深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Shenzhen China Bicycle Company (Holdings) Limited
ANNUAL REPORT 2014
April 2015
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
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.
Except the following director, other directors are attended the Board Meeting for
Quarterly Report deliberation in person.
Name of director not Title of director not
Reasons for absent Trustee
attended in person attended in person
Yang Fenbo Director Due to work Li Hai
Kong Na Director Due to work Cao Fang
The Company has no plan of cash bonus, dividends and capitalizing of reserves
either.
Luo Guiyou, Principal of the Company, Li Hai, person in charge of accounting works
and Sun Longlong, person in charge of accounting organ (accounting principal)
hereby confirm that the Financial Report of 2014 Annual Report is authentic,
accurate and complete.
Concerning the unqualified auditor’s report with explanatory paragraph issued by
Ruihua Certified Public Accountant (LLP) for the financial report 2014 of the
Company, board of the directors and supervisory committee are well-explained for
relevant events, investors are advice to pay attention on reading.
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Contents
Annual Report 2014........................................................................................................................... 1
Section I Important Notice, Contents and Paraphrase .................................................................2
Section II Company Profile............................................................................................................... 6
Section III Accounting data and summary of finnaical indexes .................................................. 9
Section IV Report of the Board of Directors ................................................................................11
Section V Important Events .......................................................................................................... 27
Section VI Changes in shares and particular about shareholders...................................................
Section VII Preferred Stock………………………………………………………………………..
Section VIII Particulars about Directors, Supervisors,Senior Executives and Employees.......35
Section IX Corporate Governance......................................................................................................
................................................................................................................................................................
Section X Internal Control.............................................................................................................. 49
Section XI Financial Report............................................................................................................ 51
Section XII Documents available for reference............................................................................. 51
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Paraphrase
Items Refers to Contents
Company, The Company, the Group Refers to SHENZHEN CHINA BICYCLE COMPANY(HOLDINGS)LIMITED
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Section II Company profile
I. Company information
Short form of the stock Zhonghua – A, Zhonghua -B Stock code 000017, 200017
Stock exchange for listing Shenzhen Stock Exchange
Name of the Company (in
深圳中华自行车(集团)股份有限公司
Chinese)
Short form of the Company
深中华
(in Chinese)
Foreign name of the
China Bicycle Company (Holdings) Limited
Company(if applicable)
Short form of foreign name of
CBC
the Company(if applicable)
Legal representative Luo Guiyou
Registrations add. No. 3008, Buxin Rd., Shenzhen, Guangdong Province
Code for registrations add 518020
Offices add. Room 1201, Wantong Building, No.3002, Sungang East Road, Shenzhen
Codes for office add. 518030
Company’s Internet Web Site www.cbc.com.cn
E-mail dmc@szcbc.com
II. Person/Way to contact
Secretary of the Board Rep. of security affairs
Name Sun Longlong Cui Hongxia
Room 1201, Wantong Building, No.3002, Room 1201, Wantong Building, No.3002,
Contact add.
Sungang East Road, Shenzhen Sungang East Road, Shenzhen
Tel. 0755-25516998,28181666 0755-25516998,28181666
Fax. 0755-28181009 0755-28181009
E-mail dmc@szcbc.com dmc@szcbc.com
III. Information disclosure and preparation place
Newspaper appointed for information disclosure Securities Times; Hong Kong Commercial Daily
Website for annual report publish appointed by CSRC Juchao Website (www.cninfo.com.cn)
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Preparation place for annual report Room 1201, Wantong Building, No.3002, Sungang East Road, Shenzhen
IV. Registration changes of the Company
Registration NO. for
No. of taxation
Date for registration Place for registration enterprise legal Organization code
registration
license
State Revenue Shen
Zi No.:
Shenzhen, QGYSZF Zi No. 440301618830452;
Initial registration 1984-08-24 61883045-2
Guangdong Province 101165 Shen Local Tax
Deng Zi No.:
440303618830452
State Revenue Shen
Zi No.:
Registration at end Shenzhen, 440301618830452;
2014-12-31 440301501122085 61883045-2
of report period Guangdong Province Shen Local Tax
Deng Zi No.:
440303618830452
Changes of main business since listing (if
No changes
applicable)
1. In March 1992, the Stock of the Company was listed in Shenzhen Stock Exchange,
and 23.28% equity of the Company was held by Shenzhen Lionda Holding Co., Ltd.
and Hong Kong Dahuan Bicycle Co., Ltd respectively. 2. In March 2002, legal shares
13.58% A-stock of the Company was obtained by China Huarong Asset Management
Co., Ltd. through court auction, and became the first majority shareholder of the
Company. 3. On 13 November 2006, the 65,098,412 legal shears of CBC held by
Huarong Company was acquired by Shenzhen Guosheng Energy Investment
Development Co., Ltd. via the “Equity Transfer Agreement” signed, and first majority
Previous changes for controlling
of the Company comes to Guosheng Energy. Guosheng Energy is the wholly-owned
shareholders (if applicable)
subsidiary of National Investment, actual controller was Zhang Yanfeng. 4. In January
2011, controlling shareholder of Shenzhen Guosheng Energy Investment Development
Co., Ltd.—Shenzhen National Investment Development Co., Ltd. entered into equity
transfer agreement with Mr. Ji Hanfei, 100% equity of Guosheng Energy was transfer
to Mr. Ji Hanfei with price of 70 million. Shenzhen Guocheng Energy Investment
Development Co., Ltd. Shenzhen Guosheng Energy Investment Development Co., Ltd.
holds 63,508,747 A-stock of the Company with 11.52% in total share capital of the
Company.
V. Other relevant information
CPA engaged by the Company
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Name of CPA Ruihua Certified Public Accountant (LLP)
Offices add. for CPA 4/F, Tower 2, No.16 XiSihuanZhongLu, Haidian District, Beijing, P.R.C
Signing Accountants Chen Songbo, Ren Weixing
Sponsor engaged by the Company for performing continuous supervision duties in reporting period
□ Applicable √ Not applicable
Financial consultant engaged by the Company for performing continuous supervision duties in reporting period
□ Applicable √ Not applicable
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
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
2014 2013 Changes over last year 2012
Operating income (RMB) 212,070,585.77 271,111,736.07 -21.78% 292,827,026.55
Net profit attributable to
shareholders of the listed 4,885,678.56 1,575,223,894.89 -99.69% -52,443,234.29
company(RMB)
Net profit attributable to
shareholders of the listed company
-6,073,439.70 4,360,002.01 -239.30% -55,517,844.94
after deducting non-recurring gains
and losses(RMB)
Net cash flow arising from
3,921,048.18 -28,210,167.86 -113.90% -7,026,573.55
operating activities(RMB)
Basic earnings per share
0.0089 2.8570 -99.69% -0.0951
(RMB/Share)
Diluted earnings per share
0.0089 2.8570 -99.69% -0.0951
(RMB/Share)
Weighted average ROE 51.72% 0.00% 51.72% 0.00%
Changes over end of
End of 2014 End of 2013 End of 2012
last year
Total assets (RMB) 51,489,647.55 151,511,429.85 -66.02% 162,649,076.30
Net assets attributable to
shareholder of listed company 11,903,347.67 7,003,335.40 69.97% -1,709,451,256.41
(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)
□ Applicable √ Not applicable
The Company had no difference of the net profit or net assets disclosed in financial report, under either IAS (International
Accounting Standards) or Chinese GAAP (Generally Accepted Accounting Principles) in the period.
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
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)
□ Applicable √ Not applicable
The Company had no difference of the net profit or net assets disclosed in financial report, under either foreign accounting rules or
Chinese GAAP (Generally Accepted Accounting Principles) in the period.
III. Items and amounts of extraordinary profit (gains)/loss
√ Applicable □ Not applicable
In RMB
Item Amount in 2014 Amount in 2013 Amount in 2012 Note
Gains/losses from the disposal of
non-current asset (including the write-off 33,851.46 1,611,690,513.84
that accrued for impairment of assets)
Gains/losses from debt reorganization 49,342,739.18
Reorganization expenses, such as
expenditure for allocation of employees and -70,732,704.23
integration fee
Other non-operating income and expenditure
14,622,462.77 27,177.40 3,074,610.65
except for the aforementioned items
Other loss/profit qualified definition of
72,934,048.27
extraordinary profit and loss
Less: Impact on income tax 3,664,078.56 92,393,298.62
Impact on minority shareholders’ equity
33,117.41 4,582.96
(post-tax)
Total 10,959,118.26 1,570,863,892.88 3,074,610.65 --
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
In reporting period, the Company has no particular about 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
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Section IV. Report of the Board of Directors
I. Introduction
Shenzhen Intermediate People’s Court rendered a ruling of the completion of the implementation of the
restructuring plan of Shenzhen China Bicycle Company and the conclusion of its bankruptcy procedure on 27
December 2013, followed by the resumption of trading of its A share and B share on 31 December of the same
year. Being approved by Shenzhen Stock Exchange, trading stock of the Company cancel the delisting risk
warning since 14 May 2014
In 2014, domestic macro-economic situation remains severe, as in the field of traditional manufacturing, the
bicycle industry continues to face the difficulties in soaring material costs, manufacture costs and capital costs,
total available market continue to fall. In conference of the low market entry barriers and multiple vendors, market
is extremely competitive. However, with the development of social economic in China and changes of the concept
of life, the consciousness of green travel and practice relaxation continues been around, bicycle industry stands in
the opportunity of structural development. In 2014, on basis of maintain key market areas of northern and eastern
China, the Company emphasize market development in the South and northwest through gridding method in
aspect of business development; while in aspect of operation method, gradually establish the mode of
supermarket-operation and E-commerce; in aspect of product research, continues to strengthen the development of
mid-to high-end bicycles, E-bike and auxiliaries; meanwhile, improve supporting and cooperation standards
towards front office for the back office via reinforcing back office management and office automation. Through
carrying out various operations, under the circumstances of slightly down in bicycle business over that of last year,
in 2014, the gross profit from bicycle operation stands the same as last year’s, business operation of the bicycle
maintains a smooth and healthy running.
In 2014, the Company achieved operating income of RMB 212,070,600, total profit of RMB 7,928,900, and net profit attributable to
shareholders of the listed corporation of RMB 4,885,600.
II. Main business analysis
1. Introduction
2014 (in ten thousand 2013 (in ten Y-o-y changes Reasons for chanegs
Item Yuan) thousand Yuan)
Operation income 21207.06 27111.17 -21.78% Sales declined
Operation cost 19896.47 24322.56 -18.20% Sales declined
Business tax and surcharges 50.89 174.59 -70.85% Sales declined
Sales expenses 534.05 672.34 -20.57% Sales declined
Administration expenses 1410.89 8581.51 -83.56% Large expenses from reorganization last
year
Investment gains 0 7293.40 -100.00% Disposal of subsidiary from
reorganization last year
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Non-operation income 1468.54 194555.55 -99.25% Income from reorganization last year
Non-operation expenditure 2.90 28449.51 -99.99% Accrual liability withdrawal last year
Income tax expense 214.59 9300.01 -97.69% Income from reorganization assets
disposal last year
Net profit 578.30 157585.88 -99.63% Income from reorganization last year
Net profit attributable to parent 488.57 157522.39 -99.69% Income from reorganization last year
company
Net cash flow from operation 392.10 -2821.01 -113.90%Reorganization fee paid last year
activities
Net cash flow from investment -59.14 165371.92 -100.04% Cash in-flow from reorganization of
activities
assets disposal last year
Net cash flow from financing 0 -165107.02 -100.00% Cash out-flow from settlement of
activities
reorganization debts last year
Major changes on profit composition or profit resources in reporting period
The net profit attributable to shareholders of listed company was RMB 4,885,600 in 2014, and the net profit attributable to
shareholders of listed company was RMB 1,575,223,800 in 2013 at a decrease of 99/69% y-o-y. The main reason of great decrease is
that: the Company formed large non-operating income by reorganization and asset disposal in 2013.
Reasons for difference of actual operation performance has 20% lower or higher than profit forecast of the Year disclosed
□ Applicable √ Not applicable
Changes of main operation mode
□ Applicable √ Not applicable
2. Revenue
Explanation
Industries Item 2014 2013 Increase/decrease y-o-y
(%)
Sales volume 276,900 cars 339,600 cars -18.46
Manufacturing industry Production volume 278,900 cars 334,600 cars -16.65
Stock volume 8,000 cars 6,000 cars 33.33
Whether income from physical sales larger than income from labors or not
□Yes √□ No
Material orders in hands
□ Applicable √ Not applicable
Material changes or adjustment for products or services of the Company in reporting period
□ Applicable √ Not applicable
Major sales of the Company
Total top five clients in sales (RMB) 154,053,387.37
Proportion in total annual sales volume for top five clients 72.64%
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Information of top five clients of the Company
√ Applicable □ Not applicable
Serial Name Sales (RMB) Proportion in total annual sales
1 Client 1 71,677,856.36 33.80%
2 Client 2 23,294,979.32 10.98%
3 Client 3 23,152,376.34 10.92%
4 Client 4 21,411,314.75 10.10%
5 Client 5 14,516,860.60 6.84%
Total -- 154,053,387.37 72.64%
Other situation of main clients
□ Applicable √ Not applicable
3. Cost
Industry classification
In RMB
2014 2013
Industry
Item Ratio in operation Ratio in operation Y-o-y changes
classification Amount Amount
cost cost
Sales of bicycles
and accessories 198,964,665.65 100.00% 231,878,075.06 98.84% -14.19%
and fittings
Lease
2,712,219.43 1.16% -100.00%
Management
Product classification
In RMB
2014 2013
Product
Item Ratio in operation Ratio in operation Y-o-y changes
classification Amount Amount
cost cost
Sales of bicycles
and accessories 198,964,665.65 100.00% 231,878,075.06 98.84% -14.19%
and fittings
Lease
2,712,219.43 1.16% -100.00%
Management
Notes
Nil
Main suppliers of the Company
Total purchase amount from top five suppliers (RMB) 175,407,156.49
Proportion in total annual purchase amount for top five
88.16%
suppliers
Information of top five suppliers of the Company
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
√ Applicable □ Not applicable
Serial Name Sum of purchase (RMB) Proportion in total annual sum of purchase
1 Supplier 1 70,238,101.49 35.30%
2 Supplier 2 64,961,248.03 32.65%
3 Supplier 3 24,137,788.03 12.13%
4 Supplier 4 8,332,323.21 4.19%
5 Supplier 5 7,737,695.73 3.89%
Total -- 175,407,156.49 88.16%
Other notes of main suppliers of the Company
□ Applicable √ Not applicable
4. Expenses
In the Period, administration expenses decreased 83.56% than the same period of last year, mainly because of
bankruptcy reorganization expenses in the same period of last year,
In the Period, financial expenses decreased 86.65% than the same period of last year, mainly because of
bankruptcy reorganization expenses in the same period of last year,
In the Period, income tax decreased 97.69% than the same period of last year, mainly because income from
disposal of assets caused the large income tax.
5. R&D expenses
Nil
6. Cash flow
In RMB
Item 2014 2013 Y-o-y changes
Subtotal of cash in-flow from
223,967,528.32 184,060,170.56 21.68%
operation activity
Subtotal of cash out-flow from
220,046,480.14 212,270,338.42 3.66%
operation activity
Net cash flow from operation
3,921,048.18 -28,210,167.86 -113.90%
activity
Subtotal of cash in-flow from
100,500.00 1,660,347,221.12 -99.99%
investment activity
Subtotal of cash out-flow from
691,852.99 6,628,008.22 -89.56%
investment activity
Net cash flow from investment
-591,352.99 1,653,719,212.90 -100.04%
activity
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Subtotal of cash in-flow from
5,390,399.73 -100.00%
financing activity
Subtotal of cash out-flow from
1,656,460,634.04 -100.00%
financing activity
Net cash flow from financing
-1,651,070,234.31 -100.00%
activity
Net increased amount of cash
3,329,695.19 -25,561,189.27 -113.03%
and cash equivalent
Reasons for y-o-y relevant data with over 30% changes
√ Applicable □ Not applicable
Net cash flow from operation activity declined 113.90% y-o-y mainly because economic compensation are paid at same period of last
yera;
Cash in-flow from investment activity declined 99.99% y-o-y mainly because at same period of last yera, obtained major cash flow
for core assets dispose due to bankruptcy reorganization;
Cash out-flow from investment activity declined 89.56% y-o-y mainly because at same period of last year, replace intangibel assets
brand with cash;
Net cash flow from investment activity declined 100.04% y-o-y mainly because at same period of last yera, obtained major cash flow
for core assets dispose due to bankruptcy reorganization;
Cash in-flow from financing activity has no amount occurred, at same period of last yera, obtained donation from majority
shareholders for replace intangibel assets brand;
Cash out-flow from financing activity has no amount occurred, at same period of last yera, the satisfaction money paid to creditor
due to bankruptcy reorganization;
Net cash flow from financing activity has no amount occurred, at same period of last yera, the satisfaction money paid to creditor due
to bankruptcy reorganization;
Net increase of cash and cash equivalent declined 113.03% y-o-y mainly due to the bankruptcy reorganization at same period of last
year
Reasons of major difference between the cash flow of operation activity in report period and net profit of the Company
□ Applicable √ Not applicable
III. Composition of main business
In RMB
Increase/decrease Increase/decrease Increase/decrease
Operating
Operating cost Gross profit ratio of operating of operating cost of gross profit
revenue
revenue y-o-y y-o-y ratio y-o-y
According to industries
Bicycles industry 206,787,455.39 194,455,356.12 5.96% -16.37% -17.11% 0.84%
According to products
Bicycles 206,787,455.39 194,455,356.12 5.96% -16.37% -17.11% 0.84%
According to region
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Domestic 206,787,455.39 194,455,356.12 5.96% -16.37% -17.11% 0.84%
Under circumstances of adjustment in reporting period for statistic scope of main business data, adjusted main business based on
latest one year’s scope of period-end
□ Applicable √ Not applicable
IV. Assets and liability analysis
1. Major changes of assets
In RMB
End of 2014 End of 2013
Ratio
Ratio in total Ratio in total Notes of major changes
Amount Amount changes
assets assets
Mainly because reorganization
Monetary fund 30,163,866.78 58.58% 26,834,171.59 17.71% 40.87%
reduced the total assets greatly
Account
6,790,982.50 13.19% 7,060,251.28 4.66% 8.53%
receivable
Inventory 6,171,307.53 11.99% 4,545,116.43 3.00% 8.99%
Fix assets 773,961.84 1.50% 227,824.37 0.15% 1.35%
Mainly because reorganization
Other receivables 511,254.81 0.99% 107,395,429.69 70.88% -69.89%
disposed other receivables
2. Major changes of liability
In RMB
End of 2014 End of 2013
Ratio
Ratio in total Ratio in total Notes of major changes
Amount Amount changes
assets assets
The major income tax arising from
Tax payable 2,232,187.80 4.34% 93,778,253.57 61.90% -57.56%
reorganization income paid last year
3. Assets and liabilities measured by fair value
□ Applicable √ Not applicable
4. Main overseas assets
□ Applicable √ Not applicable
V. Analysis of core competence
Despite the fierce market competition in the bicycle industry as a conventional industry, the increased awareness
of green commuting, leisure and exercises as a result of the development of China’s social economy and the
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
change of people’s living concept creates structural development opportunity for the bicycle industry. The
Company will continue to do better in various aspects of operation such as market development, product
development and quality management so as to maintain and improve the Company’s ability to continue as a going
concern before the restructuring. On the other side, the Company has set out the condition of introduction of
investors in the restructuring plan with expectation to restore its ability to continue as a going concern and its
continuous profitability through the restructuring of assets.
VI. Investment analysis
1. Equity investment outside
(1) Investment outside
□ Applicable √ Not applicable
The company had no investment outside in the reporting period.
(2) Holding the equity of financial enterprise
□ Applicable √ Not applicable
The company had not held the equity of financial enterprise in the reporting period.
(3) Securities investment
□ Applicable √ Not applicable
The company had no securities investment in the reporting period.
(4)Explanation on equity of other listed company held
□ Applicable √ Not applicable
The Company had no equity of other listed company held in Period.
2. Trust financing, derivative investment and entrusted loans
(1) Trust financing
□ Applicable √ Not applicable
The company had no trust financing in the reporting period.
(2) Derivative investment
□ Applicable √ Not applicable
The company had no derivative investment in the reporting period.
(3) Entrusted loans
□ Applicable √ Not applicable
The company had no entrusted loans in the reporting period.
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
3. Application of raised proceeds
□ Applicable √ Not applicable
The company had no application of raised proceeds in the reporting period.
4. Main subsidiaries and stock-jointly companies
√ Applicable □ Not applicable
Particular about main subsidiaries and stock-jointly companies
In RMB
Main
Company Register Operating Operating
Type Industries products or Total assets Net Assets Net profit
name capital revenue profit
service
Shenzhen Sales of
Emmelle Wholesale bicycles 44,648,769. 5,309,194.6 208,519,75 3,869,670.1 2,991,068.7
Subsidiary 2000000
Industry and retail and 94 7 8.34 5 4
Co., Ltd. accessories
Notes of main subsidiaries and stock-jointly companies
The Company holds 70 percent equity of the Shenzhen Emmelle Industry Co., Ltd., the balance of minority equity at year-end
amounting to 1,592,758.40 Yuan
Particular about subsidiaries obtained or disposed in report period
□ Applicable √ Not applicable
5. Major projects invested by non-raised fund
□ Applicable √ Not applicable
The company had no major projects invested by non-raised fund in the reporting period.
VII. Prediction of business performance from January –March 2015
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
VIII. Special purpose vehicle controlled by the Company
□ Applicable √ Not applicable
IX. Prospects on future development
1. Development trend of the industry the Company operates in and market competition pattern it deals with:
The Company has been engaging in the electric bicycle business since 2002. After going through the rapid
development in the past few years, the electric bicycle industry has witnessed obvious stagnation since 2007. The
short supply of batteries as the main component of electrical machine caused by the enhanced management of rare
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
earth industry and battery industry in 2011 has constrained, to some extent, the manufacturing of electric bicycle
industry. The new standard of electric bicycle industry and the uncertainty of its launch time have also caused a
negative impact on the selling of electric bicycles. Meanwhile, the electric bicycle industry as a conventional
manufacturing field is expected to remain in a hard situation with rising material cost, manufacturing cost and
financing cost. Due to the low entry threshold and numerous manufacturers, the market competition is extremely
fierce. However, with the development of China’s social economy and the change of people’s living concept, the
increased awareness of green commuting, leisure and exercises creates structural development opportunity for
bicycle industry.
2. Future development opportunity and new yearly business plan of the Company:
The fierce market competition creates structural development opportunity for the industry. At the end of 2013, the
Company completed the implementation of its restructuring plan and concluded its bankruptcy procedure, thereby
improving the legal environment its business faces with. The business plan of the Company for 2015 is:
(1) To continuously promote restructuring while in active cooperation with shareholders and the Board.
(2) To further promote the construction of internal control system and improve the operating efficiency and
results.
(3) To reform and perfect the internal operating mechanism; distributed the annual targets to every marketing
companies and every regional manager, evaluation based on manager responsibility system, following up month
by month and rolling evaluation
(4) To follow closely the top-tier clients and focus on the exploration of second-tier clients to actively promote the
downward stretch of the construction of its distribution network terminals.
(5) To continuously promote the regional market operation in associated market.
(6) To further explore new market and support new client business.
(7) To adopt multi-mode operation and explore new operating mode as the strategy of promoting medium-to-high
end bicycles.
(8) To put more efforts on the publicity and promotion of products, focus on brand publicize and promote;
(9) To enhance the development of medium-to-high end bikes, folding bikes and lithium batteries electric bikes,
and enhance the development and promotion of medium-to-high end auxiliary parts.
(10) To strictly implement the entry and exit mechanism of OEM factories and suppliers and perform strict quality
management and control, and carry out staff supplement and training as planned.
(11) To enhance team building and integrate human resources to motivate the staff.
3. Risk factors adverse to the Company’s development:
The tough international economic situation has a deep impact on the domestic consumption market where
significant amount of export-oriented manufacturing enterprises has shifted. The bicycle and electric bicycle
market is facing a complex environment that price war is a major competition means. Since the domestic economy
is at the structural adjustment stage, coupled with a difficult situation of continuously rising material cost,
manufacturing cost and financing cost, the bicycle industry as a conventional manufacturing field recorded a
decline in the market turnover. Due to the low entry threshold and numerous manufacturers, the competition in the
market is extremely fierce.
To solve the above problems, the Company will on one hand strive to expand the main business while ensuring its
sustainable and stable development, especially the manufacturing and selling of electric bicycles and
medium-to-high end bicycles, and will on the other hand actively promote the restructuring.
X. Explanation on “Modified Auditor’s Report” from the Board and Supervisory Committee
18
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
√ Applicable □ Not applicable
th
On 11 , 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. On 5 November 2013, the Shenzhen Intermediate People’s Court (2012) Shen Zhong Fa Po
Zi No. 30-6 Civil Ruling Paper judged that approved the reorganization plan of the Company. On 27 December
2013, the Civil Ruling Paper Shenzhen Intermediate People’s Court (2012) Shen Zhong Fa Po Zi No. 30-10 ruled
that the reorganization plan of CBC was completed and bankruptcy procedures of CBC closed down.
The Company has solved the debt problem by reforming, realized the net assets with positive value, the main
business of bicycle is able to be maintained and realizes the stable development. The Company has set up the
conditions for introducing the recombination party in the reforming plan, and expects to restore the abilities of
sustainable operation and sustained profitability by reorganization. The conditions of introducing the
recombination party includes: the assessed value of net assets should be no less than 2 billion Yuan, the net assets
in the same year for implementing the major reorganization should be no less than 200 million Yuan. The
Company doesn’t have the recombination party at the moment. The Company will continue to carry out vary
related works actively and promote the reorganization work with all efforts.
XI. Explanation on changes in aspect of accounting policy, accounting estimation and
calculation method, compare with last year’s financial report
√ Applicable □ Not applicable
At the beginning of 2014, Ministry of Finance issued the followed rules Cai Kuai [2014] No. 6; No.8; No.10;
No.11; No.14 and No.16, that is "Accounting Standards for Business Enterprises No. 39 - Fair Value
Measurements ", " Accounting Standards for Business Enterprises No. 30 - Presentation of Financial Statements
"(2014 Revised), "Accounting Standards for Business Enterprises No. 9 - Employee Remuneration(2014
Revised)", " Accounting Standards for Business Enterprises No. 33 - Consolidated Financial Statements "(2014
Revised), "Accounting Standards for Business Enterprises No. 40 - Joint Venture Arrangement", "Accounting
Standards for Business Enterprises No. 2 - Long-term Equity Investments(2014 Revised)" and "Accounting
Standards for Business Enterprises No. 41 - Disclosure of Interests in Other Entities", and requires all the
enterprises implementing the accounting standards to execute since July 1, 2014. Meanwhile, the Ministry of
Finance issued the Cai Kuai[2014] No.23 "Accounting Standards for Business Enterprises No. 37 - Presentation
of Financial Instruments(2014 Revised)"(“Presentation of Financial Instruments” for short), which requires the
enterprises implementing the accounting standards to present the financial instruments in the financial reports of
19
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
2014 and the subsequent periods in accordance with the requirements of the accounting standards.
The Company executed the above mentioned 7 new or revised accounting standards except the Presentation of
Financial Instruments since 1 July 2014, and started executing the Presentation of Financial Instruments in
preparing the annual financial repot of 2014. The accounting policy changed shows no impart on items and
amount of current and previous financial statements.
XII. Explanation on major accounting error correction that needs retroactive re-statement in
reporting period
□ Applicable √ Not applicable
No particular about major accounting errors correction that needs retroactive re-statement for the Company in the reporting.
XIII. Explanation on changes of consolidation range, compare with last year’s financial report
□ Applicable √ Not applicable
No changes in consolidation statement’s scope for the Company in the reporting.
XIV. Profit and dividend distribution
Establishment, implementation or adjustment of profit distribution policy during the reporting period
□ Applicable √ Not applicable
The profit distribution plan and capitalization of capital reserve plan of the Company for the last three years (reporting period
included)
Nil
Cash dividend in latest three years
In RMB
Net profit Ratio in net profit
attributable to attributable to
shareholders of shareholders of Proportion of the
Year for bonus Amount for cash Amount reckoned
amount reckoned
listed company in listed company into cash bonus from
shares bonus (tax included) into cash bonus from
consolidation contained in cash repurchase
cash repurchase
statement for bonus consolidation
year statement
2014 4,885,678.56
2013 1,575,223,894.89
2012 -52,443,234.29
The Company gains profits in reporting period and the retained profit of parent company is positive but no plan of cash dividend
proposed
□ Applicable √ Not applicable
XV. Plan of profit distribution and capital reserve capitalizing in the reporting
□ Applicable √ Not applicable
20
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
The Company has no plans of cash dividend distributed, no bonus shares and has no share converted from capital reserve either for
the year
XVI. Social responsibility
□ Applicable √ Not applicable
XVII. In the report period, reception of research, communication and interview
√ Applicable □ Not applicable
Contents discussed and
Time Place Way Type Reception
material provided
Office of the Telephone Circulation Progress of reorganization
2014 Individual
Company communication shareholder for the Company
21
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Section V. Important Events
I. Significant lawsuits and arbitrations of the Company
□ Applicable √ Not applicable
No significant lawsuits and arbitrations occurred in the reporting period
II. Question from media
□ Applicable √ Not applicable
No universal questioned by media in reporting period
III. Non-operational fund occupation from controlling shareholders and its related party
□ Applicable √ Not applicable
No non-operational fund occupation from controlling shareholders and its related party in period.
IV. Bankruptcy reorganization
□ Applicable √ Not applicable
No bankruptcy reorganization for the Company in reporting period
V. Assets transaction
1. Purchase of assets
□ Applicable √ Not applicable
No purchase of assets for the Company in reporting period
2. Assets sold
□ Applicable √ Not applicable
No assets sold for the Company in reporting period
3. Enterprise merger
□ Applicable √ Not applicable
No enterprise merger for the Company in reporting period
VI. Implementation and its influence of equity incentive plan
□ Applicable √ Not applicable
No implementation of equity incentive plan for the Company in reporting period
22
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
VII. Material related transactions
1. Related transaction with daily operation concerned
□ Applicable √ Not applicable
No related transaction with daily operation concerned for the Company in reporting period
2. Related transactions by assets acquisition and sold
□ Applicable √ Not applicable
No related transactions by assets acquisition and sold for the Company in reporting period
3. Main related transactions of mutual investment outside
□ Applicable √ Not applicable
No main related transactions of mutual investment outside for the Company in reporting period
4. Contact of related credit and debt
√ Applicable □ Not applicable
Whether exist non-operating contact of related credit and debt or not
√Yes □No
Balance of Amount of the
Whether exist Balance at
period-begin period
Related Type of credit Resulted non-operation period-end (in
Related party (in 10 occurrence (in
relationship and debt reason al capital 10 thousand
thousand 10 thousand
occupying Yuan)
Yuan) Yuan)
Shenzhen Guosheng Debt payable
Controlling
Energy Investment to related Loan No 650 0 650
shareholder
Development Co., Ltd. party
Influence on operation result and
financial statue of the Company from No influence
related credit and debts
5. Other related transactions
□ Applicable √ Not applicable
No other related transactions for the Company in reporting period
VIII. Major contract and implantation
1. Trusteeship, contract and leasing
(1) Trusteeship
□ Applicable √ Not applicable
No trusteeship for the Company in reporting period
(2) Contract
□ Applicable √ Not applicable
23
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
No contract for the Company in reporting period
(3) Leasing
□ Applicable √ Not applicable
No leasing for the Company in reporting period
2. Guarantee
□ Applicable √ Not applicable
No guarantee for the Company in reporting period
3. Other material contracts
□ Applicable √ Not applicable
No other material contracts for the Company in reporting period
4. Other material transaction
□ Applicable √ Not applicable
No other material transactions for the Company in reporting period
IX. Implementation of commitment
1. Commitments from the Company or shareholder with over 5% share held in reporting period or continues to reporting
period
□ Applicable √ Not applicable
No commitment from the Company or shareholder with over 5% share held in reporting period or continues to reporting period for
the Company in the period.
2. Concerning assts or project of the Company, which has profit forecast, and reporting period still in
forecasting period, explain reasons of reaching the original profit forecast
□ Applicable √ Not applicable
X. Appointment and non-reappointment (dismissal) of CPA
Accounting firm appointed
Name of domestic accounting firm Ruihua Certified Public Accountant (LLP)
Remuneration for domestic accounting firm (in 10
45
thousand Yuan)
Continuous life of auditing service for foreign
10
accounting firm
Name of domestic CPA Chen Songbo, Ren Weixing
Whether re-appointed accounting firms in this period or not
□Yes √□ No
Appointment of internal control auditing accounting firm, financial consultant or sponsor
24
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
√ Applicable □ Not applicable
In 2014, the Company appointed Ruihua Certified Public Accountant (LLP) as the auditing of the internal control, and
auditing fee RMB 150,000.
XI. Explanation from Supervisory Committee and Independent Directors (if applicable) for
“Qualified Opinion” from the CPA
√ Applicable □ Not applicable
Financial report 2014 of the Company was audited by Ruihua Certified Public Accountant (LLP) with unqualified auditor’s report
with explanatory paragraph issued. In line with regulation of “Rules of Shenzhen Stock Exchange for the Listing of Stocks”, board of
directors makes specify explanation on the events involved in the audit report. Independent directors agree the specific explanation
on the events involved in the audit report from the Board.
XII. Penalty and rectification
□ Applicable √ Not applicable
No penalty and rectification for the Company in reporting period.
XIII. Particular about suspended and delisting after annual report disclosed
□ Applicable √ Not applicable
XIV. Explanation on other significant events
□ Applicable √ Not applicable
No explanation on other significant events for the Company in reporting period.
XV. Significant event of subsidiary of the Company
□ Applicable √ Not applicable
XVI. Issuance of corporate bonds
□ Applicable √ Not applicable
25
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Section VI. Changes in Shares and Particulars about Shareholders
I. Changes in Shares
1. Changes in Shares
In share
Before the Change Increase/Decrease in the Change (+, -) After the Change
Capitalizat
New
Bonus ion of Proportio
Amount Proportion shares Others Subtotal Amount
shares public n
issued
reserve
I. Restricted shares 11,362 0.00% -3,130 -3,130 8,232 0.00%
1. State-owned shares 0 0.00% 0 0.00%
2. State-owned legal
0 0.00% 0 0.00%
person’s shares
3. Other domestic shares 11,362 0.00% -3,130 -3,130 8,232 0.00%
Including: Domestic legal
0 0.00% 0 0.00%
person’s shares
Domestic natural person’s
11,362 0.00% -3,130 -3,130 8,232 0.00%
shares
4. Foreign shares 0 0.00% 0 0.00%
Including: Foreign legal
0 0.00% 0 0.00%
person’s shares
Foreign natural person’s
0 0.00% 0 0.00%
shares
551,336,5 551,339,7
II. Unrestricted shares 100.00% 3,130 3,130 100.00%
85 15
302,976,0 302,976,7
1. RMB Ordinary shares 54.95% 715 715 54.95%
18 33
2. Domestically listed 248,360,5 248,362,9
45.05% 2,415 2,415 45.05%
foreign shares 67 82
3. Overseas listed foreign
0 0.00% 0 0.00%
shares
4. Others 0 0.00% 0 0.00%
551,347,9 551,347,9
III. Total shares 100.00% 0 0 100.00%
47 47
Reasons for share changed
√ Applicable □ Not applicable
Reasons for changes: shares held by senior executive supervisor Mr. Zheng Zhonghuan has released and employee supervisor Mr.
Tao Hualiang’s shares released due to retirement
Approval of share changed
26
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
□ Applicable √ Not applicable
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
2. Changes of restricted shares
□ Applicable √ Not applicable
II. Security offering and listing
1. Previous security offering in latest three years at period-end
□ Applicable √ Not applicable
2. Explanation on changes of total shares, shareholders structure and assets & liability structures
□ Applicable √ Not applicable
3. Current shares held by internal staffs
□ Applicable √ Not applicable
III. Particulars about shareholder and actual controller of the Company
1. Amount of shareholders of the Company and particulars about shares holding
In share
Total preference
Total common shareholders with
Total common shareholders at end voting rights
th
shareholders in 35,266 of the 5 trading day recovered at end of 0
reporting period-end before annual report reporting period (if
disclosed applicable) (found in
note8)
Shares held above 5% by shareholders or top ten shareholders
Total Number of share pledged/frozen
sharehold Amount Amount of
Proportio Changes
Full name of Nature of n of ers at of restrict un-restrict
in report
Shareholders shareholder shares the end of shares shares State of share Amount
held period
report held held
period
Shenzhen Domestic
63,508,74 63,508,74
Guocheng Energy non-State-owned 11.52% 0 0 0
7 7
Investment legal person
27
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Development
Co., Ltd.
Zhuorun
Foreign legal 27,000,00 -1269382 27,000,00
Technology Co., 4.90% 0 0
person 0 2 0
Ltd.
Specific account
of property
Domestic
disposition for
non-State-owned 1.63% 9,001,018 0 0 9,001,018 0
bankruptcy
legal person
enterprise of
CBC
Domestic nature
Zeng Ying 1.15% 6,342,717 0 0 6,342,717 0
person
Jingchao
Foreign legal
Investment Co., 0.84% 4,601,789 0 0 4,601,789 0
person
Ltd.
CORE
PACIFIC-YAMA
ICHI Foreign legal
0.82% 4,518,319 3012616 0 4,518,319 0
INTERNATION person
AL (H.K.)
LIMITED
Domestic nature
Li Dongxuan 0.71% 3,896,799 3,896,799 0 3,896,799 0
person
Domestic nature
Li Huili 0.71% 3,891,124 0 0 3,891,124 0
person
Domestic nature
Xu Hongbo 0.57% 3,137,419 685500 0 3,137,419 0
person
Domestic nature
Ning Yimin 0.49% 2,695,021 0695021 0 2,695,021 0
person
Strategy investors or general
corporate comes to top 10
N/A
shareholders by rights issued (if
applicable) (see note 3)
Li Huili, the spouse of actual controller Ji Hanfei, holding B-share of the Company on behalf
Explanation on associated of Shenzhen Guocheng Energy Investment Development Co., Ltd., beyond that, the
relationship among the aforesaid Company has no idea of whether other circulated shareholders belong to concerted action
shareholders persons ruled in the Administration Norms for Information Disclosure of Change on
Shareholding of Shareholders of Listed Companies.
Particular about top ten shareholders with un-restrict shares held
28
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Type of shares
Shareholders’ name Amount of un-restricted shares held at period-end
Type Amount
Shenzhen Guocheng Energy RMB common
63,508,747 63,508,747
Investment Development Co., Ltd. shares
RMB common
Zhuorun Technology Co., Ltd. 27,000,000 27,000,000
shares
RMB common
5,011,444 5,011,444
Specific account of property shares
disposition for bankruptcy enterprise
Domestically
of CBC
3,989,574 listed foreign 3,989,574
shares
RMB common
Zeng Ying 6,342,717 6,342,717
shares
RMB common
Jingchao Investment Co., Ltd. 4,601,789 4,601,789
shares
CORE PACIFIC-YAMAICHI
4,518,319 Other 4,518,319
INTERNATIONAL (H.K.) LIMITED
RMB common
Li Dongxuan 3,896,799 3,896,799
shares
Domestically
Li Huili 3,891,124 listed foreign 3,891,124
shares
Domestically
Xu Hongbo 3,137,419 listed foreign 3,137,419
shares
RMB common
Ning Yimin 2,695,021 2,695,021
shares
Expiation on associated relationship Li Huili, the spouse of actual controller Ji Hanfei, holding B-share of the Company on behalf
or consistent actors within the top 10 of Shenzhen Guocheng Energy Investment Development Co., Ltd., beyond that, the
un-restrict shareholders and between Company has no idea of whether other circulated shareholders belong to concerted action
top 10 un-restrict shareholders and persons ruled in the Administration Norms for Information Disclosure of Change on
top 10 shareholders Shareholding of Shareholders of Listed Companies.
Explanation on shareholders
involving margin business about top
ten common shareholders with N/A
un-restrict shares held(if applicable)
(see note4)
Whether top ten common shareholders or top ten common shareholders with un-restrict shares held have a buy-back agreement
dealing in reporting period
29
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
□ Yes √ No
The top ten common shareholders or top ten common shareholders with un-restrict shares held of the Company have no buy-back
agreement dealing in reporting period.
2. Controlling shareholder of the Company
Corporation
Legal rep./person
Controlling shareholder Date established Organization code Register capital Main business
in charge of unit
Industry development,
domestic commerce,
Shenzhen Guocheng
materials supply and
Energy Investment Ji Hanfei 2005-04-26 440301105151303 RMB 220,000,000
sale (excluding specially
Development Co., Ltd.
run, controlled and sold
merchandises)
Future development
N/A
strategy
Operation result,
financial status, and N/A
cash flow etc.
Equity of other
domestic/foreign listed
company with share
controlling and share N/A
participation by
controlling shareholder
in reporting period
Changes of controlling shareholder in reporting period
□ Applicable √ Not applicable
No changes of controlling shareholder for the Company in reporting period
3. Actual controller of the Company
Nature person
Whether obtained right of residence of other countries
Actual controller Nationality
or regions or not
Ji Hanfei P.R.C No
Profession and title in latest five years Legal person of Shenzhen Guocheng Energy Investment Development Co., Ltd.
Listed company in and out of China
N/A
controlled in past decades
Changes of actual controllers reporting period
30
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
□ Applicable √ Not applicable
No changes of actual controllers for the Company in reporting period
Property right and controlling relationship between the actual controller and the Company is as follow:
Ji Hanfei
100%
Shenzhen Guocheng Energy Investment Development Co.,
Ltd.
11.52%
Shenzhen China Bicycle Company (Holding) Limited
Actual controller controlling the Company by means of entrust or other assets management
□ Applicable √ Not applicable
4. Particulars about other legal person shareholders with over 10% shares held
□ Applicable √ Not applicable
IV. Share holding increasing plan proposed or implemented in reporting period from
shareholder of the Company and its concerted action person
□ Applicable √ Not applicable
As far as the Company known, there are no shareholders of the Company and their concerted action people propose or implement
overweight in the Period
31
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Section VII. Preferred Stock
□ Applicable √ Not applicable
The Company had no preferred stock in the reporting.
32
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Section VIII. Particulars about Directors, Supervisors and Senior
Executives and Employees
I. Changes of shares held by directors, supervisors and senior executives
Increasing Decreasing
Shares Shares
shares held shares held
Working Start dated End date held at held at
Title Sex Age of office of office in this in this
Name status period-beg period-end
term term
period period
in (Share) (Share)
(Share) (Share)
Luo Currently 2013-09-2 2016-09-2
Chairman M 52 0 0 0 0
Guiyou in office 6 5
Yang Currently 2013-09-2 2016-09-2
Director M 58 0 0 0 0
Fenbo in office 6 5
Director, Currently 2013-09-2 2016-09-2
Li Hai M 46 0 0 0 0
President in office 6 5
Yao Currently 2013-09-2 2016-09-2
Zhengwan Director M 40 0 0 0 0
g in office 6 5
Currently 2013-09-2 2016-09-2
Cao Fang Director M 41 0 0 0 0
in office 6 5
Currently 2013-09-2 2016-09-2
Kong Na Director F 38 0 0 0 0
in office 6 5
Independe Currently 2013-09-2 2016-09-2
Cui Jun M 51 0 0 0 0
nt director in office 6 5
Chen Independe Currently 2013-09-2 2016-09-2
M 47 0 0 0 0
Shujun nt director in office 6 5
Independe Currently 2013-09-2 2016-09-2
Li Bing F 39 0 0 0 0
nt director in office 6 5
Convener
of Currently 2014-06-2 2017-06-2
Li Xiang M 41 0 0 0 0
supervisor in office 7 6
s
Zheng Currently 2014-06-2 2017-06-2
Zhonghua Supervisor M 53 10,976 0 2,700 8,276
n in office 7 6
Staff Currently 2014-06-2 2017-06-2
Li Jialin M 54 0 0 0 0
Supervisor in office 7 6
Sun Secretary Currently 2013-09-2 2016-09-2
M 42 0 0 0 0
Longlong of Board in office 6 5
Xiao Yan Supervisor Office M 47 2011-06-2 2014-06-2 0 0 0 0
33
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
leaving 8 7
Tao Staff Office 2011-06-0 2014-06-2
M 61 3,220 0 3,220 0
Hualiang Supervisor leaving 7 7
Total -- -- -- -- -- -- 14,196 0 5,920 8,276
II. Post-holding
Major working experience of directors, supervisors and senior executive at the present in latest five years
1. Mr. Luo Guiyou, born in 1963, graduated from Fudan University as a bachelor majoring in history. Since Mar.
of 2007, he worked in Life Insurance Holding Co., Ltd, and successively took posts of general manager of
headquarter of personal insurance business, temporary committee of operation and management commission,
associate of general manager of headquarter and committee of marketing management commission. From Mar. of
2010 to Oct. of 2010, he was committee of marketing management commission in planning team in Guangdong
Branch of Life Insurance Holding Co., Ltd and charger of planning team of Guangdong Branch; now he takes
charge of chairman of the Board and legal representative of the Company.
2. Mr. Yang Fenbo, born in 1957, China senior economist with master degree of MBA and engineer, held the
position of minister of development department, concurrently minister of science and technology department,
assistant general manager, assistant to chairman, deputy chief engineer and chief engineer at Shenzhen Lionda
Group; took the chairman and concurrently general manager of Guangdong Sunrise Holding Co., Ltd.; now, he is
the chairman of Shenzhen Liona Group Co., Ltd.
3. Mr. Li Hai, born in 1969, graduated from Economic department of Shenzhen University in major of accounting;
he took the turns of deputy manager of finance department, chief supervisor associate of finance department,
secretary of the Board and vice president, etc. of the Company, and now is in charge of director and vice president
of the Company.
4. Mr. Yao Zhengwang, born in 1975, with bachelor degree of law, successively took the post of Supervisor of
Supervision Office, Deputy Manager of Sales Department, and Deputy Manager of Legal Affairs Department of
Shenzhen Guomin Investment Development Co. Ltd. and deputy general manager of Administration Center of
Compliant Risk Control, as well as director, secretary of the Board and convener of supervisory committee of
CBC; now he serves as director of the Company.
5. Mr. Cao Fang, born in 1974, master degree; since May of 2007, he took post of item manager of marketing and
management department in headquarter of Life Insurance, associate of general manager of marketing and
management headquarter as well as general manager of market and business department, he acted as member of
planning team of Life Insurance Branch in Guangdong. And subsequently served in strategy and development
center, Office of the Chairman, Supervision office; he serves as deputy GM of Shanghai Branch of Life Insurance
since March 2012.
6. Ms. Kong Na, born in 1976, master degree; From Sep. of 2005 to Apr. of 2010, he took post of Assistant Chief
Executive in Ruifude Health Insurance Holding Co., Ltd. From Apr. of 2010 till now, he is in charge of associate
of president in Yingkong Holding Co., Ltd.
7. Mr. Cui Jun, born in1964, party member of CPC, doctor of engineering, master of law and a first-grade lawyer;
34
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
once he took posts of director of the 5th session of nationwide lawyers association, director of the 8th session and
the 9th session of Guangdong lawyer association, vice president of the 5th and the 6th session of Shenzhen lawyers
association, committee of international business commission of nationwide lawyers association, deputy director of
law business of intellectual property commission of Guangdong lawyers association, director of civil law business
commission of Guangdong lawyers association and director of culture construction committee of Guangdong
lawyers association. And now he is director of Guangdong Anke Law Firm, member of the CPPCC Shenzhen
Committee, committee of law business of intellectual property commission of nationwide lawyers association,
executive vice president of Shenzhen Patent Commission, vice president of Shenzhen promotion commission of
creative design and intellectual property, arbitrator of mediation center of south China International economy and
trade arbitration commission, mediation expert of mediation center and arbitrator of Shenzhen arbitration
commission.
8. Mr. Chen Shujun, born in1968, master of the Chinese University of Hong Kong, majoring in business
administration of finance, master of international accountant from City University of Hong Kong and he owes a
university degree from law school of Tsinghua University. And he is senior accountant, China Certified
Accountant, Chinese Certified Tax Agent, judicial authenticator and owes professional qualification of state laws;
He once took post of auditor and manager of Guangzhou CPAs. From 1998 till now he acted as executive partner
of Shenzhen Guangzhou-Shenzhen CPAs, legal representative of Guangdong Guangzhou-Shenzhen Justice and
Accounting judgment institution. Now he serves as the legislative consultants of standing committee of
Guangdong Province 12th session of the National People’s Congress, member of a council of Guangdong Institute
of Certified Public Accountants, assessment experts of Shenzhen Municipal Government Procurement Center,
assessment experts of Shenzhen Municipal Science & Technology Committee of Experts and the first batch of
senior member of Accounting Society of Shenzhen.
9. Ms. Li Bing, born in 1975, bachelor of law major and lawyer; From Jul. of 1998 to Jan. of 2002 she taught in
Guizhou University; from Jan. of 2002 to Jan. of 2006 she acted as lawyer in Guangdong Yunsheng Law Firm;
from Jan. of 2006 till now, she had been in charge of lawyer of Beijing Deheng Law Firm Branch in Shenzhen.
10. Mr. Li Xiang, born in 1974, a master degree, and he used to served as organ secretary, director-general of the
organiztion department, manager of H&R dept. of Jiangxi Branch of Pacific Life. He serves as deputy GM of
Shenzhen Guosheng Energy Investment Development Co., Ltd. since March 2008.
11. Mr. Zheng Zhonghuan, born in 1962, engineer with bachelor degree, successively took the post in Shenzhen
Light Textile Industry Company and Shenzhen Light Industry Company; since Oct. 1985, worked in Shenzhen
China Bicycle (Group) Holdings Co. Ltd. and successively took the post of Deputy Manager, Manager of
Planning Department, Manager of Material Department and manufacturing dept.; now he is the supervisor of the
Company and Manager of Purchasing Department of the Shenzhen Emmelle Industry Co., Ltd. .
12. Mr. Li Jialin, born in 1961, a master degree with a title of senior engineer. He successively served as senior
engineer of the Company in electrical & mechanical engineering division, GM assistant of Hunan Guangdian
Motocycle Company, manager of the Company in H&R Dept. now he serves as commissioner of comprehensive
office of the Company and person in charge of the labor union.
13. Mr. Sun Longlong, born in 1973, graduated from Shanghai University of Finance and Economics in 1995 with
a bachelor degree, a bachelor of Economics. He successively worked as financial affairs in Shenzhen Qiongjiao
35
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Industry Co., Ltd. and Shenzhen Solar Pipe Co., Ltd., he worked in the Company since May 1999, and
successively served as Deputy Manager of financial department, manager of comprehensive management
department, manager of enterprise management department, now he serves as secretary of the Board and manager
of financial department of the Company.
14. Mr. Xiao Yan, born in 1968, owes a bachelor of economics of Hunan Institute of Economics and Finance. He
works in Sino Life Insurance Co., Ltd. since October 2006, he successively served as senior manager of enterprise
supervision of the marketing management department in Sino-Life, GM assistant of Henan Branch of Sino-Life;
serves as deputy GM of management center of Shenzhen Guomin Investment Development Co., Ltd.; he resigned
as the supervisor and convener of supervisory committee of the Company in June 2014.
15. Mr. Tao Hualiang, born in 1954, graduated from Northwestern Polytechnic University, an engineer. He
successively served as dispatcher of welding plant of the Company, deputy director of pipe workshop, director of
general assembly shop, committee of party committee of Longhua 2# plant, manager assistant of enterprise
management department, deputy GM of financial & accounting dept. of bicycle division, deputy director of office
and director of comprehensive office of the Group, deputy secretary of the Party and person in charge of the labor
union; he resigned in June 2014
Post-holding in shareholder’s unit
√ Applicable □ Not applicable
Weather receiving
Start dated of End date of
Name Name of shareholder’s units Position remuneration from
office term office term
shareholder’s units
Yao Shenzhen Guocheng Energy Investment
Supervisor 2006-10-09 Yes
Zhengwang Development Co., Ltd.
Note of
post-holding in
N/A
shareholder’s
unit
Post-holding in other unit
√ Applicable □ Not applicable
Weather receiving
Start dated of End date of
Name Name of other units Position remuneration from
office term office term
other units
Shenzhen Fude Real Estate Investment
Luo Guiyou Yes
Development Co., Ltd.
Cao Fang Shanghai Branch of Life Insurance Deputy GM 2012-03-01 Yes
Yang Fenbo Shenzhen Lionda Group Co., Ltd. Chairman 2009-10-12 Yes
Non-staff
Yang Fenbo Fawer Auto Parts Co., ltd. 2013-03-25 2016-03-24 Yes
supervisor
36
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
President
Kong Na Yingkong Holding Co., Ltd. 2010-04-01 Yes
assistant
Cui Jun Guangdong Anke Laws Firm Attorney Yes
Managing
Chen Shujun Shenzhen Guangshen CPA 1998-01-01 Yes
partner
Li Bing Beijing Deheng (Shenzhen) Law Firm Attorney 2006-01-02 Yes
Note of
post-holding in N/A
other unit
III. Remuneration for directors, supervisors and senior executives
Decision-making procedures, determination bases and actual payment of remunerations of directors, supervisors and senior
management
Decision procedure of
remuneration of directors, According to relevant rules of the Article of Association, the general meeting of shareholders decides
supervisors, senior remuneration of directors and supervisors. The Board of Directors decides senior management’s.
management
Confirmation basis of The Company refers to the position rank and comprehensive industry level. And then general meeting of
remuneration of directors, shareholders approves compensation standard and allowance of independent directors. According to the
supervisors and senior "Interim Measures to Annual Performance Assessment of Executives" and performance evaluation
management standards the Company issues annual performance salary.
Actual payment of The Company strictly paid remuneration of directors, supervisors and senior management accordingly
remuneration of directors, with decision procedure and confirmation basis. Total payment for remuneration of directors,
supervisors and senior supervisors and supervisors amounted to RMB 1,592,000 from January to December in 2014.
management
Remuneration for directors, supervisors and senior executives in reporting period
In ten thousand Yuan
Total
Total Remuneration
remuneration
Post-holding remuneration actually
Name Title Sex Age obtained from
status obtained from obtained at
shareholder’s
the Company period-end
unit
Currently in
Li Hai Director, GM M 46 74.6 0 74.6
office
Independent Currently in
Cui Jun M 51 4.76 0 4.76
director office
Independent Currently in
Chen Shujun M 47 4.76 0 4.76
director office
Independent
Li Bing F 39 Currently in 4.76 0 4.76
director
37
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
office
Zheng Currently in
Supervisor M 53 16.62 0 16.62
Zhonghuan office
Staff Currently in
Li Jialin M 54 22.04 0 22.04
Supervisor office
Secretary of Currently in
Sun Longlong M 42 31.66 0 31.66
Board office
Staff
Tao Hualiang M 61 Office leaving 0 0 0
Supervisor
Total -- -- -- -- 159.2 0 159.2
Delegated equity incentive for directors, supervisors and senior executives in reporting period
□ Applicable √ Not applicable
IV. Changes of directors, supervisors and senior executives
Name Title Type Date Reasons
Convener of Leaving
Xiao Yan 2014-06-27 Expiration of the term of transition
supervisors end-of-tour
Leaving
Tao Hualiang Staff Supervisor 2014-06-27 Expiration of the term of transition
end-of-tour
Convener of
Li Xiang Elected 2014-06-27 Transition
supervisors
Li Jialin Staff Supervisor Elected 2014-06-27 Transition
V. Changes of core technology team or key technicians in reporting period (not including
directors, supervisors and senior executives)
Nil
VI. Particulars of workforce
1. The Company has totally 49 employees at present (8 people in HQ and 41 people in subsidiary EMMELLE
included), including: Classified according to professional/occupational composition: 16 production personnel; 9
salespersons; 7 technicians; 6 financial personnel and 11 administrative personnel; Classified according to the
educational background: master degree or above: 19 persons of bachelor degree; 17 persons of junior college
graduates. Proportion of the personnel with education background of junior college or above in the whole staff:
73.46%.
2. The Company did not need to bear the expenses of retirees.
3. Other personnel: 0 people
38
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Section IX. Corporate governance
I. Brief introduction of corporate governance
During the reporting period, the Company was strictly in accordance with the "Company Law", "Securities Law"
as well as "Listing Corporation Management Standards" and other relevant laws, regulations and normative
documents. We combined the actual situation, constantly improved the corporate governance structure, and strived
to build a modern enterprise system. Operation, assembling and holding of general meeting of shareholders, the
Board of Directors and board of supervisors were strictly with relevant rules of procedure. Thus we protected
interests of the Company. The actual situation of corporate governance structure was in accordance with the
release of normative documents about the listing Corporation management rules from China Securities Regulatory
Commission.
In reporitng period, the 7th session of the supervisory has expired. The worker’s conference and annual general
meeting of 2013 were held by the Company respectively dated 22 May 2014 and 27 June 2014, selected the staff
supervisor and completed general election for the 8th session of the supervisory .
According to the current requirement of internal control, the first extraordinary general meeting of 2014 was held
on 30 December 2014, deliberated and approved the “proposal of revised the ‘Interim Measure on Special Fund
Management of the Board’” and “proposal of revised the ‘Interim Measure on Assessment Reward of Annual
Performance for Senior Executives’” in order to improved the corporate governance structure.
Is there any difference between the corporate governance and the Company Laws and relevant regulations from CSRC?
□Yes √□ No
There is no difference between corporate governance and the requirements of the Company Law and relevant
regulations of the CSRC.
Progress of the special activity for corporate governance, establishment and implementation of insider information
registration management system
Progress of the special activity for corporate governance, establishment and implementation of insider information
registration management system: The Company established Registration Management of Inside Information
Insiders. It clearly defined scope of inside information and insiders, ruled approval, registration and
confidentiality mechanism about inside information. During reporting period, no supervision and punishment
acted from supervision department.
II. In the report period, the Company held annual shareholders’ general meeting and
extraordinary shareholders’ general meeting
1. Annual Shareholders’ General Meeting in the report period
Name of meeting
Session of meeting Date Situation Date of disclosure Index of disclosure
motion
”Work Report from
the Board for year of
23rd Meeting of
2013”, ”Work
Annual Securities Times,
Report from Deliberated and
Shareholders’ 2014-06-27 2014-06-28 Hong Kong
Supervisory approved one by one
General Meeting for Commercial Daily
Committee for year
year of 2013
of 2013” , ”Financial
Results for year of
39
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
2013” , “Profit
Distribution Plan of
2013”, ”Annual
Report of 2013 and
Summary”, ”Rewa
rds of 2013 for
Management
Team”,”term of 7th
session of
supervisory
expired and election
on supervisor for 8th
session of the
supervisory”
2. Extraordinary shareholders’ general meeting in the report period
Name of meeting
Session of meeting Date Situation Date of disclosure Index of disclosure
motion
“Re-engagement of
Ruihua Certified
Public Accountant
(LLP) “, “proposal
of revised the
‘Interim Measure on
First Extraordinary
Special Fund Securities Times,
Shareholders’ Deliberated and
2014-12-30 Management of the 2014-12-31 Hong Kong
General Meeting of approved one by one
Board’” and Commercial Daily
2014
“proposal of revised
the ‘Interim Measure
on Assessment
Reward of Annual
Performance for
Senior Executives’”
3. Request for extraordinary general meeting by preferred stockholders whose voting rights restore
□ Applicable √ Not applicable
III. Responsibility performance of independent directors in report period
1. The attending of independent directors to Board meetings and shareholders’ general meeting
The attending of independent directors
Name of independent Times of Board Times of Times of Times of Times of Whether absent
director meeting Presence attending by entrusted Absence the Meeting for
40
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
supposed to communication presence the second time
attend in the in a row or not
report period
Cui Jun 5 2 3 0 0 No
Chen Shujun 5 2 3 0 0 No
Li Bing 5 2 3 0 0 No
Times presented in shareholders’
general meeting by independent 2
directors
Explanation of absent the Board Meeting for the second time in a row
Nil
2. Objection for relevant events from independent directors
Whether independent directors come up with objection about company’s relevant matters or not
□ Yes √ No
Independent directors has no objections for relevant events in reporting period
3. Other explanation about responsibility performance of independent directors
Whether the opinions from independent directors have been adopted or not
√ Yes □ No
Independent directors’ explanation on adoption or not adoption of relevant recommendations of the Company
There is no independent directors’ explanation not adoption of relevant recommendations of the Company.
IV. Performance of subordinate committees of the Board in reporting period
Board of directors set up audit commission and remuneration and appraisal commission taking responsibility
based on Governance Rules of Listed Company, Article of Association as well as Procedure Rules of Board of
Directors and other duties and rights various departments endowed.
As for compiling and audit on annual financial report were checked and communicated by Audit commission in
accordance with rules of Working Procedure of Annual Report of Audit Commission, and they submitted decision
to board of directors for approval.
Remuneration and appraisal commission of the Company, in reporting period, according to the “Interim Measure
on Assessment Reward of Annual Performance for Senior Executives”, carry out evaluation on the management
team members for operation works in 2013, and propose a annual reward plans. In line with the requirement of
internal control, and actual current operation condition of the Company, propose the proposal of “revised the
‘Interim Measure on Assessment Reward of Annual Performance for Senior Executives”, and submit for
deliberation on general meeting.
V. Works from Supervisory Committee
Whether the Company has risks or not in reporting period that found in supervisory activity from supervisory committee
□ Yes √ No
Supervisory committee has no objection about supervision events in reporting period
41
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
VI. Independence of the Company in aspect of business, personnel, assets, institute and
finance relative to its controlling shareholder
The Company separate business, personnel, assets, institute and finance with largest shareholder or other related parties, owes
independent and completed self-operation ability.
VII. Horizontal competition
□ Applicable √ Not applicable
VIII. Appraisal and incentive mechanism for senior executives
The Company initially established the standard and incentive mechanism for open and transparent performance
evaluation on directors, supervisors and management layer. The appointment of senior management staff was open
and transparent, in accordance with provisions of the law.
42
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Section X. Internal control
I. Construction of internal control(IC)
Pursuit to the Basic Norms of Internal Control and relevant requirement of supporting guidelines, the Company
successively established a three-level organization chart as leading group of IC implementation, working teams
and business teams in 2011. Recruiting and selecting Smartdot Technologies Co., Ltd. (“Smartdot” for short) as
the implementation consultant for the regulation estbalishment of IC for the Company.
At the suggestion of consultant, the implementation range are defined as the headquarter of the Group, Shenzhen
Emmelle Industry Co., Ltd. (“Emmelle” for short) and Shenzhen Le-An-Ju Property Management Co., Ltd.
Consolidation range of the financial reprot of CBC including the above mentioned three companies and “CBC
(International) Co., Ltd.” and “CBC (Hong Kong) Co., Ltd.”. Implementation range for the IC covers business
activities with 100 percent revenue obtained in cosolidated statement. The 13 IC key business procedures as sales
and money-collection management defined by the Company, covers over 10 percent of the assets and revenue
from major transaction activities, over 30 percent net assets and net profit from major transaction activities, and
over 95 percent net profit’s business activiteis in statement of CBC are included.
Under the help of consultant, IC implementation team and every busienss team clearing up the systems, and
organized vary sub-business procedures, well-defined risk controlling points and control deficiencies, prepared the
risk matrix. Subsequently, project team formulated a regulating solution, every departments optimized the
business in aspect of the relevant problems and deficits, improve the IC in aspect of the Company and business,
the auditing deparment carried out following up inspection on the rectification works. Furthermore, exercise
compliance test and walk-through test on IC for the conrolling points, supervise and re-retificated on the problems
being found, up to end of 2011, the Company formulated an internal control standards system that basically meet
the requirements. In 2012, the Company continues to improve the IC procedures, revised system process of
human resouces, finance and business, successively clear out the IC documents as mechanism manual, process
manual, brand operation handbook, rental business manual and financial report handbook; carried out examination
and evaluation regularly and irregularly on main business process and implementation of the IC, propose
rectification suggestions on time and improved relevant mechanisms and procedures. In October 2012, Shenzhen
Intermediate People’s Court accpeted the application of bankrupty proposed by creditor in accordance with the
law, the Company entered into the bankruptcy reorganization procedures after that. The Company implemented
self-management under the supervision by custodian, on basis of the original IC establishment and
implementation, increased IC regulations in aspect of the supervision links, including seal management, source
bank account appointed, source bank account management, budget, contract management and invoice
management. Reorganization of the Company making progress in period from October 2012 to December 2013,
on basis of the reorganization plan draft and equity adjsutment plan for the investor’s involved have been
approved in creditor’s meeting and group of capital contributors, the Shenzhen Intermediate Court approved the
reorganziation plan in November 2013. With the completion of reorganization plan implemented, main assets
disposal, stock-transfer and redemption of debts, on 27 December 2013, Shenzhen Intermediate Court bring in a
verdict that the execution of reorganization plan of the Company is finished and close the bankrptcy procedures.
After reorganization plan completed, bicycle business is perserved, and the implementation range for IC turns to
the headquarter and Emmelle Company, comsolidation range for financial statement was the headquarter and
Emmelle Company as well.
43
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
During the reporting period, the Company has kept improving and standardizing its internal control organizational
structure strictly in compliance with the Securities Law, the Company Law and the applicable laws and
regulations in respect of the governance of listed companies by CSRC, in order to ensure the standardized
operation of the Company’s shareholders’ meeting, the Board and the Board of Supervisors, and safeguard the
interests of the Company and Investors.
II. Statement of the Board on responsibility of internal control
Board of Directors promised that there’s no false, misleading statement or major leaking. All the disclosed
information was real, accurate and complete.
III. Bases for construction of financial report internal control
The Company has established a perfect financial management system, including financial management and
accounting management covering calculation, account dealing, budget management, cost control, capital
management and other relevant rules and regulations. In line with the Basic Norms of Internal Control and
Practice Note of Internal Control and requirment of Evaluation Guidelines of Internal Control, combine with
actula condition, the Company formulated a serial systematic mechanism process as Internal Control Mechanism
and Internal Control Manual. During the period, the Company organized professional team carried out
examination and evaluation regularly and irregularly on the effectiveness and implementation of the IC system,
and issued the Self-evaluation Report of Internal Control
IV. Self-evaluation report of internal control
Details of major defects in self-evaluation report that found in reporting period
No significant deficiencies in the internal control have been identified during the reporting period.
Date of self-evaluation report of
2015-04-03
internal control disclosed (full-text)
Index of self-evaluation report of
Self-evaluation report of internal control for year of 2014, Juchao Website
internal control disclosed(full-text)
V. Auditing report and authentication report of internal control
Auditing report of IC
Deliberation section of auditing report of IC
IV. Auditing opinion of IC of financial report
We considers that China Bicycle Company (Holdings) Limited, in line with Basic Norms of Internal Control and relevant
regulations, shows an effectiveness internal control of financial report in all major aspects dated 31 December 2014.
V. Emphasis of Matter
We bring to the attention of the users of auditing report of IC, China Bicycle Company has completed implementation of the
restructuring plan dated 27 December 2013 and terminate the bankruptcy proceedings, in which the condition of introduction of
investors has been set out with a view to restoring its ability to continue as a going concern and its sustainable profitability through
asset restructuring. Up to the reporting date of auditing, the Company has not introduced any investor, but retained the business of
bicycles so as to maintain its ability to continue as a going concern before the injection of assets by investors. Therefore, there is
uncertainty in the ability of China Bicycle Company to continue as a going concern, and it is stressed that the published opinions on
auditing will not be impacted by the subject matter.
44
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Disclosure date of audit report of
2015-04-03
internal control (full-text)
Index of audit report of internal Rui Hua Zhuan Shen Zi [2015] No. 48030016 “Auditing Report of Internal Control for year of
control (full-text) 2014”, Juchao website
Issued a modified audit opinions for internal control
√Yes □No
Explanation on modified audit opinions for internal control issued by CPA
RuihuaCertified Public Accountants (LLP) issued a qualified audit opinions with explanatory notes for the
internal control of 2014. Ruihua CPA considers that the Company, in line with Basic Norms of Internal Control
and relevant regulations, shows an effectiveness internal control of financial report in all major aspects dated 31
December 2014. With the explanatory notes attached, remind users of the internal control auditing report, the
Company has completed implementation of the restructuring plan dated 27 December 2013 and terminate the
bankruptcy proceedings, in which the condition of introduction of investors has been set out with a view to
restoring its ability to continue as a going concern and its sustainable profitability through asset restructuring. Up
to the reporting date of auditing, the Company has not introduced any investor, but retained the business of
bicycles so as to maintain its ability to continue as a going concern before the injection of assets by investors.
Therefore, there is uncertainty in the ability of China Bicycle Company to continue as a going concern, and it is
stressed that the published opinions on auditing will not be impacted by the subject matter.
Auditing report of internal control issued by CPA shows the same opinion as self-evaluation report issued by the Board
√Yes □No
VI. Establishment and enforcement of Accountability Mechanism for Major Errors in Annual
Report
In order to strengthen the Company's financial accountability mechanisms, to further improve the internal
management system, the Company formulated the "Accountability System on Major Error Made in Information
Disclosure” and strictly implemented it. During the reporting period, the Company did never correct significant
accounting error, supplement major information omissions and revise performance pre-notice etc.
45
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Section XI. Financial Report
I. Audit report
Type of audit opinion Unqualified auditor’s report with explanatory paragraph
Signing date of audit report 2015-04-01
Name of audit institute Ruihua Certified Public Accountant (LLP)
Document serial of audit report Ruihua Shen Zi [2015] No. 48030032
Name of CPA Chen Songbo, Ren Weixing
Text of auditor’s Report
Auditor’s Report
Ruihua Shen Zi [2015] No. 48030032
To all shareholders of Shenzhen China Bicycle Company (Holdings) Limited
We have audited the Companying consolidated and parent Company’s financial statements of Shenzhen China
Bicycle Company (Holdings) Limited (“CBC”), including balance sheet of 31 December 2014, and profit
statement for year of 2014, cash flow statement and statement on changes of shareholders’ equity for the year
ended, and notes to the financial statements for the year ended.
I. Management’s responsibility for the financial statements
Management of the Company is responsible for prepare and present financial statement of the Company, which
including: (1) Prepare financial statements with fair presentation in line with Accounting Standards for Business
Enterprises; (2) Designing, executed and maintaining necessary internal control in order to prevent fundamental
miscarrying in financial statement from fraudulent or errors.
II. Auditor's responsibility
Our responsibility is to express an audit opinion on these financial statements based on our audit. We performed
our audit in accordance with Chinese Certified Public Accountants' Auditing Standards. Those standards require
us to comply with professional ethics, and to plan and perform our audit so as to obtain reasonable assurance
about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures of the
financial statements. The selective audit procedures depend on auditor's judgment, including the evaluation of the
risk of material misstatement of the consolidated financial statements due to frauds or errors. When evaluating
risk, we consider internal control related to financial statements, in order to design auditing procedures, but not for
the purpose of expressing an opinion on the internal control's effectiveness. An audit also includes assessing the
appropriateness of the accounting policies adopted and the reasonableness of the accounting estimates made by
management, as well as evaluating the overall presentation of the financial statements.
We believe that we have obtained sufficient and appropriate audit evidences to provide a basis for our audit
opinion.
III. Auditing opinion
46
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
In our opinion, in all material aspects, CBC’s financial statements have been prepared in accordance with the
Enterprises Accounting Standards and Enterprises Accounting System, and they fairly present the financial status
of the consolidated and parent company’s as of December 31, 2014, and its operation results and cash flows for
the year ended.
IV. Emphasis of Matter
We bring to the attention of the users of the financial statements, as stated in note XII of the financial statements
under the name of CBC, China Bicycle Company has completed implementation of the restructuring plan dated
27 December 2013 and terminate the bankruptcy proceedings, in which the condition of introduction of investors
has been set out with a view to restoring its ability to continue as a going concern and its sustainable profitability
through asset restructuring. Up to the reporting date of auditing, the Company has not introduced any investor, but
retained the business of bicycles so as to maintain its ability to continue as a going concern before the injection of
assets by investors. Therefore, there is uncertainty in the ability of China Bicycle Company to continue as a going
concern, and it is stressed that the published opinions on auditing will not be impacted by the subject matter.
Ruihua CPAs (LLP) Chinese CPA: Chen Songbo
BeijingChina Chinese CPA: Ren Weixing
1 April 2015
II. Financial statement
Unit in note of financial statement refers to CNY: RMB (Yuan)
1. Consolidated Balance Sheet
Prepared by Shenzhen China Bicycle Company (Holdings) Limited
In RMB
Item Closing balance Opening balance
Current assets:
Monetary funds 30,163,866.78 26,834,171.59
Settlement provisions
Capital lent
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Notes receivable 2,200,000.00
Accounts receivable 6,790,982.50 7,060,251.28
Accounts paid in advance 348,277.01 177,636.49
Insurance receivable
Reinsurance receivables
47
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Contract reserve of reinsurance
receivable
Interest receivable
Dividend receivable
Other receivables 511,254.81 107,395,429.69
Purchase restituted finance asset
Inventories 6,171,307.53 4,545,116.43
Divided into assets held for sale
Non-current asset due within one
year
Other current assets
Total current assets 46,185,688.63 146,012,605.48
Non-current assets:
Loans and payments on behalf
Finance asset available for sales
Held-to-maturity investment
Long-term account receivable
Long-term equity investment
Investment property
Fixed assets 773,961.84 227,824.37
Construction in progress
Engineering material
Disposal of fixed asset
Productive biological asset
Oil and gas asset
Intangible assets 4,518,000.00 5,271,000.00
Expense on Research and
Development
Goodwill
Long-term expenses to be
apportioned
Deferred income tax asset 11,997.08
Other non-current asset
Total non-current asset 5,303,958.92 5,498,824.37
Total assets 51,489,647.55 151,511,429.85
Current liabilities:
Short-term loans
48
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Loan from central bank
Absorbing deposit and interbank
deposit
Capital borrowed
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Notes payable
Accounts payable 10,278,377.96 9,935,720.73
Accounts received in advance 2,595,736.07 3,627,323.31
Selling financial asset of
repurchase
Commission charge and
commission payable
Wage payable 1,772,814.72 1,516,624.17
Taxes payable 2,232,187.80 93,778,253.57
Interest payable
Dividend payable
Other accounts payable 21,114,424.93 34,954,734.89
Reinsurance payables
Insurance contract reserve
Security trading of agency
Security sales of agency
Divided into liability held for sale
Non-current liabilities due within 1
year
Other current liabilities
Total current liabilities 37,993,541.48 143,812,656.67
Non-current liabilities:
Long-term loans
Bonds payable
Including: preferred stock
Perpetual capital
securities
Long-term account payable
Long-term wages payable
Special accounts payable
49
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Projected liabilities
Deferred income
Deferred income tax liabilities
Other non-current liabilities
Total non-current liabilities
Total liabilities 37,993,541.48 143,812,656.67
Owner’s equity:
Share capital 551,347,947.00 551,347,947.00
Other equity instrument
Including: preferred stock
Perpetual capital
securities
Capital public reserve 627,834,243.83 627,819,910.12
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Surplus public reserve 32,673,227.01 32,673,227.01
Provision of general risk
Retained profit -1,199,952,070.17 -1,204,837,748.73
Total owner’s equity attributable to
11,903,347.67 7,003,335.40
parent company
Minority interests 1,592,758.40 695,437.78
Total owner’s equity 13,496,106.07 7,698,773.18
Total liabilities and owner’s equity 51,489,647.55 151,511,429.85
Legal Representative: Luo Guiyou Person in charge of Accounting Works: Li Hai
Person in charge of Accounting Institution: Sun Longlong
2. Balance Sheet of Parent Company
In RMB
Item Closing balance Opening balance
Current assets:
Monetary funds 1,363,097.01 1,080,836.82
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
50
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Derivative financial liability
Notes receivable
Accounts receivable 694,416.00 245,382.00
Account paid in advance 140,275.00
Interest receivable
Dividends receivable
Other receivables 13,714,033.12 116,990,372.76
Inventories
Divided into assets held for sale
Non-current assets maturing within
one year
Other current assets
Total current assets 15,911,821.13 118,316,591.58
Non-current assets:
Available-for-sale financial assets
Held-to-maturity investments
Long-term receivables
Long-term equity investments 10,379.73 10,379.73
Investment property
Fixed assets 624,330.89 109,020.00
Construction in progress
Project materials
Disposal of fixed assets
Productive biological assets
Oil and natural gas assets
Intangible assets 4,518,000.00 5,271,000.00
Research and development costs
Goodwill
Long-term deferred expenses
Deferred income tax assets
Other non-current assets
Total non-current assets 5,152,710.62 5,390,399.73
Total assets 21,064,531.75 123,706,991.31
Current liabilities:
51
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Short-term borrowings
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Notes payable
Accounts payable 294,300.00
Accounts received in advance
Wage payable 568,210.39 6,847.09
Taxes payable 309,944.51 92,205,392.56
Interest payable
Dividend payable
Other accounts payable 11,694,785.72 26,103,724.68
Divided into liability held for sale
Non-current liabilities due within 1
year
Other current liabilities
Total current liabilities 12,867,240.62 118,315,964.33
Non-current liabilities:
Long-term loans
Bonds payable
Including: preferred stock
Perpetual capital
securities
Long-term account payable
Long-term wages payable
Special accounts payable
Projected liabilities
Deferred income
Deferred income tax liabilities
Other non-current liabilities
Total non-current liabilities
Total liabilities 12,867,240.62 118,315,964.33
Owners’ equity:
Share capita 551,347,947.00 551,347,947.00
52
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Other equity instrument
Including: preferred stock
Perpetual capital
securities
Capital public reserve 627,834,243.83 627,819,910.12
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Surplus reserve 32,673,227.01 32,673,227.01
Retained profit -1,203,658,126.71 -1,206,450,057.15
Total owner’s equity 8,197,291.13 5,391,026.98
Total liabilities and owner’s equity 21,064,531.75 123,706,991.31
3. Consolidated Profit Statement
In RMB
Item Current Period Last Period
I. Total operating income 212,070,585.77 271,111,736.07
Including: Operating income 212,070,585.77 271,111,736.07
Interest income
Insurance gained
Commission charge and commission
income
II. Total operating cost 218,798,040.74 336,247,395.00
Including: Operating cost 198,964,665.65 243,225,629.45
Interest expense
Commission charge and commission
expense
Cash surrender value
Net amount of expense of
compensation
Net amount of withdrawal of
insurance contract reserve
Bonus expense of guarantee slip
Reinsurance expense
Operating tax and extras 508,902.12 1,745,928.88
53
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Sales expenses 5,340,463.40 6,723,428.32
Administration expenses 14,108,887.56 85,815,079.74
Financial expenses -173,453.60 -1,299,434.00
Losses of devaluation of asset 48,575.61 36,762.61
Add: Changing income of fair
value(Loss is listed with “-”)
Investment income (Loss is listed
72,934,048.27
with “-”)
Including: Investment income on
affiliated company and joint venture
Exchange income (Loss is listed
with “-”)
III. Operating profit (Loss is listed with
-6,727,454.97 7,798,389.34
“-”)
Add: Non-operating income 14,685,352.23 1,945,555,480.90
Including: Disposal gains of
39,731.46 1,611,736,449.40
non-current asset
Less: Non-operating expense 29,038.00 284,495,050.48
Including: Disposal loss of
5,880.00 45,935.56
non-current asset
IV. Total Profit (Loss is listed with “-”) 7,928,859.26 1,668,858,819.76
Less: Income tax expense 2,145,860.08 93,000,059.74
V. Net profit (Net loss is listed with “-”) 5,782,999.18 1,575,858,760.02
Net profit attributable to owner’s of
4,885,678.56 1,575,223,894.89
parent company
Minority shareholders’ gains and
897,320.62 634,865.13
losses
VI. Net after-tax of other comprehensive
income
Net after-tax of other comprehensive
income attributable to owners of parent
company
(I) Other comprehensive income
items which will not be reclassified
subsequently to profit of loss
1. Changes as a result of
re-measurement of net defined benefit
plan liability or asset
54
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
2. Share of the other
comprehensive income of the investee
accounted for using equity method which
will not be reclassified subsequently to
profit and loss
(II) Other comprehensive income
items which will be reclassified
subsequently to profit or loss
1. Share of the other
comprehensive income of the investee
accounted for using equity method which
will be reclassified subsequently to profit
or loss
2. Gains or losses arising
from changes in fair value of
available-for-sale financial assets
3. Gains or losses arising
from reclassification of held-to-maturity
investment as available-for-sale financial
assets
4. The effect hedging portion
of gains or losses arising from cash flow
hedging instruments
5. Translation differences
arising on translation of foreign currency
financial statements
6. Other
Net after-tax of other comprehensive
income attributable to minority
shareholders
VII. Total comprehensive income 5,782,999.18 1,575,858,760.02
Total comprehensive income
4,885,678.56 1,575,223,894.89
attributable to owners of parent Company
Total comprehensive income
897,320.62 634,865.13
attributable to minority shareholders
VIII. Earnings per share:
(i) Basic earnings per share 0.0089 2.8570
(ii) Diluted earnings per share 0.0089 2.8570
Enterprise combine under the same control in the Period, the combined party realized net profit of 0 Yuan before combination, and
realized 0 Yuan at last period for combined party
55
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Legal Representative: Luo Guiyou Person in charge of Accounting Works: Li Hai
Person in charge of Accounting Institution: Sun Longlong
4. Profit Statement of Parent Company
In RMB
Item Current Period Last Period
I. Operating income 7,287,880.92 26,304,548.63
Less: Operating cost 4,505,933.46 9,061,591.72
Operating tax and extras 195,188.86 1,230,470.42
Sales expenses
Administration expenses 13,181,561.45 84,590,538.81
Financial expenses 1,734.98 -1,069,788.29
Losses of devaluation of asset 587.29
Add: Changing income of fair
value(Loss is listed with “-”)
Investment income (Loss is
listed with “-”)
Including: Investment income
on affiliated company and joint venture
II. Operating profit (Loss is listed
-10,597,125.12 -67,508,264.03
with “-”)
Add: Non-operating income 14,532,283.73 1,945,490,380.90
Including: Disposal gains of
non-current asset
Less: Non-operating expense 23,158.00 284,450,319.19
Including: Disposal loss of
non-current asset
III. Total Profit (Loss is listed with
3,912,000.61 1,593,531,797.68
“-”)
Less: Income tax expense 1,120,070.17 92,388,206.44
IV. Net profit (Net loss is listed with
2,791,930.44 1,501,143,591.24
“-”)
V. Net after-tax of other comprehensive
income
(I) Other comprehensive income
56
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
items which will not be reclassified
subsequently to profit of loss
1. Changes as a result of
re-measurement of net defined benefit
plan liability or asset
2. Share of the other
comprehensive income of the investee
accounted for using equity method
which will not be reclassified
subsequently to profit and loss
(II) Other comprehensive income
items which will be reclassified
subsequently to profit or loss
1. Share of the other
comprehensive income of the investee
accounted for using equity method
which will be reclassified subsequently
to profit or loss
2. Gains or losses arising
from changes in fair value of
available-for-sale financial assets
3. Gains or losses arising
from reclassification of held-to-maturity
investment as available-for-sale
financial assets
4. The effect hedging
portion of gains or losses arising from
cash flow hedging instruments
5. Translation differences
arising on translation of foreign
currency financial statements
6. Other
VI. Total comprehensive income 2,791,930.44 1,501,143,591.24
VII. Earnings per share:
(i) Basic earnings per share 0.0051 2.7227
(ii) Diluted earnings per share 0.0051 2.7227
5. Consolidated Cash Flow Statement
In RMB
Item Current Period Last Period
57
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
I. Cash flows arising from operating
activities:
Cash received from selling
commodities and providing labor 108,375,320.26 152,281,740.80
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 amount from
disposal financial assets that measured
by fair value and with variation
reckoned into current gains/losses
Cash received from interest,
commission charge and commission
Net increase of capital borrowed
Net increase of returned business
capital
Write-back of tax received
Other cash received concerning
115,592,208.06 31,778,429.76
operating activities
Subtotal of cash inflow arising from
223,967,528.32 184,060,170.56
operating activities
Cash paid for purchasing
commodities and receiving labor 96,445,270.32 133,314,908.16
service
Net increase of customer loans and
advances
Net increase of deposits in central
bank and interbank
Cash paid for original insurance
58
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
contract compensation
Cash paid for interest, commission
charge and commission
Cash paid for bonus of guarantee
slip
Cash paid to/for staff and workers 9,113,860.33 40,519,453.59
Taxes paid 96,588,723.27 5,431,161.32
Other cash paid concerning
17,898,626.22 33,004,815.35
operating activities
Subtotal of cash outflow arising from
220,046,480.14 212,270,338.42
operating activities
Net cash flows arising from operating
3,921,048.18 -28,210,167.86
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 100,500.00 1,660,347,221.12
assets
Net cash received from disposal of
subsidiaries and other units
Other cash received concerning
investing activities
Subtotal of cash inflow from investing
100,500.00 1,660,347,221.12
activities
Cash paid for purchasing fixed,
691,852.99 5,384,449.06
intangible and other long-term assets
Cash paid for investment 10,379.73
Net increase of mortgaged loans
Net cash received from
subsidiaries and other units obtained
Other cash paid concerning
1,233,179.43
investing activities
Subtotal of cash outflow from investing
691,852.99 6,628,008.22
activities
59
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Net cash flows arising from investing
-591,352.99 1,653,719,212.90
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
5,390,399.73
financing activities
Subtotal of cash inflow from financing
5,390,399.73
activities
Cash paid for settling debts 1,621,460,634.04
Cash paid for dividend and profit
distributing or interest paying
Including: Dividend and profit of
minority shareholder paid by
subsidiaries
Other cash paid concerning
35,000,000.00
financing activities
Subtotal of cash outflow from financing
1,656,460,634.04
activities
Net cash flows arising from financing
-1,651,070,234.31
activities
IV. Influence on cash and cash
equivalents due to fluctuation in
exchange rate
V. Net increase of cash and cash
3,329,695.19 -25,561,189.27
equivalents
Add: Balance of cash and cash
26,834,171.59 52,395,360.86
equivalents at the period -begin
VI. Balance of cash and cash
30,163,866.78 26,834,171.59
equivalents at the period -end
60
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
6. Cash Flow Statement of Parent Company
In RMB
Item Current Period Last Period
I. Cash flows arising from operating
activities:
Cash received from selling
commodities and providing labor
services
Write-back of tax received
Other cash received concerning
124,889,662.76 34,909,756.83
operating activities
Subtotal of cash inflow arising from
124,889,662.76 34,909,756.83
operating activities
Cash paid for purchasing
commodities and receiving labor
service
Cash paid to/for staff and workers 5,757,714.66 35,209,438.17
Taxes paid 93,606,825.19 2,667,326.25
Other cash paid concerning
24,682,497.75 31,239,631.17
operating activities
Subtotal of cash outflow arising from
124,047,037.60 69,116,395.59
operating activities
Net cash flows arising from operating
842,625.16 -34,206,638.76
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 1,660,315,221.12
assets
Net cash received from disposal of
subsidiaries and other units
Other cash received concerning
investing activities
Subtotal of cash inflow from investing 1,660,315,221.12
61
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
activities
Cash paid for purchasing fixed,
560,364.97 5,380,020.00
intangible and other long-term assets
Cash paid for investment 10,379.73
Net cash received from
subsidiaries and other units
Other cash paid concerning
investing activities
Subtotal of cash outflow from investing
560,364.97 5,390,399.73
activities
Net cash flows arising from investing
-560,364.97 1,654,924,821.39
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
5,390,399.73
financing activities
Subtotal of cash inflow from financing
5,390,399.73
activities
Cash paid for settling debts 1,621,460,634.04
Cash paid for dividend and profit
distributing or interest paying
Other cash paid concerning
35,000,000.00
financing activities
Subtotal of cash outflow from financing
1,656,460,634.04
activities
Net cash flows arising from financing
-1,651,070,234.31
activities
IV. Influence on cash and cash
equivalents due to fluctuation in
exchange rate
V. Net increase of cash and cash
282,260.19 -30,352,051.68
equivalents
Add: Balance of cash and cash
1,080,836.82 31,432,888.50
equivalents at the period -begin
62
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
VI. Balance of cash and cash
1,363,097.01 1,080,836.82
equivalents at the period -end
7. Statement of Changes in Owners’ Equity (Consolidated)
This Period
In RMB
This Period
Owners’ equity attributable to parent company
Other
equity instrument
Item Less: Other Provisio Minorit Total
Perpet Reason
Share
ual Capital Invento compre Surplus n of Retaine y owners’
able
capital Prefer capita reserve ry hensive reserve general d profit interests equity
red Other reserve
l shares income risk
stock
securi
ties
551,34 -1,204,8
I. Balance at the 627,819 32,673, 695,437 7,698,7
7,947. 37,748.
end of the last year ,910.12 227.01 .78 73.18
00 73
Add:
Changes of
accounting policy
Error
correction of the
last period
Enterprise
combine under
the same control
Other
II. Balance at the 551,34 627,819 32,673,
-1,204,8
695,437 7,698,7
beginning of this 7,947. 37,748.
,910.12 227.01 .78 73.18
year 00 73
III. Increase/
Decrease in this 14,333. 4,885,6 897,320 5,797,3
year (Decrease is 71 78.56 .62 32.89
listed with “-”)
(i) Total 4,885,6 897,320 5,782,9
comprehensive
78.56 .62 99.18
income
(ii) Owners’
devoted and
decreased capital
1.Common shares
invested by
shareholders
63
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
share-based
payment
4. Other
(III) Profit
distribution
1. Withdrawal of
surplus reserves
2. Withdrawal of
general risk
provisions
3. Distribution for
owners (or
shareholders)
4. Other
(IV) 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. Other
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
14,333. 14,333.
(VI)Others
71 71
IV. Balance at the 551,34 627,834 32,673,
-1,199,9
1,592,7 13,496,
end of the report 7,947. 52,070.
,243.83 227.01 58.40 106.07
period 00 17
Last Period
64
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
In RMB
Last Period
Owners’ equity attributable to the parent Company
Other
equity instrument Minorit
Item Less: Other Provisio Total
Perpet Reason y
Share
ual Capital Invento compre Surplus n of Retaine interest owners’
able equity
capital Prefer capita reserve ry hensive reserve general d profit s
red Other reserve
l shares income risk
stock
securi
ties
551,34 -2,780,0 -1,709,3
I. Balance at the 486,589 32,673, 60,572.
7,947. 61,643. 90,683.
end of the last year ,213.20 227.01 65
00 62 76
Add:
Changes of
accounting policy
Error
correction of the
last period
Enterprise
combine under the
same control
Other
II. Balance at the 551,34 -2,780,0 -1,709,3
486,589 32,673, 60,572.
beginning of this 7,947. 61,643. 90,683.
,213.20 227.01 65
year 00 62 76
III. Increase/ 1,575,2 1,717,0
Decrease in this 141,230 634,865
23,894. 89,456.
year (Decrease is ,696.92 .13
89 94
listed with “-”)
(i) Total 1,575,2 1,575,8
634,865
comprehensive 23,894. 58,760.
.13
income 89 02
(ii) Owners’
141,230 141,230
devoted and
,696.92 ,696.92
decreased capital
1.Common shares
invested by
shareholders
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
65
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
share-based
payment
4 Other
(III) Profit
distribution
1. Withdrawal of
surplus reserves
2. Withdrawal of
general risk
provisions
3. Distribution for
owners (or
shareholders)
141,230 141,230
4. Other
,696.92 ,696.92
(IV) 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. Other
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others
IV. Balance at the 551,34 -1,204,8
627,819 32,673, 695,437 7,698,7
end of the report 7,947. 37,748.
,910.12 227.01 .78 73.18
period 00 73
8. Statement of Changes in Owners’ Equity (Parent Company)
This Period
In RMB
66
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
This Period
Other
equity instrument
Other Total
Item Perpetu Less:
Share Capital comprehe Reasonab Surplus Retaine
Inventory owners’
capital Preferre al reserve nsive le reserve reserve d profit
capital Other shares equity
d stock income
securiti
es
-1,206,4
I. Balance at the 551,347, 627,819,9 32,673,22 5,391,026
50,057.
end of the last year 947.00 10.12 7.01 .98
15
Add: Changes
of accounting
policy
Error
correction of the
last period
Other
II. Balance at the -1,206,4
551,347, 627,819,9 32,673,22 5,391,026
beginning of this 50,057.
947.00 10.12 7.01 .98
year 15
III. Increase/
Decrease in this 2,791,9 2,806,264
14,333.71
year (Decrease is 30.44 .15
listed with “-”)
(i) Total
2,791,9 2,791,930
comprehensive
30.44 .44
income
(ii) Owners’
devoted and
decreased capital
1.Common shares
invested by
shareholders
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
share-based
payment
4. Other
(III) Profit
distribution
1. Withdrawal of
surplus reserves
67
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
2. Distribution for
owners (or
shareholders)
3. Other
(IV) 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. Other
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others 14,333.71 14,333.71
IV. Balance at the 551,347, -1,203,6
627,834,2 32,673,22 8,197,291
end of the report 58,126.
947.00 43.83 7.01 .13
period 71
Last period
In RMB
Last period
Other
equity instrument
Other Total
Item Share Perpetu Less: Retaine
Capital comprehe Reasonab Surplus
Inventory owners’
capital Preferre al reserve nsive le reserve reserve d profit
capital Other shares equity
d stock income
securiti
es
-2,707,5
I. Balance at the 551,347, 486,589,2 32,673,22 -1,636,98
93,648.
end of the last year 947.00 13.20 7.01 3,261.18
39
Add: Changes
of accounting
policy
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Error
correction of the
last period
Other
II. Balance at the 551,347, -2,707,5
486,589,2 32,673,22 -1,636,98
beginning of this 93,648.
947.00 13.20 7.01 3,261.18
year 39
III. Increase/ 1,501,1
Decrease in this 141,230,6 1,642,374
43,591.
year (Decrease is 96.92 ,288.16
24
listed with “-”)
(i) Total 1,501,1
1,501,143
comprehensive 43,591.
,591.24
income 24
(ii) Owners’ 141,230,6 141,230,6
devoted and
96.92 96.92
decreased capital
1.Common shares
invested by
shareholders
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
share-based
payment
141,230,6 141,230,6
4. Other
96.92 96.92
(III) Profit
distribution
1. Withdrawal of
surplus reserves
2. Distribution for
owners (or
shareholders)
3. Other
(IV) Carrying
forward internal
owners’ equity
1. Capital reserves
conversed to
capital (share
capital)
2. Surplus reserves
conversed to
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
capital (share
capital)
3. Remedying loss
with surplus
reserve
4. Other
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others
IV. Balance at the -1,206,4
551,347, 627,819,9 32,673,22 5,391,026
end of the report 50,057.
947.00 10.12 7.01 .98
period 15
III. Company Profile
(I) Company Profile
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 the
reorganization plan was completed on 27 December 2013 with bankruptcy proceedings terminated. Meanwhile,
makes greater efforts to develop and research the new products, and creates a range of electrical bicycles to
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
occupy the domestic market. Up to 31 December 2014, shares issued by the Company counted as 551,347,947
shares accumulated.
The financial statement has been deliberated and approved on the Board dated 1 April 2015
Nil
IV. Compilation Basis of Financial Statement
1. Compilation basis
The Company proceed on continue operating as a premise, according to the actual occurred transactions and
events, based on Accounting Standard for Enterprise—Basic Rules(Ministry of Finance Order No. 33, Ministry of
Finance Order No. 76 Revised), 41 specific accounting rules issued and revised on 15 February 2006 and later, the
Application Guide of Accounting Standard for Enterprise, the Accounting Standard Explanation and other relevant
regulations(together as “Accounting Standards for Business Enterprises”) as well as the Information Disclosure
Rules of the Company who Publicly Issues Securities No.15—General Rules of Financial Report (2015 Revised)
issued by CSRC to prepare financial statements.
Accounting records of the Company is based on accrual basis in line with relevant regulations of Accounting
Standards for Enterprise. Except for some financial instruments, the financial statement is calculated based on
historical cost. As for the non-current assets ready for sold, amount after deducted estimated cost by fair value and
the original book value qualify with condition of hold ready for sold, calculated based on the lower one. If
impairment occurred for assets, accrual relevant impairment provision in line with relevant regulations.
2. Going concern
On 11 May 2012, the largest shareholder and biggest creditor of the Company, Shenzhen Guocheng Energy
Investment 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 Guocheng Energy
according to (2012) Shenzhen Intermediate Court Po Zi No. 30 civil ruling. On the last ten-day of 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 day,
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. On 5 November 2013, the Shenzhen Intermediate People’s Court
(2012) Shen Zhong Fa Po Zi No. 30-6 Civil Ruling Paper judged that approved the reorganization plan of the
Company. On 27 December 2013, the Civil Ruling Paper Shenzhen Intermediate People’s Court (2012) Shen
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Zhong Fa Po Zi No. 30-10 ruled that the reorganization plan of CBC was completed and bankruptcy procedures of
CBC closed down.
The Company has solved the debt problem by reforming, realized the net assets with positive value, the main
business of bicycle is able to be maintained and realizes the stable development. The Company has set up the
conditions for introducing the recombination party in the reforming plan, and expects to restore the abilities of
sustainable operation and sustained profitability by reorganization. The conditions of introducing the
recombination party includes: the assessed value of net assets should be no less than 2 billion Yuan, the net assets
in the same year for implementing the major reorganization should be no less than 200 million Yuan. The
Company doesn’t have the recombination party at the moment.
V. Main accounting policy and Accounting Estimate
Tips for specific accounting policy and estimate:
Accounting policy and estimate are strictly in line with relevant regulations and laws.
1. Declaration on compliance with accounting standards
The financial statement prepared by the Company are compliance with the requirement of accounting rules, reflect
a true and completed financial status of the Company dated 31 December 2014 and operation results and cash
flows for the year of 2014. Furthermore, the financial statement, in all major aspects, conform to the Information
Disclosure Rules of the Company who Publicly Issues Securities No.15—General Rules of Financial Report
issued by CSRC, revised in 2014, and relevant disclosure requirement and its notes.
2. Accounting period
Accounting period of the Company consist of annual and mid-term, mid-term refers to the reporting period shorter
than one annual accounting year. The company adopts Gregorian calendar as accounting period, namely form each
1 January to 31 December.
3. Business cycles
Normal business cycle is the period from purchasing assets used for process by the Company to the cash and cash
equivalent achieved. The Company’s business cycle was 12 months, and it is the determining criterion for asses
liquidity and liability liquidity.
4. Recording currency
Renminbi is the operation location and main economy environment’s currency for the Company and subsidiaries
in China, Renminbi is the book-keeping currency of the Company and subsidiaries. Renminbi is used for
recording in the financial statement under the name of the Company.
5. Accounting Treatment Method for Business Combinations
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Business combination is the transaction or events that two or two above independent enterprises combined as a
reporting entity. Business combination including enterprise combined under the same control and business
combined under different control.
(1) The business combination under the same control
Enterprise combination under the same control is the enterprise who take part in the combination are have the
same ultimate controller or under the same controller, the control is not temporary. The combining party is the one,
on combination day, obtained controlling rights from other participant enterprise. Combination day is the date
when combining party obtained controlling rights from the combined party.
The assets and liability acquired by combining party are measured by book value of the combined party on
combination date. Balance of net assets’s book value acquired by combining party and combine consideration
paid (or total book value of the shares issued), shall adjusted capital reserve (share premium); if the capital
reserves (share premium) is not enough for deducted, adjusted for retained earnings.
Vary directly expenses occurred for enterprise combination, the combining party shall reckoned into current
gains/losses while occurring.
(2) Combine not under the same control
A business combination not involving entities under common control is a business combination in which all of the
combining entities are not ultimately controlled by the same party or parties both before and after the combination.
For a business combination not involving entities under common control, the party that, on the acquisition date,
obtains control of another entity participating in the combination is the acquirer, while that other entity
participating in the combination is the acquiree. Acquisition date refers to the date on which the acquirer
effectively obtains control of the acquiree.
For business combinations not under common control, the combination cost is the assets paid, liabilities incurred
or assumed and the equity securities issued by the acquirer, at fair value at the acquisition date, in exchange for
the control power over the acquiree. The direct cost, of the business combination including the expenses for audit,
legal service, valuation and other administrative expenses, is recorded into the profit or loss in the current period.
Transaction expenses of the issued equity securities or liability securities for the consideration are recorded into
the amount of initial measurement of the equity securities or liability securities. The relevant contingent
consideration is recorded into the combination costs at its fair value at the acquisition date, and the goodwill is
adjusted if the new or additional evidences of adjustment to contingent considerations emerged within 12 months
from the acquisition date. The cost of combination and identifiable net assets obtained by the acquirer in a
business combination is measured at fair value at the acquisition date. If the cost of combination exceeds the fair
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value of the acquirer’s share in the identifiable net assets, the difference is recognized as good will; if the cost of
combination is lower than the fair value of the acquirer’s share in the identifiable net assets, the acquirer shall
firstly review the measurement of the fair value of the identifiable assets obtained, liabilities incurred and
contingent liabilities incurred, as well as the combination costs. after that, if the combination costs are still lower
than the fair value of the identifiable net assets obtained, the acquirer shall recognize the difference as the profit or
loss in the current period.
In relation to the deductible temporary difference acquired from the acquiree, which was not recognized as
deferred tax assets due to non-fulfillment of the recognition criteria at the date of the acquisition, if new or further
information that is obtained within 12 months after the acquisition date indicates that related conditions at the
acquisition date already existed, and that the implementation of the economic benefits brought by the deductible
temporary difference of the acquiree can be expected, the relevant deferred tax assets shall be recognized and
goodwill shall be deducted. When the amount of goodwill is less than the deferred tax assets that shall be
recognized, the difference shall be recognized in the profit or loss of the period. Except for the above
circumstances, deferred tax assets in relation to business combination are recognized in the profit or loss of the
period.
For a business combination not involving enterprises under common control and achieved in stages, the company
shall determine whether the business combination shall be regarded as “a bundle of transactions” in accordance
with the standards in relation to judgment of a bundle of transactions in “Notice issued by the Ministry of Finance
on Interpretation 5 on Accounting standards for Business Enterprises”(CK(2012)No.19) and rule No. 51 of “No.
33 Accounting standards for Business Enterprises – Consolidated Financial Statement” (Refer to note IV 5(2)).
When the business combination is regarded as “a bundle of transactions”, the accounting treatment for the
business combination shall be in accordance with the previous paragraphs and note IV 4, 13 “Long term equity
investment”; when the business combination is not regarded as “a bundle of transactions”, the accounting
treatment for the business combination in the company’s and the consolidated financial statements shall be as
follows:
In the company’s financial statements, the initial cost of the investment shall be the sum of the carrying amount of
its previously-held equity interest in the acquiree prior to the acquisition date and the amount of additional
investment made to the acquiree at the acquisition date. other comprehensive income involved in the
previously-held equity interest of the acquiree prior to the acquisition date shall be treated on the same basis as if
they were disposed of by the acquiree directly, namely be transferred to current investment income other than the
relevant part of the movement arising from re-measuring net liabilities or net assets under defined benefit scheme
by the acquiree which shall be calculated under equity method.
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In the consolidated financial statements, the previously-held equity interest of the acquiree is re-measured
according to the fair value at the acquisition date; the difference between the fair value and the carrying amount is
recognized as investment income for the current period; other comprehensive income involved in the
previously-held equity interest of the acquiree prior to the acquisition date shall be treated on the same basis as if
they were disposed of by the acquiree directly, namely be transferred to current investment income other than the
relevant part of the movement arising from re-measuring net liabilities or net assets under defined benefit scheme
by the acquiree which shall be calculated under equity method.
6. Preparation method for consolidated financial statement
1) Recognition principle of consolidated scope
The scope of consolidation of consolidated financial statements is ascertained on the basis of effective control.
Control is the right to govern an investee so as to obtain variable return through participating in the investee’s
relevant activities and the ability to affect such return by use of the aforesaid right over the investee. The
consolidated financial statements comprise the financial statements of the Company and all of its subsidiaries.
Subsidiaries refer to entities regulated by the Company.
Once certain elements involved in the above definition of control change due to changes of relevant facts or
circumstances, the Company will make separate assessment.
2) Preparation of consolidated financial statements
Subsidiaries are consolidated from the date on which the company obtains their net assets and actual control over
their operating decisions, and are deconsolidated from the date that such control ceases. For subsidiaries being
disposed, the operating results and cash flows prior to the date of disposal are included in the consolidated income
statement and consolidated cash flow statement; for subsidiaries disposed during the period, the opening balances
of the consolidated balance sheet would not be restated. For subsidiaries acquired from a business combination
not under common control, their operating results and cash flows subsequent to the acquisition date are included
in the consolidated income statement and consolidated cash flow statement, and the opening balances and
comparative figures of the consolidated balance sheet would not be restated. For subsidiaries acquired from a
business combination under common control, their operating results and cash flows from the date of
commencement of the accounting period in which the combination occurred to the date of combination are
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
included in the consolidated income statement and consolidated cash flow statement, and the comparative figures
of the consolidated balance sheet would be restated.
In preparing the consolidated financial statements, where the accounting policies or the accounting periods are
inconsistent between the company and subsidiaries, the financial statements of subsidiaries are adjusted in
accordance with the accounting policies and accounting period of the company. For subsidiaries acquired from a
business combination not under common control, the financial statements of the subsidiaries are adjusted based on
the fair value of the identifiable net assets at the acquisition date.
All significant inter-group balances, transactions and unrealized profits are eliminated in the consolidated
financial statements.
The portion of a subsidiary’s equity and the portion of a subsidiary’s net profits and losses for the period not
attributable to company are recognized as minority interests and profits and losses attributable to minority
interests. Minority interest is presented separately in the consolidated balance sheet within shareholders’ equity.
Net profit or loss attributable to minority shareholders is presented separately in the consolidated income
statement under the net profit line item. When the amount of loss for the current period attributable to the minority
shareholders of a subsidiary exceeds the minority shareholders’ portion of the opening balance of shareholders’
equity of the subsidiary, the excess is allocated against the minority interests.
When the control over a subsidiary is ceased due to disposal of a portion of an interest in a subsidiary, the fair
value of the remaining equity interest is re-measured on the date when the control ceased. The difference between
the sum of the consideration received from disposal of equity interest and the fair value of the remaining equity
interest, less the net assets attributable to the company since the acquisition date, is recognized as the investment
income from the loss of control. Other comprehensive income relating to original equity investment in
subsidiaries shall be treated on the same basis as if the relevant assets or liabilities were disposed of by the
acquiree directly when the control is lost, namely be transferred to current investment income other than the
relevant part of the movement arising from re-measuring net liabilities or net assets under defined benefit scheme
by the original subsidiary.. Subsequent measurement of the remaining equity interests shall be in accordance with
relevant accounting standards such as “Accounting Standards for business Enterprises 2 – Long-term Equity
Investments” or “Accounting Standards for business Enterprises 22 – Financial Instruments Recognition and
Measurement”, which are detailed in Note IV 13 “Long-term equity investments” or Note IV 9 “Financial
instruments”.
The company shall determine whether loss of control arising from disposal in a series of transactions should be
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
regarded as a bundle of transactions. When the economic effects and terms and conditions of the disposal
transactions met one or more of the following situations, the transactions shall normally be accounted for as a
bundle of transactions: (i) The transactions are entered into after considering the mutual consequences of each
individual transaction; (ii) The transactions need to be considered as a whole in order to achieve a deal in
commercial sense; (iii) The occurrence of an individual transaction depends on the occurrence of one or more
individual transactions in the series; (iv) The result of an individual transaction is not economical, but it would be
economical after taking into account of other transactions in the series. When the transactions are not regarded as
a bundle of transactions, the individual transactions shall be accounted as “disposal of a portion of an interest in a
subsidiary which does not lead to loss of control” (detailed in Note IV 13 (2) (iv)) and “disposal of a portion of an
interest in a subsidiary which lead to loss of control” (detailed in previous paragraph). When the transactions are
regarded as a bundle of transactions, the transactions shall be accounted as a single disposal transaction; however,
the difference between the consideration received from disposal and the share of net assets disposed in each
individual transactions before loss of control shall be recognized as other comprehensive income, and reclassified
as profit or loss arising from the loss of control when control is lost.
7. Joint arrangement classification and accounting treatment for joint operations
A joint arrangement refers to an arrangement of two or more parties have joint control. In accordance with the
Company’s rights and obligation ns under a joint arrangement, the Company classifies joint arrangements into:
joint ventures and joint operations. Joint operations refer to a joint arrangement during which the Company is
entitled to relevant assets and obligations of this arrangement. Joint ventures refer to a joint arrangement during
which the Company only is entitled to net assets of this arrangement.
The Company treats investments in joint ventures by using the equity method of accounting in accordance with
accounting policies as set out in Note IV.13.(2) ② “long-term equity investment by using equity method of
accounting”.
The Company shall, as a joint venture, recognize the assets held and obligations assumed solely by the Company,
and recognize assets held and obligations assumed jointly by the Company in appropriation to the share of the
Company; recognize revenue from disposal of the share of joint operations of the Company; recognize fees solely
occurred by Company and recognize fees from joint operations in appropriation to the share of the Company.
When the Company, as a joint venture, invests or sells assets to or purchase assets (the assets dose not constitute a
business, the same below) from joint operations, the Company shall only recognize the part of profit or lost from
this transaction attributable to other parties of joint operations before these assets are sold to the third party. If the
occurrence of these assets meet the impairment loss of asset as set our in “Accounting Standard for Business
Enterprises No. 8 – Asset Impairment”, the Company shall recognize the full amount of this loss in relation to the
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Company invests in or sells assets to joint operations; the Company recognize the loss according to the
Company’s share of commitment in relation to the Company purchase assets from joint operations.
8. Determining standards for cash and cash equivalent
Cash and cash equivalent including stock cash, savings available for paid at any time and the cash held by the
Company with short terms(expired within 3 months since purchased), and liquid and easy to transfer as known
amount and investment with minor variation in risks.
9. Foreign currency business and conversion
(1) Conversion for foreign currency transaction
Foreign currency transactions are, on initial recognition, translated to the functional currency using the exchange
rates prevailing at the dates of the transactions, except when the Company carries on a business of currency
exchange or involves in currency exchange transactions, at which the actual exchange rates would be used.
(2) Foreign currency translations for foreign-currency monetary items and foreign-currency non-monetary items
At the balance sheet date, monetary items denominated in foreign currency are translated into the functional
currency using the spot rate of the balance sheet date. Exchange differences arising from these translations are
recognized in profit or loss for the current period, except for (i) those attributable to foreign currency borrowings
that have been taken out specifically for the acquisition, construction or production of qualifying assets, which are
capitalised as part of the cost of those assets; (ii)exchange difference of hedge instruments used as effective
hedging for net investment of overseas operations (this difference is included in other comprehensive income until
such net investment is disposed of, and is recognized as profit or loss for the current period upon such disposal) ;
and (iii) exchange difference arising from changes in carrying amount of available for sale foreign-currency
monetary items other than changes in amortized cost, which is recognized in other comprehensive income.
In case that preparation of consolidated financial statement involves overseas operation, and if there is foreign
currency monetary items that indeed constitute net investment in overseas operation, the exchange difference
arising from movement of exchange rate shall be included in other comprehensive income, and transferred to
current profit or loss for the current period when the overseas operation is disposed of.
Non-monetary items denominated in foreign currency that are measured in terms of historical cost are translated
into the functional currency at the balance sheet date using the spot rate at the date of the transactions.
Non-monetary items denominated in foreign currency that are measured at fair value are translated into the
functional currency using the spot rate on the date when fair value is determined and the resulting exchange
differences will be recognized as fair value change (including exchange difference) in profit or loss or in other
comprehensive income as capital reserve in the current year.
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(3) Translation of foreign currency financial statement
In case that preparation of consolidated financial statement involves overseas operation, and if there is foreign
currency monetary items that indeed constitute net investment in overseas operation, the exchange difference
arising from movement of exchange rate shall be recognized in other comprehensive income as “foreign statement
translation difference”, and transferred to current profit or loss for the current period when the overseas operation
is disposed of.
The following displays the methods for translating financial statements involving foreign operations into the
statements in RMB: The asset and liability items in the balance sheets for overseas operations are translated at the
spot exchange rates on the balance sheet date. Among the shareholders’ equity items, the items other than
“undistributed profits” are translated at the spot exchange rates of the transaction dates. The income and expense
items in the income statements of overseas operations are translated at the spot exchange rates of the transaction
dates. Opening balance of undistributed profits is equal to the closing balance of undistributed profits after
translation in last year; closing balance of undistributed profit is computed according to the items in profit
distribution after translation. The exchange difference arising from translation of assets, liabilities and equity items
are recognized in other comprehensive income and is shown separately under shareholders’ equity in the balance
sheet, such exchange difference will be reclassified to profit or loss in current year when the foreign operation is
disposed according to the proportion of disposal.
The cash flows of overseas operations are translated at the spot exchange rates on the dates of the cash flows. The
effect of exchange rate changes on cash is presented separately in the cash flow statement.
The opening balance and the prior year’s figures are presented according to the translated amounts of the prior
year.
On disposal of the entire owners’ equity in a foreign operation of the Company, or upon a loss of control over a
foreign operation due to disposal of certain equity investment or other reasons, the Company transfers the
exchange differences arising on translation of financial statements of this foreign operation attributable to owners’
equity of parent company presented under owners’ equity in the balance sheet, to profit or loss in the period in
which the disposal took place.
In case of partial disposal of equity investment or other reason that result in reduction in shareholding in a foreign
operation without losing control over it, the proportionate share of exchange differences arising from the
translation of financial statements will attributable to minority interests and will not recognized in profit or loss.
For partial disposals of equity interests in foreign operations which are associates or joint ventures, the
proportionate share of the exchange differences arising from the translation of financial statements of foreign
operations is reclassified to profit or loss.
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10. Financial instrument
Financial asset or financial liability will be recognized when the Group became one of the parties under a financial
instrument contract. Financial assets and financial liabilities are initially recognized at fair value. For financial
assets and financial liabilities at fair value through profit or loss, relevant transaction costs are directly recognized
in profit or loss for the period. For financial assets and financial liabilities classified as other categories, relevant
transaction costs are included in the amount initially recognized.
1) Determination of fair values for financial assets and financial liabilities
The fair value refers to the price that will be received when selling an asset or the price to be paid to transfer a
liability in an orderly transaction between market participants on the date of measurement. Financial instruments
exist in an active market. Fair value is determined based on the quoted price in such market. An active market
refers to where pricing is easily and regularly obtained from exchanges, brokers, industrial organizations and price
fixing service organizations, representing the actual price of a market transaction that takes place in a fair deal.
While financial instruments do not exist in an active market, the fair value is determined using valuation
techniques. Valuation technologies include reference to be familiar with situation and prices reached in recent
market transactions entered into by both willing parties, reference to present fair values of similar other financial
instruments, cash flow discounting method and option pricing models.
2) Classification, recognition and measurement of financial assets
Conventionally traded financial assets shall be recognized and derecognized at the trading date. Financial assets
shall be classified into financial assets at fair value through profit and loss, held-to-maturity investment, loans and
accounts receivable and available-for-sale financial assets for initial recognition.
①Financial assets at fair value through profit or loss
They include financial assets held for trading and financial assets designated as at fair value through profit or loss
for the current period.
Financial assets may be classified as financial assets held for trading if one of the following conditions is met: A.
the financial assets is acquired or incurred principally for the purpose of selling it in the near term; B. the financial
assets is part of a portfolio of identified financial instruments that are managed together and for which there is
objective evidence of a recent pattern of short-term profit-taking; or C. the financial assets is a derivative,
excluding the derivatives designated as effective hedging instruments, the derivatives classified as financial
guarantee contract, and the derivatives linked to an equity instrument investment which has no quoted price in an
active market nor a reliably measured fair value and are required to be settled through that equity instrument.
A financial asset may be designated as at fair value through profit or loss upon initial recognition only when one
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of the following conditions is satisfied: A. Such designation eliminates or significantly reduces a measurement or
recognition inconsistency that would otherwise result from measuring assets or recognizing the gains or losses on
them on different bases; or B. The financial asset forms part of a group of financial assets or a group of financial
assets and financial liabilities, which is managed and its performance is evaluated on a fair value basis, in
accordance with the Group’s documented risk management or investment strategy, and information about the
grouping is reported to key management personnel on that basis.
A financial asset at fair value through profit or loss is subsequently measured at fair value. Any gains or losses
arising from changes in the fair value and any dividend or interest income earned on the financial asset are
recognized in profit or loss in the current period.
②Held-to-maturity investment
The non-derivative financial assets with maturity date, fix return amount or amount able to determined, and the
Company held with specific intention and ability.
Held-to-maturity investment adopts effective interest method and carry out subsequent measure on amortized cost,
the incomes and losses arising from derecognition, impairment or amortization shall reckoned into current
gains/losses/
The effective interest method is a method of calculating the amortized cost of a financial asset and of allocating
interest income or expense over each period based on the effective interest of a financial asset or a financial
liability (including a group of financial assets or financial liabilities). The effective interest is the rate that
discounts future cash flows from the financial asset or financial liability over its expected life or (where
appropriate) a shorter period to the carrying amount of the financial asset or financial liability.
In calculating the effective interest rate, the Group will estimate the future cash flows (excluding future credit
losses) by taking into account all contract terms relating to the financial assets or financial liabilities whilst
considering various fees, transaction costs and discounts or premiums which are part of the effective interest rate
paid or received between the parties to the financial assets or financial liabilities contracts.
③Loan and account receivable
Refers to the non-derivative financial assets for which there is no quoted price in the active market and of which
the repo amount is fixed or determinable. The financial assets classify as loans and account receivables including
note receivable, account receivable, interest receivable, dividend receivable and other account receivables etc.
Loans and account receivables subsequently stated at amortized cost using the effective interest method; the gains
or losses arising from derecognition, impairment incurred or amortization shall reckoned into current gains/losses.
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④Financial assets available for sale
Including the non-derivative financial assets initial recognition that is appointed as available for sale, and except
for the financial assets measured by fair value and with its variation reckoned into current gains/losses as financial
assets, loans and receivables and held-to-maturity investment.
The closing cost of available-for-sale debt instrument investment is determined based on its amortized cost,
namely the initial recognition amount less the repaid principal plus or less the accumulated amortization amount
as amortized against the difference between the initial recognition amount and amount as of the maturity date at
effective interest method, and less the occurred impairment loss. The closing cost of available-for-sale equity
instrument investment refers to the acquisition cost.
Available-for-sale financial assets are subsequently measured at fair value. The gain or loss on change in fair value
are recognized as other comprehensive income, except for impairment loss and exchange differences arising from
foreign monetary financial assets and amortized cost which are accounted for through profit or loss for the current
period. The financial assets will be transferred out of the financial assets on derecognition and accounted for
through profit or loss for the current period. However, equity investment that is not quoted in an active market and
the fair value of which cannot be measured reliably and derivative financial assets related to the equity instrument
which must be settled by delivery of such equity instrument are subsequently measured at cost.
Interests received from available-for-sale financial assets held and the cash dividends declared by the investee are
recognized as investment income.
3) Impairment of financial assets
In addition to financial assets at fair value through profit or loss for the current period, the Group reviews the book
value of other financial assets at each balance sheet date and provide for impairment where there is objective
evidence that financial assets are impaired.
For a financial asset that is individually significant, the Group assesses the asset individually for impairment. For
a financial asset that is not individually significant, the Group assess the asset individually for impairment or
include the asset in a group of financial assets with similar credit risk characteristics and collectively assess them
for impairment. If it is determined that no objective evidence of impairment exists for an individually assessed
financial asset, whether the financial asset is individually significant or not, the financial asset is included in a
group of financial assets with similar credit risk characteristics and collectively assessed for impairment. Financial
assets for which an impairment loss is individually recognized are not included in the collective assessment for
impairment.
①Impairment of held-to-maturity investments, loans and receivables
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The carrying amount of financial assets measured as costs or amortized costs are subsequently reduced to the
present value discounted from its projected future cash flow. The reduced amount is recognized as impairment
loss and recorded as profit or loss for the period. After recognition of the impairment loss from financial assets, if
there is objective evidence showing recovery in value of such financial assets impaired and which is related to any
event occurring after such recognition, the impairment loss originally recognized shall be reversed to the extent
that the carrying value of the financial assets upon reversal will not exceed the amortized cost as at the reversal
date assuming there is no provision for impairment.
②Impairment of available-for-sale financial assets
In the event that decline in fair value of the available-for-sale equity instrument is regarded as “severe decline” or
“non-temporary decline” on the basis of comprehensive related factors, it indicates that there is impairment loss of
the available-for-sale equity instrument. In particular, “severe decline” refers to fair value is lower than 50% of
the cost price and last for over one year. “Non-temporary decline” refers to fair value is lower than 80% of the
cost price and last for over three years.
When the available-for-sale financial assets impair, the accumulated loss originally included in the other
comprehensive income arising from the decrease in fair value was transferred out from the capital reserve and
included in the profit or loss for the period. The accumulated loss that transferred out from the capital reserve is
the balance of the acquired initial cost of asset, after deduction of the principal recovered, amortized amounts,
current fair value and the impairment loss originally included in the profit or loss.
After recognition of the impairment loss, if there is objective evidence showing recovery in value of such financial
assets impaired and which is related to any event occurring after such recognition in subsequent periods, the
impairment loss originally recognized shall be reversed. The impairment loss reversal of the available-for-sale
equity instrument will be recognized as other comprehensive income, and the impairment loss reversal of the
available-for-sale debt instrument will be included in the profit or loss for the period.
When an equity investment that is not quoted in an active market and the fair value of which cannot be measured
reliably, or the impairment loss of a derivative financial asset linked to the equity instrument that shall be settled
by delivery of that equity instrument, then it will not be reversed.
4) Recognition and measurement of transfers of financial asset
Financial asset that satisfied any of the following criteria shall be derecognized: ① the contract right to recover
the cash flows of the financial asset has terminated; ② the financial asset, along with substantially all the risk and
return arising from the ownership of the financial asset, has been transferred to the transferee; and ③ the financial
asset has been transferred to the transferee, and the transferor has given up the control on such financial asset,
though it does not assign maintain substantially all the risk and return arising from the ownership of the financial
asset.
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When the entity does not either assign or maintain substantially all the risk and return arising from the ownership
of the financial asset and does not give up the control on such financial asset, to the extent of its continuous
involvement in the financial asset, the entity recognizes it as a related financial asset and recognizes the relevant
liability accordingly. The extent of the continuous involvement is the extent to which the entity exposes to
changes in the value of such financial assets.
On derecognition of a financial asset, the difference between the following amounts is recognized in profit or loss
for the current period: the carrying amount and the sum of the consideration received and any accumulated gain or
loss that had been recognized directly in equity.
If a part of the financial assets qualifies for derecognition, the carrying amount of the financial asset is allocated
between the part that continues to be recognized and the part that qualifies for derecognition, based on the fair
values of the respective parts. The difference between the following amounts is recognized in profit or loss for the
period: the sum of the consideration received and the carrying amount of the part that qualifies for derecognition
and the aforementioned carrying amount.
For financial assets that are sold or transferred with recourse or endorsement, the Company need to determine
whether the risk and rewards of ownership of the financial asset have been substantially transferred. If the risk and
rewards of ownership of the financial asset have been substantially transferred, the financial assets shall be
derecognized. If the risk and rewards of ownership of the financial asset have been retained, the financial assets
shall not be derecognized. If the Company neither transfers nor retains substantially all the risks and rewards of
ownership of the financial asset, the Company shall assess whether the control over the financial asset is retained,
and the financial assets shall be accounting for according to the above paragraphs.
5) Category and measurement of financial liability
Financial liability divide into financial liability and other financial liability which are measured by fair value and
with its variation reckoned into current gains/losses, while initially recognized. The financial liability initially
recognized shall be measured at their fair values. As for the financial liability measured by fair value and with its
variation reckoned into current gains/losses, relevant transaction expenses shall reckoned into current gains/losses
directly; and for the other financial liability, relevant transaction expenses shall be reckoned as initial
recognization amount.
①Financial liability measured by fair value and with its variation reckoned into current gains/losses
Financial liability held for trading and financial liability designated as at fair value through profit and loss meet
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the same condition to classify financial assets as financial assets held for trading and financial assets designated as
at fair value through profit and loss.
Subsequent measurement of liability at fair value through profit or loss is based on fair value. The gain or loss
arising from the change in fair value and the dividend and interest expenses related to the financial liability are
included into the current profit or loss.
②Other financial liabilities
Other financial liabilities which have no quoted price in an active market, or are linked to equity instrument
without a reliably measured fair value and are required to be settled through that equity instrument are
subsequently measured based on cost. Other financial liabilities are subsequently measured based on amortized
cost using the effective interest rate method. The gain or loss arising from discontinuing recognition or
amortization is included in current profit or loss.
③Financial guarantee contracts and loan commitment
Financial guarantee contracts other than those designated as financial liabilities at fair value through profit or loss
or loan commitments that are not designated at fair value through profit or loss and granted at a rate below market
rates are initially recognized at fair value, and shall be subsequently measured at the higher of the following: the
amount determined in accordance with CAS 13 “Contingencies” and the amount initially recognized less
cumulative amortization recognized in accordance with the principles set out in CAS No. 14”Revenue”.
6) Derecognition of Financial Liabilities
The Group derecognizes a financial liability (or part of it) only when the underlying present obligation (or part of
it) is discharged. An agreement between the Group (an existing borrower) and an existing lender to replace the
original financial liability with a new financial liability with substantially different terms is accounted for as an
extinguishment of the original financial liability and the recognition of a new financial liability.
When the Group derecognizes a financial liability or a part of it, it recognizes the difference between the carrying
amount of the financial liability (or part of the financial liability) derecognized and the consideration paid
(including any non-cash assets transferred or new financial liabilities assumed) in profit or loss.
7) Derivatives and embedded derivatives
Derivative financial instruments initially recognize at fair value at the contract date, and subsequently measured at
their fair value. Except for designated as hedge instrument and high effective hedging instruments, the gain or loss
arising from changes in fair value shall be recognized into related period profit or loss on the basis of accounting
standards of hedging accounting based on hedge characteristics, and fair value change of other derivative
instruments is recorded to current profit or loss.
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For hybrid instrument with embedded derivatives, where the hybrid instrument is not designated as a financial
asset or financial liability at FVTPL, and the economic characteristics and risks of the embedded derivatives are
not closely related to that of the host contract and the conditions of which are the same as that of the embedded
derivatives and a separate instrument meet the definition of a derivative, the embedded derivatives are separated
from the hybrid instrument. If the Group is unable to measure the embedded derivative separately either at
acquisition or at a subsequent balance sheet date, it designates the entire hybrid instrument as a financial asset or
financial liability at FVTPL.
8) Offsetting financial assets and financial liabilities
Where the Group has current enforceable legal rights to offset the recognized financial assets and financial
liabilities, and intends either to settle on a net basis, or to realize the financial asset and settle the financial liability
simultaneously, the amount after offsetting the financial assets and the financial liabilities is presented in the
balance sheet. Except for the above circumstances, financial assets and financial liabilities shall be presented
separately in the balance sheet and shall not be offset.
9) Equity instruments
An equity instrument is a contract that evidences a residual interest in the assets of the Group after deducting all of
its liabilities. The Company issues (including refinancing), repurchases, sells or cancels equity instruments as
treatment for change of equity. The Company does not recognize change of fair value of equity instrument.
Transaction fees related to equity transactions are deducted from equity.
All types of distributions (excluding share dividends) made by the Group to holders of equity instruments are
charged to shareholders’ equity. The Group does not recognize any changes in the fair value of equity
instruments.
11. Account Receivable
(1) Account Receivable Withdrawal method on single significant amount and with bad debt provision
accrued for single item
Determine basis or amount standards for Single Significant
The account receivable over RMB 5 million
Amount
Impairment testing for the receivables independently with single
significant amount, if no impairment being found in financial
Withdrawal method on single significant amount and with bad
assets, testing in the assets portfolio with similar risk. If
debt provision accrued for single item
impairment losses being recognized, than not testing in the
receivable combination with similar risk.
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(2) Receivables with bad debt provision accrual by credit portfolio
Combination Bad debt provision accrual
Age group Aging analysis
Adopt age analysis method for bad debt provision withdrawal in combination:
√ Applicable □ Not applicable
Age Accrued ratio for account receivable Accrued ratio for other account receivable
within one year (1 year included) 0.30% 0.30%
1－2 years 0.30% 0.30%
2－3 years 0.30% 0.30%
Over 3 years 100.00% 100.00%
3－4 years 100.00% 100.00%
4－5 years 100.00% 100.00%
Over 5 years 100.00% 100.00%
In combination, accrual bad debt provision with percentage of receivables:
□ Applicable √ Not applicable
In combination, accrual bad debt provision with other method:
□ 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 single item Clearly evidence shows that the account hard to recover
Recognized impairment loss and accrued the bad debt provision
Withdrawal method for bad debt provision according to the balance between future cash flow on account
receivable and its book value
12. 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, wrap page, low value consumables, materials for consigned processing and goods sold.
(2)Valuing of the delivered and received inventory
Purchasing and storage for the inventory are priced at actual costs, inventory cost including purchasing cost,
processing cost and other expenses belongs to the inventory costs, and the expenses qualify capitalization of
borrowing costs condition. Determined the amount for inventory by perpetual inventory system.
3) Basis for determining net realisable value of inventories and provision methods for decline in value of
inventories
Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of
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completion, the estimated costs necessary to make the sale and relevant taxes. Net realisable value is determined
on the basis of clear evidence obtained, and takes into consideration the purposes of holding inventories and effect
of post balance sheet events.
At the balance sheet date, inventories are measured at the lower of cost and net realisable value. If the net
realisable value is below the cost of inventories, a provision for decline in value of inventories is made. Provision
for decline in value of inventories is generally made based on the difference between the cost of single item of
inventory and its net realisable value. As for inventories with huge number and relatively low unit price, such
provision is made under categories of inventories; as for inventories related to a series of products produced and
sold in the same region, with same or similar ultimate usage or purpose and for which it is difficult to be measured
separately from other items, such provision can be made on a consolidated basis.
After the provision for decline in value of inventories is made, if the circumstances that previously caused
inventories to be written down below cost no longer exist so that the net realisable value of inventories is higher
than their cost, the original provision for decline in value is reversed and the reversal is included in profit or loss
for the period.
4) Inventory system
Perpetual inventory system
5) Amortization method for the low-value consumables and wrappage
The Company adopts one-off amortization method to amortize the low-value consumables.
The Company adopts one-off amortization method to amortize the wrappage at the time of receipt.
13. Classified as assets held for sale
If a non-current asset can be promptly sold at its existing status only according to the practice terms in connection
with disposal of this kind of assets, and the Company has already made resolution on disposal of the non-current
asset and entered into irrevocable transfer agreement with the transferee, and this transfer will be completed
within one year, then the non-current asset would be calculated as non-current asset held for sale which would be
not applicable to depreciation or amortisation since the date of classification as asset held for sale, and would be
measured at the lower of its carrying value less disposal cost and fair value less disposal cost. Non-current asset
held for sale consists of single item asset and disposal group. If a disposal group is a group of assets as defined by
No.8 of Business Accounting Standards-Assets Impairment, and goodwill arising from business combination shall
be allocated to the group of assets under this accounting principle, or the disposal group constitutes one operation
of the group of assets, then the disposal group includes the goodwill arising from business combination.
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For single non-current asset and asset in disposal group classified as assets held for sale, they shall be presented in
balance sheet separately as current assets. For liabilities in disposal group relating to the transferred assets
classified as assets held for sale, they shall be presented in balance sheet separately as current liabilities.
If an asset or disposal group classified as held for sale no longer meets the recognition condition as non-current
asset held for sale, the Company will cease such recognition and measure the asset at the lower of (1)the carrying
value of the asset or disposal group prior to being classified as held for sale, based on the amount adjusted with
the depreciation, amortisation or impairment which should have been recognized assuming it had not been
classified as held for sale; (2)the recoverable amount on the date when the Company decides to cease disposal.
14. Long-term equity investments
Long-term equity investments under this section refer to long-term equity investments in which the Company has
control, joint control or significant influence over the investee. Long-term equity investment without control or
joint control or significant influence of the Group is accounted for as available-for-sale financial assets or
financial assets measured at fair value with any change in fair value charged to profit or loss. Details on its
accounting policy please refer to Note 10. “Financial instruments”.
Joint control is the Company’s contractually agreed sharing of control over an arrangement, which relevant
activities of such arrangement must be decided by unanimously agreement from parties who share control.
Significant influence is the power of the Company to participate in the financial and operating policy decisions of
an investee, but to fail to control or joint control the formulation of such policies together with other parties.
1) Determination of investment cost
For a long-term equity investment acquired through a business combination involving enterprises under common
control, the initial investment cost of the long-term equity investment shall be the absorbing party’s share of the
carrying amount of the owner’s equity under the consolidated financial statements of the ultimate controlling
party on the date of combination. The difference between the initial cost of the long-term equity investment and
the cash paid, non-cash assets transferred as well as the book value of the debts borne by the absorbing party shall
offset against the capital reserve. If the capital reserve is insufficient to offset, the retained earnings shall be
adjusted. If the consideration of the merger is satisfied by issue of equity securities, the initial investment cost of
the long-term equity investment shall be the absorbing party’s share of the carrying amount of the owner’s equity
under the consolidated financial statements of the ultimate controlling party on the date of combination. With the
total face value of the shares issued as share capital, the difference between the initial cost of the long-term equity
investment and total face value of the shares issued shall be used to offset against the capital reserve. If the capital
reserve is insufficient to offset, the retained earnings shall be adjusted. For business combination resulted in an
enterprise under common control by acquiring equity of the absorbing party under common control through a
stage-up approach with several transactions, these transactions will be judged whether they shall be treat as
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“transactions in a basket”. If they belong to “transactions in a basket”, these transactions will be accounted for a
transaction in obtaining control. If they are not belong to “transactions in a basket”, the initial investment cost of
the long-term equity investment shall be the absorbing party’s share of the carrying amount of the owner’s equity
under the consolidated financial statements of the ultimate controlling party on the date of combination. The
difference between the initial cost of the long-term equity investment and the aggregate of the carrying amount of
the long-term equity investment before merging and the carrying amount the additional consideration paid for
further share acquisition on the date of combination shall offset against the capital reserve. If the capital reserve is
insufficient to offset, the retained earnings shall be adjusted. Other comprehensive income recognized as a result
of the previously held equity investment accounted for using equity method on the date of combination or
recognized for available-for-sale financial assets will not be accounted for.
For a long-term equity investment acquired through a business combination involving enterprises not under
common control, the initial investment cost of the long-term equity investment shall be the cost of combination on
the date of acquisition. Cost of combination includes the aggregate fair value of assets paid by the acquirer,
liabilities incurred or borne and equity securities issued. For business combination resulted in an enterprise not
under common control by acquiring equity of the acquire under common control through a stage-up approach with
several transactions, these transactions will be judged whether they shall be treat as “transactions in a basket”. If
they belong to “transactions in a basket”, these transactions will be accounted for a transaction in obtaining
control. If they are not belong to “transactions in a basket”, the initial investment cost of the long-term equity
investment accounted for using cost method shall be the aggregate of the carrying amount of equity investment
previously held by the acquire and the additional investment cost. For previously held equity accounted for using
equity method, relevant other comprehensive income will not be accounted for. For previously held equity
investment classified as available-for-sale financial asset, the difference between its fair value and carrying
amount, as well as the accumulated movement in fair value previously included in the other comprehensive
income shall be transferred to profit or loss for the current period.
Agent fees incurred by the absorbing party or acquirer for the acquisition such as audit, legal service, and
valuation and consultation fees, and other related administration expenses are charged to profit or loss in the
current period at the time such expenses incurred.
The long-term equity investment acquired through means other than a business combination shall be initially
measured at its cost. Such cost is depended upon the acquired means of long-term equity investments, which is
recognized based on the purchase cost actually paid by the Company in cash, the fair value of equity securities
issued by the Group, the agreed value of investment contract or agreement, the fair value or original carrying
amounts of the non-monetary asset exchange transaction which the asset will be transferred out of the Company,
and the fair value of long-term equity investment itself. The costs, taxes and other necessary expenses that are
directly attributable to the acquisition of the long-term equity investments are also included in the investment cost.
For additional equity investment made in order to obtain significant influence or common control over investee
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without resulted in control, the relevant cost for long-term equity investment shall be the aggregate of fair value of
previously held equity investment and additional investment cost determined according to “Accounting Standard
for Business Enterprises No. 22 – Recognition and measurement of Financial Instruments”.
2) Subsequent measurement and method for profit or loss recognition
Long-term equity investments with joint control (excluding those constitute joint ventures) or significant influence
on the investee are accounted for using equity method. In addition, long-term equity investments with control on
the investee are accounted for using cost method and record in the Company’s financial statements.
①Long-term equity investments accounted for using the cost method
Under the cost method, a long-term equity investment is measured at its initial investment cost. The cost for
long-term equity investment is adjusted in the event of additional investment or investment recovery. Except
receiving the actual consideration paid for the investment or the declared but not yet distributed cash dividends or
profits which is included in the consideration, investment gains for the period is recognized as the cash dividends
or profits declared by the investee.
②Long-term equity investments accounted for using the equity method
Under the equity method, where the initial investment cost of a long-term equity investment exceeds the
investor’s interest in the fair value of the investee’s identifiable net assets at the acquisition date, no adjustment
shall be made to the initial investment cost. Where the initial investment cost is less than the investor’s interest in
the fair value of the investee’s identifiable net assets at the acquisition date, the difference shall be charged to
profit or loss for the current period, and the cost of the long term equity investment shall be adjusted accordingly.
Under the equity method, investment gain and other comprehensive income shall be recognized based on the
Group’s share of the net profits or losses and other comprehensive income made by the investee, respectively.
Meanwhile, the carrying amount of long-term equity investment shall be adjusted. The carrying amount of
long-term equity investment shall be reduced based on the Group’s share of profit or cash dividend distributed by
the investee. In respect of the other movement of net profit or loss, other comprehensive income and profit
distribution of investee, the carrying value of long-term equity investment shall be adjusted and included in the
capital reserves. The Group shall recognise its share of the investee’s net profits or losses based on the fair values
of the investee’s individual separately identifiable assets at the time of acquisition, after making appropriate
adjustments thereto. In the event of inconformity between the accounting policies and accounting periods of the
investee and the Company, the financial statements of the investee shall be adjusted in conformity with the
accounting policies and accounting periods of the Company. Investment gain and other comprehensive income
shall be recognized accordingly. In respect of the transactions between the Group and its associates and joint
ventures in which the assets disposed of or sold are not classified as operation, the share of unrealised gain or loss
arising from inter-group transactions shall be eliminated by the portion attributable to the Company. Investment
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gain shall be recognized accordingly. However, any unrealised loss arising from inter-group transactions between
the Group and an investee is not eliminated to the extent that the loss is impairment loss of the transferred assets.
In the event that the Group disposed of an asset classified as operation to its joint ventures or associates, which
resulted in acquisition of long-term equity investment by the investor without obtaining control, the initial
investment cost of additional long-term equity investment shall be the fair value of disposed operation. The
difference between initial investment cost and the carrying value of disposed operation will be fully included in
profit or loss for the current period. In the event that the Group sold an asset classified as operation to its
associates or joint ventures, the difference between the carrying value of consideration received and operation
shall be fully included in profit or loss for the current period. In the event that the Company acquired an asset
which formed an operation from its associates or joint ventures, relevant transaction shall be accounted for in
accordance with “Accounting Standards for Business Enterprises No. 20 “Business combination”. All profit or
loss related to the transaction shall be accounted for.
The Group’s share of net losses of the investee shall be 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 the investor’s net
investment in the investee are reduced to zero. If the Group has to assume additional obligations, the estimated
obligation assumed shall be provided for and charged to the profit or loss as investment loss for the period. Where
the investee is making profits in subsequent periods, the Group shall resume recognising its share of profits after
setting off against the share of unrecognized losses.
③Acquisition of minority interest
Upon the preparation of the consolidated financial statements, since acquisition of minority interest increased of
long-term equity investment which was compared to fair value of identifiable net assets recognized which are
measured based on the continuous measurement since the acquisition date (or combination date) of subsidiaries
attributable to the Group calculated according to the proportion of newly acquired shares, the difference of which
recognized as adjusted capital surplus, capital surplus insufficient to set off impairment and adjusted retained
earnings.
④Disposal of long-term equity investments
In these consolidated financial statements, for disposal of a portion of the long-term equity investments in a
subsidiary without loss of control, the difference between disposal cost and disposal of long-term equity
investments relative to the net assets of the subsidiary is charged to the owners’ equity. If disposal of a portion of
the long-term equity investments in a subsidiary by the parent company results in a change in control, it shall be
accounted for in accordance with the relevant accounting policies as described in Note 6. (2) “Preparation Method
of the Consolidated Financial Statements”.
On disposal of a long-term equity investment otherwise, the difference between the carrying amount of the
investment and the actual consideration paid is recognized through profit or loss in the current period.
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In respect of long-term equity investment accounted for using equity method with the remaining equity interest
after disposal also accounted for using equity method, other comprehensive income previously under owners’
equity shall be accounted for in accordance with the same accounting treatment for direct disposal of relevant
asset or liability by investee on pro rata basis at the time of disposal. The owners’ equity recognized for the
movement of other owners’ equity (excluding net profit or loss, other comprehensive income and profit
distribution of investee) shall be transferred to profit or loss for the current period on pro rata basis.
In the event of loss of control over investee due to partial disposal of equity investment by the Group, in preparing
separate financial statements, the remaining equity interest which can apply common control or impose significant
influence over the investee after disposal shall be accounted for using equity method. Such remaining equity
interest shall be treated as accounting for using equity method since it is obtained and adjustment was made
accordingly. For remaining equity interest which cannot apply common control or impose significant influence
over the investee after disposal, it shall be accounted for using the recognition and measurement standard of
financial instruments. The difference between its fair value and carrying amount as at the date of losing control
shall be included in profit or loss for the current period. In respect of other comprehensive income recognized
using equity method or the recognition and measurement standard of financial instruments before the Group
obtained control over the investee, it shall be accounted for in accordance with the same accounting treatment for
direct disposal of relevant asset or liability by investee at the time when the control over investee is lost.
Movement of other owners’ equity (excluding net profit or loss, other comprehensive income and profit
distribution under net asset of investee accounted for and recognized using equity method) shall be transferred to
profit or loss for the current period at the time when the control over investee is lost. Of which, for the remaining
equity interest after disposal accounted for using equity method, other comprehensive income and other owners’
equity shall be transferred on pro rata basis. For the remaining equity interest after disposal accounted for using
the recognition and measurement standard of financial instruments, other comprehensive income and other
owners’ equity shall be fully transferred.
In the event of loss of common control or significant influence over investee due to partial disposal of equity
investment by the Group, the remaining equity interest after disposal shall be accounted for using the recognition
and measurement standard of financial instruments. The difference between its fair value and carrying amount as
at the date of losing common control or significant influence shall be included in profit or loss for the current
period. In respect of other comprehensive income recognized under previous equity investment using equity
method, it shall be accounted for in accordance with the same accounting treatment for direct disposal of relevant
asset or liability by investee at the time when equity method was ceased to be used. Movement of other owners’
equity (excluding net profit or loss, other comprehensive income and profit distribution under net asset of investee
accounted for and recognized using equity method) shall be transferred to profit or loss for the current period at
the time when equity method was ceased to be used.
The Group disposes its equity investment in subsidiary by a stage-up approach with several transactions until the
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control over the subsidiary is lost. If the said transactions belong to “transactions in a basket”, each transaction
shall be accounted for as a single transaction of disposing equity investment of subsidiary and loss of control. The
difference between the disposal consideration for each transaction and the carrying amount of the corresponding
long-term equity investment of disposed equity interest before loss of control shall initially recognized as other
comprehensive income, and subsequently transferred to profit or loss arising from loss of control for the current
period upon loss of control.
15. Investment property
Measurement mode
Measured by cost method
Depreciation or amortization method
Investment property refers to real estate held to earn rentals or for capital appreciation, or both. Including the
leased land use right, land use right held for transfer upon appreciation, leased buildings, etc. in addition, in
connection with the vacant buildings held by the Company for operating lease, if the board of directors (or similar
organ) makes written resolution that the buildings are to be used for operating lease and the holding purpose will
not change in a short time, these buildings will be stated as investment properties.
Investment property is initially measured at cost. Subsequent expenditures related to an investment property shall
be included in cost of investment property only when the economic benefits associated with the asset will likely
flow to the Group and its cost can be measured reliably. All other expenditures on investment property shall be
included in profit or loss for the current period when incurred.
The Group adopts cost method for subsequent measurement of investment property, which is depreciated using
the same policy as that for buildings and land use rights.
Impairment test method and impairment provision method in relation to investment property is detailed in note
IV.20 “Long term assets impairment”
In the event that an investment property is converted to an owner-occupied property, such property shall become
fixed assets or intangible assets since the date of its conversion. In the event that an owner-occupied property is
converted to real estate held to earn rentals or for capital appreciation, such fixed assets or intangible assets shall
become an investment property since the date of its conversion. Investment property is measured at cost during its
conversion. Upon the conversion, the property shall be stated at the carrying amount prior to the conversion.
If an investment property is disposed of or if it withdraws permanently from use and no economic benefit will be
obtained from the disposal, the recognition of it as an investment property shall be terminated. When an
investment property is sold, transferred, retired or damaged, the amount of proceeds on disposal of the property
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net of the carrying amount and related tax and surcharges is recognized in profit or loss for the current period.
16. Fixed assets
(1) 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 are recognized while relevant economic interests flow into the Company and the cost is can be
reliably measured. Fixed assets shall be initially measured according to the cost and take the predicted discard expenses into
consideration.
(2) Depreciation methods
Categories Method Years of depreciation Scrap value rate Yearly depreciation rate
Housing buildings Straight-line depreciation 20 10.00% 4.5%
Machines and equipment Straight-line depreciation 10 10.00% 9%
Office equipment Straight-line depreciation 5 10.00% 18%
Electronic equipment Straight-line depreciation 5 10.00% 18%
Transportation
Straight-line depreciation 5 10.00% 18%
equipment
Other equipment Straight-line depreciation 5 10.00% 18%
(3) Recognization basis, valuation and depreciation method for financial lease assets
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and
rewards of asset ownership to the lessee and titles to the assets may or may not eventually be transferred. For
fixed assets acquired under finance leases, the basis for provision of leased assets depreciation is the same as that
of self-owned fixed assets. When it can be reasonably determined that the ownership of a leased asset 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.
17. Project under Construction
Costs of construction in progress are recognized by actual construction expenses, including vary engineering
spendings in construction period, the capitalized borrowing cost and other related costs before the construction
reaches condition for planned use. When construction in progress reaches condition for planned use, it shall be
carried forward to fixed assets.
Impairment testing and provision for impairment found more in “22. Long-term assets impairment”
18. Borrowing costs
Borrowing costs include interest, amortization of discounts or premiums related to borrowings, ancillary costs
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incurred in connection with the arrangement of borrowings, and exchange differences arising from foreign
currency borrowings. For borrowing costs that are directly attributable to the acquisition, construction or
production of a qualifying asset, when expenditures for the asset and borrowing costs are being incurred, activities
relating to the acquisition, construction or production of the asset that are necessary to prepare the asset for its
intended use or sale have commenced, such borrowing costs shall be capitalized as part of the cost of that asset;
and capitalization shall discontinue when the qualifying asset is ready for its intended use or sale. Other borrowing
costs shall be recognized as expense in the period in which they are incurred.
Where funds are borrowed for a specific purpose, the amount of interest to be capitalized shall be the actual
interest expense incurred on that borrowing for the period less any bank interest earned from depositing the
borrowed funds before being used into banks or any investment income on the temporary investment of those
funds. Where funds are borrowed for general purpose, the Group shall determine the amount of interest to be
capitalized on such borrowings by applying a capitalization rate to the weighted average of the excess amounts of
cumulative expenditures on the asset over and above the amounts of specific-purpose borrowings. The
capitalization rate shall be the weighted average of the interest rates applicable to the general-purpose borrowings.
During the capitalization period, exchange differences on a specific purpose borrowing denominated in foreign
currency shall be capitalized. Exchange differences related to general-purpose borrowings denominated in foreign
currency shall be included in profit or loss for the current period.
Qualifying assets are assets (fixed assets, investment property, inventories, etc.) that necessarily take a substantial
period of time for acquisition, construction or production to get ready for their intended use or sale.
Capitalization of borrowing costs shall be suspended during periods in which the acquisition, construction or
production of a qualifying asset is interrupted abnormally, when the interruption is for a continuous period of
more than 3 months, until the acquisition, construction or production of the qualifying asset is resumed.
19. Biological assets
Nil
20. Oil-and-gas assets
Nil
21. Intangible assets
(1) Valuation method, service life and impairment test
An intangible asset is an identifiable non-monetary asset without physical substance owned or controlled by the
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Company.
An intangible asset shall be initially measured at cost. The expenditures incurred on an intangible asset shall be
recognized as cost of the intangible asset only if it is probable that economic benefits associated with the asset will
flow to the Company and the cost of the asset can be measured reliably. Other expenditures on an item asset shall
be charged to profit or loss when incurred.
Land use right acquired shall normally be recognized as an intangible asset. Self-constructed buildings (e.g.
plants), related land use right and the buildings shall be separately accounted for as an intangible asset and fixed
asset. For buildings and structures purchased, the purchase consideration shall be allocated among the land use
right and the buildings on a reasonable basis. In case there is difficulty in making a reasonable allocation, the
consideration shall be recognized in full as fixed assets.
An intangible asset with a finite useful life shall be stated at cost less estimated net residual value and any
accumulated impairment loss provision and amortized using the straight-line method over its useful life when the
asset is available for use.
Intangible assets with indefinite life are not amortized.
The Group shall review the useful life of intangible asset with a finite useful life and the amortization method
applied at least at each financial year-end. A change in the useful life or amortization method used shall be
accounted for as a change in accounting estimate. For an intangible asset with an indefinite useful life, the Group
shall review the useful life of the asset in each accounting period. If there is evidence indicating that the useful life
of that intangible asset is finite, the Company shall estimate the useful life of that asset and apply
the accounting policies accordingly.
(2)Internal accounting policies relating to research and development expenditures
Research and development expenditure of the Group was divided into expenses incurred during the research phase
and expenses incurred during the development phase.
Expenses incurred during the research phase are recognized as profit or loss in the current period.
Expenses incurred during the development phase that satisfy the following conditions are recognized as intangible
assets, while those that do not satisfy the following conditions are accounted for in the profit or loss for the current
period:
①it is technically feasible that the intangible asset can be used or sold upon completion;
②there is intention to complete the intangible asset for use or sale;
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③the intangible asset can produce economic benefits, including there is evidence that the products produced using
the intangible asset has a market or the intangible asset itself has a market; if the intangible asset is for internal use,
there is evidence that there exists usage for the intangible asset;
④there is sufficient support in terms of technology, financial resources and other resources in order to complete
the development of the intangible asset, and there is capability to use or sell the intangible asset;
⑤the expenses attributable to the development phase of the intangible asset can be measured reliably.
If the expenses incurred during the research phase and the development phase cannot be distinguished separately,
all development expenses incurred are accounted for in the profit or loss for the current period.
22. Impairment of long-term asset
The Company will judge if there is any indication of impairment as at the balance sheet date in respect of
non-current non-financial assets such as fixed assets, construction in progress, intangible assets with a finite useful
life, investment properties measured at cost, and long-term equity investments in subsidiaries, joint controlled
entities and associates. If there is any evidence indicating that an asset may be impaired, recoverable amount shall
be estimated for impairment test. Goodwill, intangible assets with an indefinite useful life and intangible assets
beyond working conditions will be tested for impairment annually, regardless of whether there is any indication of
impairment.
If the impairment test result shows that the recoverable amount of an asset is less than its carrying amount, the
impairment provision will be made according to the difference and recognized as an impairment loss. The
recoverable amount of an asset is the higher of its fair value less costs of disposal and the present value of the
future cash flows expected to be derived from the asset. An asset’s fair value is the price in a sale agreement in an
arm’s length transaction. If there is no sale agreement but the asset is traded in an active market, fair value shall be
determined based on the bid price. If there is neither sale agreement nor active market for an asset, fair value shall
be based on the best available information. Costs of disposal are expenses attributable to disposal of the asset,
including legal fee, relevant tax and surcharges, transportation fee and direct expenses incurred to prepare the
asset for its intended sale. The present value of the future cash flows expected to be derived from the asset over
the course of continued use and final disposal is determined as the amount discounted using an appropriately
selected discount rate. Provisions for assets impairment shall be made and recognized for the individual asset. If it
is not possible to estimate the recoverable amount of the individual asset, the Group shall determine the
recoverable amount of the asset group to which the asset belongs. The asset group is the smallest group of assets
capable of generating cash flows independently.
For the purpose of impairment testing, the carrying amount of goodwill presented separately in the financial
statements shall be allocated to the asset groups or group of assets benefiting from synergy of business
combination. If the recoverable amount is less than the carrying amount, the Group shall recognize an impairment
loss. The amount of impairment loss shall first reduce the carrying amount of any goodwill allocated to the asset
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group or set of asset groups, and then reduce the carrying amount of other assets (other than goodwill) within the
asset group or set of asset groups, pro rata on the basis of the carrying amount of each asset.
An impairment loss recognized on the aforesaid assets shall not be reversed in a subsequent period in respect of
the restorable value.
23. 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 more than one year. And shall be amortized by straight-line method during the period
for estimated benefit.
24. Employee compensation
(1) Accounting treatment for short-term compensation
Short-term compensation including salary, bonus, allowance and subsidy, welfare expenses, medical insurance,
birth insurance premium, industrial injury insurance premium, housing fund, labor union expenditure, personnel
education fund and non-monetary welfare. During the accounting period when staff providing service to the
Company, the acual short-term compensation occurred shall recognized as liabilities and reckoned into current
gains/losses or relevant assets costs. The non-monetary welfare is measured by fair value.
(2) Accounting treatment for post-employment benefit
The post-employment benefit including the defined contribution plans. And defined contribution plans including
basic endowment insurance, unemployment insurance and annuity, corresponding payable amount will reckoned
into relevant assets costs or current gains/losses while occurred.
(3)Accounting for retirement benefits
When the Company terminates the employment relationship with employees before the end of the employment
contracts or provides compensation as an offer to encourage employees to accept voluntary redundancy, the
Company shall recognise employee compensation liabilities arising from compensation for staff dismissal and
included in profit or loss for the current period, when the Company cannot revoke unilaterally compensation for
dismissal due to the cancellation of labour relationship plans and employee redundant proposals; and the
Company recognise cost and expenses related to payment of compensation for dismissal and restructuring,
whichever is earlier. However, if the compensation for termination of employment is not expected to be fully paid
within 12 months from the reporting period, it shall be accounted for other long-term staff remuneration.
The early retirement plan shall be accounted for in accordance with the accounting principles for compensation
for termination of employment. The salaries or wages and the social contributions to be paid for the employees
who retire before schedule from the date on which the employees stop rendering services to the scheduled
retirement date, shall be recognized (as compensation for termination of employment) in the current profit or loss
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by the Group if the recognition principles for provisions are satisfied.
(4)Accounting for other long-term employee benefits
For other long-term employee benefits provided by the Company to its employees, if satisfy with the established
withdraw plan, then the benefits are accounted for under the established withdraw plan, otherwise accounted for
under defined benefit scheme.
25. Accrued liabilities
Obligations pertinent to the contingencies which satisfy the following conditions are recognized as accrued
liabilities: (1) The obligation is a current obligation borne by the Company; (2) it is likely that an outflow of
economic benefits will be resulted from the performance of the obligation; and (3) the amount of the obligation
can be reliably measured.
At the balance sheet date, accrued liabilities shall be measured at the best estimate of the necessary expenses
required for the performance of existing obligations, after taking into account relevant risks, uncertainties, time
value of money and other factors pertinent to the contingencies.
If all or some expenses incurred for settlement of accrued liabilities are expected to be borne by the third party, the
compensation amount shall, on a recoverable basis, be recognized as asset separately, and compensation amount
recognized shall not be more than the carrying amount of accrued liabilities.
1) Contact in loss
Contact in loss is identified when the inevitable cost for performance of the contractual obligation exceeds the
inflow of expected economic benefits. When a contract in loss is identified and the obligations there under are
qualified by the aforesaid recognition criterion for contingent liability, the difference of estimated loss under
contract over the recognized impairment loss (if any) of the subject matter of the contract is recognized as
contingent liability.
2) Restructuring obligations
For detailed, official and publicly announced restructuring plan, the direct expenses attributable to the
restructuring are recognized as contingent liabilities, provided that the aforesaid recognition criterion for
contingent liability is met. For restructuring obligations arising from disposal of part business, the Company will
recognise the obligations relating to restructuring only when it undertakes to dispose part business (namely
entering into finalized disposal agreement).
26. Share-based payment
1)Accounting for share-based payment
Share based payment refers to the transactions involving grant of equity instrument or assume liabilities as
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determined based on equity instrument for the purpose of acquiring services from employees or other parties.
Share based payment is divided into the equity settled share based payment and cash settled share based payment.
①equity settled share based payment
Equity settled share based payment for exchange of service provided by employees is measured at the fair value of
the equity instrument granted to the employees as at the grant date. Subject to completion of services during the
vest period or satisfaction with the required performance conditions for exercising right, the amount of the fair
value is included in relevant cost or expense under straight line method based on the best estimate on the number
of exercisable equity instruments during the vest period. If it becomes exercisable immediately following the
relevant grant, it is included in relevant cost or expense on the grant date and accordingly increase capital reserve.
On each balance sheet date during the vest period, the Company makes the best estimate based on subsequent
information such as the latest available information about change of number of exercisable employees, thus to
amend the number of equity instruments which are expected to be exercisable. Impact of the above estimate is
included in relevant cost or expense for the current period, with corresponding adjustment in capital reserve.
Equity settled share based payment for exchange of service provided by others is measured at fair value of the
service as of the acquisition date provided that such fair value can be measured reliably. If such fair value can not
be measured reliably, while fair value of the equity instrument can be measured reliably, the payment shall be
measured at the fair value of equity instrument as of the acquisition date, and included in relevant cost or expense
with corresponding increase in shareholders’ equity.
②cash settled share based payment
As for cash settled share based payment, it is measured at the fair value of the liabilities assumed by the Company
as determined based on shares or other equity instruments. If it becomes exercisable immediately following the
relevant grant, it is included in relevant cost or expense on the grant date and accordingly increase liabilities. If it
is subject to completion of services during the vest period or satisfaction with the required performance conditions
for exercising right, on each balance sheet date during the vest period, the Company makes the best estimate on
the exercisable rights, and accounts for the service obtained in the current period in relevant cost or expense with
corresponding increase of liabilities based on the fair value of the liabilities assumed by the Company.
The Company re-measures the fair value of liabilities on each balance sheet date and settlement date prior to
settlement of relevant liabilities, with changes thereof included in profit or loss for the current period.
2) Relevant accounting for amending or terminating share based payment plan
In case that the Company amends share based payment plan which leads to increase of fair value of the granted
equity instruments, the Company will correspondingly increase recognition for services obtained according to the
increase of fair value of equity instrument. Increase of fair value of equity instrument refers to the difference of
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fair values of equity instruments as at the revision date before and after such revision. In case that the amendment
results in decrease in total fair value of share based payment or adoption of other means which are not beneficial
to employees, the Company will continue account for the services obtained as if such amendment had never
occurred, unless the Company cancel part or all the granted equity instruments.
During the vest period, if the granted equity instruments are cancelled, the Company will accelerate exercise of
rights attaching to the granted equity instruments which are cancelled, and the remaining amount which should be
recognized during the vest period is included in profit or loss for the current period promptly, meanwhile to
recognise capital reserve. If employees or other parties who can choose to satisfy the non exercisable rights do not
satisfy such conditions during the vest period, the Company will regard them as cancellation of granted equity
instruments.
3)Accounting for share based payment concerning the Company, its shareholders or actual controllers
As for share based payment concerning the Company, its shareholders or actual controllers, with either the
settlement entity or service-acceptance entity in the Company or not, it is accounted for in our consolidated
financial statement under the following provisions:
①for settlement entity making settlement with its own equity instruments, the transaction is accounted for as
equity settled share based payment, otherwise it shall be accounted for as cash settled share based payment.
If the settlement entity is an investor of the service-acceptance entity, the transaction is recognized as long term
equity investment in the service-acceptance entity based on the fair value of the equity instruments as at the grant
date or the fair value of assumed liabilities, with recognition of capital reserve (other capital reserve) or liabilities.
②If service-acceptance entity is not obliged to settle or grant its own equity instruments to its employees, the
share based payment transaction is accounted for as equity settled share based payment. If service-acceptance
entity is obliged to settle or the equity instruments granted to its employee are not the own instruments of the
entity, the share based payment transaction is accounted for as cash settled share based payment.
For intra-company share based payment transactions, if the service-acceptance entity and settlement entity are not
the same enterprise, the share based payment transaction shall be recognized and measured in the respective
financial statement of the two entities under the aforesaid principles.
27. Other financial instruments including senior shares and perpetual bonds
The perpetual bonds and senior shares issued by the Company are treated as equity instruments subject to
satisfaction of all the below conditions:
①the financial instrument excludes delivery of cash or other financial assets to others, or exchange for contractual
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obligations on financial assets or financial liabilities with others under potential negative conditions;
②if its own equity instruments are required or may be used to settle the financial instruments, it excludes the
contractual obligation to deliver varied numbers of own equity instruments for settlement provided that the
financial instruments are non-derivatives; if the financial instruments are derivatives, the Company can only settle
the financial instruments by fixed number of own equity instruments for exchange for fixed amount of cash or
other financial assets.
Other than the financial instruments which can be classified as equity instruments under the above conditions,
other financial instruments issued by the Company shall be classified as financial liabilities.
In case that financial instruments issued by the Company are compound financial instruments, they shall be
recognized as liabilities at the fair value of liabilities portion. The actual amount received less fair value of the
liabilities portion shall be recornised as other equity instrument. Transaction expenses occurred in issuance of
compound financial instruments are allocated to the portions of liabilities and equities according to their
respective proportion to the total issuance price.
2)Accounting for perpetual bonds and senior shares
For perpetual bonds and senior shares classified into financial liabilities, their relevant interest, dividends, gains or
losses and gains or losses arising from redemption or refinancing are all included in current profit or loss other
than those borrowing expenses which meet condition for capitalisation (please refer to note 18 “borrowing
expenses”).
For perpetual bonds and senior shares classified into equity instruments, their issuance (including refinancing),
repurchase, sale or cancel are treated as change of equity, and relevant transaction fees are also deducted from
equity. The Company accounts for allocation of holders of equity instruments as profit distribution.
The Company dose not recognises change of fair value of equity instruments.
28. Revenue
1) Income from goods sales
Income 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.
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2) Provision of labor services
When the outcome of a transaction involving the rendering of services can be reliably estimated, it shall, on the
balance sheet date, recognize the revenue from the rendering of services employing the percentage-of-completion
method.
The outcome of a transaction concerning the rendering of services can be reliably estimated, which shall
concurrently satisfy: ① The relevant amount of revenue can be reliably measured; ② it is probable that the
economic benefits will flow into the enterprise; ③ the completion schedule of the transaction can be reliably
ascertained; and ④ transaction costs incurred and to be incurred can be reliably measured.
When the outcome of a transaction involving the rendering of services cannot be reliably estimated, it shall
recognize the revenue from the rendering of services based on the cost of rendering services already incurred and
expected to be compensated, and the cost of rendering services incurred shall be recognized as an expense for the
current period. If the cost of rendering services is expected not to be compensated, it shall be recognized as an
expense.
When a contract or agreement signed by the Group includes sales of goods and rendering of services, if sales of
goods and rendering of services can be differentiated and separately measured, they will be recognized
respectively. If sales of goods and rendering of services cannot be differentiated or cannot be separately measured,
they will be recognized as sales of goods in full.
(3) Income from charge for use
In line with relevant contract or agreement, recognized income on accrual basis
(4) Interest income
Recognized based on the times and real interest rates for the money used by others
29. Government Grants
(1)Determination basis and accounting for government grants related to assets
Government grants are transfer of monetary assets or non-monetary assets from the government to the Group at
no consideration, excluding capital considerations from the government as an owner of the Group. Government
grants are classified into government grants related to assets and government grants related to income.
If a government grant is in the form of a transfer of monetary asset, the item shall be measured at the amount
received or receivable. If a government grant is in the form of a transfer of non-monetary asset, the item shall be
measured at fair value. If fair value is not reliably determinable, the item shall be measured at a nominal amount
and recognized immediately in profit or loss for the current period.
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Government grants are generally recognized when received and measured at the amount actually received, but are
measured at the amount likely to be received when there is conclusive evidence at the end of the accounting
period that the Group will meet related requirements of such grants and will be able to receive the grants. The
government grants so measured should also satisfy the following conditions: (1) the amount of the grants be
confirmed with competent authorities in written form or reasonably deduced from related requirements under
financial fund management measures officially released without material
uncertainties; (2) the grants be given based on financial support projects and fund management policies officially
published and voluntarily disclosed by local financial authorities in accordance with the requirements under
disclosure of government information, where such policies should be open to any company satisfying conditions
required and not specifically for certain companies; (3) the date of payment be specified in related documents and
the payment thereof be covered by corresponding budget to ensure such grants will be paid on time as specified;
and (4)other relevant conditions which shall be met based on the specific situations of the Company and the
subject matter.
A government grant related to an asset shall be recognized as deferred income, and evenly amortized to profit or
loss over the useful life of the asset.
For the repayment of a government grant already recognized, if there is any related deferred income, the
repayment shall be off set against the carrying amount of the deferred income, and any excess shall be recognized
in profit or loss for the current period; if there is no related deferred income, the repayment shall be recognized
immediately in profit or loss for the current period.
(2) Determination basis and accounting for government grants related to income
Government grants are transfer of monetary assets or non-monetary assets from the government to the Group at
no consideration, excluding capital considerations from the government as an owner of the Group. Government
grants are classified into government grants related to assets and government grants related to income.
If a government grant is in the form of a transfer of monetary asset, the item shall be measured at the amount
received or receivable. If a government grant is in the form of a transfer of non-monetary asset, the item shall be
measured at fair value. If fair value is not reliably determinable, the item shall be measured at a nominal amount
and recognized immediately in profit or loss for the current period.
Government grants are generally recognized when received and measured at the amount actually received, but are
measured at the amount likely to be received when there is conclusive evidence at the end of the accounting
period that the Group will meet related requirements of such grants and will be able to receive the grants. The
government grants so measured should also satisfy the following conditions: (1) the amount of the grants be
confirmed with competent authorities in written form or reasonably deduced from related requirements under
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financial fund management measures officially released without material
uncertainties; (2) the grants be given based on financial support projects and fund management policies officially
published and voluntarily disclosed by local financial authorities in accordance with the requirements under
disclosure of government information, where such policies should be open to any company satisfying conditions
required and not specifically for certain companies; (3) the date of payment be specified in related documents and
the payment thereof be covered by corresponding budget to ensure such grants will be paid on time as specified;
and (4)other relevant conditions which shall be met based on the specific situations of the Company and the
subject matter.
For a government grant related to income, if the grant is a compensation for related expenses or losses to be
incurred in subsequent periods, the grant shall be recognized as deferred income, and recognized in profit or loss
over the periods in which the related costs are recognized; if the grant is a compensation for related expenses or
losses already incurred, the grant shall be recognized immediately in profit or loss for the current period.
For the repayment of a government grant already recognized, if there is any related deferred income, the
repayment shall be off set against the carrying amount of the deferred income, and any excess shall be recognized
in profit or loss for the current period; if there is no related deferred income, the repayment shall be recognized
immediately in profit or loss for the current period.
30. Deferred tax assets / deferred income tax liabilities 、 Deferred income tax assets/Deferred income tax
liabilities
1) Current income tax
At the balance sheet date, current income tax liabilities (or assets) for the current and prior periods shall be
measured at the amount expected to be paid (or recovered) according to the requirements of tax laws. Taxable
profits, which are the basis for calculating the current income tax expense, are determined after adjusting the
accounting profits before tax for the year in accordance with relevant requirements of tax laws.
2) Deferred income tax assets and deferred income tax liabilities
Temporary differences arising from the difference between the carrying amount of an asset or liability and its tax
base, and the difference between the tax base and the carrying amount of those items that are not recognized as
assets or liabilities but have a tax base that can be determined according to tax laws, shall be recognized as
deferred income tax assets and deferred income tax liabilities using the balance sheet liability method.
Deferred income tax liabilities are not recognized for taxable temporary differences related to: the initial
recognition of goodwill; and the initial recognition of an asset or liability in a transaction which is neither a
business combination nor affects accounting profit or taxable profit (or deductible loss) at the time of the
106
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
transaction. In addition, the Group recognises the corresponding deferred income tax liability for taxable
temporary differences associated with investments in subsidiaries, associates and joint ventures, except when both
of the following conditions are satisfied: the Company able to control the timing of the reversal of the temporary
difference; and it is probable that the temporary difference will not reverse in the foreseeable future.
Deferred income tax assets are not recognized for deductible temporary differences related to the initial
recognition of an asset or liability in a transaction which is neither a business combination nor affects accounting
profit or taxable profit (or deductible loss) at the time of the transaction. In addition, the Group recognises the
corresponding deferred income tax asset for deductible temporary differences associated with investments in
subsidiaries, associates and joint ventures to the extent that it is probable that taxable profits will be available
against which the deductible temporary differences can be utilised, except when both of the following conditions
are satisfied: it is not probable that the temporary difference will reverse in the foreseeable future; and it is not
probable that taxable profits will be available in the future, against which the temporary difference can be utilised.
The Company recognises a deferred income tax asset for the carry forward of deductible losses and tax credits to
subsequent periods, to the extent that it is probable that future taxable profits will be available against which the
deductible losses and tax credits can be utilised.
At the balance sheet date, deferred income tax assets and deferred income tax liabilities are measured at the tax
rates that are expected to apply to the period when the asset is realised or the liability is settled, according to the
requirements of tax laws.
At the balance sheet date, the Company shall review the carrying amount of a deferred income tax asset. If it is
probable that sufficient taxable profits will not be available in future periods to allow the benefit of the deferred
income tax asset to be utilised, the carrying amount of the deferred income tax asset shall be reduced. Any such
reduction in amount shall be reversed when it becomes probable that sufficient taxable profits will be available.
3) Income tax expense
Income tax expense comprises current income tax expense and deferred income tax expense.
Current income tax expense (current income tax income) and deferred income tax expense (deferred income tax
income) are included in profit or loss for the current period, except for: recognized as other comprehensive
income or current income tax and deferred income tax related to transactions or events that are directly recognized
in other comprehensive income or owners’ equity, which are recognized directly in owners’ equity, and deferred
income tax arising from a business combination, which is adjusted against the carrying amount of goodwill.
4) Presentation of income tax
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
When the Group has a legal right to settle on a net basis and intends either to settle on a net basis or to realise the
assets and settle the liabilities simultaneously, current tax assets and current tax liabilities are offset and presented
on a net basis.
When the Group has a legal right to settle current tax assets and liabilities on a net basis, and deferred tax assets
and deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable
entity or different taxable entities which intend either to settle current tax assets and liabilities on a net basis or to
realise the assets and liabilities simultaneously, in each future period in which significant amounts of deferred tax
assets or liabilities are expected to be reversed, deferred tax assets and deferred tax liabilities are offset and
presented on a net basis.
31. Lease
(1)Accounting for operating lease
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and
rewards of asset ownership to the lessee and titles to the assets may or may not eventually be transferred. All other
leases are classified as operating leases.
1) Operating lease business with the Group recorded as lessee
Lease payment for operating lease is recognized as related asset cost or profits and losses for the current period
using the straight-line method over the lease term. The initial direct cost is directly accounted in profit or loss for
the current period. Contingent rent is recognized as profit or loss for the current period upon occurrence.
2) Operating lease business with the Group recorded as lessor
Rental income is recognized in profit or loss for the current period using the straight-line method over the lease
term. The initial direct cost where the amount is larger is capitalised when incurred, and accounted for as profit or
loss for the current period on the same basis as recognition of rental income over the entire lease period; the initial
direct cost where the amount is fewer is included in the profit or loss for the period when incurred. Contingent
rental is accounted for as profit or loss for the period in which it is incurred.
(2) Accounting for financing lease
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and
rewards of asset ownership to the lessee and titles to the assets may or may not eventually be transferred. All other
leases are classified as operating leases.
1) Financing lease business with the Group recorded as lessee
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
On the beginning date of the lease, the entry value of leased asset shall be at the lower of the fair value of the
leased asset and the present value of minimum lease payment at the beginning date of the lease. Minimum lease
payment shall be the entry value of long-term accounts payable, with difference recognized as unrecognized
financing expenses. In addition, initial direct costs attributable to leased items incurred during the process of lease
negotiation and signing of lease agreement shall be included in the value of leased assets. The balance of
minimum lease payment after deducting unrecognized financing expenses shall be accounted for long-term
liability and long-term liability due within one year.
Unrecognized financing expenses shall be recognized as financing expenses for the current period using effective
interest method during the leasing period. Contingent rent shall be included in profit or loss for the current period
at the time it incurred.
2) Financing lease business with the Group recorded as lessor
On the beginning date of the lease, the entry value of lease receivable shall be the aggregate of minimum lease
receivable and initial direct costs at the beginning date of the lease. The unsecured balance shall be recorded. The
aggregate of minimum lease receivable, initial direct costs and unsecured balance and the different between their
present value shall be recognized as unrealised financing income. The balance of lease receivable after deducting
unrecognized financing income shall be accounted for long-term debt and long-term debt due within one year.
Unrecognized financing income shall be recognized as financing income for the current period using effective
interest method during the leasing period. Contingent rent shall be included in profit or loss for the current period
at the time it incurred.
32. Other important accounting policy and estimation
1) Discontinued operation
Discontinued operation refers to the operation disposed or classified as held-for-sale by the Company and
presented separately under operation segments and financial statements, which has fulfilled one of the following
criteria: ① it represents an independent key operation or key operating region; ② it is part of the proposed
disposal plan on an independent key operation or proposed disposal in key operating region; or ③ it only
establishes for acquisition of subsidiary through disposal.
Accounting for discontinued operation is set out in note 13 “classified as assets held for sale”.
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
33. Major accounting policy and changes
(1) Main accounting policy changes
√ Applicable □ Not applicable
Content and reasons Approval procedures Note
Cai Kuai [2014] No. 6; No.8; No.10;
Seven rules newly issued Issued by Ministry of Finance
No.11; No.14 and No.16
At the beginning of 2014, Ministry of Finance issued the followed rules Cai Kuai [2014] No. 6; No.8; No.10;
No.11; No.14 and No.16, that is "Accounting Standards for Business Enterprises No. 39 - Fair Value
Measurements ", " Accounting Standards for Business Enterprises No. 30 - Presentation of Financial Statements
"(2014 Revised), "Accounting Standards for Business Enterprises No. 9 - Employee Remuneration(2014
Revised)", " Accounting Standards for Business Enterprises No. 33 - Consolidated Financial Statements "(2014
Revised), "Accounting Standards for Business Enterprises No. 40 - Joint Venture Arrangement", "Accounting
Standards for Business Enterprises No. 2 - Long-term Equity Investments(2014 Revised)" and "Accounting
Standards for Business Enterprises No. 41 - Disclosure of Interests in Other Entities", and requires all the
enterprises implementing the accounting standards to execute since July 1, 2014. Meanwhile, the Ministry of
Finance issued the Cai Kuai[2014] No.23 "Accounting Standards for Business Enterprises No. 37 - Presentation
of Financial Instruments(2014 Revised)"(“Presentation of Financial Instruments” for short), which requires the
enterprises implementing the accounting standards to present the financial instruments in the financial reports of
2014 and the subsequent periods in accordance with the requirements of the accounting standards.
The Company executed the above mentioned 7 new or revised accounting standards except the Presentation of
Financial Instruments since 1 July 2014, and started executing the Presentation of Financial Instruments in
preparing the annual financial repot of 2014. The accounting policy changed shows no impart on items and
amount of current and previous financial statements.
(2) Changes of important accounting estimate
□ Applicable √ Not applicable
34. Other
Nil
VI. Taxes
1. Mai tax category and tax rate
Tax category Tax calculation evidence Tax rate
Value added tax Sales income, and income from 17%
processing, maintenance, making repairs
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
and supplying replacements, and labor
service
Sales tax Taxable labor income 5%
Amount of value-added tax and sales tax
Tax for maintaining and building cities 7%
payable
25%
Business income tax Taxable income
Amount of value-added tax and sales tax
Educational surtax 3%
payable
Amount of value-added tax and sales tax
2%
Local educational surtax
payable
1.2%
Property tax 70% of the original value of the property
Disclose reasons for different taxpaying body
Taxpaying body Income tax rate
2. Tax preference
Nil
3. Other
Nil
VII. Notes to Items in Consolidated Financial Statements
1. Monetary fund
In RMB
Item Ending balance Opening balance
Cash on hand 2,894.71 49,992.08
Cash in bank 30,160,972.07 26,784,179.51
Total 30,163,866.78 26,834,171.59
Other explanation
Nil
2. Financial assets measured by fair value and reckoned into current gains/losses with its variation
In RMB
Item Ending balance Opening balance
Other explanation:
Nil
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
3. Derivative financial assets
□ Applicable √ Not applicable
4. Note receivables
(1) Classification of notes receivable
In RMB
Item Ending balance Opening balance
Bank acceptance bill 2,200,000.00
Total 2,200,000.00
(2) Pledge at period-end
In RMB
Item Amount pledge at period-end
(3) Notes endorsement or discount and undue on balance sheet date
In RMB
Item Amount derecognition at period-end Amount not derecognition at period-end
Bank acceptance bill 70,550,979.10
Total 70,550,979.10
(4) Notes transfer to account receivable due for failure implementation by drawer at period-end
In RMB
Item Amount transfer to account receivable at period-end
Other explanation
Nil
5. Accounts receivable
(1) Accounts receivable by category:
In RMB
Ending balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Category Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Receivables with bad 8,101,91 100.00% 1,310,93 16.18% 6,790,982 8,346,6 100.00% 1,286,406 15.41% 7,060,251.2
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
debt provision 9.90 7.40 .50 57.41 .13 8
accrual by credit
portfolio
8,101,91 1,310,93 6,790,982 8,346,6 1,286,406 7,060,251.2
Total 100.00% 16.18% 100.00% 15.41%
9.90 7.40 .50 57.41 .13 8
Receivable with single significant amount and withdrawal bad debt provision separately at end of period:
□ Applicable √ Not applicable
In combination, accounts receivable whose bad debts provision was accrued by age analysis:
√ Applicable □ Not applicable
In RMB
Ending balance
Age
Account receivable Bad debt provision Accrual ratio
within one year
Subtotal within one year 6,634,178.97 19,902.54 0.30%
1-2 years 117,506.98 352.52 0.30%
2-3 years 59,730.80 179.19 0.30%
Over 3 years 1,290,503.15 1,290,503.15 100.00%
Total 8,101,919.90 1,310,937.40
Explanation on combination determines:
According to the business scale, business nature, and customers’ settlement, etc., the account receivable with single significant
amount is determined to be RMB 5 million. The account receivable with single significant amount has no depreciation reserve, and
the reserve for bad debt provision is withdrawn with age analysis method.
In combination, withdrawal proportion of bad debt provision based on balance proportion for account receivable:
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for account receivable:
(2) Bad debt provision accrual collected or switch back
Bad debt provision accrual was 24,531.27 Yuan; the amount collected or switches back amounting to 0.00 Yuan
Important bad debt provision collected or switch back:
In RMB
Company Collected or switch back amount Collection way
Total 0.00 --
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
(3) Account receivable actual charge off in the Period
In RMB
Item Amount written off
Written-off for the major receivable:
In RMB
Verification Arising from related
Company Nature Amount written off Reason for write-off
procedures transaction (Y/N)
Total -- 0.00 -- -- --
Explanation for write-off of receivables:
Nil
(4) Top 5 receivables at ending balance by arrears party
Total year-end balance of top five receivables by arrears party amounting to 5,939,426.45 Yuan, takes 73.31
percent of the total account receivable at year-end, bad debt provision accural correspondingly at year-end
amounting as 1,189,778.82 Yuan.
(5) Receivable derecognition due to transfer of financial assets
Nil
(6) Assets and liability resulted by receivable transfer and continous involvement
Nil
Other explanation:
Nil
6. Advance payment
(1) advance payment by age
In RMB
Ending balance Opening balance
Age
Amount Ratio Amount Ratio
within one year 348,277.01 100.00% 3,748.01 2.11%
1-2 years 173,888.48 97.89%
Total 348,277.01 -- 177,636.49 --
Explanation on reasons of failure to settle on important advance payment with age over one year:
Nil
114
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(2) Top 5 advance payment at ending balance by prepayment object
Total year-end balance of top five advance payment by prepayment object amounting to 340,275.00 Yuan, takes
97.70 percent of the total advance payment at year-end.
Other explanation
Nil
7. Interest receivable
(1) Category
In RMB
Item Ending balance Opening balance
(2) Important overdue interest
Overdue time Overdue Impairment (Y/N) and
Borrower Ending balance Overdue reason
time judgment basis
Other explanation:
Nil
8. Dividend receivables
(1) Dividend receivables
In RMB
Item (or the invested entity) Ending balance Opening balance
(2) major dividend receivables with over one year age
In RMB
Item or the invested Impairment (Y/N) and
Ending balance Age Reasons
entity) judgment basis
Total 0.00 -- -- --
Other explanation:
Nil
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
9. Other accounts receivable
(1) Other accounts receivable by category
In RMB
Ending balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Category Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Other receivables
with bad debt 961,528. 450,273. 511,254.8 107,821 426,229.5 107,395,42
100.00% 46.83% 100.00% 0.40%
provision accrual by 71 90 1 ,659.25 6 9.69
credit portfolio
961,528. 450,273. 511,254.8 107,821 426,229.5 107,395,42
Total 100.00% 46.83% 100.00% 0.40%
71 90 1 ,659.25 6 9.69
Other receivable with single significant amount and withdrawal bad debt provision separately at end of period:
□ Applicable √ Not applicable
In combination, other accounts receivable whose bad debts provision was accrued by age analysis
√ Applicable □ Not applicable
In RMB
Ending balance
Age
Other accounts receivable Bad debt provision Accrual ratio
within one year
Subtotal within one year 500,793.19 1,502.38 0.30%
1-2 years 12,000.00 36.00 0.30%
Over 3 years 448,735.52 448,735.52 100.00%
Total 961,528.71 450,273.90
Explanations on combination determine:
According to the business scale, business nature, and customers’ settlement, etc., the other account receivable with single big amount
is determined to be RMB 5 million. The other account receivable with single big amount has no depreciation reserve, and the reserve
for bad debt provision is withdrawn with age analysis method.
In combination, withdrawal proportion of bad debt provision based on balance proportion for other account receivable :
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for other account receivable:
□ Applicable √ Not applicable
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(2) Bad debt provision accrual collected or switch back
Bad debt provision accrual was 24,044.34 Yuan; the amount collected or switches back amounting to 0.00 Yuan
Important bad debt provision collected or switch back:
In RMB
Company Amount reversal or collected Collection way
Total 0.00 --
Nil
(3) Other receivables actually written-off during the reporting period
In RMB
Item Amount written off
Written-off for the major other receivable:
In RMB
Nature of other Verification Arising from related
Company Amount written off Reason for write-off
receivables procedures transaction (Y/N)
Total -- 0.00 -- -- --
Explanation for write-off of other receivables:
Nil
(4) Other receivables by nature
In RMB
Nature Ending book balance Opening book balance
Current money 961,528.71 107,821,659.25
Total 961,528.71 107,821,659.25
(5) Top 5 other receivables at ending balance by arrears party
In RMB
Ratio in total ending
Ending balance of
Company Nature Ending balance Age balance of other
bad bet provision
receivables
Luwei Electrical
payment for goods 300,000.00 Over 3 years 31.20% 300,000.00
Equipment Co.,
After-sale service
dept. Fuxin Electric payment for goods 100,000.00 within one year 10.40% 300.00
vehicle, Beilin
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
District, Xi’an City
Shenzhen Anjinheng
Deposit 90,100.00 within one year 9.37% 270.30
Industrial Co., Ltd.
Total -- 490,100.00 -- 300,570.30
(6) Account receivable with government grants involved
In RMB
Time, amount and basis
Company Item Ending balance Ending age of amount collection
estimated
Total -- 0.00 -- --
Nil
(7) Other account receivable derecognition due to financial assets transfer
Nil
(8) Assets and liability resulted by other account receivable transfer and continuous involvement
Nil
Other explanation:
Nil
10. Inventory
(1) Inventory classification
In RMB
Ending balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserve reserve
Raw materials 302,597.03 302,597.03 10,580.00 10,580.00
Finished goods 5,868,710.50 5,868,710.50 4,534,536.43 4,534,536.43
Total 6,171,307.53 6,171,307.53 4,545,116.43 4,545,116.43
(2) Inventory depreciation reserve
In RMB
Item Opening balance Increase in the current period Decrease in the current period Ending balance
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Switch back or
Accrual Other Other
write-off
Total 0.00 0.00 0.00 0.00
Nil
(3) Explanation on capitalization of borrowing costs at ending balance of inventory
Nil
(4) Assets that completed without settlement from construction contract
In RMB
Item Amount
Other explanation:
Nil
11. Assets holding ready for sold
In RMB
Expected disposal
Item Ending book value Fair value Expected disposal time
expenses
Total 0.00 0.00 0.00 --
Other explanation:
Nil
12. Non-current assets due within one year
In RMB
Item Ending balance Opening balance
Other explanation:
Nil
13. Other current assets
In RMB
Item Ending balance Opening balance
Other explanation:
Nil
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
14. Financial assets available for sale
(1) Financial assets available for sale
In RMB
Ending balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Total 0.00 0.00 0.00 0.00
(2) Financial assets available for sale measured by fair value at period-end
In RMB
Amount of fair value
Cost /liability of equity changes that
Amount with impairment
Type instrument/ amortization Fair value accumulatively reckoned
accrual
cost of debt instrument in other comprehensive
gains
Total 0.00 0.00 0.00 0.00
(3) Financial assets available for sale measured by cost at period-end
In RMB
Book balance Depreciation reserves Ratio of
The share-holdi
Cash
invested Period-beg Period-beg ng in
Increased Decreased Period-end Increased Decreased Period-end dividend
entity inning inning invested
entity
Total 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 -- 0.00
(4) Changes of impairment in Period
In RMB
Including:
Balance of Including: switch Balance of
transfer-in from
impairment back due to fair impairment
Type Accrual other Decreased
accrual at value rebound at accrual at
comprehensive
period-begin period-end period-end
income
Total 0.00 0.00 0.00 0.00 0.00 0.00
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
(5) Fair value of equity instrument available for sale sharply declined or other-than-temporary declined at
period-end without depreciation reserves accrual
In RMB
Fair value Time of drops Amount with
Reasons for
Item Investment cost Ending fair value declined relative persistently impairment
un-accural
to cost (month) accrual
Total 0.00 0.00 -- -- 0.00 --
Other explanation
Nil
15. Held-to-maturity investment
(1) Held-to-maturity investment
In RMB
Ending balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Total 0.00 0.00 0.00 0.00
(2) Important held-to-maturity investment at period-end
In RMB
Bond Face value Coupon value Actual rate Maturity date
Total 0.00 -- -- --
(3) Held-to-maturity investment reclassify in the Period
Nil
Other explanation
Nil
16. Long-term account receivable
(1) Long-term account receivable
In RMB
Ending balance Opening balance
Discount rate
Item Bad debt Bad debt
Book balance Book value Book balance Book value section
provision provision
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Total 0.00 0.00 0.00 0.00 --
(2) Long-term account receivable derecognition due to transfer of financial assets
Nil
(3) Assets and liability resulted by long-term account receivable transfer and continuous involvement
Nil
Other explanation
Nil
17. Long-term equity investment
In RMB
+,-
Ending
Other Cash
Investme balance
The Additiona comprehe dividend
Opening nt gains Other Ending of
invested l Capital nsive or profit Impairme
balance recognize equity Other balance impairme
entity investmen reduction income announce nt accrual
d under change nt
t adjustmen d to
equity provision
t issued
I. Joint venture
Subtotal 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
II. Associated enterprise
Subtotal 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
Total 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
Other explanation
Nil
18. Investment real estate
(1) Investment real estate measured at cost
□ Applicable √ Not applicable
(2) Investment real estate measured at fair value
□ Applicable √ Not applicable
(3) Certificate of title un-completed
In RMB
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深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Item Book value Reasons for un-completed
Other explanation
Nil
19. Fixed assets
(1) Fixed assets
In RMB
Housing Machines and Electronic Transportation
Item Other Total
buildings equipment equipment equipment
1.Opening balance 581,452.63 590,000.00 1,171,452.63
2. increased in the
194,406.84 56,153.85 441,292.30 691,852.99
Period
(1) Purchase 194,406.84 56,153.85 441,292.30 691,852.99
3.DecreasedAmount 515,478.06 515,478.06
(1) Disposal or scrap 515,478.06 515,478.06
4.Ending balance 194,406.84 637,606.48 515,814.24 1,347,827.56
1.Opening balance 391,916.33 551,711.93 943,628.26
2.increased in the
1,474.16 24,676.15 52,916.67 79,066.98
Period
(1) Accrual 1,474.16 24,676.15 52,916.67 79,066.98
3.DecreasedAmount 448,829.52 448,829.52
(1) Disposal or scrap 448,829.52 448,829.52
4.Ending balance 1,474.16 416,592.48 155,799.08 573,865.72
1.Ending book value 192,932.68 221,014.00 360,015.16 773,961.84
2. Opening book value 189,536.30 38,288.07 227,824.37
(2) Fixed assts temporary idle
In RMB
Accumulated Depreciation
Item Original book value Book value Note
depreciation reserves
(3) Fixed assets leased through operating lease
In RMB
Accumulated
Item Original book value Depreciation reserves Book value
depreciation
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(4) Fixed assets leased through operating lease
In RMB
Item Ending book value
(5) Certificate of title un-completed
In RMB
Item Book value Reasons
Other explanation
20. Construction in progress
(1) Construction in progress
In RMB
Ending balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Total 0.00 0.00 0.00 0.00
(2) Changes in significant construction in progress
In RMB
Accumul including
Proporti
Fixed ated : interest Interest
Other on of
increased assets amount capitaliz capitaliz
Opening decrease Ending project Sourceof
Item Budget in the transfer-i Progress of ed ation rate
balance d in the balance investme funds
Period n in the interest amount of the
Period nt in
Period capitaliz of the year
budget
ation year
Total 0.00 0.00 0.00 0.00 0.00 0.00 -- -- 0.00 0.00 0.00% --
(3) Depreciation reserves accrual
In RMB
Item Accural Amount Reasons
Total 0.00 --
Other explanation
Nil
124
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
21. Engineering materials
In RMB
Item Ending balance Opening balance
Other explanation:
Nil
22. Disposal of fixed assets
In RMB
Item Ending balance Opening balance
Other explanation:
Nil
23. Productive biological assets
(1) Productive biological assets measured by cost
□ Applicable √ Not applicable
(2) Productive biological assets measured by fair value
□ Applicable √ Not applicable
24. Oil-and-gas assets
□ Applicable √ Not applicable
25. Intangible assets
(1) Intangible assets
In RMB
Non-patent
Item Land use right Patent Other Total
technology
1.Opening balance 5,271,000.00 5,271,000.00
4.Ending balance 5,271,000.00 5,271,000.00
2.increased in the Period 753,000.00 753,000.00
(1) Accural 753,000.00 753,000.00
4.Ending balance 753,000.00 753,000.00
1.Ending book value 4,518,000.00 4,518,000.00
125
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
2.Opening book value 5,271,000.00 5,271,000.00
Ratio of the intangible assets from intenal R&D in balance of intangible assets at period-end
(2) Land use right without certificate of title completed
In RMB
Item Book value Reasons
Other explanation:
Nil
26. Development expense
In RMB
increased in the Period Decreased Amount
Opening Internal Confirmed as Included in
Item Ending balance
balance development Other intangible current profits Other
expenditure assets and losses
Total 0.00 0.00 0.00 0.00 0.00
Other explanation
Nil
27. Goodwill
(1) Original book value of goodwill
In RMB
Increase during the year Decreased during the year
The invested Arising from
Opening balance Ending balance
entity or items enterprise Other Disposal Other
combination
Total 0.00 0.00 0.00 0.00 0.00 0.00
(2) Depreciation reserves of goodwill
In RMB
The invested Increase during the year Decreased
Opening balance Ending balance
entity or items Accrual Other Disposal Other
Total 0.00 0.00 0.00 0.00 0.00 0.00
Processof impairment testing, parameter and recogniztion method for impairment losses
Nil
126
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Other explanation
Nil
28. Long-term unamortized expenses
In RMB
increased in the Amortized in the
Item Opening balance Other decrease Ending balance
Period Period
Total 0.00 0.00 0.00
Other explanation
Nil
29. Deferred income tax assets and deferred income tax liabilities
(1) Deferred income tax assets un-offset
In RMB
Ending balance Opening balance
Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax
difference assets difference assets
Asset depreciation
47,988.32 11,997.08
reserves
Total 47,988.32 11,997.08 0.00
(2) Deferred income tax liabilities un-offset
In RMB
Ending balance Opening balance
Item Taxable temporary Deferred income tax Taxable temporary Deferred income tax
differences liabilities differences liabilities
Total 0.00 0.00
(3) Deferred income tax assets and deferred income tax liabilities listed after off-set
In RMB
Ending balance of Trade-off between the Opening balance of
Trade-off between the
deferred income tax deferred income tax deferred income tax
Item deferred income tax
assets or liabilities after assets and liabilities at assets or liabilities after
assets and liabilities
off-set period-begin off-set
Deferred income tax
11,997.08
assets
127
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
(4) details of unrecognized deferred income tax assets
In RMB
Item Ending balance Opening balance
Total 0.00 0.00
(5) deductible losses of un-recognized deferred income tax assets expired on the followed year
In RMB
Year Ending amount Opening amount Note
Other explanation:
Nil
30. Other non-current assets
In RMB
Item Ending balance Opening balance
Other explanation:
Nil
31. Short-term loans
(1)Types of short-term loans
In RMB
Item Ending balance Opening balance
Explanation on short-term loans category
Nil
(2) overdue outstanding short-term loans
Total 0.00 Yuan overdue outstanding short-term loans at period-end, including the followed significant amount:
In RMB
Unit Ending balance Lending rate Overdue time Overdue rate
Total 0.00 -- -- --
Other explanation:
Nil
32. Financial liability measured by fair value and with its variation reckoned into current gains/losses
In RMB
128
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Item Ending balance Opening balance
Other explanation:
Nil
33. derivative financial liabilities
□ Applicable √ Not applicable
34. Notes payable
In RMB
Type Ending balance Opening balance
Notes expired at year-end without paid was 0.00 Yuan
35. Account payable
(1) Account payable
In RMB
Item Ending balance Opening balance
payment for goods 10,278,377.96 9,935,720.73
Total 10,278,377.96 9,935,720.73
(2) Account payable with over one year book age
In RMB
Item Ending balance Reasons of un-paid or carry-over
Total 0.00 --
Other explanation:
Nil
36. Account received in advance
(1) Account received in advance
In RMB
Item Ending balance Opening balance
payment for goods 2,595,736.07 3,627,323.31
Total 2,595,736.07 3,627,323.31
129
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
(2) Account received in advance with over one year book age
In RMB
Item Ending balance Reasons of un-paid or carry-over
Total 0.00 --
(3) Projects that settle without completed from construction contract at period-end
In RMB
Item Amount
Other explanation:
Nil
37. Wages payable
(1) Wages payable
In RMB
Item Opening balance Increase during the year Decreased Ending balance
I. Short-term compensation 1,516,624.17 6,694,919.12 6,444,045.53 1,767,497.76
II. Post-employment
welfare- defined 393,048.90 387,731.94 5,316.96
contribution plans
III. Dismiss welfare 17,310.25 17,310.25
Total 1,516,624.17 7,105,278.27 6,849,087.72 1,772,814.72
(2) Short-term compensation
In RMB
Item Opening balance Increase during the year Decreased Ending balance
1. Wages,bonuses,allowances
1,286,682.00 5,751,226.97 5,511,579.85 1,526,329.12
andsubsidies
2. Welfare for workers
193,838.00 193,838.00
and staff
3. Social insurance 154,056.00 152,762.92 1,293.08
Including: Medical
134,220.00 132,926.92 1,293.08
insurance
Work injury
7,416.00 7,416.00
insurance
Maternity 12,420.00 12,420.00
130
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
insurance
4. Housing accumulation
501,600.06 490,265.62 11,334.44
fund
5. Labor union
expenditure and
229,942.17 94,198.09 95,599.14 228,541.12
personnel education
expense
Total 1,516,624.17 6,694,919.12 6,444,045.53 1,767,497.76
(3) Defined contribution plans
In RMB
Item Opening balance Increase during the year Decreased Ending balance
1. Basic endowment
372,485.06 367,312.74 5,172.32
insurance
2. Unemployment
20,563.84 20,419.20 144.64
insurance
Total 393,048.90 387,731.94 5,316.96
Other explanation:
The Company participates in the pension insurance and unemployment insurance plans established by government
authorities by laws. Under these plans, the Company makes monthly contribution to these plans based on 14% and
2% of the paid salaries of its employees respectively. Other than the aforesaid monthly contribution, the Company
takes no further payment obligation. The relevant expenditure is included in current profit or loss or cost of
relevant assets when occurs.
38. Tax payable
In RMB
Item Ending balance Opening balance
Value-added tax 1,256,783.68 596,142.27
Business tax 25,782.60 67,744.68
Enterprise income tax 745,109.42 93,002,221.34
Individual income tax 40,662.68 31,172.70
Urban maintenance and construction tax 64,952.41 15,383.51
Educational surtax 41,575.59 6,169.20
Embankment expenses 4,198.63 6,297.08
House property tax 53,122.79 53,122.79
Total 2,232,187.80 93,778,253.57
Other explanation:
131
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Educational surtax including educational surtax and local educational surtax. Embankment expenses refers to the collection fees, and
tax by local tax bureau for Water Affairs Group
39. Interest payable
In RMB
Item Ending balance Opening balance
Interest overdue without paid:
In RMB
Borrower Amount overdue Reasons
Total 0.00 --
Other explanation:
Nil
40. Dividends payable
In RMB
Item Ending balance Opening balance
Other explanation, including dividends payable with over one year age and disclosure un-payment reasons:
Nil
41. Other payable
(1) Classification of other payable according to nature of account
In RMB
Item Ending balance Opening balance
Custodian and common benefit debts 9,840,809.85 26,103,724.68
Current money 9,370,269.08 8,851,010.21
Margin 1,903,346.00
Total 21,114,424.93 34,954,734.89
(2) Significant other payable with over one year age
In RMB
Item Ending balance Reasons of un-paid or carry-over
Custodian and common benefit debts 9,840,809.85 Un-cleared
Guosheng Energy 6,500,000.00 Interest-free loans
Total 16,340,809.85 --
Other explanation
Nil
132
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
42. Liability holding ready for sold
In RMB
Item Ending balance Opening balance
Other explanation:
Nil
43. Non-current liability due within one year
In RMB
Item Ending balance Opening balance
Other explanation:
Nil
44. Other current liability
In RMB
Item Ending balance Opening balance
Changes of short-term bond payable:
In RMB
Accrual Premium/
Face Release Bond Issuing Opening Issued in interest discount Paid in Ending
Bond Other
value date period amount balance the Period by face amortizati the Period balance
value on
Total -- -- -- 0.00 0.00 0.00 0.00 0.00 0.00
Other explanation:
Nil
45. Long-term loans
(1)Classification of long-term loans
In RMB
Item Ending balance Opening balance
Explanation:
Nil
Other explanation, including interest rate section:
Nil
133
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
46. Bonds payable
(1) Bonds payable
In RMB
Item Ending balance Opening balance
(2) Changes of bonds payable (not including the other financial instrument of preferred stock and
perpetual capital securities that classify as financial liability)
In RMB
Accrual Premium/
Face Release Bond Issuing Opening Issued in interest discount Paid in Ending
Bond Other
value date period amount balance the Period by face amortizati the Period balance
value on
Total -- -- -- 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
(3) Convertible conditions and time for shares transfer for the convertible bonds
Nil
(4) Other financial instruments classify as financial liability
Basic information of the outstanding preferred stock and perpetual capital securities at period-end
Nil
Changes of outstanding preferred stock and perpetual capital securities at period-end
In RMB
Outstanding Period-begin Increase during the year Decreased Period-end
financial
Amount Book value Amount Book value Amount Book value Amount Book value
instrument
Total 0 0.00 0 0.00 0 0.00 0 0.00
Basis for financial liability classification for other financial instrument
Nil
Other explanation
Nil
47. Long-term account payable
(1) Listed by nature
In RMB
134
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Item Ending balance Opening balance
Other explanation:
Nil
48. Long-term employee payable
(1) Long-term employee payable
In RMB
Item Ending balance Opening balance
(2) Changes of defined benefit plans
Present value of the defined benefit plans:
In RMB
Item Current amount Last amount
V. Ending balance 0.00 0.00
Scheme assets:
In RMB
Item Current amount Last amount
I. Opening balance 0.00 0.00
IV. Other changes 0.00 0.00
V. Ending balance 0.00 0.00
Net liability (assts) of the defined benefit plans
In RMB
Item Current amount Last amount
Content of defined benefit plans and relevant risks, impact on future cash flow of the Company as well as times and uncertainty:
Nil
Major actuarial assumption and sensitivity analysis:
Nil
Other explanation:
Nil
49. Special payable
In RMB
Increase during the
Item Opening balance Decreased Ending balance Causes
year
Total 0.00 0.00 --
135
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Other explanation:
Nil
50. Accrued liability
In RMB
Item Ending balance Opening balance Causes
Other explanation, including relevant important assumptions and estimation:
Nil
51. Deferred income
In RMB
Increase during the
Item Opening balance Decreased Ending balance Causes
year
Total 0.00 0.00 --
Item with government grants involved:
In RMB
Amount reckoned
New grants in the Assets-related/inc
Item Opening balance in non-operation Other changes Ending balance
Period ome related
revenue
Total 0.00 0.00 0.00 --
Other explanation:
Nil
52. Other non-current liability
In RMB
Item Ending balance Opening balance
Other explanation:
Nil
53. Share capital
In RMB
Changeduringtheyear(+,-)
Shares
Opening
New shares transferred Ending balance
balance Bonus share Other Subtotal
issued from capital
reserve
136
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Total shares 551,347,947.00 551,347,947.00
Other explanation:
Nil
54. Other equity instrument
(1) Basic information of the outstanding preferred stock and perpetual capital securities at period-end
Nil
(2) Changes of outstanding preferred stock and perpetual capital securities at period-end
In RMB
Outstanding Period-begin Increase during the year Decreased Period-end
financial
Amount Book value Amount Book value Amount Book value Amount Book value
instrument
Total 0 0.00 0 0.00 0 0.00 0 0.00
Changes of other equity instrument, change reasons and relevant accounting treatment basis:
Nil
Other explanation:
Nil
55. Capital reserve
In RMB
Item Opening balance Increase during the year Decreased Ending balance
Other capital reserve 627,819,910.12 14,333.71 627,834,243.83
Total 627,819,910.12 14,333.71 627,834,243.83
Other explanation, including changes and reasons for changes:
Among the other capital reserves, 135,840,297.18 Yuan refers to the payment for creditor from shares assignment by whole
shareholders; majority shareholder Guosheng Energy donated 5,390,399.74 Yuan.
56. Treasury stock
In RMB
Item Opening balance Increase during the year Decreased Ending balance
Total 0.00 0.00
Other explanation, including changes and reasons for changes:
Nil
137
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
57. Other comprehensive income
In RMB
Current amount
Less: written in
other
Account comprehensive
Opening Belong to Belong to Ending
Item before income in
balance Less : income parent minority balance
previous period
income tax in and carried tax expense company after shareholders
tax after tax
the year forward to gains
and losses in
current period
Total other comprehensive income 0.00 0.00 0.00
Other explanation, including the active part of the hedging gains/losses of cash flow transfer to initial recognization adjustment for
the arbitraged items
Nil
58. Special reserves
In RMB
Item Opening balance Increase during the year Decreased Ending balance
Total 0.00 0.00
Other explanation, including changes and reasons for changes:
Nil
59. Surplus reserves
In RMB
Item Opening balance Increase during the year Decreased Ending balance
Statutory surplus reserve 32,673,227.01 32,673,227.01
Total 32,673,227.01 32,673,227.01
Other explanation, including changes and reasons for changes:
Nil
60. Retained profit
In RMB
Item Current period Last period
Retained profit at period-end before adjustment -1,204,837,748.73 -2,780,061,643.62
Retained profit at period-begin after adjustment -1,204,837,748.73 -2,780,061,643.62
Add: net profit attributable to shareholders of 4,885,678.56 1,575,223,894.89
138
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
parent company for this year
Retained profit at period-end -1,199,952,070.17 -1,204,837,748.73
Adjustment for retained profit at period-begin:
1). Retroactive adjustment due to the Accounting Standards for Business Enterprise and relevant new regulations, retained profit at
period-begin has 0.00 Yuan affected;
2) Due to the accounting policy changes, retained profit at period-begin has 0.00 Yuan affected;
3) Due to the major accounting errors correction, retained profit at period-begin has 0.00 Yuan affected;
4) Consolidation range changed due to the same control, retained profit at period-begin has 0.00 Yuan affected;
5) Total other adjustment impacts 0.00 Yuan retained profit at period-begin
61. Operating income and operating cost
In RMB
Current amount Last amount
Item
Income Cost Income Cost
Main business 206,787,455.39 194,455,356.12 247,257,421.93 234,590,294.49
Other business 5,283,130.38 4,509,309.53 23,854,314.14 8,635,334.96
Total 212,070,585.77 198,964,665.65 271,111,736.07 243,225,629.45
62. Business tax and surcharge
In RMB
Item Current amount Last amount
Business tax 250,697.67 1,317,642.75
Urban maintenance and construction tax 150,619.25 239,184.73
Educational surtax 107,585.20 189,101.40
Total 508,902.12 1,745,928.88
Other explanation:
Nil
63. Sales expense
In RMB
Item Current amount Last amount
Salary 2,403,392.34 3,420,253.11
market promotion costs 721,113.68 1,713,098.01
Lease and property management fee 666,701.92 163,976.00
Travel expenses 479,398.60 443,084.40
139
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Other 1,069,856.86 983,016.80
Total 5,340,463.40 6,723,428.32
Other explanation:
Nil
64. Administration expense
In RMB
Item Current amount Last amount
Salary 4,776,645.93 6,397,040.34
Lease and property management fee 2,801,452.78
Repair charge 1,287,036.57 423,179.00
Intermediary services charge 1,495,493.10 638,000.00
Listing and three Meetings charge 1,273,981.93 1,536,025.55
Taxes 224,462.19 1,260,217.97
Amortization and depreciation charge 79,066.98 1,505,441.25
Restructuring expenses Restructuring
70,732,704.23
charge
Other 2,170,748.08 3,322,471.40
Total 14,108,887.56 85,815,079.74
Other explanation:
Nil
65. Financial expense
In RMB
Item Current amount Last amount
Interest expenditure
Less: Interest income 200,059.09 1,353,603.77
exchange loss -18.12 12,474.33
Other 26,623.61 41,695.44
Total -173,453.60 -1,299,434.00
Other explanation:
Nil
66. Loss from Assets depreciation
In RMB
Item Current amount Last amount
140
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
I. Bad debt losses 48,575.61 36,762.61
Total 48,575.61 36,762.61
Other explanation:
Nil
67. Changes in fair value gains
In RMB
Changes resources Current amount Last amount
Other explanation:
Nil
68. Investment income
In RMB
Item Current amount Last amount
Investment income obtained from disposal of
72,934,048.27
long-term equity investment
Total 72,934,048.27
Other explanation:
Nil
69. Non-operation revenue
In RMB
Amount reckoned into
Item Current amount Last amount non-recurring gains/losses in
the Year
Total gains from disposal of
39,731.46 1,611,736,449.40 39,731.46
non-current assets
Including: Gains from disposal
39,731.46 1,611,736,449.40 39,731.46
of fixed assets
gains from debt restructuring 333,713,048.78
Income from fine and penalty 103,000.00 103,000.00
Other 14,542,620.77 105,982.72 14,542,620.77
Total 14,685,352.23 1,945,555,480.90 14,685,352.23
Government grants reckoned into current gains/losses:
In RMB
Item Current amount Last amount Assets-related/gains-related
141
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Total 0.00 0.00 --
Other explanation:
Other income refers to the common interests debts paid by custodian
70. Non-operating expenditure
In RMB
Amount reckoned into
Item Current amount Last amount non-recurring gains/losses in
the Year
Total non-current assets
5,880.00 45,935.56 5,880.00
disposal losses
Including: fixed assets disposal
5,880.00 45,935.56 5,880.00
losses
Accrual liability 284,397,067.92
Other 23,158.00 52,047.00 23,158.00
Total 29,038.00 284,495,050.48 29,038.00
Other explanation:
71. Income tax expense
(1) Income tax expense
In RMB
Item Current amount Last amount
Current income tax 2,157,857.16 93,000,059.74
Deferred income tax -11,997.08
Total 2,145,860.08 93,000,059.74
(2) Adjustment on accounting profit and income tax expenses
In RMB
Item Current amount
Total profit 7,928,859.26
Income tax measured by statutory/applicable tax rate 1,982,214.82
Impact on cost, expenses and losses that unable to deducted 163,645.26
income tax expenses 2,145,860.08
Other explanation
Nil
142
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
72. Other comprehensive income
Found more in Note 57
73. Items of cash flow statement
(1) Other cash received in relation to operation activities
In RMB
Item Current amount Last amount
Rent and utilities etc. 4,171,494.61 23,856,389.01
Custodian 107,015,588.61
Other Current money 4,405,124.84 7,922,040.75
Total 115,592,208.06 31,778,429.76
Explanation on other cash received in relation to operation activities
Nil
(2) Other cash paid in relation to operation activities
In RMB
Item Current amount Last amount
utilities 816,881.52 5,385,307.52
Restructuring expenses 14,444,965.40
Market sales phase expenses as
2,937,071.06 3,271,397.32
advertisement promoted
Management phase expenses as listing
charge, agency fee and three Meetings 5,033,523.00 5,085,457.84
operations expenses and office expenses
Rent and property fee and maintenance fee 4,088,489.35 2,650,243.01
Deposit and Margin paid 2,800,580.55
Other Current money 2,222,080.74 2,167,444.26
Total 17,898,626.22 33,004,815.35
Explanation on other cash paid in relation to operation activities
Nil
(3) Cash received from other investment activities
In RMB
Item Current amount Last amount
Explanation on cash received from other investment activities
Nil
(4) Cash paid related with investment activities
In RMB
Item Current amount Last amount
143
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Cash reduce by subsidiary disposal 1,233,179.43
Total 1,233,179.43
Explanation on cash paid related with investment activities
Nil
(5) Other cash received in relation to financing activities
In RMB
Item Current amount Last amount
Replacement money received by Shenzhen
Guosheng Energy Investment 5,390,399.73
Development Co., Ltd.
Total 5,390,399.73
Explanation on other cash received in relation to financing activities
Nil
(6) Cash paid related with financing activities
In RMB
Item Current amount Last amount
Loans from Shenzhen Guosheng Energy
35,000,000.00
Investment Development Co., Ltd. paid
Total 35,000,000.00
Explanation on cash paid related with financing activities
Nil
74. Supplementary information to statement of cash flow
(1) Supplementary information to statement of cash flow
In RMB
Supplementary information This Period Last Period
1. Net profit adjusted to cash flow of
-- --
operation activities:
Net profit 5,782,999.18 1,575,858,760.02
Add: Assets impairment provision 48,575.61 36,762.61
Depreciation of fixed assets, consumption of
oil assets and depreciation of productive 79,066.98 1,627,072.67
biology assets
Amortization of intangible assets 753,000.00 862,862.04
Loss from disposal of fixed assets, intangible
assets and other long-term assets(gain is -33,851.46 -1,611,690,513.84
listed with “-”)
Investment loss (gain is listed with “-”) -72,934,048.27
144
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Decrease of deferred income tax
-11,997.08
asset( (increase is listed with “-”)
Decrease of inventory (increase is listed with
-1,626,191.10 13,067,081.42
“-”)
Decrease of operating receivable accounts
104,734,227.53 8,054,676.92
(increase is listed with “-”)
Increase of operating payable accounts
-105,804,781.48 56,907,178.57
(decrease is listed with “-”)
Net cash flow arising from operating
3,921,048.18 -28,210,167.86
activities
2. Material investment and financing not
-- --
involved in cash flow
3. Net change of cash and cash equivalents: -- --
Balance of cash at period end 30,163,866.78 26,834,171.59
Less: Balance of cash at year-begin 26,834,171.59 52,395,360.86
Net increasing of cash and cash equivalents 3,329,695.19 -25,561,189.27
(2) Net cash paid for obtaining subsidiary in the Period
In RMB
Amount
Including: --
Including: --
Including: --
Other explanation:
Nil
(3) Net cash received by disposing subsidiary in the Period
In RMB
Amount
Including: --
Including: --
Including: --
Other explanation:
Nil
(4) Constitution of cash and cash equivalent:
In RMB
145
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Item Ending balance Opening balance
Ⅰ. Cash 30,163,866.78 26,834,171.59
Including: Cash on hand 2,894.71 49,992.08
Bank deposit available for
30,160,972.07 26,784,179.51
payment at any time
Ⅲ. Balance of cash and cash equivalent at
30,163,866.78 26,834,171.59
period-end
Other explanation:
Nil
75. Notes of changes of owners’ equity
Explain the name and adjusted amount in “Other” at end of last period:
Nil
76. Assets with ownership or use right restricted
In RMB
Item Ending book value Restriction reasons
Total 0.00 --
Other explanation:
Nil
77. Foreign currency monetary items
(1) Foreign currency monetary items
In RMB
Ending foreign currency
Item Convert rate Ending RMB balance converted
balance
HKD 32.25 0.78887 25.44
Other explanation:
Nil
(2) Explanation on foreign operational entity, including as for the major foreign operational entity,
disclosed main operation place, book-keeping currency and basis for selection; if the book-keeping
currency changed, explain reasons
□ Applicable √ Not applicable
146
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
78. Hedging
Disclosed hedging items and relevant hedging instrument based on hedging’s category, disclosed qualitative and quantitative
information for the arbitrage risks:
Nil
79. Other
Nil
VIII. Changes of consolidation range
1. Enterprise combined under different control
(1) Enterprise combined under different control in the Period
In RMB
Income of Net profit of
Standard to
Time point Cost of Ratio of Acquired acquiree from acquiree from
Purchasing determine the
Acquiree for equity equity equity way Equity purchasing purchasing
date purchasing
obtained obtained obtained obtained way date to date to
date
period-end period-end
Other explanation:
Nil
(2) Combination cost and goodwill
Nil
Determination method for fair value of the combination cost and contingent consideration and changes:
Nil
Main reasons for large goodwill resulted:
Nil
Other explanation:
Nil
(3) Identifiable assets and liability on purchasing date under the acquiree
Nil
Determination method for fair value of the identifiable assets and liabilities:
Nil
Contingent liability of the acquiree bear during combination:
147
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Nil
Other explanation:
(4) Gains or losses arising from re-measured by fair value for the equity held before purchasing date
Whether it is a business combination realized by two or more transactions of exchange and a transaction of obtainted control rights in
the Period or not
□Y √N
(5) On purchasing date or period-end of the combination, combination consideration or fair value of
identifiable assets and liability for the acquiree are un-able to confirm rationally
Nil
(6) Other explanation
Nil
2. Enterprise combined under the same control
(1) Enterprise combined under the same control in the Period
In RMB
Income of the Net profit of
combined the combined
Income of the Net profit of
party from party from
Basis of Standard to combined the combined
Equity ratio period-begin period-begin
combined Combination determine the party during party during
Acquiree obtained in of of
under the date combination the the
combination combination combination
same control date comparision comparision
to the to the
period period
combination combination
date date
Other explanation:
Nil
(2) Combination cost
Explanation on contingent consideration and its changes:
Nil
Other explanation:
Nil
148
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
(3) Assets and liability of the combined party on combination date
Nil
Contingent liability of the combined party bear during combination
Nil
Other explanation:
Nil
3. Counter purchase
Basic transaction information, basis of counter purchase, whether making up business due to the assets and liability reserved by listed
company and basis, determination of combination cost, amount and calculation on adjusted equity by equity transaction
Nil
4. Subsidiary disposal
Whether lost controlling rights while dispose subsidiary on one time or not
□Y√N
Whether lost controlling rights in the Period while dispose subsidiary on two or more steps or not
□Y√N
5. Other reasons for consolidation range changed
Reasons for changed on consolidation range (such as new subsidiary established, subsidiary liquidated etc.)And relevant information
Nil
6. Other
Nil
IX. Equity in other entity
1. Equity in subsidiary
(1) Constitute of enterprise group
Main operation Share-holding ratio
Subsidiary Registered place Business nature Acquired way
place Directly Indirectly
Shenzhen
Emmelle Bicycle and spare
Shenzhen Shenzhen 70.00% Investment
Industrial Co., parts distribution
Ltd.
149
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Explanation on share-holding ratio in subsidiary different from ratio of voting right:
Nil
Basis for controlling the invested entity with half or below voting rights held and without controlling invested entity but with over
half and over voting rights
Nil
Controlling basis for the structuring entity included in consolidated range
Controlling 70%
Basis on determining to be a agent or consignor:
Nil
Other explanation:
Nil
(2) Important non-wholly-owned subsidiary
In RMB
Dividend announced to
Share-holding ratio of Gains/losses attributable Ending equity of
Subsidiary distribute for minority in
minority to minority in the Period minority
the Period
Shenzhen Emmelle
30.00% 897,320.62 1,592,758.40
Industrial Co., Ltd.
Explanation on share-holding ratio of minority different from ratio of voting right:
Nil
Other explanation:
Nil
(3) Main finance of the important non-wholly-owned subsidiary
In RMB
Ending balance Opening balance
Subsidia Non-curr Non-curr Non-curr Non-curr
Current Total Current Total Current Total Current Total
ry ent ent ent ent
assets assets liability liability assets assets liability liability
assets liability assets liability
Shenzhe
n
Emmelle 44,487,1 161,628. 44,648,7 39,339,5 39,339,5 37,646,0 118,804. 37,764,8 35,446,7 35,446,7
Industria 41.91 03 69.94 75.27 75.27 22.22 37 26.59 00.66 00.66
l Co.,
Ltd.
In RMB
Subsidiary Current amount Last amount
150
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Cash flow Cash flow
Total Total
Operation from Operation from
Net profit comprehensi Net profit comprehensi
Income operation Income operation
ve income ve income
activity activity
Shenzhen
Emmelle 208,519,758. 246,343,829.
2,991,068.74 2,991,068.74 3,078,423.02 2,116,217.11 2,116,217.11 5,738,378.32
Industrial 34 03
Co., Ltd.
Other explanation:
Nil
(4) Major restriction on using corporate’s assets and liquidate corporate’s debts
Nil
(5) Financial or other supporting provided to structuring entity that included in consolidated financial
statement
Nil
Other explanation:
Nil
2. Transaction that has owners equity shares changed in subsidiary but still with controlling rights
(1) Owners equity shares changed in subsidiary
Nil
(2) Impact on minority’s interest and owners’ equity attributable to parent company
Nil
Other explanation
Nil
3. Equity in joint venture and cooperative enterprise
(1) Important joint venture and cooperative enterprise
Share-holding ratio Accounting
treatment on
Main operation
Name Registered place Business nature investment for
place Directly Indirectly
joint venture and
cooperative
151
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
enterprise
Share-holding ratio or shares enjoyed different from voting right ratio:
Nil
Basis of the voting rights with 20% below but with major influence, or without major influence but with over 20% (20% included)
voting rights hold:
Nil
(2) Main financial information of the important joint venture
Nil
Other explanation
Nil
(3) Main financial information of the important cooperative enterprise
Nil
Other explanation
Nil
(4) Financial summary for un-important joint venture or cooperative enterprise
In RMB
Ending balance /Current amount Opening balance /Last amount
Joint venture -- --
Total numbers measured by share-holding
-- --
ratio
Cooperative enterprise -- --
Total numbers measured by share-holding
-- --
ratio
Other explanation
Nil
(5) Assets transfer ability has major restriction from joint venture or cooperative enterprise
Nil
(6) Excess losses from joint venture or cooperative enterprise
In RMB
Cumulative un-confirmed Un-confirmed losses not Cumulative un-confirmed
Name
losses recognized in the Period (or net losses at period-end
152
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
profit enjoyed in the Period)
Other explanation
Nil
(7) Un-confirmed commitment with investment concerned with joint venture
Nil
(8) Contingent liability with investment concerned with joint venture or cooperative enterprise
Nil
4. Co-runs operation
Share-holding ratio/ share enjoyed
Name Main operation place Registered place Business nature
Directly Indirectly
Share-holding ratio or shares enjoyed different from voting right ratio:
Nil
If the co-runs entity is the separate entity, basis of the co-runs classification
Nil
Other explanation
Nil
5. Equity in structuring entity that excluding in the consolidated financial statement
Relevant explanation
Nil
6. Other
Nil
X. Risk related with financial instrument
Nil
XI. Disclosure of fair value
1. Ending fair value of the assets and liabilities measured by fair value
In RMB
Item Ending fair value
153
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
First-order Second-order Third-order Total
I. Sustaining measured by
-- -- -- --
fair value
II. Non-persistent measure -- -- -- --
2. Recognized basis for the market price sustaining and non-persistent measured by fair value on
first-order
Nil
3. Valuation technique and qualitative and quantitative information on major parameters for the fair value
measure sustaining and non-persistent on second-order
Nil
4. Valuation technique and qualitative and quantitative information on major parameters for the fair value
measure sustaining and non-persistent on third-order
Nil
5. Adjustment information and sensitivity analysis of unobservable parameters for the fair value measure
sustaining and non-persistent on third-order
Nil
6. Sustaining items measured by fair value, as for the conversion between at all levels, reasons for
conversion and policy for conversion time point
Nil
7. Changes of valuation technique in the Period
Nil
8. Financial assets and liability not measured by fair value
Nil
9. Other
Nil
154
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
XII. Related party and related transactions
1. Parent company of the enterprise
Share-holding ratio
Voting right ratio on
Parent company Registration place Business nature Registered capital on the enterprise for
the enterprise
parent company
Industrial
investment, domestic
commerce, supply
Shenzhen Guosheng and marketing
Energy Investment materials (excluding
Shenzhen RMB 220 million 11.52% 11.52%
Development Co., monopolized
Ltd. commodities, and
commodity under
special government
control)
Explanation on parent company of the enterprise
Nil
Ultimate controller of the Company is Ji Hanfei
Other explanation:
Nil
2. Subsidiary of the Enterprise
Found more in VI (4) of Section IV
3. Cooperative enterprise and joint venture
Found more in IX. 3 of Note XI.
Other cooperative enterprise and joint venture that have related transaction with the Company in the Period or occurred in pervious
period
Name Relationship
Other explanation
Nil
4. Other related party
Other related party Relationship with the Enterprise
Other explanation
Nil
155
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
5. Related transaction
(1) Goods purchasing, labor service providing and receiving
Goods purchasing/labor service receiving
In RMB
Related party Content Current amount Last amount
Goods sold/labor service providing
In RMB
Related party Content Current amount Last amount
Explanation on goods purchasing, labor service providing and receiving
Nil
(2) Related trusteeship/contract and delegated administration/outsourcing
Trusteeship/contract
In RMB
Income from
Client/ Entrusting party/ Yield pricing
Assets type Starting date Maturity date trusteeship/contra
contract-out party contractor basis
ct
Explanation on related trusteeship/contract
Nil
Delegated administration/outsourcing
In RMB
Pricing basis of trustee
Client/
Entrusting party/ trustee fee/outsourcing
contract-out Assets type Starting date Maturity date
contractor fee/outsourcing fee recognized in
party
fee the Period
Explanation on related administration/outsourcing
Nil
(3) Related lease
As a lessor for the Company
In RMB
Lease income in recognized in Lease income in recognized last
Lessee Assets type
the Period the Period
156
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
As a lessee for the Company
In RMB
Lease income in recognized in Lease income in recognized last
Lessor Assets type
the Period the Period
Explanation on related lease
Nil
(4) Related guarantee
As a guarantor for the Company
In RMB
Guarantee completed
Secured party Amount guarantee Starting date Maturity date
(Y/N)
As a secured party for the Company
In RMB
Guarantee completed
Guarantor Amount guarantee Starting date Maturity date
(Y/N)
Explanation on related guarantee
Nil
(5) Borrowed funds of related party
In RMB
Related party Borrowed funds Starting date Maturity date Note
Borrowing
Lending
(6) Assets transfer and debt restructuring of related party
In RMB
Related party Transaction content Current amount Last amount
(7) Remuneration of key manager
In RMB
Item Current amount Last amount
Remuneration of key manager 1,592,000.00 2,164,100.00
157
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
(8) Other related transactions
Nil
6. Receivable/payable items of related parties
(1) Receivable item
In RMB
Ending balance Opening balance
Item Related party
Book balance Bad debt provision Book balance Bad debt provision
(2) Payable item
In RMB
Item Related party Ending book balance Opening book balance
Shenzhen Guosheng Energy
Other account payable Investment Development Co., 6,500,000.00 6,500,000.00
Ltd.
7. Commitments of related party
Nil
8. Other
Nil
XIII. Share-based payment
1. General share-based payment
□ Applicable √ Not applicable
2. Share-based payment settled by equity
□ Applicable √ Not applicable
3. Share-based payment settled by cash
□ Applicable √ Not applicable
158
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
4. Revised and termination on share-based payment
Nil
5. Other
Nil
XIV. Commitment or contingency
1. Important commitments
Important commitments in balance sheet date
Nil
2. Contingency
(1) Contingency on balance sheet date
Nil
(2) For the important contingency not necessary to disclosed by the Company, explained reasons
The Company has no important contingency that need to disclosed
3. Other
Nil
XV. Events after balance sheet date
1. Important non-adjustment items
In RMB
Impact on financial status and Reasons on un-able to estimated
Item Content
operation results the impact number
2. Profit distribution
In RMB
159
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
3. Sales return
4. Other events after balance sheet date
XVI. Other important events
1. Previous accounting errors collection
(1) Retrospective restatement
In RMB
Impact items of statement
Content Treatment procedures Cumulative impacted number
during a comparison
(2) Prospective application
Reasons for prospective application
Accounting error correction Approval procedures
adopted
2. Debt restructuring
The Company is looking forward a restructuring party
3. Assets replacement
(1) Non-monetary assets change
Nil
(2) Other assets replacement
Nil
4. Pension plan
Nil
5. Discontinued operations
In RMB
Discontinued
Income tax operations profit
Item Revenue Expenses Total profit Net profit
expenses attributable to
owners of parent
160
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
company
Other explanation
Nil
6. Segment
(1) Recognition basis and accounting policy for reportable segment
Nil
(2) Financial information for reportable segment
Nil
(3) The company has no reportable segments, or unable to disclose total assts and total liability for
reportable segments, explain reasons
Nil
(4) Other explanation
Nil
7. Major transaction and events makes influence on investor’s decision
Nil
8. Other
Nil
XVII. Principle notes of financial statements of parent company
1. Accounts receivable
(1) Category
In RMB
Ending balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Types Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Receivables with bad 694,416. 694,416.0 245,382
100.00% 100.00% 245,382.00
debt provision 00 0 .00
161
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
accrual by credit
portfolio
694,416. 694,416.0 245,382
Total 100.00% 100.00% 245,382.00
00 0 .00
Receivable with single significant amount and withdrawal bad debt provision separately at end of period:
□ Applicable √ Not applicable
In combination, accounts receivable whose bad debts provision was accrued by age analysis:
√ Applicable □ Not applicable
In RMB
Ending balance
Age
Account receivable Bad debt provision Accrual ratio
within one year
within one year 694,416.00
Total 694,416.00
Explanations on combination determine:
Nil
In combination, withdrawal proportion of bad debt provision based on balance proportion for account receivable:
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for account receivable:
Nil
(2) Bad debt provision accrual, collected or reversed
Accrual bad debt provision 0.00 Yuan; collected or reversed 0.00 Yuan.
Major bad debt provision reversal or collected in the Period
In RMB
Company Amount reversal or collected Collection way
Total 0.00 --
Nil
(3) Receivables actually written-off during the reporting period
In RMB
Item Amount written off
Written-off for the major receivable
In RMB
Nature of Procedures Arising from related
Company Amount written off Reason for write-off
receivables implemented transactions
162
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Total -- 0.00 -- -- --
Explanation for write-off of receivables
Nil
(4) Top 5 receivables at ending balance by arrears party
Ending balance of receivable at period end for the parent company 694,416.00 Yuan was the good money receivable
from associated subsidiary Shenzhen Emmelle Industrial Co., Ltd.
(5) Receivable derecognition due to transfer of financial assets
Nil
(6) Assets and liability resulted by receivable transfer and continuous involvement
Nil
Other explanation:
Nil
2. Other accounts receivable
(1) Classification
In RMB
Ending balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Type Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Other receivables
with bad debt 13,714,6 13,714,03 116,990 116,990,37
100.00% 587.29 100.00%
provision accrual by 20.41 3.12 ,372.76 2.76
credit portfolio
13,714,6 13,714,03 116,990 116,990,37
Total 100.00% 587.29 100.00%
20.41 3.12 ,372.76 2.76
Other receivable with single significant amount and withdrawal bad debt provision separately at end of period
□ Applicable √ Not applicable
In combination, other accounts receivable whose bad debts provision was accrued by age analysis
√ Applicable □ Not applicable
In RMB
163
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Ending balance
Age
Other receivable bad debts provision Accrual ratio
within one year
Subtotal of within one year 13,714,620.41 587.29
Total 13,714,620.41 587.29
Explanations on combination determine:
Nil
In combination, withdrawal proportion of bad debt provision based on balance proportion for other account receivable
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for other account receivable
□ Applicable √ Not applicable
(2) Bad debt provision accrual, collected or reversed
Accrual bad debt provision 0.00 Yuan; collected or reversed 0.00 Yuan.
Major bad debt provision reversal or collected in the Period
In RMB
Company Amount reversal or collected Collection way
Total 0.00 --
Nil
(3) Other receivables actually written-off during the reporting period
In RMB
Item Amount written off
Written-off for the major other receivable:
In RMB
Nature of other Procedures Arising from related
Company Amount written off Reason for write-off
receivables implemented transactions
Total -- 0.00 -- -- --
Explanation for write-off of other receivables:
Nil
(4) Other receivables by nature
In RMB
Nature Ending book balance Opening book balance
Current money 13,714,620.41 116,990,372.76
164
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Total 13,714,620.41 116,990,372.76
(5) Top 5 other receivables at ending balance by arrears party
In RMB
Ratio in total ending
Ending balance of
Company Nature Ending balance Book age balance of other
bad bet provision
receivables
Shenzhen Emmelle
Current money 13,518,858.41 within one year 98.57%
Industrial Co., Ltd.
Total -- 13,518,858.41 -- 98.57%
(6) Account receivable with government subsidy involved
In RMB
Time, amount and basis
Company Item Ending balance Ending book age
for money collected
Total -- 0.00 -- --
(7) Other receivable derecognition due to transfer of financial assets
Nil
(8) Assets and liability resulted by other receivable transfer and continuous involvement
Nil
Other explanation:
Nil
3. Long-term equity investment
In RMB
Ending balance Opening balance
Item
Book balance Impairment Book value Book balance Impairment Book value
Investment for
1,400,000.00 1,389,620.27 10,379.73 1,400,000.00 1,389,620.27 10,379.73
subsidiary
Total 1,400,000.00 1,389,620.27 10,379.73 1,400,000.00 1,389,620.27 10,379.73
(1) Investment for subsidiary
In RMB
165
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Ending balance of
Impairment
The invested entity Opening balance Increased Decreased Ending balance impairment
accrual
provision
Shenzhen
Emmelle Industrial 1,400,000.00 1,400,000.00 1,389,620.27
Co., Ltd.
Total 1,400,000.00 0.00 0.00 1,400,000.00 0.00 1,389,620.27
(2) Investment for associates and joint venture
In RMB
+,-
Ending
Other Cash
Investme balance
comprehe dividend
Opening Capital nt gains Other Ending of
Company Additional nsive or profit Impairme
balance reductio recognize equity Other balance impairme
investment income announce nt accrual
n d under change nt
adjustmen d to
equity provision
t issued
I. Joint venture
II. Associated enterprise
(3) Other explanation
Nil
4. Operating income and cost
In RMB
Current amount Last amount
Item
Income Cost Income Cost
Main business 475,138.46 427,068.73
Other business 7,287,880.92 4,505,933.46 25,829,410.17 8,634,522.99
Total 7,287,880.92 4,505,933.46 26,304,548.63 9,061,591.72
Other explanation:
Nil
5. Investment gains
In RMB
Item Current amount Last amount
166
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
6. Other
Nil
XVIII. Supplementary Information
1. Current non-recurring gains/losses
√ Applicable □ Not applicable
In RMB
Item Amount Note
Gains/losses from the disposal of
non-current asset (including the write-off 33,851.46
that accrued for impairment of assets)
Other non-operating income and expenditure
14,622,462.77
except for the aforementioned items
Less: Impact on income tax 3,664,078.56
Impact on minority shareholders’ equity 33,117.41
Total 10,959,118.26 --
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
2. REO and earnings per share
Earnings per share
Profits during report period Weighted average ROE Diluted EPS
Basic EPS (RMB/Share)
(RMB/Share)
Net profits belong to common stock
51.72% 0.0089 0.0089
stockholders of the Company
Net profits belong to common stock
stockholders of the Company after
-64.30% -0.0110 -0.0110
deducting nonrecurring gains and
losses
167
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
3. 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)
□ Applicable √ Not applicable
(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)
□ Applicable √ Not applicable
(3) Explain accounting difference over the accounting rules in and out of China; as for the difference
adjustment for data audited by foreign auditing organ, noted the name of such foreign organ
Nil
4. Supplementation for change of accounting policy
□ Applicable √ Not applicable
5. Other
Nil
168
深圳中华自行车(集团)股份有限公司 2014 年年度报告全文
Section XII. Documents available for reference
1. Accounting statement carrying the signatures and seals of the legal representative, person in
charge of accounting and person in charge of accounting organ;
2. Original audit report with seal of the accounting firm and signature and seal of CPAs;
3. Originals documents of the Company and manuscripts of public notices that disclosed in the
newspaper designated by CSRC in the report period;
4. English version of the Annual Report 2014
169
