,888.50 561,283.08 Net increase of cash and cash equivalents -23,344,342.63 -345,176.85 7. Assets and liabilities enter into the account book with assessed value by counter purchase Assets and liabilities enter into the account book with assessed value by counter purchase In RMB Item Fair value Recognition of fair value Calculation of fair value Original carrying amount Long-term equity investment resulted by counter purchase In RMB Amount of long-term equity investment Item Calculation of long-term equity investment resulted by counter purchase XVI. Supplementary Information 1. Current non-recurring gains/losses In RMB Item Amount Note Gains/losses from the disposal of non-current asset (including the 15,100.00 write-off that accrued for impairment of assets) Restructuring charges, including staffing charges and integrated -31,521,787.26 Staffing charges costs etc. Other non-operating income and expenditure except for the 25,955.00 aforementioned items Total -31,480,732.26 -- Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, explain reasons □ Applicable √ Not applicable 124 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 2. Difference of the accounting data under accounting rules in and out of China (1) Difference of the net profit and net assets disclosed in financial report, under both IAS (International Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles) In RMB Net profit attributable to shareholders of listed Net assets attributable to shareholders of listed company company Amount at Amount in this period Amount in last period Amount at period-end period-begin Chinese GAAP -29,283,608.20 -33,344,485.07 -1,738,734,864.61 -1,709,451,256.41 Items and amount adjusted by IAS (2) Difference of the net profit and net assets disclosed in financial report, under both foreign accounting rules and Chinese GAAP (Generally Accepted Accounting Principles) In RMB Net profit attributable to shareholders of listed Net assets attributable to shareholders of listed company company Amount at Amount in this period Amount in last period Amount at period-end period-begin Chinese GAAP -29,283,608.20 -33,344,485.07 -1,738,734,864.61 -1,709,451,256.41 Items and amount adjusted by foreign accounting rules (3) Reasons for the differences of accounting data under accounting rules in and out of China 3. ROE and EPS In RMB EPS Profit in the Period Weighted average ROE (%) Basic EPS Diluted EPS Net profit attributable to common shareholders 1.7% -0.0531 -0.0531 of the Company Net profit attributable to common shareholders of the Company after deducting non-recurring -0.13% 0.004 0.004 gains/losses 4. Abnormalities and reasons of the accounting statement items of the Company Item Changes of Changes ratio (%) Note 125 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 amount between period-end and period-begin Monetary fund -20,528,909.14 -39.18 Mainly due to the economic compensation paid Note receivable 6,209,161.30 381.44 Note receivable from Emmelle(subsidiary of the Company) at period-end increased Net acount -5,309,536.64 -88.46 Account receivable from Emmelle(subsidiary of the Company) at receivable period-end decreased Account paid in 3,979,930.50 479.54 Account paid in advance from Emmelle(subsidiary of the Company) at advance period-end increased Net other account -6,785,451.72 -28.91 Part of the execution amount of the Court was received payable Inventory 18,347,436.27 104.17 Inventroy for sales in summer from Emmele (subsidiary of the Company) increased Account payable 20,499,920.98 17.30 Account payable for inventroy for sales in summer from Emmele (subsidiary of the Company) increased Account received in 5,703,578.58 41.75 Account received in advance for inventroy for sales in summer from advance Emmele (subsidiary of the Company) increased Adminsitration 28,908,466.74 301.09 Mainly due to the economic compensation paid expenses Finacnial expenses -33,402,945.59 -100.60 After the Company entered the reorganization process, original interest-bearing debt stopped to bear interest, foreign currency debt stopped to discount exchange rate 126 深圳中华自行车(集团)股份有限公司 2013 半年度报告全文 Section IX. Documents available for reference I. Accounting statements with the signature and seal from the legal representative, person in charge of accounting works and person in charge of the accouting organ; II. Text and original draft of the notice that disclosed in reproting period on newspapers appointed by CSRC; III.Semi-annual report of the Company for year of 2013 (English version) Board of Directors of Shenzhen China Bicycle Company (Holdings) Limited 21August 2013 127