深圳深宝实业股份有限公司 2016 年半年度报告全文 深圳深宝实业股份有限公司 SHENZHEN SHENBAO INDUSTRIAL CO., LTD. SEMI-ANNUAL REPORT 2016 August 2016 1 深圳深宝实业股份有限公司 2016 年半年度报告全文 Section I. Important Notice, Contents and Paraphrase Board of Directors, Supervisory Committee, all directors, supervisors and senior executives of Shenzhen Shenbao Industrial Co., Ltd. (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. All Directors are attended the Board Meeting for deliberation of this Report. The Company has no plans of cash dividend distributed, no bonus shares and has no share converted from capital reserve either. Chairman of the Company Mr. Zheng Yuxi, General Manager Mr. Yan Zesong, Chief Financial Officer Ms. Wang Zhiping and Financial Management Department Manager Mr. Xu Qiming hereby confirm that the Financial Report of Semi-Annual Report 2016 is authentic, accurate and complete. Concerning the forward-looking statements with future planning involved in the semi-annual report, they do not constitute a substantial commitment for investors, Securities Times, China Securities Journal, Hong Kong Commercial Daily and Juchao Website (www.cninfo.com.cn) are the media appointed by the Company for information disclosure, all information of the Company disclosed in the above mentioned media should prevail. Investors are advised to exercise caution of investment risks. This report has been prepared in Chinese and English version respectively. In the event of difference in interpretation between the two versions, Chinese report shall prevail. 2 深圳深宝实业股份有限公司 2016 年半年度报告全文 Content Section I. Important Notice, Contents and Paraphrase ................................................. 2 Section II Company profile ........................................................................................... 5 Section III. Accounting data and summary of financial indexes .................................. 7 Section IV. Report of the Board of Directors ................................................................ 9 Section V. Important Events ........................................................................................ 16 Section VI. Changes in Shares and Particulars about Shareholders ........................... 19 Section VII. Directors, Supervisors and Senior Executives ........................................ 23 Section VIII. Financial Report .................................................................................... 24 Section IX. Documents available for Reference ....................................................... 127 3 深圳深宝实业股份有限公司 2016 年半年度报告全文 Paraphrase Items Refers to Contents Shenshenbao/Shenbao Company/ Listed Refers to Shenzhen Shenbao Industrial Co., Ltd Company /the Company/ Shenbao Huacheng Refers to Shenzhen Shenbao Huacheng Science and Technology Co.,Ltd Wuyuan Ju Fang Yong Refers to Wuyuan County Ju Fang Yong Tea Industry Co., Ltd. Hangzhou Ju Fang Yong Refers to Hangzhou Ju Fang Yong Holding Co., Ltd. Shenbao Technology Center Refers to Shenzhen Shenbao Technology Center Co., Ltd. Huizhou Shenbao Science & Technology Refers to Huizhou Shenbao Science & Technology Co., Ltd. Shenbao Sanjing Refers to Shenzhen Shenbao Sanjing Food & Beverage Development Co., Ltd Shenbao Industrial & Trading Refers to Shenzhen Shenbao Industrial & Trading Co., Ltd. Shenbao Properties Refers to Shenzhen Shenbao Properties Management Co., Ltd. Shenshenbao Investment Refers to Shenzhen Shenshenbao Investment Co., Ltd. Shenbao Yuxing Refers to Fujian Mount Wuyi Shenbao Yuxing Tea Co., Ltd. Fuhaitang Ecological Refers to Fuhaitang Tea Ecological Technology Co., Ltd. Chunshi Network Refers to Hangzhou Chunshi Network Technology Co.,Ltd. Shenshenbao Tea Culture Refers to Shenzhen Shenshenbao Tea Culture Management Co., Ltd. Pu’er Tea Trading Center Refers to Yunnan Pu’er Tea Trading Center Co., Ltd. Pu’er Supply Chain Refers to Yunnan Shenbao Pu’er Supply Chain Management Co., Ltd. Jufangyong Trading Refers to Hangzhou Jufangyong Trading Co., Ltd Agricultural Products Refers to Shenzhen Agricultural Products Co., Ltd Shenzhen Investment Holding Refers to Shenzhen Investment Holding Co., Ltd Shenzhen Municipal People’s Government State-owned Assets Shenzhen SASAC Refers to Supervision & Administration Commission CBC Refers to Shenzhen China Bicycle Company (Holdings) Limited CSRC Refers to China Securities Regulation Commission Article of Association Refers to Article of Association of Shenzhen Shenbao Industrial Co., Ltd RMB/10 thousand Yuan Refers to CNY/ten thousand Yuan 4 深圳深宝实业股份有限公司 2016 年半年度报告全文 Section II Company profile I. Company information Short form for share SHENSHENBAO-A, SHENSHENBAO-B Stock code 000019, 200019 Listing stock exchange Shenzhen Stock Exchange Chinese name of the Company 深圳深宝实业股份有限公司 Abbr. of Chinese name of the 深宝 Company(if applicable) English name of the SHENZHEN SHENBAO INDUSTRIAL CO.,LTD. Company(if applicable) Abbr. of English name of the SBSY Company(if applicable) Legal Representative Zheng Yuxi II. Person/Way to contact Secretary of the Board Rep. of security affairs Name Li Yiyan Huang Bingxia 8/F, Tower-B, Building 4, Software 8/F, Tower-B, Building 4, Software Industry Base, Science & Technology Park Industry Base, Science & Technology Park Contact add. (South), Xuefu Road, Nanshan District, (South), Xuefu Road, Nanshan District, Shenzhen Shenzhen Tel. 0755-82027522 0755-82027522 Fax. 0755-82027522 0755-82027522 E-mail lyy@sbsy.com.cn huangbx@sbsy.com.cn III. Others 1. Way of contact Whether registrations address, offices address and codes as well as website and email of the Company changed in reporting period or not □ Applicable √ Not applicable Registrations address, offices address and codes as well as website and email of the Company has no change in reporting period, found more details in Annual Report 2015 5 深圳深宝实业股份有限公司 2016 年半年度报告全文 2. Information disclosure and preparation place Whether information disclosure and preparation place changed in reporting period or not □ Applicable √ Not applicable The newspaper appointed for information disclosure, website for semi-annual report publish appointed by CSRC and preparation place for semi-annual report have no change in reporting period, found more details in Annual Report 2015 3. Registration changes of the Company Whether registration has changed in reporting period or not □ Applicable √ Not applicable Date/place for registration of the Company, registration number for enterprise legal license, number of taxation registration and organization code have no change in reporting period, found more details in Annual Report 2015 6 深圳深宝实业股份有限公司 2016 年半年度报告全文 Section III. Accounting data and summary of financial indexes I. Main accounting data and financial indexes Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting error correction or not □Yes √No Increase/decrease in Current period Same period of last year this report y-o-y Operating revenue (RMB) 149,155,529.71 163,356,143.27 -8.69% Net profit attributable to shareholders of the listed -15,099,180.63 5,317,533.95 -383.95% company(RMB) Net profit attributable to shareholders of the listed company after deducting non-recurring gains and -20,333,457.37 -2,504,499.15 -711.88% losses(RMB) Net cash flow arising from operating 31,597,947.36 21,913,616.18 44.19% activities(RMB) Basic earnings per share (RMB/Share) -0.0334 0.0118 -383.05% Diluted earnings per share (RMB/Share) -0.0334 0.0118 -383.05% Weighted average ROE -1.63% 0.55% -2.18% Increase/decrease in this report-end over End of current period End of last period that of last period-end Total assets (RMB) 1,047,312,328.49 1,060,458,757.46 -1.24% Net assets attributable to shareholder of listed 920,523,179.31 935,622,280.75 -1.61% company(RMB) II. Difference of the accounting data under accounting rules in and out of China 1. Difference of the net profit and net assets disclosed in financial report, under both IAS (International Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles) √ Applicable □ Not applicable In RMB Net profit attributable to shareholders of Net assets attributable to shareholders of listed listed company company 7 深圳深宝实业股份有限公司 2016 年半年度报告全文 Amount in last Amount at Amount in this period Amount at period-end period period-begin Chinese GAAP -15,099,180.63 5,317,533.95 920,523,179.31 935,622,280.75 Items and amount adjusted by IAS Adjustment for other payable fund of 0 0 1,067,000.00 1,067,000.00 stock market regulation IAS -15,099,180.63 5,317,533.95 921,590,179.31 936,689,280.75 III. Items and amounts of extraordinary profit (gains)/loss √ Applicable □ Not applicable In RMB Item Amount Note Gains/losses from the disposal of non-current asset (including the write-off that -6,410.81 accrued for impairment of assets) Governmental subsidy reckoned into current gains/losses (not including the subsidy enjoyed in quota or ration according to national standards, which are closely relevant 1,876,962.20 to enterprise’s business) Profit and loss of assets delegation on others’ investment or management 665,169.36 Gains and losses from change of fair values of held-for-transaction financial assets and financial liabilities except for the effective hedge business related to normal -848,856.19 business of the Company, and investment income from disposal of transactional financial assets and liabilities and financial assets available for sale Other non-operating income and expenditure except for the aforementioned items 3,976,775.16 Less: impact on income tax 304,198.28 Impact on minority shareholders’ equity (post-tax) 125,164.70 Total 5,234,276.74 -- 8 深圳深宝实业股份有限公司 2016 年半年度报告全文 Section IV. Report of the Board of Directors I. Introduction During the reporting period, challenged by the changing market conditions, the Company endeavored to implement various operating measures to strengthen major science and technology power, promote product upgrade and innovation, expand main business operation and accelerate progress of each business segment. Benefitting from the core strengths of scientific innovation, the Company dramatically developed three businesses, namely business of healthcare technology which mainly referred to the technology of plant extraction developed by Shenbao Huacheng, business of industrial service which mainly referred to industrial financing, e-commerce and modern logistics developed by the Tea Exchange as well as the business of life experience which mainly referred to modern tea culture consumption engaged by Tanbank/Fuhaitang. Based on these, we succeeded to establish our industrial layout consisting of four major business segments including further processing, sales of quality tea, tea life experience and E-commerce of tea related products. During the first half year of 2016, the Company managed to increase sales, seek for substantial change, and thus to implement our development strategy on a stable basis, enabling itself to transform to an enterprise highlighting in technology, service and commerce in general. During the reporting period, the Company fully capitalized the effect of Shenbao technology center as the main R&D entity, continued to reinforce its core strengths in scientific research, activated value increment, and realized product innovation and upgrade. It successfully developed nearly 30 tea drinking products which were launched to market during the first half year, providing strong support for market expansion, customer service and improvement of industrial chain technology of our Company. Puer tea trading center commenced construction for trading system. till now, it has completed comprehensive test in respect of the trading software, and succeeded to launch the first kind of product in the system. as new products would continue to be listed in the system for sale, puer tea trading center will experience steady trading business, continue to increase market share, form its trading products to a certain extent, realize combination between trading and consumption and improve value of the platform. Our high-end tea brands were continuously dedicated to satisfy the customer base which was deeply fond of tea leaf, which in turn enabled us to consolidate loyalty of our customers. The fashion and fast-drinking brand “Fuhaitang” operated traditional tea leaf drinking industry by adoption of internet model, through which, it succeeded to act as the pioneer of a young, fashion and healthy tea life through the innovative business model integrating improved experiment space, Wechat platform and E-commerce platform and integration of business resources. the brand Teabank promoting for tea life experience space was offering all the products, including raw leaf tea, drinking, tea sneak, teapot and tea book, both online and offline, aiming to diversify experience space for tea culture, which in turn helped the Company to integrate effect of marketing, promotion and brand dissemination. 9 深圳深宝实业股份有限公司 2016 年半年度报告全文 For the first half year of 2016, the Company recognized total operating income of RMB149,155,529.71, representing a year-on-year decrease of 8.69%; recognized operating profit of RMB(25,809,361.48), representing a year-on-year decrease of 2,031.54%; and recognized net profit attributable to shareholders of listed company of RMB(15,099,180.63), representing a year-on-year decrease of 383.95%. the major reason accounting for the change of operating profit and net profit attributable to shareholders of listed company was that the Company recorded revenue from the project of Emerald Apartment for the corresponding period of last year, while these was no such revenue for this period; Shenzhen Shenshenbao Tea Culture Business Management Company Limited recorded increased losses as compared to the corresponding period of last year. II. Main business analysis Y-o-y changes of main financial data In RMB Y-o-y Same period of last Current period increase/decre Reasons for changes year ase Operation revenue 149,155,529.71 163,356,143.27 -8.69% Operation cost 116,893,235.04 105,577,753.76 10.72% Sales expenses 20,601,283.18 16,889,715.14 21.98% Management 34,369,699.17 34,606,106.08 -0.68% expenses Financial expenses 213,297.58 -461,784.95 146.19% Interest revenue in the Period declined Income tax expense -501,745.09 4,685,304.78 -110.71% Income tax in the Period declined R&D investment 1,442,268.22 1,405,033.17 2.65% Net cash flow arising from 31,597,947.36 21,913,616.18 44.19% Large margin received in the Period operation activities Net cash flow The investment amount paid in last period was arising from -33,549,430.36 -74,385,187.66 54.90% collected in the Period investment activities Net cash flow arising from -790,774.97 -33,859,000.00 97.66% Bank loans are paid in last period financing activities Net increase of cash Bank loans are paid in last period and -2,614,834.69 -86,373,233.51 96.97% and cash equivalent investment amount paid Account paid in Account paid in advance for raw materials are 9,341,482.72 18,601,600.34 -49.78% advance received in the Period Other current assets 23,953,138.43 2,012,976.56 1,089.94% Purchasing financial products in the Period Other non-current 0 9,381,000.00 -100.00% The account paid in advance for lands in the 10 深圳深宝实业股份有限公司 2016 年半年度报告全文 assets Period are transferred to intangible assets Performance pay for last year was paid in the Wages payable 8,012,313.98 12,357,984.32 -35.16% Period Other payables 45,362,209.13 23,637,606.15 91.91% Large margin received in the Period Business tax and There were large land VAT paid in last period 945,881.40 9,353,461.16 -89.89% surcharge and no such payment occurred in the Period Income of change of Mainly due to the change of market value of -848,856.19 3,176,115.41 -126.73% fair value shares in the period Major changes on profit composition or profit resources in reporting period □ Applicable √ Not applicable No major changes on profit composition or profit resources occurred in reporting period The future development and planning extended to reporting period that published in disclosure documents as prospectus, private placing memorandum and recapitalize statement □ Applicable √ Not applicable No future development and planning extended to reporting period that published in disclosure documents as prospectus, private placing memorandum and recapitalize statement Review on the previous business plan and its progress during reporting period The Company proceeded according to the business plan in the reporting. III. Composition of main business In RMB Increase or Increase or Increase or decrease of decrease of decrease of gross Gross profit Operating revenue Operating cost operating revenue operating cost profit ratio over ratio over same period over same period same period of of last year of last year last year According to industries Industry 141,888,486.47 115,218,062.64 18.80% 21.95% 16.88% 3.53% Trading 3,344,094.13 1,581,833.40 52.70% 100% 100% 52.70% Real estate 0 0 0 -100.00% -100.00% -84.92% Tenancy services 1,337,229.31 93,339.00 93.02% 144.16% 100% -6.98% According to products Soft drink 12,094,356.04 9,909,269.02 18.07% 9.41% 20.97% -7.83% Condiment 4,414,608.86 2,743,442.34 37.86% -0.39% 3.94% -2.58% Tea products 128,723,615.70 104,147,184.68 19.09% 27.62% 18.68% 6.09% Commercial residential 0 0 0 -100.00% -100.00% -84.92% building 11 深圳深宝实业股份有限公司 2016 年半年度报告全文 Property leasing 1,337,229.31 93,339.00 93.02% 144.16% 100% -6.98% According to region Exportation 8,922,956.61 6,632,031.14 25.67% 101.64% 105.08% -1.25% South China 47,302,677.70 32,653,969.36 30.97% -42.81% -8.19% -26.03% North China 7,128,216.90 6,811,535.12 4.44% -21.38% -15.04% -7.14% East China 69,508,340.44 59,462,469.60 14.45% 41.24% 39.84% 0.85% Central China 9,596,643.41 7,862,214.16 18.07% -31.75% -36.15% 5.63% Other 4,110,974.85 3,471,015.66 15.57% 8.57% -11.53% 19.18% IV. Core competitive-ness analysis Core competitive-ness of the Company has no major changes in the Period. V. Investment analysis 1. Situation of foreign equity investment (1) Foreign investment √ Applicable □ Not applicable Foreign investment Investment amount in the Period Investment amount in same period of last year(RMB) Changes (RMB) 6,375,000.00 3,825,000.00 66.67% Invested company Equity ratio of the listed Company Main business company in invested company Wholesale of non-alcoholic beverage and tea leaf; retailing of non-alcoholic beverage and tea leaf; talent training; package decoration design service; wholesale of tea leaf plants and beverage plants; import & export of merchandises (excluding those subject to special operation and special management); occupational skill Guangzhou Shenbao Mendao Tea training (excluding those the operation of which is subject to 45.00% Co., Ltd. approval); other storage (excluding storage of prude oil, completed oil, storage of gas, and storage of dangerous items) and storage of other agricultural products. With respect to projects which are subject to approval by laws, their operation shall commence only when the approval is obtained. Prepare construction of Puer Tea Trading Center which provides Yunnan Pu’er Tea Trading Center premise and facilities for bulk transaction of tea and other 55.00% Co., Ltd. agricultural by-products an industrial-based raw materials and relevant financial services, and provides intermediary, broker, 12 深圳深宝实业股份有限公司 2016 年半年度报告全文 auction, financing and consultancy services; investment and management associated with other projects; conference and exhibition service. With respect to projects which are subject to approval by laws, their operation shall commence only when the approval is obtained. (2) Securities investment √ Applicable □ Not applicable Proporti Amount of Proporti on of Amount of Initial stock-hold on of Variet stock-ho stock-hold Code of Short form investme ing at the stock-ho Book value at the Gains and loss y of lding at ing at the Accounti Source securitie of nt beginning lding at end of the period in the reporting securit the end of the ng subject of stock s securities cost(RM of the the end (RMB) (RMB) ies beginnin period B) period of the g of the (Share) (Share) period period Paid shares Financial Zhonghua- assets from Stock 000017 -- 258,011 0.05% 258,011 0.05% 2,737,496.71 -848,856.19 A available debt for sale reorgani zation Total -- 258,011 -- 258,011 -- 2,737,496.71 -848,856.19 -- -- 2. Trust management, derivative investment and entrusted loans (1) Trust management √ Applicable □ Not applicable In 10 thousand Yuan Principal Relate Related Remun Provision Amount Amount actually Predicte d transacti eration for actually Trustee Products entruste Stars Ended received d relatio on determ impairment loss in the d in the income nship (Y/N) ination (if any) Period period Pledge Shenzhen Financial able branch of N/A N 3,000 2016-01-22 2016-04-22 3,000 -- 22.5 22.5 product incom SPDB e Floatin China CITIC Financial N/A N 5,000 2016-01-21 2016-02-17 g 5,000 -- 20.02 20.02 Bank product profit Shenzhen Financial Pledge N/A N 3,000 2016-02-26 2016-05-26 3,000 -- 24 24 branch of product able 13 深圳深宝实业股份有限公司 2016 年半年度报告全文 SPDB incom e Pledge Shenzhen Financial able branch of N/A N 2,000 2016-06-17 2016-09-18 -- 15.5 product incom SPDB e Total 13,000 -- -- -- 11,000 -- 82.02 66.52 Capital source of the trust management Owned fund Accumulative overdue principal and 0 income unrevoked Cases involving lawsuit(if applicable) Not applicable Date of the Board disclosed for trust 2015-03-21 management approval (if any) 2016-04-26 Date of the shareholder’s general meeting disclosed for trust management approval (if Not applicable any) 3. Application of raised proceeds □Applicable √ Not applicable There are no applications of raised proceeds in the 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 Hangzhou Comprehen Production 175,000,00 154,262,23 137,566,39 14,730,047. -5,756,82 Ju Fang Subsidiary sive and sales of -4,894,912.46 0.00 8.79 4.74 95 3.57 Yong tea products Shenshenba Comprehen Investment 50,000,000. 44,112,044. 37,268,137. 3,256,699.3 -7,455,83 o Subsidiary sive managemen -7,457,045.09 00 24 70 6 7.59 Investment t VI. Prediction of business performance from January – September 2016 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 14 深圳深宝实业股份有限公司 2016 年半年度报告全文 explanation on reason □ Applicable √ Not applicable VII. Implementation of profit distribution in reporting period Implementation or adjustment of profit distribution plan in reporting period, cash dividend plan and shares converted from capital reserve in particular √Applicable □Not applicable Implementation of the plan relating to conversion of capital reserve into share capital during the reporting period: On 17 May 2016, the Company convened annual general meeting for 2015, to consider and approve the Equity Distribution Preplan for 2015 which stated that: based on the total share capital of 301,080,184 shares as of 31 December 2015, 5 shares are issued to all the members of the Company for each 10 shares they hold out of the capital reserve. The Company determined not to pay cash dividends, and bonus shares neither. As of 24 June 2016, the above equity distribution plan has been implemented in full. Prior to this equity distribution, the total share capital of the Company is 301,080,184, upon completion of the equity distribution, the total share capital increases to 451,620,276 shares. Special explanation on cash dividend policy Satisfy regulations of General Meeting or requirement of Article of Association (Y/N): Y Well-defined and clearly dividend standards and proportion (Y/N): Y Completed relevant decision-making process and mechanism (Y/N): Y Independent directors perform duties completely and play a proper role (Y/N): Y Minority shareholders have opportunity to express opinions and demands totally and their legal rights are Y fully protected (Y/N): Condition and procedures are compliance and transparent while the cash bonus policy adjusted or changed Y (Y/N): VIII. Profit distribution and share converted from capital reserve in the Period □ Applicable √ Not applicable The Company has no plans of cash dividend distributed, no bonus shares and has no share converted from capital reserve either in semi-annual of the Year. IX. In the report period, reception of research, communication and interview □Applicable √Not applicable 15 深圳深宝实业股份有限公司 2016 年半年度报告全文 Section V. Important Events I. Corporate governance The actual condition of the corporate governance shows no difference with the Company Law and relevant requirement from CSRC. II. Lawsuits Significant lawsuits and arbitrations □ Applicable √ Not applicable There are no significant lawsuits and arbitrations occurred in the period Other lawsuits □ Applicable √ Not applicable III. Media questioned □ Applicable √ Not applicable The Company has no media universality query in the Period IV. Significant contracts and its implementation Guarantees √ Applicable □ Not applicable In 10 thousand Yuan Guarantee for the subsidiaries (not including guarantees to subsidiaries) Guarante Actual date of Complete Name of the Related Guaran e for happening (Date Actual Guarantee Guarantee implemen Company Announcement tee related of signing guarantee limit type term tation guaranteed disclosure date limit party agreement) (Y/N) (Y/N) Guarantee for the subsidiaries Guarante Actual date of Complete Name of the Related Guaran e for happening (Date Actual Guarantee Guarantee implemen Company Announcement tee related of signing guarantee limit type term tation guaranteed disclosure date limit party agreement) (Y/N) (Y/N) Shenzhen Shenbao Joint liability Huacheng Science 2015-04-21 3,000 2015-07-27 3,000 One year N Y assurance and Technology 16 深圳深宝实业股份有限公司 2016 年半年度报告全文 Co.,Ltd Total amount of approving Total amount of actual guarantee for subsidiaries in report occurred guarantee for 0 3,000 period (B1) subsidiaries in report period (B2) Total amount of approved guarantee Total balance of actual for subsidiaries at the end of guarantee for subsidiaries at 3,000 3,000 reporting period (B3) the end of reporting period (B4) Guarantee to subsidiary from subsidiary Related Guarante Actual date of Complete Name of the Announce e for Guarantee happening (Date Actual Guarantee Guarantee implemen Company ment related limit of signing guarantee limit type term tation guaranteed disclosure party agreement) (Y/N) date (Y/N) Total amount of guarantee of the Company( total of three abovementioned guarantee) Total amount of approving Total amount of actual guarantee in report 0 occurred guarantee in report 3,000 period(A1+B1+C1) period(A2+B2+C2) Total amount of approved Total balance of actual guarantee at the end of report 3,000 guarantee at the end of report 3,000 period (A3+B3+C3) period(A4+B4+C4) The proportion of the total amount of actually guarantee in the 3.26% net assets of the Company(that is A4+ B4+C4) Including: Amount of guarantee for shareholders, actual controller and its 0 related parties(D) The debts guarantee amount provided for the guaranteed parties whose assets-liability ratio exceed 70% directly or 0 indirectly(E) Proportion of total amount of guarantee in net assets of the 0 Company exceed 50%(F) Total amount of the aforesaid three guarantees(D+E+F) 0 Explanations on related discharge duty from overdue guarantee Not applicable (if any) Explanations on external guarantee against regulated Not applicable procedures (if any) V. Commitments from the Company or shareholder with over 5% share held in reporting period or continues to reporting period √ Applicable □Not applicable Commitmen Commitment Implementati Commitments Promisee Content of commitments t date term on Commitments for Share Merger Reform Commitments in report of acquisition or equity change 17 深圳深宝实业股份有限公司 2016 年半年度报告全文 Commitments in assets reorganization Commitments in initial public offering or re-financing Some of the directors, supervisors and senior executives 1. Completed commitment that volunteer to overweight Zheng Yuxi, Yan increasing holding-share of the before 10 Zesong, Ling Company’s A-stock (stock code August 2015; Other commitments for Hong, Li Fang, Li 000019) with self-raised funds 2. Not to medium and small 2015-07-10 Completed Yiyan, Yao within one month since 10 July reducing shareholders Xiaopeng and 2015, and promise not to reducing holding-shares Wang Zhiping the shares within six months. within six Found more in the announcement months after released on Juchao Website dated overweight 10 July 2015 Completed on time(Y/N) Y 18 深圳深宝实业股份有限公司 2016 年半年度报告全文 Section VI. Changes in Shares and Particulars about Shareholders I. Changes in Shares In Share Before the Change Increase/Decrease in the Change (+, -) After the Change Bon New Ot us Capitalization of Amount Proportion shares he Subtotal Amount Proportion shar public reserve issued rs es I. Restricted shares 17,615,441 5.85% 8,807,720 8,807,720 26,423,161 5.85% 1. State-owned shares 0 0 0 0 0 0 2. State-owned corporate 8,140,475 2.70% 4,070,238 4,070,238 12,210,713 2.70% shares 3. Other domestic shares 9,442,641 3.14% 4,721,320 4,721,320 14,163,961 3.14% Including: Domestic legal 9,324,141 3.10% 4,662,070 4,662,070 13,986,211 3.10% person’s shares Domestic nature 118,500 0.04% 59,250 59,250 177,750 0.04% person’s shares 4. Foreign shares 32,325 0.01% 16,162 16,162 48,487 0.01% Including: Foreign 0 0 0 0 0 0 corporate shares overseas nature 32,325 0.01% 16,162 16,162 48,487 0.01% person’s share II. Un-restricted shares 283,464,743 94.15% 141,732,372 141,732,372 425,197,115 94.15% 1. RMB common shares 252,101,543 83.73% 126,050,772 126,050,772 378,152,315 83.73% 2. Domestically listed 31,363,200 10.42% 15,681,600 15,681,600 47,044,800 10.42% foreign shares 3. Foreign listed foreign 0 0 0 0 0 0 shares 4. Other 0 0 0 0 0 0 III. Total shares 301,080,184 100.00% 150,540,092 150,540,092 451,620,276 100.00% Reasons for share changed √Applicable □Not applicable In June 2016, the Company carried out the interest distribution plan for year of 2015, that is, based on total shares 301,080,184 at end of 2015, distributed 5 shares for every 10 shaers held by whole shareholders of the Company with capital reserves, totally 150,540,092 shares are incerase by transferring. Found more in the annoucement released on Juchao Website (www.cninfo.com.cn) dated 15 June 2016 Approval of the share changed 19 深圳深宝实业股份有限公司 2016 年半年度报告全文 √Applicable □Not applicable The interest distribution plan for year of 2015 has been deliberated and approved by the 4th session of 9th BOD held on 22 April 2016 and the AGM of 2015 held on 17 May 2016. 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 During the period, after interest distribution plan for year of 2015, as for the diluted calculation based on new shares 451,620,276, The basic EPS for year of 2015 and for semi-annual of 2016 was counted as -0.0781 Yuan/Share and -0.0334 Yuan/Share respectively; net assets PS respectively was 2.07 Yuan/Share and 2.04 Yuan/Share. Explanation on changes of total shares of the Company as well as the shareholders structure and assets & liabilities structure √Applicable □Not applicable The Company carried out interest distribution plan for year of 2015 in the Period, total shares of the Company increase to 451,620,276 shares from 301,080,184 shares, the restricted shares comes to 26,423,161 shares from 17,615,441 shares, and un-restricted shares increased to 425,197,115 shares from 283,464,743 shares. II. Amount of shareholders of the Company and particulars about shares holding In Share Total preference shareholders Total common shareholders at with voting rights recovered at 71,493 0 period-end end of reporting period (if any) (see Note 8) Particulars about common shares held above 5% by shareholders or top 10 common shareholding Total common Amount of Number of share Proporti Amount of pledged/frozen Full name of Nature of on of shareholders Changes in restrict un-restrict Shareholders shareholder shares common shares State of Amoun at the end of report period common held held share t report period shares held Shenzhen Agricultural Other 19.09% 86,211,176 28,737,059 13,986,211 72,224,965 Products Co., Ltd Shenzhen Investment State-owned 16.00% 72,258,457 24,086,153 12,210,713 60,047,744 Holding Co., Ltd legal person Domestic Sun Huiming 0.72% 3,263,775 1,087,925 0 3,263,775 nature person Domestic Liang Deshao 0.38% 1,693,800 1,693,800 0 1,693,800 nature person 20 深圳深宝实业股份有限公司 2016 年半年度报告全文 Domestic Yang Huijuan 0.33% 1,490,000 1,490,000 0 1,490,000 nature person Central Huijin Assets State-owned 0.30% 1,338,750 446,250 0 1,338,750 Management Co., Ltd. legal person Domestic Liu Qingfu 0.27% 1,231,800 0 0 1,231,800 nature person Domestic Wang Guanghua 0.26% 1,163,250 409,150 0 1,163,250 nature person Domestic Zhu Xiaowei 0.24% 1,074,000 74,000 0 1,074,000 nature person Domestic Feng Yanmin 0.23% 1,035,693 1,035,693 0 1,035,693 nature person Shenzhen SASAC directly holds 26.76%equity interests of Agricultural Products, indirectly holds 5.24% equity interests of Agricultural Products and directly holds 00% equity interests Explanation on associated relationship of Shenzhen Investment Holding. Except for this, the Company was not aware of any among the aforesaid shareholders related relationship between other shareholders above, and whether they belonged to parties acting in concert as defined by the Acquisition Management Method of Listed Company. Particular about top ten common shareholders with un-restrict shares held Amount of listed common shares held at Type of shares Shareholders end of the Period Type Amount Shenzhen Agricultural Products Co., 72,224,965 RMB common shares 72,224,965 Ltd Shenzhen Investment Holding Co., 60,047,744 RMB common shares 60,047,744 Ltd Overseas listed foreign Sun Huiming 3,263,775 3,263,775 shares Liang Deshao 1,693,800 RMB common shares 1,693,800 Yang Huijuan 1,490,000 RMB common shares 1,490,000 Central Huijin Assets Management 1,338,750 RMB common shares 1,338,750 Co., Ltd. Liu Qingfu 1,231,800 RMB common shares 1,231,800 Wang Guanghua 1,163,250 RMB common shares 1,163,250 Zhu Xiaowei 1,074,000 RMB common shares 1,074,000 Feng Yanmin 1,035,693 RMB common shares 1,035,693 Expiation on associated relationship Shenzhen SASAC directly holds 28.76%equity interests of Agricultural Products, indirectly or consistent actors within the top 10 holds 5.24% equity interests of Agricultural Products and directly holds 00% equity interests un-restrict common shareholders and of Shenzhen Investment Holding. Except for this, the Company was not aware of any between top 10 un-restrict common related relationship between other shareholders above, and whether they belonged to parties 21 深圳深宝实业股份有限公司 2016 年半年度报告全文 shareholders and top 10 common acting in concert as defined by the Acquisition Management Method of Listed Company. shareholders During the reporting period, shareholder of the Company Liu Qingfu holds 1,231,800 shares through the guarantee securities account of client credit trading under the name of Haitong Explanation on top 10 common Securities Co., Ltd.; shareholder of the Company Zhu Xiaowei holds 1,074,000 shares shareholders involving margin through the guarantee securities account of client credit trading under the name of Central business (if any) (see note 4) China Securities Co., Ltd.; shareholder of the Company Liang Deshao holds 578,250 shares through the guarantee securities account of client credit trading under the name of CITIC Securities Co., Ltd. Agreed to buy back deals occurred in Period from top 10 common shareholders, top 10 un-restricted common shareholders □Yes √ No There no agreed to buy back deals occurred in Period from top 10 common shareholders, top 10 un-restricted common shareholders III. Changes of controlling shareholders or actual controller Changes of controlling shareholders in reporting period □ Applicable √ Not applicable Changes of controlling shareholders had no change in reporting period. Changes of actual controller in reporting period □ Applicable √ Not applicable Changes of actual controller in reporting period had no change in reporting period. 22 深圳深宝实业股份有限公司 2016 年半年度报告全文 Section VII. Directors, Supervisors and Senior Executives I. Changes of shares held by directors, supervisors and senior executives □ Applicable √ Not applicable Shares held by directors, supervisors and senior executives have no changes in reporting period, found more details in Annual Report 2015 II. Resignation and dismissal of directors, supervisors and senior executives □ Applicable √ Not applicable Resignation and dismissal of directors, supervisors and senior executives have no changes in reporting period, found more details in Annual Report 2015 23 深圳深宝实业股份有限公司 2016 年半年度报告全文 Section VIII. Financial Report I. Audit reports Whether the semi-annual report was audited or not □ Yes √ No The financial report of this semi-annual report was unaudited II. Financial statements Units in Notes of Financial Statements is RMB 1. Consolidated Balance Sheet Prepared by Shenzhen Shenbao Industrial Co., Ltd 2016-06-30 In RMB Items Ending balance Opening balance Current assets: Monetary funds 145,399,052.46 148,013,887.15 Financial liability measured by fair value and with variation reckoned into 2,737,496.71 3,586,352.90 current gains/losses Notes receivable 38,922.90 Accounts receivable 68,740,022.82 75,948,016.12 Accounts paid in advance 9,341,482.72 18,601,600.34 Interest receivable Dividend receivable Other receivables 22,161,701.78 22,019,771.94 Inventories 164,387,452.83 175,822,373.53 Divided into assets held for sale Non-current asset due within one year Other current assets 23,953,138.43 2,012,976.56 Total current assets 436,720,347.75 446,043,901.44 Non-current assets: 24 深圳深宝实业股份有限公司 2016 年半年度报告全文 Financial assets available for sale 57,500.00 57,500.00 Hold-to-maturity investment Long-term account receivable Long-term equity investment 6,187,132.90 7,034,953.91 Investment real estate 19,146,870.15 18,809,193.68 Fixed assets 357,206,702.46 358,418,473.54 Construction in process 7,122,414.37 6,790,574.90 Engineering material Disposal of fixed asset Productive biological assets 431,309.82 436,156.00 Intangible assets 199,348,761.23 193,057,370.27 Expense on Research and Development 1,438,666.69 Goodwill Long-term expenses to be apportioned 14,952,938.94 15,993,354.47 Deferred income tax asset 4,699,684.18 4,436,279.25 Other non-current asset 9,381,000.00 Total non-current asset 610,591,980.74 614,414,856.02 Total assets 1,047,312,328.49 1,060,458,757.46 Current liabilities: Short-term loans Financial liability measured by fair value and with its variation reckoned into current gains/losses Notes payable Accounts payable 19,406,017.30 24,821,587.58 Accounts received in advance 4,137,758.58 3,714,591.93 Wage payable 8,012,313.98 12,357,984.32 Taxes payable 17,685,277.49 21,308,373.62 Interest payable Dividend payable 2,909,182.74 2,909,182.74 Other accounts payable 45,362,209.13 23,637,606.15 Divided into liability held for sale Non-current liabilities due within 1 year Other current liabilities Total current liabilities 97,512,759.22 88,749,326.34 25 深圳深宝实业股份有限公司 2016 年半年度报告全文 Non-current liabilities: Long-term loans Long-term account payable Long-term wages payable Special accounts payable Projected liabilities Deferred income 12,411,354.41 12,932,278.81 Deferred income tax liabilities 1,149,043.82 1,639,143.22 Other non-current liabilities Total non-current liabilities 13,560,398.23 14,571,422.03 Total liabilities 111,073,157.45 103,320,748.37 Owners’ equity: Share capital 451,620,276.00 301,080,184.00 Capital public reserve 367,646,647.78 518,186,660.59 Less: Inventory shares Other comprehensive income Surplus public reserve 49,670,863.23 49,670,863.23 Retained profit 51,585,392.30 66,684,572.93 Total shareholders’ equity attributable 920,523,179.31 935,622,280.75 to parent Company Minority interests 15,715,991.73 21,515,728.34 Total shareholders’ equity 936,239,171.04 957,138,009.09 Total liabilities and shareholders’ equity 1,047,312,328.49 1,060,458,757.46 Legal person: Zheng Yuxi Person in Charge of Accounting Works: Wang Zhiping Person in Charge of Accounting Institution: Xu Qiming 2. Balance sheet of parent company Prepared by Shenzhen Shenbao Industrial Co., Ltd 2016-06-30 In RMB Items Ending balance Opening balance Current assets: Monetary funds 127,785,850.91 116,074,656.42 Financial assets measured by fair value and with variation reckoned into current 2,737,496.71 3,586,352.90 gains/losses 26 深圳深宝实业股份有限公司 2016 年半年度报告全文 Notes receivable Accounts receivable 27,755,196.01 32,750,583.18 Accounts paid in advance 2,903,020.00 6,476,875.00 Interest receivable Dividend receivable Other receivables 217,511,407.87 222,807,412.34 Inventories 10,143,654.38 40,232,342.98 Divided into assets held for sale Non-current asset due within one year Other current assets 20,276,861.86 267,230.32 Total current assets 409,113,487.74 422,195,453.14 Non-current assets: Financial assets available for sale Hold-to-maturity investment Long-term account receivable Long-term equity investment 899,247,650.39 892,812,451.85 Investment real estate 40,091,792.64 40,167,700.24 Fixed assets 34,764,455.40 34,546,366.05 Construction in process Engineering material Disposal of fixed asset Productive biological assets 431,309.82 436,156.00 Intangible assets 7,724,944.23 7,692,860.86 Expense on Research and Development Goodwill Long-term expenses to be apportioned 948,920.45 1,060,072.56 Deferred income tax asset 3,269,308.15 3,005,903.22 Other non-current asset Total non-current asset 986,478,381.08 979,721,510.78 Total assets 1,395,591,868.82 1,401,916,963.92 Current liabilities: Short-term loans Financial liability measured by fair value and with its variation reckoned into current gains/losses 27 深圳深宝实业股份有限公司 2016 年半年度报告全文 Notes payable Accounts payable 30,965,544.26 50,179,887.87 Accounts received in advance 1,270,817.01 377,054.09 Wage payable 2,707,724.69 6,073,389.24 Taxes payable 16,197,380.03 19,194,680.96 Interest payable Dividend payable 2,909,182.74 2,909,182.74 Other accounts payable 223,624,209.42 200,789,188.11 Divided into liability held for sale Non-current liabilities due within 1 year Other current liabilities Total current liabilities 277,674,858.15 279,523,383.01 Non-current liabilities: Long-term loans Long-term account payable Long-term wages payable Special accounts payable Projected liabilities Deferred income 49,457.80 49,920.00 Deferred income tax liabilities 452,164.28 Other non-current liabilities Total non-current liabilities 49,457.80 502,084.28 Total liabilities 277,724,315.95 280,025,467.29 Shareholders’ equity: Share capital 451,620,276.00 301,080,184.00 Capital public reserve 382,444,482.45 532,984,495.26 Less: Inventory shares Other comprehensive income Surplus public reserve 49,670,863.23 49,670,863.23 Retained profit 234,131,931.19 238,155,954.14 Total shareholders’ equity 1,117,867,552.87 1,121,891,496.63 Total liabilities and shareholders’ equity 1,395,591,868.82 1,401,916,963.92 Legal person: Zheng Yuxi Person in Charge of Accounting Works: Wang Zhiping Person in Charge of Accounting Institution: Xu Qiming 28 深圳深宝实业股份有限公司 2016 年半年度报告全文 3. Consolidate profit statement Prepared by Shenzhen Shenbao Industrial Co., Ltd Semi-annual 2016 In RMB Items Amount in this period Amount in last period I. Total operating income 149,155,529.71 163,356,143.27 Including: Operating income 149,155,529.71 163,356,143.27 II. Total operating cost 173,217,380.85 165,826,500.44 Including: Operating cost 116,893,235.04 105,577,753.76 Operating tax and extras 945,881.40 9,353,461.16 Sales expenses 20,601,283.18 16,889,715.14 Administration expenses 34,369,699.17 34,606,106.08 Financial expenses 213,297.58 -461,784.95 Losses of devaluation of asset 193,984.48 -138,750.75 Add: Changing income of fair value -848,856.19 3,176,115.41 (Loss is listed with “-”) Investment income (Loss is listed -898,654.15 630,451.04 with “-”) Including: Investment income on -2,144,995.21 23,717.03 affiliated Company and joint venture Exchange income (Loss is listed with “-”) III. Operating profit (Loss is listed with -25,809,361.48 1,336,209.28 “-”) Add: Non-operating income 6,218,417.29 5,923,714.27 Including: Disposal gains of 1,609.60 non-current asset Less: Non-operating expense 371,090.74 49,812.21 Including: Disposal loss of non-current 8,020.41 14,032.21 asset IV. Total Profit (Loss is listed with “-”) -19,962,034.93 7,210,111.34 Less: Income tax -501,745.09 4,685,304.78 V. Net profit (Loss is listed with “-”) -19,460,289.84 2,524,806.56 Net profit attributable to owner’s -15,099,180.63 5,317,533.95 equity of parent Company Minority shareholders’ gains and -4,361,109.21 -2,792,727.39 losses VI. Net after-tax of other comprehensive income 29 深圳深宝实业股份有限公司 2016 年半年度报告全文 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 (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 Net after-tax of other comprehensive income attributable to minority shareholders VII. Total consolidated income -19,460,289.84 2,524,806.56 Total consolidated income -15,099,180.63 5,317,533.95 attributable to owners of parent Company Total consolidated income attributable -4,361,109.21 -2,792,727.39 to minority shareholders VIII. Earnings per share: (I) Basic earnings per share -0.0334 0.0118 (II) Diluted earnings per share -0.0334 0.0118 Legal person: Zheng Yuxi Person in Charge of Accounting Works: Wang Zhiping Person in Charge of Accounting Institution: Xu Qiming 4. Profit statement of parent company Prepared by Shenzhen Shenbao Industrial Co., Ltd Semi-annual 2016 In RMB Item Amount in this period Amount in last period I. Operation income 65,133,125.18 85,480,126.14 Less: Operation cost 59,896,259.51 43,785,055.08 Operating tax and extras 139,061.20 8,801,662.97 Sales expenses 1,653,570.46 2,071,906.33 30 深圳深宝实业股份有限公司 2016 年半年度报告全文 Administration expenses 11,125,199.86 12,442,266.36 Financial expenses 214,502.26 -271,686.64 Losses of devaluation of asset 199,473.50 -26,186.58 Add: Changing income of fair -848,856.19 3,176,115.41 value (Loss is listed with “-”) Investment income (Loss is listed 100,367.90 606,734.01 with “-”) Including: Investment income on -564,801.46 affiliated Company and joint venture II. Operating profit (Loss is listed with -8,843,429.90 22,459,958.04 “-”) Add: Non-operating income 4,103,837.74 3,554,722.34 Including: Disposal gains of non-current asset Less: Non-operating expense Including: Disposal loss of non-current asset III. Total Profit (Loss is listed with “-”) -4,739,592.16 26,014,680.38 Less: Income tax -715,569.21 4,603,015.34 IV. Net profit (Loss is listed with “-”) -4,024,022.95 21,411,665.04 V. Net after-tax of other comprehensive income (I) Other comprehensive income items which will not be reclassified subsequently to profit of 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 VI. Total consolidated income -4,024,022.95 21,411,665.04 VII. Earnings per share: (i) Basic earnings per share (ii) Diluted earnings per share Legal person: Zheng Yuxi 31 深圳深宝实业股份有限公司 2016 年半年度报告全文 Person in Charge of Accounting Works: Wang Zhiping Person in Charge of Accounting Institution: Xu Qiming 5. Consolidated cash flow statement Prepared by Shenzhen Shenbao Industrial Co., Ltd Semi-annual 2016 In RMB Item Amount in this period Amount in last period I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor 180,368,265.08 231,581,682.29 services Write-back of tax received 182,087.90 940,545.56 Other cash received concerning 31,164,007.17 9,049,894.30 operating activities Subtotal of cash inflow arising from 211,714,360.15 241,572,122.15 operating activities Cash paid for purchasing commodities and receiving labor 105,153,288.36 124,449,613.36 service Cash paid to/for staff and workers 38,530,123.70 34,380,163.13 Taxes paid 13,663,894.12 22,788,110.39 Other cash paid concerning 22,769,106.61 38,040,619.09 operating activities Subtotal of cash outflow arising from 180,116,412.79 219,658,505.97 operating activities Net cash flows arising from operating 31,597,947.36 21,913,616.18 activities II. Cash flows arising from investing activities: Cash received from recovering 113,825,000.00 60,000,000.00 investment Cash received from investment 665,169.36 606,734.01 income Net cash received from disposal of fixed, intangible and other long-term 13,245.00 7,000.00 assets Net cash received from disposal of -919,992.72 subsidiaries and other units Other cash received concerning investing activities 32 深圳深宝实业股份有限公司 2016 年半年度报告全文 Subtotal of cash inflow from investing 113,583,421.64 60,613,734.01 activities Cash paid for purchasing fixed, 13,638,864.72 11,998,921.67 intangible and other long-term assets Cash paid for investment 134,648,200.00 123,000,000.00 Net cash received from -1,154,212.72 subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing 147,132,852.00 134,998,921.67 activities Net cash flows arising from investing -33,549,430.36 -74,385,187.66 activities III. Cash flows arising from financing activities: Cash received from absorbing 6,300,000.00 investment Including: Cash received from absorbing minority shareholders’ investment by subsidiaries Cash received from loans 50,000,000.00 Other cash received concerning 79.19 financing activities Subtotal of cash inflow from financing 50,000,079.19 6,300,000.00 activities Cash paid for settling debts 50,000,000.00 40,000,000.00 Cash paid for dividend and profit 790,854.16 159,000.00 distributing or interest paying Including: Dividend and profit of minority shareholder paid by subsidiaries Other cash paid concerning financing activities Subtotal of cash outflow from financing 50,790,854.16 40,159,000.00 activities Net cash flows arising from financing -790,774.97 -33,859,000.00 activities IV. Influence on cash due to fluctuation 127,423.28 -42,662.03 in exchange rate V. Net increase of cash and cash -2,614,834.69 -86,373,233.51 equivalents Add: Balance of cash and cash 147,513,887.15 266,847,778.44 equivalents at the period -begin 33 深圳深宝实业股份有限公司 2016 年半年度报告全文 VI. Balance of cash and cash 144,899,052.46 180,474,544.93 equivalents at the period -end Legal person: Zheng Yuxi Person in Charge of Accounting Works: Wang Zhiping Person in Charge of Accounting Institution: Xu Qiming 6. Cash flow statement of parent company Prepared by Shenzhen Shenbao Industrial Co., Ltd Semi-annual 2016 In RMB Item Amount in this period Amount in last period I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor 82,209,684.08 143,902,587.96 services Write-back of tax received 27,140.22 222,117.20 Other cash received concerning 42,175,322.72 7,389,813.31 operating activities Subtotal of cash inflow arising from 124,412,147.02 151,514,518.47 operating activities Cash paid for purchasing commodities and receiving labor 57,018,521.50 67,408,641.10 service Cash paid to/for staff and workers 10,874,944.58 9,165,978.50 Taxes paid 4,566,555.47 15,035,678.71 Other cash paid concerning 11,571,284.84 10,445,172.69 operating activities Subtotal of cash outflow arising from 84,031,306.39 102,055,471.00 operating activities Net cash flows arising from operating 40,380,840.63 49,459,047.47 activities II. Cash flows arising from investing activities: Cash received from recovering 110,000,000.00 60,000,000.00 investment Cash received from investment 665,169.36 606,734.01 income Net cash received from disposal of fixed, intangible and other long-term assets Net cash received from disposal of 34 深圳深宝实业股份有限公司 2016 年半年度报告全文 subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from investing 110,665,169.36 60,606,734.01 activities Cash paid for purchasing fixed, 1,546,631.28 667,787.00 intangible and other long-term assets Cash paid for investment 137,000,000.00 120,000,000.00 Net cash received from subsidiaries and other units Other cash paid concerning investing activities Subtotal of cash outflow from investing 138,546,631.28 120,667,787.00 activities Net cash flows arising from investing -27,881,461.92 -60,061,052.99 activities III. Cash flows arising from financing activities: Cash received from absorbing investment Cash received from loans 50,000,000.00 Other cash received concerning 79.19 financing activities Subtotal of cash inflow from financing 50,000,079.19 activities Cash paid for settling debts 50,000,000.00 40,000,000.00 Cash paid for dividend and profit 790,854.16 159,000.00 distributing or interest paying Other cash paid concerning financing activities Subtotal of cash outflow from financing 50,790,854.16 40,159,000.00 activities Net cash flows arising from financing -790,774.97 -40,159,000.00 activities IV. Influence on cash and cash equivalents due to fluctuation in 2,590.75 -62.06 exchange rate V. Net increase of cash and cash 11,711,194.49 -50,761,067.58 equivalents Add: Balance of cash and cash 116,074,656.42 150,507,919.56 equivalents at the begin of year VI. Balance of cash and cash 127,785,850.91 99,746,851.98 equivalents at the end of period 35 深圳深宝实业股份有限公司 2016 年半年度报告全文 Legal person: Zheng Yuxi Person in Charge of Accounting Works: Wang Zhiping Person in Charge of Accounting Institution: Xu Qiming 36 深圳深宝实业股份有限公司 2016 年半年度报告全文 7. Consolidated Statement of Changes of Owners’ Equity Prepared by Shenzhen Shenbao Industrial Co., Ltd Semi-annual 2016 In RMB Current period Owners’ equity attributable to parent company Other Total Item equity instrument Minority Less: Other Provision Reasonable Surplus shareholders’ Share capital Perpetual Capital reserve Inventory comprehensive of general Retained profit interests Preferred reserve reserve equity capital Other shares income risk stock securities I. Balance at the end of the last 301,080,184.00 518,186,660.59 49,670,863.23 66,684,572.93 21,515,728.34 957,138,009.09 year Add: Changes of accounting policy Error correction of the last period Enterprise combine under the same control Other II. Balance at the 301,080,184.00 518,186,660.59 49,670,863.23 66,684,572.93 21,515,728.34 957,138,009.09 beginning of this 37 深圳深宝实业股份有限公司 2016 年半年度报告全文 year III. Increase/ Decrease in this 150,540,092.00 -150,540,012.81 -15,099,180.63 -5,799,736.61 -20,898,838.05 year (Loss is listed with “-”) (i) Total comprehensive -15,099,180.63 -4,361,109.21 -19,460,289.84 income (ii) Shareholders’ -1,438,627.40 -1,438,627.40 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 -1,438,627.40 -1,438,627.40 (III) Profit distribution 1. Withdrawal of surplus reserves 38 深圳深宝实业股份有限公司 2016 年半年度报告全文 2. Withdrawal of general risk provisions 3. Distribution for shareholders 4. Other (IV) Carrying forward internal 150,540,092.00 -150,540,012.81 79.19 shareholders’ equity 1. Capital reserves conversed to 150,540,092.00 -150,540,092.00 share capital (or share capital) 2. Surplus reserves conversed to share capital (or share capital) 3. Remedying loss with surplus reserve 4. Other 79.19 79.19 (V) Reasonable reserve 1. Withdrawal in the report period 2. Usage in the 39 深圳深宝实业股份有限公司 2016 年半年度报告全文 report period (VI) Others IV. Balance at the end of the 451,620,276.00 367,646,647.78 49,670,863.23 51,585,392.30 15,715,991.73 936,239,171.04 report period Legal person: Zheng Yuxi Person in Charge of Accounting Works: Wang Zhiping Person in Charge of Accounting Institution: Xu Qiming In RMB Last period Owners’ equity attributable to parent company Other Total Item equity instrument Less: Other Provision Minority Reasonable Surplus shareholders’ Share capital Perpetual Capital reserve Inventory comprehensive of general Retained profit interests Preferred reserve reserve equity capital Other shares income risk stock securities I. Balance at the end of the last 301,080,184.00 518,186,429.67 49,483,448.58 102,128,156.68 22,760,111.15 993,638,330.08 year Add: Changes of accounting policy Error correction of the last period Enterprise 40 深圳深宝实业股份有限公司 2016 年半年度报告全文 combine under the same control Other II. Balance at the beginning of this 301,080,184.00 518,186,429.67 49,483,448.58 102,128,156.68 22,760,111.15 993,638,330.08 year III. Increase/ Decrease in this 230.92 187,414.65 -35,443,583.75 -1,244,382.81 -36,500,320.99 year (Loss is listed with “-”) (i) Total comprehensive -35,256,169.10 -7,704,382.81 -42,960,551.91 income (ii) Shareholders’ 6,460,000.00 6,460,000.00 devoted and decreased capital 1.Common shares invested 6,460,000.00 6,460,000.00 by shareholders 2. Capital invested by holders of other equity instruments 3. Amount reckoned into owners equity with share-based 41 深圳深宝实业股份有限公司 2016 年半年度报告全文 payment 4. Other (III) Profit 187,414.65 -187,414.65 distribution 1. Withdrawal of 187,414.65 -187,414.65 surplus reserves 2. Withdrawal of general risk provisions 3. Distribution for shareholders 4. Other (IV) Carrying forward internal 230.92 230.92 shareholders’ equity 1. Capital reserves conversed to share capital (or share capital) 2. Surplus reserves conversed to share capital (or share capital) 3. Remedying loss with surplus reserve 42 深圳深宝实业股份有限公司 2016 年半年度报告全文 4. Other 230.92 230.92 (V) Reasonable reserve 1. Withdrawal in the report period 2. Usage in the report period (VI) Others IV. Balance at the end of the 301,080,184.00 518,186,660.59 49,670,863.23 66,684,572.93 21,515,728.34 957,138,009.09 report period Legal person: Zheng Yuxi Person in Charge of Accounting Works: Wang Zhiping Person in Charge of Accounting Institution: Xu Qiming 8. Statement on Changes of Owners’ Equity of Parent Company Prepared by Shenzhen Shenbao Industrial Co., Ltd Semi-annual 2016 In RMB Current period Other equity instrument Less: Other Item Reasonable Surplus Total shareholders’ Share capital Perpetual Capital reserve Inventory comprehensive Capital reserve Preferred reserve reserve equity capital Other shares income stock securities I. Balance at the end of the 301,080,184.00 532,984,495.26 49,670,863.23 238,155,954.14 1,121,891,496.63 last year 43 深圳深宝实业股份有限公司 2016 年半年度报告全文 Add: Changes of accounting policy Error correction of the last period Other II. Balance at the beginning 301,080,184.00 532,984,495.26 49,670,863.23 238,155,954.14 1,121,891,496.63 of this year III. Increase/ Decrease in this year (Loss is listed 150,540,092.00 -150,540,012.81 -4,024,022.95 -4,023,943.76 with “-”) (i) Total comprehensive -4,024,022.95 -4,024,022.95 income (ii) Shareholders’ 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 2.Distribution for shareholders 44 深圳深宝实业股份有限公司 2016 年半年度报告全文 3. Other (IV) Carrying forward internal shareholders’ 150,540,092.00 -150,540,012.81 79.19 equity 1. Capital reserves conversed to share capital 150,540,092.00 -150,540,092.00 (or share capital) 2. Surplus reserves conversed to share capital (or share capital) 3. Remedying loss with surplus reserve 4. Other 79.19 79.19 (V) Reasonable reserve 1. Withdrawal in the report period 2. Usage in the report period (VI) Others IV. Balance at the end of 451,620,276.00 382,444,482.45 49,670,863.23 234,131,931.19 1,117,867,552.87 the report period Legal person: Zheng Yuxi Person in Charge of Accounting Works: Wang Zhiping Person in Charge of Accounting Institution: Xu Qiming In RMB Last period Item Share capital Other Capital reserve Less: Other Reasonable Surplus Capital reserve Total shareholders’ 45 深圳深宝实业股份有限公司 2016 年半年度报告全文 equity instrument Inventory comprehensive reserve reserve equity Perpetual shares income Preferred capital Other stock securities I. Balance at the end of the 301,080,184.00 532,984,264.34 49,483,448.58 236,469,222.31 1,120,017,119.23 last year Add: Changes of accounting policy Error correction of the last period Other II. Balance at the beginning 301,080,184.00 532,984,264.34 49,483,448.58 236,469,222.31 1,120,017,119.23 of this year III. Increase/ Decrease in this year (Loss is listed with 230.92 187,414.65 1,686,731.83 1,874,377.40 “-”) (i) Total comprehensive 1,874,146.48 1,874,146.48 income (ii) Shareholders’ 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 46 深圳深宝实业股份有限公司 2016 年半年度报告全文 (III) Profit distribution 187,414.65 -187,414.65 1.Withdrawal of surplus 187,414.65 -187,414.65 reserves 2.Distribution for shareholders 3. Other (IV) Carrying forward internal shareholders’ 230.92 230.92 equity 1. Capital reserves conversed to share capital (or share capital) 2. Surplus reserves conversed to share capital (or share capital) 3. Remedying loss with surplus reserve 4. Other 230.92 230.92 (V) Reasonable reserve 1. Withdrawal in the report period 2. Usage in the report period (VI) Others IV. Balance at the end of 301,080,184.00 532,984,495.26 49,670,863.23 238,155,954.14 1,121,891,496.63 the report period Legal person: Zheng Yuxi Person in Charge of Accounting Works: Wang Zhiping Person in Charge of Accounting Institution: Xu Qiming 47 深圳深宝实业股份有限公司 2016 年半年度报告全文 III. Company profile 1.Company registration, organization form and headquarters address Shenzhen Shenbao Industrial Co., Ltd. (the “Company” or “Company” for short), formerly named Shenzhen Shenbao Canned Food Company, obtained approval (Document (1991) No.978) from Shenzhen Municipal People’s Government to change to the present name as on 1 August 1991.Then with the approval (Document (1991)No.126) from People’s Bank of China, the Company began to list on Shenzhen Stock Exchange. The Company initially issued 107,312,935 shares in the stock exchange. In 1992, one bonus share was dispatched for each 10 shares held by its shareholders, thus totally 10,731,290 shares were increased. In 1993, one bonus share and one allotted share were dispatched for each 10 shares held by its shareholders, thus totally 20,878,845 shares were increased. Subsequently, one bonus share was dispatched for each 10 shares held by shareholders upon the basis of total share capital as at the end of 1996, and capitalizing of capital reserves was carried out at one to ten basis, thus totally 27,784,614 shares were increased. In 2001, based on the total share capital as at the end of 1999, three shares were allotted for each 10 shares held by shareholders, and totally 15,215,404 shares were allotted. The registered capital of the Company amounts to RMB181, 923,088. On 22 June 2011, the Company privately offering 68,977,066 shares of RMB ordinary share (A share) to target investors with issuing price of RMB 8.70 each while book value of RMB 1.00. Total monetary capital RMB 600,100,474.20 was raised. Change procedures of industrial and commerce has completed on 12 July 2011. Register capital of the Company changed as RMB 250,900,154.00. On 9 April 2014, the equity allocation plan was deliberated and approved by Annual General Meeting of 2013. Based on 250,900,154 shares dated 31st December 2013, increase 2 shares by each 10 shares transferring to all shareholders. Share capital increased to 301,080,184 shares after transferring. On 17 May 2016, the equity allocation plan was deliberated and approved by Annual General Meeting of 2015. Based on 301,080,184 shares dated 31st December 2015, increase 5 shares by each 10 shares transferring to all shareholders. Share capital increased to 451,620,276 shares after transferring. Register address of the Company: 8/F, B Section, 4th Tower, Software Industrial Base, South Technology Park, Xuefu Street, Yuehai Avenue, Nanshan District, Shenzhen, P.R. China; license No.: 91440300192180754J. 2. Business nature and major operation activities of the Company The Company mainly engaged in the products of tea series of “Jindiao” brand including instant tea power and tea concentrate; “Xing Jiu”; “Ju Fang Yong”; “Gutan” and serials of “Fu Hai Tang”; seasoning series under “Sanjing” brand include oyster sauce, olive vegetable, and soy; beverages series under “Shenbao” brand include daisy tea, lemon tea, and wax gourd tea. General business scope including: production of tea, tea products, extract of tea and natural plant, canned food, beverage and native products ( business license for the production place should apply separately); technology 48 深圳深宝实业股份有限公司 2016 年半年度报告全文 development and technology service of tea, plant products, soft beverage and foods; info tech development and supporting service; on-line trading; investment, operation, management and development of tea plantation; investment in industrial projects (apply separately for detail projects); domestic trading(excluding special sales, specific control and exclusive commodity); import and export business; engaged in real estate development and operation in the land legally obtained; lease and sales of the self-owned property and property management.” (as for the projects subject to examination and approval regulated by the state laws, administrative regulations and state council, approval should be obtained before operation). Business in license: wholesale of prepackaged food (excluding reheating prepackaged food) (in non-physical way) 3. Basic structure of the Company The highest authority organ of the Company is general meeting, and general manager take charge of the company under the board. Based on the needs for business development, the Company set function departments like office of the Board, office of GM, HR Dept., Financial management Dept., investment development dept., brand planning dept., caffeine deep processing division, R&D center, monitor room and internal auditing dept. 4. Report approval for the financial statement The statement has been approved by the Board dated 19 August 2016 for reporting 5. Consolidate statement scope Totally 16 subsidiaries are included in consolidate financial statement, mainly including: Shareholding Voting rights Subsidiaries Type Level ratio (%) ratio (%) Shenzhen Shenbao Huacheng Science and Technology Co.,Ltd Wholly-owned 100 100 First grade (hereinafter referred to as Shenbao Huacheng ) subsidiary Wuyuan County Ju Fang Yong Tea Industry Co., Ltd.(hereinafter Wholly-owned 100 100 First grade referred to asWuyuan Ju Fang Yong ) subsidiary Shenzhen Shenbao Sanjing Food & Beverage Development Co., Wholly-owned 100 100 First grade Ltd(hereinafter referred to asShenbao Sanjing ) subsidiary Huizhou Shenbao Science & Technology Co., Ltd.(hereinafter Wholly-owned 100 100 First grade referred to asHuizhou Shenbao Science & Technology ) subsidiary Shenzhen Shenbao Properties Management Co., Ltd. (hereinafter Wholly-owned 100 100 First grade referred to asShenbao Properties ) subsidiary Shenzhen Shenbao Industrial & Trading Co., Ltd.(hereinafter Wholly-owned 100 100 First grade referred to as Shenbao Industrial & Trading ) subsidiary Hangzhou Ju Fang Yong Holding Co., Ltd. (hereinafter referred to Wholly-owned 100 100 First grade asHangzhou Ju Fang Yong ) subsidiary Shenzhen Shenbao Technology Center Co., Ltd.(hereinafter referred Wholly-owned 100 100 First grade to asShenbao Technology Center) subsidiary Shenzhen Shenshenbao Investment Co., Ltd.(hereinafter referred to Wholly-owned 100 100 First grade asShenshenbao Investment ) subsidiary 49 深圳深宝实业股份有限公司 2016 年半年度报告全文 Yunnan Shenbao Pu’er Supply Chain Management Co., Wholly-owned 100 100 First grade Ltd.(hereinafter referred to asPu’er Supply Chain) subsidiary Yunnan Pu’er Tea Trading Center Co., Ltd. (hereinafter referred to Holding 55 55 First grade asPu’er Tea Trading Center ) subsidiary Fujian Mount Wuyi Shenbao Yuxing Tea Co., Ltd.( hereinafter Holding Second 51.75 51.75 referred to asShenbao Yuxing) subsidiary grade Hangzhou Fuhaitang Tea Ecological Technology Co., Holding Second 92 92 Ltd.(hereinafter referred to asFuhaitang Ecological) subsidiary grade Hangzhou Chunshi Network Technology Co.,Ltd.(hereinafter Wholly-owned Second 100 100 referred to asChunshi Network ) subsidiary grade Shenzhen Shenshenbao Tea Culture Management Co., Ltd. Holding Second 65 65 (hereinafter referred to asShenshenbao Tea Culture ) subsidiary grade Hangzhou Jufangyong Trading Co., Ltd (hereinafter referred to Holding Second 60 60 asJufangyong Trading ) subsidiary grade Body included in consolidated financial statement in the period has 1 increased and 1 reduced by compare with same period of last year, including: 1. Subsidiary newly included in consolidated financial statement Item Reasons for change Pu’er Tea Trading Center Combined due to equity ratio increased 2. Subsidiary excluded in consolidated financial statement Item Reasons for change Shenzhen Shengyuan (Beijing) Food Co., Ltd. Transfer 3. Subsidiary has not in consolidated financial statement yet (1) Shenzhen Shenbao (Liaoyuan) Industrial Company has established for a long time without normal operation, Industry and Commerce Bureau has canceled the business license of the company, the long-term equity investment for the company has been accrual for impairment totally. Financial statement of the company is out of the consolidation range. (2) Shenzhen Baomanan Biotechnology Co., Ltd. is a subsidiary of the Company, set up by Huizhou Shenbao Technology and Guangzhou Shen Guangsheng biotechnology limited liability Company, according to the contract signed by both parties on March 28, 2014, Huizhou Shenbao Technology does not have the right to manage this company, thus it is accounted by the equity method. (3) Shenzhen Shichumingmen Restaurant Management Co., Ltd. (hereinafter referred to as "Shichumingmen Company"), set up by a subsidiary of the Company Shenshenbao tea culture and Shenzhen Investment Co., Ltd. F. according to Articles of Association, the Board of Directors to vote by one vote one person. Attendees to the board of directors should be more than 2/3 of the whole number of directors, and all participants aaprove the resolution thus it is effective. The Company only accounted for 3/5 of the voting rights in Shichumingmen Company, control can not be reached, so it is accounted for by the equity method. 50 深圳深宝实业股份有限公司 2016 年半年度报告全文 IV. Basis of preparation of financial statements 1. Basis of preparation of financial statements Based on continuing operation, the Company conducts recognition and measurement according to actual occurrence of transactions and issues, pursuant to the accounting principles for enterprise-basic rules and specific accounting principle as well as the application guidance for the accounting principles for enterprise, interpretation to the accounting principles for enterprise and other related requirements (hereinafter referred to as Enterprise Accounting Principles) issued by the ministry of finance, on that basis, combining the Information Disclosure Preparation Rules for Company Public Issuing Securities No.15-General Rules for Financial Report (amended in 2014) of the CSRC for statement preparation. 2. Going concern The Company was evaluated on continued viability of 12 months for the reporting period and found to have no significant doubt. Accordingly, the financial statements have been prepared on the basis of going concern assumptions. V. Major accounting policy, accounting estimation Specific accounting policy and estmation: The financial statements prepared by the Company are in accordance to requirements of Accounting Standard for Enterprise, which truly and completely reflect the information related to financial position, operational results and cash flow of the Company. 1. Statement for observation of Accounting Standard for Enterprise The financial statements prepared by the Company are in accordance to requirements of Accounting Standard for Enterprise, which truly and completely reflect the information related to financial position, operational results and cash flow of the Company. 2. Accounting period Calendar year is the accounting period for the Company, that is falls to the range starting from 1 January to 31 December. 3. Operating cycle Operating cycle of the Company was 12 months, and the operating cycle is the determining criterion for liquidity of assets and liabilities. 4. Standard currency The Company and its subsidiaries take RMB as the standard currency for bookkeeping. 5. Accounting treatment for business combinations under the same control and those not under the same control 1. If the terms, conditions, and economic impact of each transaction involved in business combination achieved in stages fall within one or more of the following situations, such transactions will be accounted for as a package deal: (1) Such transactions are entered into simultaneously or in the case of considering the impact of each other; (2) Such transactions as a whole in order to reach a complete business results; 51 深圳深宝实业股份有限公司 2016 年半年度报告全文 (3) The occurrence of a transaction subject to that of at least one other transaction; (4) One transaction alone is not economic, but otherwise when considered with other transactions. 2. Business combination under the same control The assets and liabilities the Company acquired in a business combination shall be measured in accordance with book value of assets, liabilities (including the ultimate controlling party of goodwill acquired by the merging parties and the formation of) stated in combined financial report of the ultimate controlling party on the merger date. The net book value of assets and the payment of the merger consideration in the merger book value (or nominal value of shares issued) shall be adjusted in the share premium of reserve capital. the share premium in capital reserve is not enough for deducting, retained earnings . If the capital reserve is not sufficient to absorb the difference, any excess shall be adjusted against retained earnings. In case there is existence of contingent consideration which needs to confirm projected liabilities or assets, then the difference between the projected liabilities or assets and settlement amount for consequent contingent consideration is utilized to adjust capital reserve (capital premium or equity premium); in case of insufficient capital reserve, adjust retained earnings. As for business combination realized through numbers of transactions, and if these transactions belong to a bundle of transactions, then each of them shall be accounted as a transaction to acquire controlling right; and if not belong to a bundle of transactions, then the difference between the initial investment cost of the long term equity investment as of the date on which the Company obtains controlling right and the carrying value of the long term equity investment prior to combination plus the carrying value of the new consideration paid for further acquisition of shares as of the combination date shall be used to adjust capital reserve; in case of insufficient capital reserve, adjust retained earnings. For equity investment held prior to the combination date, the other comprehensive income recognized due to calculation by equity method or based on recognition and measurement principles for financial instruments would not be accounted for temporarily until the Company disposes of this investment on the same basis as the investee directly disposes of relevant assets or liabilities; other changes of owners’ equity in the net assets of investee as recognized under equity method, except for net profit or loss, other comprehensive income and profit distribution, shall not be accounted for until being transferred to current profit or loss when this investment is disposed of. 3. Business combination not under the same control Assets paid and liabilities taken for business combination on the acquisition date shall be measured at fair value. The difference between the fair value and book value is recognized in profit or loss. Goodwill is realized by the Company as for the difference between the combination cost and the fair value of the recognizable net assets of the acquiree acquired by acquirer in such business combination. In case that the above cost is less than the above fair value even with re-review, then the difference shall be recorded in current gains and losses. As for the business combination not under the same control realized through several exchange transactions step by step, part of the package deal, than carrying accounting treatment on transactions with controlling rights obtained through vary transactions; as for non-package: for equity investment held prior to combination date which is 52 深圳深宝实业股份有限公司 2016 年半年度报告全文 calculated under equity method, the sum between carrying value of the equity investment prior to acquisition date and cost of additional investment made on the acquisition date is deemed to be the initial investment cost of this investment. Other comprehensive income recognized for equity investment held prior to combination date under equity method shall be accounted for when the Company disposes of this investment on the same basis as the investee directly disposes of relevant assets or liabilities. In case that equity investment held prior to combination date is calculated based on recognition and measurement principles for financial instruments, then the fair value of this equity investment as of combination date plus new investment cost shall be deemed as initial investment cost. The difference between fair value and carrying value of the originally held equity interests and the accumulated fair value movements as originally recorded in other comprehensive income shall be all transferred to investment income of the period in which the combination date falls. 4. Expenses related to the merger Audit, legal, consulting services, and other intermediary costs and other expenses directly related to the business combination, shall be included in current profit or loss in the event; any transaction fee for issuing equity securities for business combination which can be directly attributable to the equity transaction shall be deducted from equity. 6. Methods for preparation of consolidated financial statements 1. Merger scope The consolidation scope of the consolidated financial statements of the Company is fixed on the basis of control, and all subsidiaries have been consolidated. 2. Merger procedure The Company edits the consolidated financial statements based on its own financial statements and the subsidiaries’, as well as other relevant information. The consolidated financial statements hold the enterprise group as a whole accounting entity. It is recognized in accordance with relevant Accounting Standards, measurement and presentation requirements. Uniform accounting policies reflect the overall financial position of the Group's business, operating results and cash flow. The accounting policies and accounting period adopted by the subsidiaries taken into account of the consolidation scope are in line with the Company. If it is not the same as the Company, necessary adjustments will be made when preparing consolidated financial statements according to the accounting policy and accounting period of the Company. Internal transactions between the Company and its subsidiaries and between subsidiaries to each other shall put impact on the consolidated balance sheet, consolidated income statement, consolidated cash flow statement, the consolidated shareholders' equity. The impact shall be offset when combing financial statements. If it is not the same when you stand Enterprise Group and the angle of the Company or its subsidiaries as the accounting entity identified on the same transaction, the business point of view shall be adjusted to the Group's transactions. Subsidiary's equity, current net profits or losses and current comprehensive income belonging to minority shareholders shall be listed respectively under item of owners’ equity in the consolidated balance sheet, item of net profit in profit sheet and item of total comprehensive income. Current loss minority shareholders of a subsidiary exceed the minority shareholders in the subsidiary's opening owners' equity share and the formation of 53 深圳深宝实业股份有限公司 2016 年半年度报告全文 balance, offset against minority interests. For the subsidiaries acquired through business combination under common control, its assets and liabilities (including goodwill formed from ultimate controlling party acquiring the subsidiary to) shall be adjusted based on the book value in the financial statements of the ultimate controlling party. For the subsidiaries acquired through business combination under uncommon control, financial statements shall be adjusted based on the fair value of the identifiable net assets on acquiring date. (1) Increase of subsidiary or business During the reporting period, the merger of the enterprises under the same control results in additional subsidiaries or business, then adjust the opening amount of consolidated balance sheet; income, expenses and profit of the subsidiaries or business from beginning to the end of the reporting shall be included in the consolidated profit statement; cash flows of the subsidiaries or business from beginning to the end of reporting period shall be included into the consolidated cash flow statement. And relevant comparative items of comparable statement shall be adjusted since reporting entity is controlled by the ultimate controller. If additional investment and other reasons can lead investee to be controlled under the same control, all parties shall be adjusted at the beginning when the ultimate controlling party starts control. Equity investments made before obtaining controlling right, relevant gains and losses and other comprehensive income as well as other changes in net assets confirmed during the latter date between point obtaining original equity and merger and mergeree under the same control day to the combined day, shall be offset against the retained earnings or profit or loss of the comparative reporting period. During the reporting period, opening amount of consolidated balance sheet shall not be adjusted since enterprise under different control combine or increase holding of subsidiary or business; the income, expense and profit of the subsidiaries or business from the acquisition date to the end of reporting period shall be included in the consolidated profit statement; while cash flows shall be included into the consolidated cash flow statement. Equity held from investee before acquisition date shall be measured at fair value of acquisition date if additional investment and other reasons can lead investee to be controlled under the same control. difference between the fair value and the book value is recognized as investment income. other comprehensive income and other owners' equity except for net profit or loss, other comprehensive income and the distribution of profits related to equity held from investee before acquisition date, as well as relevant other comprehensive income associated with all other by changes in equity shall be included in current investment income, except for other comprehensive income arising from change of net assets or net liabilities redefined by investee. (2) Disposal of subsidiaries or business 1) The general approach During the reporting period, the Company carry out disposal of subsidiaries or business, revenue, expense and profit of the subsidiary or business included in the consolidated profit statement from the beginning to the disposal date; while the cash flow into cash flow table. If losing controlling right to investee due to disposal of partial equity, the remaining equity after the disposal shall be re-measured at fair value at the date when control is lost. Price of equity disposal plus fair value of the remaining equity, then subtracting net assets held from the former subsidiary from the acquisition date or 54 深圳深宝实业股份有限公司 2016 年半年度报告全文 combination date initially measured in accordance with original stake and goodwill, the difference shall be included in investment income of the period losing controlling right. other comprehensive income and other owners' equity except for net profit or loss, other comprehensive income and the distribution of profits related to equity held from investee before acquisition date, as well as relevant other comprehensive income associated with all other by changes in equity shall be included in current investment income, except for other comprehensive income arising from change of net assets or net liabilities redefined by investee. 2) Step disposal of subsidiaries As multiple transactions over disposal of the subsidiary's equity lead to loss of controlling right, if the terms of the transaction, situation and economic impact subject to one or above of the following conditions, usually it indicates repeated transactions should be accounted for as a package deal: A. These transactions are made considering at the same time or in the case of mutual impact; B. These transactions only reach a complete business results when as a whole; C. A transaction occurs depending on the occurrence of at least one other transaction; D. Single transaction is not economical, but considered together with other transactions it is economical. If disposal of equity in subsidiaries lead the loss of control and the transactions can be seen as a package deal, the Company will take accounting treatment of the transaction; however, before the loss of control the difference between the disposal price and the corresponding net assets of the subsidiary, recognized as other comprehensive income in the consolidated financial statements, into current profit and loss at current period when losing controlling right. If disposal of equity in subsidiaries lead the loss of control and the transactions doesn’t form a package deal, equity held from subsidiary shall be accounted in accordance with relevant rules before losing controlling right, while in accordance with general accounting treatment when losing controlling right. (3) Purchase of a minority stake in the subsidiary Long-term equity investment of the Company for the purchase of minority interests in accordance with the newly acquired stake in the new calculation shall be entitled to the difference between the net assets from the acquisition date (or combination date) initially measured between the consolidated balance sheet adjustment capital balance of the share premium in the capital reserve share premium insufficient, any excess is adjusted to retained earnings. (4) Disposal of equity in subsidiary without losing control Disposal price and disposal of long-term equity investment without a loss of control due to partial disposal of subsidiaries and long-term equity investment made between the relative net assets from the purchase date or the date of merger were initially measured at the difference between the subsidiary shall enjoy , the consolidated balance sheet adjustment in the balance of the share premium, capital balance of the share premium insufficient, any excess is adjusted to retained earnings. 7. Classification of joint venture arrangement and accounting for joint operations 1. Classification of joint venture arrangement The Company classifies joint venture arrangement into joint operations and joint ventures based on the structure, legal form, agreed terms of the arrangement and other related facts and conditions. Joint venture arrangement not concluded through separate entity is classified as joint operation; and those 55 深圳深宝实业股份有限公司 2016 年半年度报告全文 concluded through separate entity are generally classified as joint ventures. However, joint venture arrangement which meets any of the following conditions as proven by obvious evidence and satisfies relevant laws and rules is grouped as joint operation: (1) The legal form of the arrangement shows that parties to the arrangement are entitled to and assume rights and obligations in respect of the relevant assets and liabilities. (2) It is agreed by the terms of the arrangement that parties to the arrangement are entitled to and assume rights and obligations in respect of the relevant assets and liabilities. (3) Other related facts and conditions show that parties to the arrangement are entitled to and assume rights and obligations in respect of the relevant assets and liabilities. For instance, joint parties are entitled to almost all the output related to joint venture arrangement and settlement of the liabilities under the arrangement continues to rely on supports from the joint parties. 2. Accounting for joint operations The Company recognizes its proportion of interests in joint operation as related to the Company, and accounts for under relevant business accounting principles: (1) To recognize separately-held assets and jointly-held assets under its proportion; (2) To recognize separately-assumed liabilities and jointly-assumed liabilities under its proportion; (3) To recognize revenue from disposal of the output which the Company is entitled to under the proportion; (4) To recognize revenue from disposal of the output under the proportion; (5) To recognize separately occurred expenses, and to recognize expenses occurred for joint operations under its proportion. For injection to or disposal of assets of joint operations (other than those assets constituting business operation), gain or loss arising from the transaction is only recognized to the extent it is attributable to other parties to the joint operation before the joint operation is sold to any third party. In case those assets injected or disposed satisfy the condition for asset impairment loss under Business Accounting Principle No.8-Assets Impairment, the Company recognizes this loss in full. For acquisition of assets from joint operations (other than those assets constituting business operation), gain or loss arising from the transaction is only recognized to the extent it is attributable to other parties to the joint operation before the relevant assets are sold to any third party. In case that the acquired assets satisfy the condition for asset impairment loss under Business Accounting Principle No.8-Assets Impairment, the Company recognizes relevant loss according to the proportion it assumes. The Company exercises no common control over joint operations. If the Company is entitled to relevant assets of the joint operation and assure relevant liabilities, it shall be accounted for under the above principle, otherwise it would be accounted for under the relevant business accounting principles. 8. Recognition standards for cash and cash equivalents When preparing cash flow statement, the Company recognized the stock cash and deposits available for payment at any time as cash, and investments featuring with the following four characters at the same time as cash equivalents: short term (expire within 3 months commencing from purchase day), active liquidity, easy to convert to already-known cash, and small value change risks. 56 深圳深宝实业股份有限公司 2016 年半年度报告全文 9. Foreign currency business and conversion of foreign currency statement 1. Foreign currency business For the foreign currency business, the Company converts the foreign currency into RMB for book-keeping based on spot exchange rate at date of trading occurred. On balance sheet date, balance of foreign currency monetary items shall be converted based on the spot rate as at the balance sheet date, and the arising exchange difference shall be recorded in current gains and losses other than those arising from the special foreign currency borrowings related to purchasing assets qualifying for capitalization which is treated under the principle of borrowing expense capitalization. As for the foreign currency non-monetary items measured in historical cost, conversion is still conducted with the spot rate as at the transaction date, without any change to its functional currency; As for the foreign currency non-monetary items measured in fair value, conversion is conducted with the spot rate as at the date for determination of fair value, and the arising exchange difference shall be recorded in current gains and losses or capital reserve. As for the foreign currency non-monetary items measured in fair value, conversion is conducted with the spot rate as at the date for determination of fair value, and the arising exchange difference shall be recorded in current gains and losses or capital reserve. 2. Translation of foreign currency financial statement Assets and liabilities in balance sheet are translated at the spot exchange rate at the balance sheet date. Equity items, excluding “undistributed profit”, are translated at the spot exchange rates at the transaction dates. Income and expenses of foreign operation are translated at the spot exchange rates at the transaction dates. The resulting translation differences are recognized in other comprehensive income. When disposing overseas operations, the foreign currency financial statement translation differences listed under items of other comprehensive income in balance sheet and which are directly related to the overseas operations are transferred to profit or loss in the period when the overseas operation is disposed. In the disposal of some equity investments or other causes reduced proportion held overseas business interests but not a loss of control over a foreign operation, and disposal of the foreign operation portion related to foreign currency translation differences attributable to minority interests, not the income statement. In the disposal of foreign operation as part of the equity joint venture or joint ventures, and foreign currency financial statements related to the foreign operation translation difference in proportion of the foreign operation is disposed of into the disposal income statement. 10. Financial instruments Financial instruments include financial assets, financial liabilities and equities instruments. 57 深圳深宝实业股份有限公司 2016 年半年度报告全文 1. Categories of financial instruments According to the contract terms of the financial instrument issued and economic substance reflects by such instrument, not only in form of law, combine with purposes held for financial assets and liabilities, the management categorizes financial assets and liability into different types: financial assets (or financial liabilities) at fair value through current gains and losses; accounts receivable; financial assets available for sale; other financial liabilities, etc. 2. Recognition and measurement for financial instrument (1) Financial assets or liabilities at fair value through profit or loss Financial assets or liabilities at fair value through profit or loss include transactional financial assets or financial liabilities and financial assets or liabilities directly designated at fair value through profit or loss. Transactional financial assets or financial liabilities refer to those meeting any of the following conditions: 1) Purpose for holding the assets or liabilities are to disposal, repurchase or redemption in a short time; 2) Constitute part of the identifiable financial instrument group for central management, and there is objective evidence proving that the Company manages this group in a short-time-return way recently; 3) Belong to derivative financial instrument, other than those derivatives designated as effective hedge instruments, belonging to financial guarantee contracts and those linked to equity instrument investment which is not quoted in an active market and whose fair cannot be measured reliably and the settlement of which is conditional upon delivery of the equity instrument. Subject to satisfaction of any of the following conditions, financial assets or liabilities can be designated as financial assets or liabilities at fair value through profit or loss upon initial measurement: 1) The designation can eliminate or substantially eliminate the inconsistencies between profit and loss from the financial assets arising from different measurement basis; 2) The portfolio of financial assets and liabilities in which the financial asset belongs to are designated as measured at fair value in the risk management report or investment strategic report handed in to key management personnel; 3) Hybrid instruments which contains one or more embedded derivatives, unless the containing of embedded derivatives does not have substantial effect on the cash flows of the hybrid instruments, or the embedded derivatives obviously should not be separated from relevant hybrid instruments; 4) Hybrid instruments which contains embedded derivatives that should split, but cannot be measured separately when acquired or on the subsequent balance sheet date. The Company initially measures financial assets or liabilities at fair value through profit or loss at their fair values when acquiring the assets or liabilities (after deducting cash dividend already declared but not paid or bond interests which is due for interest payment but not received), and the relevant transaction fee is included in current profit or loss. Interest or cash dividend acquired during the holding period shall be recognized as investment income, and movement of fair value at the end of period is included in current profit or loss. Upon disposal, the difference between its fair value and initial accounting amount shall be recognized as investment income, with corresponding adjustment to gains and losses from movement of fair value. 58 深圳深宝实业股份有限公司 2016 年半年度报告全文 (2) Account receivables The contract price charged to the buyers shall be recognized as initial value for those account receivables which mainly comprise the receivable creditor’s right caused by the sale of goods and providing of labor service to external customers by the Company, and receivables in other companies excluding debt instruments priced in active markets, includes but not limited to trade receivables, notes receivables, account paid in advance and other receivables. If characterized as of financing nature, the initial recognition shall be priced at the present value. Upon disposal, the difference between the sale value and the book value of the receivables shall be accounted into current profit or loss on its recovery or disposal. (3) Held-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. The Company takes the sum of fair value (after deducting bond interests which is due for interest payment but not received) and related transaction fee as initial recognition amount in respect of held-to-maturity investment upon acquisition of the investment. During the holding period, the Company recognizes interest income at amortized cost and effective interest rate which is included in investment income. The effective interest rate is determined upon acquisition of the investment and remains unchanged for the expected continuous period or appropriate shorter period. Difference between sale price and carrying value of the investment is included in investment income. If held-to-maturity investment is disposed or reclassified as other types of financial asset, and the relevant amount is relatively bigger than the total amount of our all held-to-maturity investments prior to disposal or reclassification, the remaining held-to-maturity investments shall be reclassified as available-for-sale financial assets immediately following such disposal or reclassification. On the reclassification date, difference between the carrying value and fair value of the investment is included in other comprehensive income and is transferred out into current profit or loss when the available-for-sale financial assets experience impairment or derecognition. However, the followings are exceptions: 1) The date of disposal or reclassification is approaching to the date of expiration or redemption of the investment (such as three months prior to expiration), and change of market rate has no material influences over the fair value of the investment. 2) Company has already recovered nearly all initial principal under the repayment means as agreed in contract. 3) Disposal or reclassification is arising from separate matters which are out of our control, which are expected not to occur repeatedly and which are difficult to predict reasonably. (4) Available-for-sale financial assets Available-for-sale financial assets are non-derivative financial assets that are designated as available-for-sale upon initial recognition and financial assets other than other categories of financial assets. The Company initially measures available-for-sale financial assets at the sum between their fair values when acquiring the assets or liabilities (after deducting cash dividend already declared but not paid or bond interests which is due for interest payment but not received) and the relevant transaction fee. Interest or cash dividend acquired during the holding period shall be recognized as investment income. Gains or losses arising from 59 深圳深宝实业股份有限公司 2016 年半年度报告全文 movement of fair value is directly included in other comprehensive income except for impairment loss and exchange difference arising from foreign currency monetary financial assets. When disposing available-for-sale financial assets, the Company includes the difference between the acquired price and carrying value of the financial assets into investment profit or loss. Meanwhile, accumulated fair value movement attributable to the disposed part which is originally directly included in other comprehensive income is transferred out and included investment profit or loss. For equity instrument investment which is not quoted in an active market and whose fair value cannot be reliably measured, and derivative financial assets which are linked to the equity instrument and whose settlement is conditional upon delivery of the equity instrument, they are stated at cost by the Company. (5) Other financial liabilities Initial recognition amount is determined at the sum of fair value and relevant transaction fee. Subsequent measurement is conducted at amortized cost. 3. Confirmation evidence and measurement methods for transfer of financial assets When transfer of financial assets occurs, the Company shall stop recognition of such financial assets if all risks and remunerations related to ownership of such financial assets have almost been transferred to the receiver; while shall continue to recognize such financial assets if all risks and remunerations related to ownership of such financial assets have almost been retained. When judging whether or not the aforesaid terminal recognition condition for financial assets is arrived at for transfer of financial assets, the Company generally adopts the principle that substance overweighs format. The Company divides such transfer into entire transfer and part transfer. As for the entire transfer meeting condition for discontinued recognition, balance between the following two items is recorded in current gains and losses: (1) Carrying value of financial assets in transfer; (2) Aggregate of the consideration received from transfer and accumulative movements of fair value originally recorded in owners’ equity directly (applicable when financial assets involved in transfer belong to financial assets available for sale). As for the part transfer meeting condition for discontinued recognition, entire carrying value of financial assets in transfer is shared by discontinued recognition part and continued recognition part, in light of their respective fair value. Balance between the following two items is recorded in current gains and losses: (1) Carrying value of discontinued recognition part; (2) Aggregate of the consideration of discontinued recognition part and amount of such part attributable to accumulative movements of fair value originally recorded in owners’ equity directly (applicable when financial assets involved in transfer belong to financial assets available for sale). Financial assets are still subject to recognition if transfer of such assets doesn’t satisfy the condition for discontinued recognition. And consideration received is recognized as financial liability. 4. De-recognition condition for financial liability As for the financial liabilities with its whole or part present obligations released, the company shall de-realize such financial liabilities or part of it. if the company enters into agreement with its creditor to substitute for the existing financial liabilities by means of assuming new financial liabilities, then the company shall de-realize the 60 深圳深宝实业股份有限公司 2016 年半年度报告全文 existing financial liabilities and realize the new financial liabilities provided that the contract clauses of the new and the existing financial liabilities are different in substance. If the company makes substantial amendment to the whole or part contract clauses of the existing financial liabilities, it shall de-realize the existing financial liabilities or part of it. Meanwhile, the financial liabilities with amendment to its clauses shall be realized as new financial liabilities. In case of derecognizing of financial liabilities in whole or part, the difference between the carrying value of such de-realized financial liabilities and consideration paid (including the non-cash assets exchanged or new financial liabilities assumed) shall be recorded in current gains and losses. In case that the company repurchases part of financial liabilities, based on the comparative fair value of the continuing recognition part and the derecognizing part, the company shall allocate the carrying value of the financial liabilities in whole on the repurchase date. Difference between the carrying value allocated to the derecognizing part and the consideration paid (including the non-cash assets exchanged or new financial liabilities assumed) shall be recorded in current gains and losses. 5. Determination method for fair value of financial assets and financial liabilities As for the financial assets and financial liabilities measured by fair value and in case that there are active market for those assets and liabilities, then the fair value shall be determined based on the quotation on active market; The initial acquisition or financial assets or financial liabilities assumed, market transaction price to determine the fair value basis; there is no active market for a financial asset or financial liability, the valuation techniques to determine its fair value. At the time of valuation, the Company adopted applicable in the present case and there is enough available data and other information technology to support valuation, assets or liabilities of feature selection and market participants in the trading of the underlying asset or liability considered consistent input value and priority as the relevant observable inputs. Where relevant observable inputs can not get or do not get as far as practicable, the use of unobservable inputs. 6. Provision of impairment reserve for impairment of financial assets (excluding account receivables) The company reviews the carrying value of the financial assets (excluding those measured by fair value and the change thereof is recorded in current gains and losses) on the balance sheet date, if there is objective evidence showing impairment of the financial assets, it shall provide impairment reserve. Objective evidence that a financial asset is impaired includes the following observable events: (1) Significant financial difficulty of the issuer or obligor; (2) A breach of contract by the borrower, such as a default or delinquency in interest or principal payments; (3) The creditor, for economic or legal reasons relating to the borrower’s financial difficulty, granting a concession to the borrower; (4) It becoming probable that the borrower will enter bankruptcy or other financial reorganizations; (5) The disappearance of an active market for that financial asset because of financial difficulties of the issuer; (6) Observable data indicating that there is a measurable decrease in the estimated future cash flows from a group of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified with the individual financial assets in the group, including: adverse changes in the payment status of borrowers in the group, an increase in the unemployment rate in the country or geographical area of the borrowers, a decrease in 61 深圳深宝实业股份有限公司 2016 年半年度报告全文 property prices for mortgages in the relevant area, or adverse changes in industry conditions that affect the borrowers in the group; (7) Significant adverse changes in the technological, market, economic or legal environment in which the issuer operates, indicating that the cost of the investment in the equity instrument may not be recovered by the investor; (8) A significant or prolonged decline in the fair value of an investment in an equity instrument below its cost; Details for impairment of financial assets are set out below: (1)Impairment provision for available-for-sale financial assets The financial assets available for sale are recognized individually assessed for impairment at the balance sheet date, wherein: show sellable equity instrument investment objective evidence of impairment include the fair value of equity instruments is serious or a decline in the specific quantitative criteria as follows: If the investments in equity instruments at the balance sheet date the fair value below its cost is more than 50% (50% included) or below its cost is the duration of more than one year (including one year) , it indicates that the impairment occurs. The Group has separately tested various available-for-sale equity instruments at the balance sheet date. It will be defined as impairment if the fair value is lower than the initial investment cost by more than 50% (including 50%) or the low state has lasted for no less than 1 year. While the lower proportion is between 20% and 50%, the Group will take other factors such as price fluctuation into consideration to estimate whether the equity instrument has impaired or not. Initial segment of the "cost" of the sale of equity instruments in accordance with available cost less any principal repayment and amortization, impairment loss has been included in determining profit or loss; "fair value," according to the stock exchange closing price of the end OK, unless the existence of available for sale investments in equity instruments restricted period. For the presence of restricted investments in equity instruments available for sale, according to the end of the closing price of the stock exchange market participants by deducting the risk equity instrument within a specified period cannot be sold on the open market and the requirements to obtain compensation. When an available-for-sale financial asset is impaired, the cumulative loss arising from decline in fair value that had been recognized in other comprehensive income is reclassified to the profit or loss even though the financial asset has not been derecognized. The amount of the cumulative loss that is removed from equity is the difference between the acquisition cost (net of any principal repayment and amortization) and current fair value, less any impairment loss on that financial asset previously recognized in profit or loss. If there are objective evidences showing that the value of available-for-sale debt instrument is recovered and it relates to the matters happened after the impairment loss recognition, the impairment loss recognized shall be reversed and accounted in current profit or loss. Impairment losses recognized for equity instrument investments classified as available-for-sale are reversed through equity. However, impairment loss occurred by equity instrument investment which is not quoted in an active market and whose fair value cannot be measured reliably and derivative financial assets which are linked to the equity instrument and whose settlement is conditional upon delivery of the equity instrument, shall not be reversed. (2) Impairment provision for held-to-maturity investment 62 深圳深宝实业股份有限公司 2016 年半年度报告全文 For held-to-maturity investment, if there is object evidence showing the investment is impaired, then impairment loss is determined based on the difference between its fair value and present value of predicted future cash flow. After provision, if there is evidence showing its value has been restored, the originally recognized impairment loss can be reversed and included in current profit or loss, provided that the reversed carrying value shall not exceed the amortized cost of the financial asset as at reversal date assuming no impairment provision had been made. 7. Offset of financial assets and financial liabilities Financial assets and financial liabilities are stated in balance sheet separately without inner-offset. However, the net amount after inner offset is stated in balance sheet date when the following conditions are all met: (1) The Company has legal right to offset recognized amount and the right is enforceable; (2) The Company plans to settle on a net basis, or simultaneously realize the financial assets and settle the financial liabilities. 11. Account receivable (1) Account receivable with single significant amount and withdrawal single item bad debt provision Amount occupied 10 percent (including 10 percent) of the balance of account Account with single significant amount receivable. Conducted impairment testing separately, balance between the present value Withdrawal method for bad debt provision of of future cash flow and its carrying value, bad debt provision withdrawal and account receivable with single significant amount reckoned into current gains/losses. For those without impairment being found after test, collected into relevant combination for accrual. (2) Accounts receivable whose bad debts provision was accrued by combination based on credit risk characteristics portfolio Combination Bad debt provision accrual Aging of accounts group Age analysis method Group with bad debt provision accrual by aging: √ Applicable □ Not applicable Age Accrual ratio Accrual ratio for other receivable Within 1 year (one year included) 0.00% 0.00% 1-2 years 5.00% 5.00% 2-3 years 10.00% 10.00% Over 3 years 15.00% 15.00% 3-4 years 15.00% 15.00% 4-5 years 15.00% 15.00% Over 5 years 15.00% 15.00% In combination, withdrawal proportion of bad debt provision based on balance proportion □ Applicable √ Not applicable In combination, withdrawal proportion of bad debt provision based on other methods: □ Applicable √ Not applicable 63 深圳深宝实业股份有限公司 2016 年半年度报告全文 (3) Account receivable with minor single amount but with withdrawal bad debt provision for single item Reasons for provision of bad debt There is objective evidence that the Company will not be able to recover the money under the reserve original terms of receivables. Provision method of bad debt Withdrawn according to the difference between present value of expected future cash flows and reserve the book value of the receivables. 12. Inventories 1. Classification Inventory means finished goods and merchandise that are ready for sale, work-in-progress, or material used in the process of production or provision of service in the ordinary course of business. Inventory includes merchandise in warehouse, delivered goods, work- in-progress, raw materials, developed products, subcontracted materials and wrappage, etc. 2. Valuation method Inventory carried initial measured by cost, including purchasing cost, processing cost and other costs. The inventory in transit was valued by weighted average method. 3. Recognized standards of the net realizable value for inventory and withdrawal method on provision of inventory After inventory at period-end, the inventories are accounted depending on which is lower between the cost and the net realizable value or adjusted the provision of inventory. The net realizable value of inventory products and sellable materials, in normal business production, is measured as the residual value after deducting the estimated sales expense and related taxes and fees from the estimated selling price; the net realizable value of an item of inventories subject to further processing, in normal business production, is measured as the residual value after deducting the sum of the estimated costs of completion, sales expense and related taxes and fees from the estimated selling price of the sellable item. The net realizable value of the quantity of inventories held to satisfy firm sales or service contracts is based on the contract price. If the sales contracts are for less than the inventory quantities held, the net realizable value of the excess is based on general selling prices. An impairment allowance, if any, is generally individually recognized for each type of inventories at period-end except: For an individual impairment allowance, if any, is recognized for the whole category of inventories of low value and large quantities; and for an individual impairment allowance, if any, is recognized for a group of inventories, which are held for the production and sales of products of a single territory and for identical or similar usages or purposes, and which are indistinguishable from other types of inventories within the group. If the previous factors resulting in deduction of inventories values disappear, then such deduction of value shall be reversed back from the original provision of inventory depreciation reserve, and turns to current gains and losses. 4. Inventory system Inventory system is the perpetual inventory system. 5. Amortization of low-value consumables and packaging materials (1) Adopt five-five amortization for low-value consumables; (2) Adopt one-off writing off process for packaging materials 64 深圳深宝实业股份有限公司 2016 年半年度报告全文 13.Long-term equity investment 1. Recognition of investment cost (1) As for the long-term equity investment formed from business combination under the same control, accounting policy found in (V) Accounting method for business combination (not) under the same control of Note IV (2) Long-term equity investment obtained by other means For long-term equity investments obtained through payment with cash, then the actual payment shall be viewed as initial investment cost. Initial investment cost including the expenses, taxes and other necessary costs that directly concerned with the long-term equity investment that acquired. For long-term equity investments obtained through issuance of equity securities, then the fair value of such securities shall be viewed as initial investment cost; for transaction expenses from issuing or own equity instrument acquired, it can be deducted from the equity when such expenses attributable directly to equity transaction. Under the precedent condition that non-monetary assets exchanges are featured with commercial nature and fair values of exchange-in or exchange-out assets can be reliably measured, long-term equity investment exchange-in through non-monetary assets exchange shall be recognized with initial investment cost on the basis of the fair value of the assets exchange-out, unless there is obvious evidence showing that fair value of exchange-in assets is more reliable; as for non-monetary assets exchanges not satisfying such precedent condition, initial investment cost of exchange-in long-term equity investment falls to the carrying value of exchange-out assets and relevant taxes payable. For long-term equity investments obtained through debt reorganization, its initial investment cost is recognized based on fair value. 2. Subsequent measurement and recognition of gains and losses (1) Cost method The long-term equity investment control by invested entity shall counted by cost method, and pricing on initial investment cost, cost of the long-term equity investment shall be adjusted while additional investment or dis-investment. Other than payment actually paid for obtaining investment or cash dividend or profit included in consideration which has been declared while not granted yet, the Company recognizes investment income according to its share in the cash dividend or profit declared for grant by the invested unit. (2)Equity method The Company calculates long term equity investment in associates and joint ventures under equity method. For certain equity investments in associates indirectly held through risk investment institutions, joint funds, trust companies or similar entities including investment linked insurance fund, the Company measures the investment at fair value through profit or loss. Where the initial investment cost of a long-term equity investment exceeds the Group’s share of the fair value of the investee’s identifiable net assets at the time of acquisition, no adjustment is made to the initial investment cost. Where the initial investment cost is less than the Group’s share of the fair value of the investee’s identifiable net 65 深圳深宝实业股份有限公司 2016 年半年度报告全文 assets at the time of acquisition, the difference is recognized in profit or loss for the period. Return on investments and other comprehensive income is recognized respectively by shares of net gains and losses realized by the invested company and other comprehensive income after acquisition of long-term equity, and book value of such investment is adjusted accordingly. Profit or cash dividends pro rata distributed by the invested company are to minus book value of the relative long-term investment. Book value of long-term investment is adjusted when changes occur other than net gains and losses, other comprehensive income and profit distribution of the invested company, and is to reported in owners’ equity accordingly The Company should recognized net profit of invested unit after adjustment, based on fair value of vary identifiable assets of invested unit while obtained investment, while recognized net profit or net losses of invested units that should be enjoy by investment enterprise. the un-realized transaction gains/losses attributable to investment enterprise, internally occurred between the Company, affiliated units and joint-ventures should calculated by proportion of shares-holding which should be offset, than recognized investment gains/losses. When the Company is confirmed to share losses of the invested units, the following order shall prevail for disposal: first of all, offset carrying value of long-term equity investment. Second, for long-term equity investment whose carrying value is not enough for offset, investment loss should be continued to recognize within the limit of carrying value of other long-term equity which substantially forms net investment to invested units, to offset carrying value of long-term items receivable. At last, after the aforesaid treatment, if enterprise still bears additional duties according to investment contract or agreement, projected liabilities are recognized in accordance to the obligations which are expected to undertake, and then recorded in current gains and losses. In the event that the invested unit realizes profit in later periods, the Company will adopt disposal adverse to the above order after deduction the unrecognized share of loss, i.e. write off the carrying value of the recognized projected liabilities, recover carrying value of long-term equity which substantially forms net investment to invested unit and long-term equity investment, and recognize investment income at the same time. 3. Transfer of calculation for long term equity investment (1) Measure at fair value transfer to equity method For the equity investment originally held by the Company in which it has no control, common control or significant influence over the investee and which is accounted for under recognition and measurement principle as financial assets, in case that the Company becomes able to exercise significant influence or common control upon the investee due to additional investment while no control is reached, the sum of fair value of the originally held equity investment as determined under Business Accounting Principles No.22- Recognition and Measurement Principle as Financial Assets plus cost of the new investment shall be deemed as the initial investment cost upon calculation under equity method. If the originally held equity investment is classified as available for sale financial assets, the difference between its fair value and carrying value and the accumulated fair value movement which is originally included in other comprehensive income shall be transferred to current period gains and losses under equity method. In case that the initial investment cost under equity method is lesser than share of fair value of the investee’s net identifiable assets as of the date when additional investment is made as calculated based on the latest shareholding 66 深圳深宝实业股份有限公司 2016 年半年度报告全文 proportion upon additional investment, carrying value of the long term equity investment shall be adjusted against such difference which is included in current period non-operating income. (2) Measure at fair value or calculation under equity method transfer to calculation under cost method For the equity investment originally held by the Company in which it has no control, common control or significant influence over the investee and which is accounted for under recognition and measurement principle as financial instrument, or for long term equity investment originally held in associates or joint ventures, in case that the Company becomes able to exercise control over investee not under common control due to additional investment, the sum of fair value of the originally held equity investment plus cost of the new investment shall be deemed as the initial investment cost upon calculation under cost method when preparing separate financial statement. For other comprehensive income as recognized under equity method in respect of equity investment held prior to acquisition date, when the Company disposes this investment, the aforesaid income shall be accounted for on the same basis as the investee would otherwise adopt when it directly disposes relevant assets or liabilities. For equity investment held prior to acquisition date which is accounted for under Business Accounting Principles No.22- Recognition and Measurement of Financial Assets, the accumulated fair value movement which originally included in other comprehensive income shall be transferred to current period gains and losses upon calculation under cost method. (3) Calculation under equity method transfer to fair value measurement In case that the Company lost common control or significant influence upon investee due to disposal of part equity investment, the remaining equity investment shall be calculated under Business Accounting Principles No.22- Recognition and Measurement of Financial Assets, and the difference between its fair value and carrying value as of the date when the Company lost common control or significant influence shall be included in current period gains and losses. For other comprehensive income as recognized under equity method in respect of the original equity investment, when the Company ceases calculation under equity method, the aforesaid income shall be accounted for on the same basis as the investee would otherwise adopt when it directly disposes relevant assets or liabilities. (4) Cost method transfer to equity method In case that the Company lost control upon investee due to disposal of part equity investment, and if the remaining equity investment can exercise common control or significant influence over the investee, equity method shall be adopted when preparing separate financial statement, and the remaining equity investment shall be adjusted as if it had been stated under equity method since the acquisition. (5) Cost method transfer to fair value measure In case that the Company lost control upon investee due to disposal of part equity investment, and if the remaining equity investment cannot exercise common control or significant influence over the investee, Business Accounting Principles No.22- Recognition and Measurement of Financial Assets shall be adopted for accounting treatment when preparing separate financial statement, and the fair value and carrying value as of the date when control is lost shall be included in current period gains and losses. 67 深圳深宝实业股份有限公司 2016 年半年度报告全文 4. Disposal of long term equity investment Difference between carrying value and actual acquisition price in respect of disposal of long term equity investment shall be included in current period gains and losses. For long term equity investment under equity method, the Company shall adopt the same basis as the investee directly disposes relevant assets or liabilities when disposing this investment, and account for the part originally included in other comprehensive income under appropriate proportion. If the terms, conditions and economic impact of each transaction involved in the disposal by steps of investment in subsidiaries fall into one or more of the following situations, such transactions will be accounted for as a package deal: (1) Such transactions are entered into simultaneously or in the case of considering the impact of each other; (2) Such transactions as a whole in order to reach complete commercial results; (3) The occurrence of one transaction is subject to that of at least one other transaction; (4) A transaction alone is not economic, but otherwise when considered with other transactions. Enterprises that lose control of their original subsidiaries due to the disposal of partial equity investment or otherwise, and therefore disqualify a package deal, should prepare the relevant accounting treatment in differentiation with individual financial statements and consolidated financial statement: (1) In separate financial statement, as for disposal of equity interest, difference between carrying value and actual acquisition price shall be included in current period gains and losses. In case that the remaining equity interests can exercise common control or significant influence over investee, it shall be stated under equity method in stead, and shall be adjusted as if the remaining equity interests had been stated under equity method since the acquisition. In case that the remaining equity interests cannot exercise common control or significant influence over investee, it shall be accounted for under Business Accounting Principles No.22- Recognition and Measurement Principle of Financial Instruments, and the difference between its fair value and carrying value as of the date then the Company lost control shall be included in current period gains and losses. (2) In consolidated financial statement, for those transactions occurred before lost of control in subsidiaries, the difference between disposal price and share of net assets of subsidiaries since purchase date or combination date shall be used to adjust capital reserve (equity premium), and if capital reserve is insufficient to offset, then it shall adjust retained earnings; when the Company lost control in a subsidiary, the remaining equity interests would be re-measured at the fair value as of the control-lost date. The sum of consideration gained from the disposal of equity and the fair value of remaining equity minus the share of net assets of original subsidiaries since the day of purchase and based on its original shareholding ratio is credited into investment gain for the current period, and off-set the goodwill at the same time. Other comprehensive income in relation to equity investments of original subsidiaries should be transferred to investment gain for the period at the time of loss of control. Each transaction involved in the disposal of equity investments of subsidiaries until loss of control falls into a package deal, carrying accounting treatment on transaction of losing control rights and disposing the company, and should be accounted for accordingly in differentiation with individual financial statements and consolidated financial statements: 68 深圳深宝实业股份有限公司 2016 年半年度报告全文 (1) In consolidated financial statements, difference between each payment from disposal of an equity and the book value of such long-term equity investment before the loss of control should be recognized as other comprehensive income and at the time of loss of control, transferred to profit or loss for the current period. (2) In consolidated financial statements, difference between each payment from disposal of a subsidiary and the share of its net assets through investment before the loss of control should be recognized as other comprehensive income and at the time of loss of control, transferred to profit or loss for the current period. 5. Criteria for common control and significant influence Where the Company jointly controls an arrangement with other participators under agreed terms, and decisions which materially affect return of such arrangement can only exist when other participators unanimously agree on the decisions, the Company is deemed to jointly control this arrangement with other participators, and the arrangement belongs to joint venture arrangement. In case of a joint venture arrangement concluded through separate entity, when the Company is judged to be entitled to the net assets of the separate entity under relevant agreements, the entity shall be viewed as a joint venture under equity method. However, when the Company is judged to be not entitled to the net assets of the separate entity under relevant agreements, the entity shall be viewed as a joint operation, in which case, the Company recognizes items relating to its share of interests from the joint operation and accounts for according to relevant business accounting rules. Significant influence refers to that investor has right to participate in making decisions relating to the financial and operational policies of the investee, while not able to control or jointly control (with others) establishment of these policies. The following one or more conditions are based to judge whether the Company has significant influence over investee with consideration of all facts and situations: (1)has delegate in the board of directors or similar authority organs of investee; (2)participate in establishing financial and operational policies of the investee; (3)occur material transactions with the investee; (4)delegate management to the investee; (5)provide key technical data to the investee. 14. Investment real estate Measurement: measured by cost Depreciation or amortization method: Investment real estate is defined as the real estate with the purpose to earn rent or capital appreciation or both, including the rented land use rights and the land use rights which are held and prepared for transfer after appreciation, the rented buildings. The investment property of the Company is accounted at its cost. Cost of investment property purchased from the external sources includes purchase payment, related taxes and other expenditures which can be directly attributable to such assets; Cost of investment property constructed by the Company comprise of the necessary expenditure occurred during the construction for reaching the condition of planned use. The Company adopts cost method for subsequent measurement of investment property. As for the investment 69 深圳深宝实业股份有限公司 2016 年半年度报告全文 property measured at cost method – buildings for lease are depreciated under the policies which are the same as fixed assets, and land use right for lease are amortized under the policies which are the same as intangible assets. When use of investment property changes to be used by the company itself, the company shall transfer the investment property to fixed assets or intangible assets since the change date; when use of the self-use real estate changes for earning rental or capital appreciation, the company shall transfer the fixed assets or intangible assets to investment property since the change date. For such transfer, the carrying value prior to the transfer is deemed to be the value accounted after the transfer. The company would de-realize investment property when the same is disposed or out of use forever and no economic benefit would be obtained from such disposal. The disposal income from sale, transfer, dump or destroy of investment property less its carrying value and related taxes is recorded in current gains and losses. 15. Fixed asset (1) Recognition of fixed assets Fixed assets is defined as the tangible assets which are held for the purpose of producing goods, providing services, lease or for operation & management, and have more than one year of service life. Fixed assets should be recognized for qualified the followed conditions at the same time: (1) It is probable that the economic benefits associated with the assets will flow into the Company; (2) The cost of the assts can be measured reliably. (2) Depreciation methods Yearly Years of Categories Method Scrap value rate depreciation depreciation rate Houses and buildings--production Straight-line 35 years 5% 2.71% buildings depreciation Houses and Straight-line 40 years 5% 2.38% buildings--non-production buildings depreciation Straight-line Houses and buildings--makeshift 9 years 5% 10.56% depreciation Straight-line Mechanical equipment 12 years 5% 7.92% depreciation Straight-line Transportation vehicle 9 years 5% 10.56% depreciation Straight-line Other equipment 6 years 5% 15.83% depreciation (3) Recognition, measurement and depreciation of fixed assets held under finance lease A fixed asset leased by the Company is recognized as the fixed asset held under finance lease if one or more of the following criteria are met: 70 深圳深宝实业股份有限公司 2016 年半年度报告全文 (1) Upon the expiry of the lease term, the ownership is transferred to the Company; (2) The Company has the option to purchase the asset at a predetermined price that is expected to be sufficiently lower than the fair value at the date the option becomes exercisable and it is reasonably ascertained at the inception of lease that the option will be exercised; (3) The lease term approximates the useful life of the relevant asset even if the ownership is not transferred; (4) At the inception of the lease, the present value of the minimum lease payments is substantially equivalent to the fair value of the leased asset; (5) The leased assets are of such a specialized nature that only the Company can use them without major modification. A fixed asset held under finance lease is initially recognized at the lower of fair value of the leased asset and the present value of the minimum lease payments, while the amount of the minimum lease payments will be recognized as the entry value of long-term account payable, the difference between them will be recognized as unrecognized financing costs. The initial direct costs such as commissions, attorney’s fees, and travelling expenses, stamp duties attributable to the leased item incurred during the process of lease negotiating and signing the leasing agreement shall be recorded in the asset value. Unrealized finance costs will be amortized using actual interest rate method over each period during the lease terms. The Company adopts depreciation policies for leased assets consistent with those of self-owned fixed assets for the purpose of calculating the depreciation of a leased asset. If it is reasonable to be certain that the lessee will obtain the ownership of the leased asset when the lease term expires, the leased asset shall be fully depreciated over its useful life. If it is not reasonable to be certain that the lessee will obtain the ownership of the leased asset at the expiry of the lease term, the leased asset shall be fully depreciated over the shorter one of the lease term or its useful life. 16. Construction in process 1. Classification of constructions under progress Self-constructed constructions under progress of the Company are carried at actual costs. Actual costs include the necessary expenses for constructing such asset to the expected useable condition, including material costs for project, labor cost, related taxes and fees paid, borrowing expenses to be capitalized and indirect costs to be amortized. The constructions under progress of the Company are accounted for by project category. 2. Standard and point of time for construction in process carrying forward to fixed assets Fixed asset is booked with the entire expenditures occurred in the construction in process till it arrives at predicted state for use. For those constructions in process of fixed assets which have already arrived at the predicted state for use, while still with absence of completion settlement, they shall be carried forward to fixed assets at the estimated value based on engineering budget, construction cost or actual cost commencing from the date of arrival of the predicted state for use. Meanwhile, they shall be also subject to the depreciation policies applicable to fixed assets of the Company for provision of depreciation. Once completion settlement is made, the original temporary estimated value shall be adjusted at the effective cost. However, the original provision of depreciation remains unchanged. 71 深圳深宝实业股份有限公司 2016 年半年度报告全文 17. Borrowing expenses 1. Recognition of the borrowing expenses capitalization Borrowing expenses that attributed for purchasing or construction of assets that are complying with capitalizing conditions start to be capitalized and counted as relevant assts cost; other borrowing expenses, reckoned into current gains and losses after expenses recognized while occurred. Assets satisfying the conditions of capitalization are those assets of fixed, investment real estate etc. which need a long period of time to purchase, construct, or manufacturing before becoming usable. Capitalizing for borrowing expenses by satisfying the followed at same time: (1) Assets expense occurred, and paid as expenses in way of cash, non-cash assets transfer or debt with interest taken for purchasing, constructing or manufacturing assets that complying with capitalizing condition; (2) Borrowing expenses have occurred; (3) Necessary activities occurred for reaching predicted usable statues or sale-able status for assets purchased, constructed or manufactured. 2. Period of capitalization Capitalizing period was from the time star capitalizing until the time of suspended capitalization. The period for borrowing expensed suspended excluded in the period. If purchasing, construction, or manufacturing process of an asset satisfying the conditions of capitalization reached its predicted usable status or sale-able status, capitalization suspended for borrowing expenses. If purchasing, construction, or manufacturing process of an asset satisfying the conditions of capitalization completed projects and usable independently for part of the projects, borrowing expenses for this kind of assts shall suspended capitalization. If the assets have been completed in every part, but can be reached the useful status or sale-able status while completed entirely, the borrowing expense shall be suspended for capitalization while the assets completely finished in whole. 3. Period of suspended If purchasing, construction, or manufacturing process of an asset satisfying the conditions of capitalization is suspended abnormally for over 3 months, capitalizing of borrowing expenses shall be suspended; the suspended assets that satisfying the conditions of capitalization meets the necessary procedure of reaching predicted usable status or sellable status, capitalizing of borrowing expenses shall be resumed. The borrowing expenses occurred during the period of suspended shall reckon into current gains and losses until the purchasing, construction, or manufacturing process is resumed for capitalizing. 4. Calculation for capitalization amount Interest expenses practically occurred at the current term of a special borrowing are capitalized after deducting of the bank saving interest of unused borrowed fund or provisional investment gains Capitalization amounts of common borrowings are decided by the weighted average of exceeding part of accumulated asset expenses over the special borrowing assets multiply the capitalizing rate of common borrowings adopted. Capitalization rates are decided by the weighted average of common borrowings. 72 深圳深宝实业股份有限公司 2016 年半年度报告全文 For those expenses with discount or premium, determined the amortizable discount or premium in every fiscal year by effective interest method, than adjusted interest amount in every period 18. Biological assets Biological assets of the Company refer to the productive biological assets Biological assets are recognized when the following three conditions are fully satisfied: (1) An enterprise owns or controls such biological assets due to the past transactions or events; (2) It may result in the inflow of economic benefits or service potential in relation to such biological assets; (3) Cost of such biological assets can be reliably measured. Biological assets used for production are stated at cost at initial recognition. The cost of biological asset used for production purchased from the outside includes the purchase price, related taxes, transportation expense, insurance premium and other charges directly attributable to the purchase of such asset. Biological asset used for production input by investors is stated at its entry value which is calculated based on the value as stipulated in the investment contract or agreement plus the related taxes payable. Where value stipulated in the contract or agreement is not fair, the actual cost is fixed at fair value. The cost of self-bred biological asset used for production is determined based on the necessary expenses incurred so as to achieve the anticipated production and operation purposes, including feed costs, labor costs and indirect costs to be allocated. Management and protection and feed expenses of the Company’s biological assets used for production incurred after the canopy closure or achievement of the expected production and operation purposes are charged to profit or loss for the current period. Biological assets of the Company refer to the tea plants. For those productive biological assts that reached its predicted productive purpose, withdrawal depreciation by average age method. The service life was determined by the residual terms of the residual term of land use after deducting the un-maturity period (5-year) of the tea plants with 5 percent salvage value calculated. Reviewing the service life, predicted salvage vale and depreciation method at year-end, if there have difference between the predicted number and original estimated number or have major changes on way of profit earning, than adjusted the service life or predicted salvage value or depreciation method as account estimation variation. Gain and disposal of biological assets: the cost of biological assets after the shift of use is stated at the carrying amount at the time of shift of use. When sold, destroyed and inventory losses occurred, the disposal income of biological assets net of carrying amount and related taxes shall be charged to profit or loss for the current period. 19. Intangible assets (1) Evaluation method, use life and impairment test An intangible asset is an identifiable non-monetary asset without physical substance owned or controlled by the Company, including land use right, technical know-how, forest tree use right, trademark use right and software use right. 1. Initial measurement of intangible assets For those intangible assets purchased from outside, the purchase value, relevant taxes and other payments attributable to predicted purpose obtained should recognized as cost for this assts. For those purchased amount 73 深圳深宝实业股份有限公司 2016 年半年度报告全文 that paid overdue exceeded the normal credit condition, owns financing natures actually, the cost should be recognized based on the current value while purchased As for the intangible assets acquired from the debtor in debt restructuring for the purpose of settlement of debt, the fair value of the intangible assets shall be based to determine the accounting value. The difference between the carrying value of restructured debt and the fair value of the intangible assets use for settlement of debt shall be recorded in current gains and losses. With the preceding conditions that non-monetary assets exchange has commerce nature and the fair value of the assets exchanged in or out can be measured reliably, the intangible assets exchanged in through non-monetary assets exchange are accounted at the value based on the fair value of assets exchanged out, unless there is obvious evidence showing the fair value of assets exchanged in is more reliable; for non-monetary assets exchange not qualifying for the preceding conditions, the carrying value of assets exchanged out and related taxes payable shall be viewed as the cost of intangible assets exchanged in, without recognition of gains and losses. Intangible assets obtained by means of enterprise mergered under common control, recognized book-keeping value by the book value of mergered party; Intangible assets obtained by means of enterprise mergered under different control, recognized book-keeping value by the its fair value. For those cost of intangible assets development internally including: the used materials, labor cost and register charge for development; amortization for other patent and concession used and interest expense satisfying the capitalization condition during process of development; other directly expense before reached its predated useful purpose. 2. Subsequent measurement Analysis and determined the service life for intangible assts while obtained. And classified into intangible assets with limited useful life and assets without certain service life Intangible assets with limited useful life 1. Those intangible assets with limited useful life are evenly amortized on straight basis from the date when they become useable to the end of expected useful life. Particular about the estimation on intangible assets with limited service life: Item Predicted useful life Basis Certificate of land use Land use right Amortized the actual rest of life after certificate of land use right obtained right Proprietary Actual situation of the 20-year technology Company forest tree use right Service life arranged Protocol agreement Actual situation of the trademark use right 10-year Company software use right 5-8-year Protocol agreement At end of report term, revising will be performed on the useful life of intangible assets with limited useful life and the methods of amortizing; if there is a differences been found with the original estimated number, corresponding adjustment shall prevail. Being revised, the useful life of intangible assets and amortization method at period-end shows the same as 74 深圳深宝实业股份有限公司 2016 年半年度报告全文 previous 2. Intangible assets without certain service life Intangible assets for which it is impossible to predict the term during which the assets can bring in economic benefits are viewed as intangible assets with indefinite life. Intangible assets with indefinite life are not amortized during the holding period, and useful life is re-reviewed at the end of each accounting period. In case that it is still determined as indefinite after such re-review, then impairment test will be conducted continuously in every accounting period. The Company has no such intangible assets without certain service life after review. (2) Accounting policy of the internal R&D costs 1. Detail standard for classification on research stage and exploitation stage Research stage: stage of the investigation and research activities exercising innovative-ness for new science or technology knowledge obtained and understanding. Exploitation stage: stage of the activities that produced new or material advance materials, devices and products that by research results or other knowledge adoption in certain plan or design before the commercial production or usage. The expenditure of the research stage in R&D project internally shall reckon into current gains and losses while occurred. 2. Standards for capitalization satisfaction of expenditure in exploitation state Intangible assets recognized for expenditure in exploitation stage by satisfying the followed at same time: (1) Owes feasibility in technology and completed the intangible assets for useful or for sale; (2) Owes the intention for completed the intangible assets and for sale purpose; (3) Way of profit generated including: show evidence that the products generated from the intangible assets owes a market or owes a market for itself; if the intangible assets will use internally, than show evidence of useful-ness; (4) Possess sufficient technique, financial resources and other resources for the development of kind of intangible assets and has the ability for used or for sale; (5) The expenditure attributable to the exploitation stage for intangible assets could be measured reliably. Expenditure happened in development phase not satisfying the above conditions is included in current period gains and losses when occurs. Development expenditure previously included in gains and losses in previous periods will not be re-recognized as assets in later periods. Capitalized development expenditure is stated in balance sheet as development expenditure, and is transferred to intangible assets when the project is ready for planned use. 20. Impairment of long term assets Long term asset is judged whether for which there is indication of impairment on balance sheet date. If there is indication of impairment, the Company would estimate its recoverable amount based on single asset; if it is difficult to estimate the recoverable amount of single asset, then the assets group which the single asset belongs to is based to determine the recoverable amount of the assets group. Recoverable amount of an asset is determined at the higher of its fair value less disposal fee and present value of its predicted future cash flow. 75 深圳深宝实业股份有限公司 2016 年半年度报告全文 If measurement of recoverable amount shows that the recoverable amount of long term asset is lower than carrying value, and then the carrying value shall be deducted to recoverable amount, with the deducted amount recognized as impairment loss which is included in current period gains and losses, meanwhile, asset impairment provision shall be made accordingly. Once recognized, asset impairment loss would not be reversed in future accounting period. Once an asset is recognized for impairment loss, its depreciation or amortization expense would be adjusted in future periods, so as to systematically allocate the adjusted asset carrying value (after deduction of predicted net residual value) during the remaining useful life. Goodwill arising from business combination and intangible assets with indefinite useful life shall be tested annually for impairment whether or not there is indication of impairment. When goodwill impairment testing comes, book value of goodwill is allocated to asset group or combination benefit from the synergies of the business combination. When conducting impairment test for relevant asset group with inclusion of goodwill, in case that there is indication of impairment for such asset group, impairment test would be firstly conducted in respect of the asset groups without inclusion of goodwill. Then, it shall calculate the recoverable amount and determine the corresponding impairment loss as compared to its carrying value. Second, asset group with inclusion of goodwill would be tested for impairment. If it is found after comparison between the carrying value and recoverable amount of the asset group that the recoverable amount is less than carrying value, the Company would recognize impairment loss for goodwill. 21. Long term prepaid expense Long term prepaid expense represents the expense which the Company has occurred and shall be amortized in the current and later periods with amortization period exceeding one year. Long term prepaid expense is amortized during the beneficial period under straight line method. 22. Staff remuneration (1)Accounting treatment for short term remuneration Staff remuneration refers to various means of remuneration or compensation paid by the Company to acquire service provided by its staff or to dismiss labor relationship with staff. Staff remuneration includes short term remuneration, post-office benefits; dismiss benefits and other long term staff benefits. 1. short term remuneration Short term remuneration refers to all the staff remuneration payable by the Company to its staff within 12 months after the end of annual reporting period in which staff provides relevant services, other than post office benefit and dismissal benefits. The Company recognizes short term remuneration payables as liabilities during the accounting period during which staff provides services, and includes in cost and expense of relevant asset according to the beneficial parties of such services. (2) Accounting treatment for post office benefits 1. post office benefits Post office benefits refer to kinds of remuneration or benefits granted by the Company to staff for their provision of service upon retirement or release of employment, other than short term remuneration and dismissal benefits. Post benefit plan is categorized as defined withdraw plan and defined benefit plan. 76 深圳深宝实业股份有限公司 2016 年半年度报告全文 Defined withdraw plan under post office benefit mainly represents participation into social basic pension insurance and unemployment insurance operated by labor and social security authorities. During the accounting period when employee provides services for the Company, the contribution calculated under defined withdraw plan would be recognized as liabilities and included in current gains and losses or relevant asset cost. Other than periodic payment of the aforesaid amounts in compliance with national standards, the Company is not obliged to make other payment. (3) Accounting treatment for dismissal benefit 1. Dismissal benefit Dismissal benefit represents compensation paid to employees for release of employment before expiration or as compensation for their willing of cut, Liabilities arising from dismiss benefit shall be included in current profit and loss when the company cannot unilaterally withdraw from the termination plan or take redundancy offer and when reorganize the payment of termination benefits related to the cost. (4) Accounting treatment for other long term staff benefits 1. Other long term staff benefits Other long term staff benefits refers to all the other staff benefits except for short term remuneration, post office benefit and dismissal benefit. For other long term staff benefits satisfying conditions under defined withdraw plan, the contribution payables shall be recognized as liabilities and included in current gains and losses or relevant asset cost during the accounting period in which the staff provides services to the Company. 23. Accrual liability 1. Recognition standards for accrual liability Responsibilities connected to contingent issues and satisfied all of the following conditions are recognized as accrual liabilities: (1) The responsibility is a current responsibility undertaken by the Company; (2) Fulfilling of the responsibility may lead to financial benefit outflow; (3) The responsibility can be measured reliably for its value. 2. Measurement Accrual liabilities shall conduct initial measurement by best estimation of expenditures needed by fulfillment of current responsibilities. While determined the best estimation, take the risks, uncertainty and periodic value of currency that connected to the contingent issues into consideration. For major influence from periodic value of currency, determined best estimation after discount on future relevant cash out-flow. Treatment for best estimation: 77 深圳深宝实业股份有限公司 2016 年半年度报告全文 If the expenditure has a continuous range, and with similar possibility within the range, the best estimation should determined by the middle value within the range, that is the average amount between the up and low limit. If the expenditure has no continuous range, or has a continuous range but with different possibility within the range, the possibility amount shall determined as the best estimation while single events involved by contingency; if many events were involved by contingency, the best estimation shall be determined by various results and relevant probability. If the expenses for clearing of predictive liability is fully or partially compensated by a third party, and the compensated amount can be definitely received, it is recognized separated as asset. Though the compensated amount shall not greater than the book value of the predictive liability 24. Revenue 1. Recognition of the income from commodity sales When main risks and rewards attached to the ownership of goods have been transferred to the buyer, reserved neither continuous management power nor effective control over the goods, incoming payment can be measured reliably, relative financial benefit possibly inflow to the company, cost occurred or will occur can be reliably measured, sales income of goods is recognized. As for main sales in the Company, according to the arrival of acceptance period agreed in the contract, income shall be recognized after the period expired 2. Basis on use right income for transaction assets Financial benefit attached to the contract is possibly inflow to the company; Overall income of the contract can be measured reliably. Determined the use right income for transaction assts respectively as followed: (1) Amount of interest income: determined by the time and effective interest rate of the currency capital used by other people. (2) Amount of income from use: determined by the charge time and calculation method agreed in the relevant contract or agreement. 25. Government Grants (1) Determination basis and accounting for government grants related to assets 1.Type Governments grants of the Company refer to the monetary and non-monetary assets obtained from government for free, and are divided into those related to assets and others related to revenues Government subsidies related to assets refer to those obtained by the Company and used for purchase or construction of or otherwise to form long-term assets. Government subsidies related to revenue refer to those other than government subsidies related to assets. 2. Recognition of government subsidies At end of the period, if there is evidence show that the Company qualified relevant condition of fiscal supporting polices and such supporting funds are predicted to obtained, than recognized the amount receivable as government subsidy. After that, government subsidy shall recognize while actually received. Government subsidies in the form of monetary assets are stated at the amount received or receivable. Government subsidies in the form of non-monetary assets are measured at fair value; if fair value cannot be obtained, a 78 深圳深宝实业股份有限公司 2016 年半年度报告全文 nominal amount (RMB1) is used. Government subsidies measured at nominal amount is recognized immediately in profit or loss for the current period. 3. Accounting method Government grants in relation to purchase of long-term assets such as fixed assets or intangible assets shall be recognized as deferred income, and are recorded in non-operating income according to service life of such constructed or purchased assets by installments; (2) Determination basis and accounting for government grants related to income Government grants in relation to revenues, shall be recognized as deferred income upon acquisition and recorded in current non-operating income during the periods in which relevant expenses are recognized when such grants are for the purposes of compensating relevant expenses or losses of an enterprise in future periods; and shall be directly credited to current non-operating income upon acquisition when such grants are for the purposes of compensating occurred relevant expenses or losses of an enterprise. When there is reversal of the government grants recognized, if the relevant deferred income exists, such deferred income is offset against the balance of the carrying value with the excess dealt with in the profit or loss for the period. If the relevant deferred income does not exist, it will be directly dealt with in the profit or loss for the period. 26. Deferred income tax assets and deferred income tax liabilities Deferred income tax assets and liabilities are measured and recognized based on the difference (temporary difference) between the taxation bases of the assets and liabilities and their carrying value. As of the balance sheet date, deferred income tax assets and liabilities are measured at the tax rate applicable during the period in which the assets are recovered or liabilities are settled. 1. Reference for recognition of deferred income tax assets Deferred income tax asset arising from deductible temporary difference is recognized to the extent of assessable income which is likely to acquire to offset deductible temporary difference and for which deductible losses and tax credit for subsequent years can be carried forward. However, deferred income tax assets arising from initial measurement of assets or liabilities in transactions with the following characteristics would not be recognized: (1)the transaction is not business combination; (2)occurrence of the transaction would neither affect accounting profit nor affect assessable income or deductible loss. For deductible temporary difference relating to investment in associates, the Company would recognize deferred income tax assets accordingly if the following conditions are met: temporary difference is likely to be reversed in foreseeable future and it is likely to acquire assessable income against which deductible temporary difference is utilized. 2. Basis for determination of deferred income tax liabilities Assessable temporary difference which should be paid while not paid yet for the current and previous periods is recognized as deferred income tax liabilities, excluding: (1) Temporary difference arising from initial measurement of goodwill; 79 深圳深宝实业股份有限公司 2016 年半年度报告全文 (2) Transaction or issue arising from non business combination, and its occurrence would neither affect accounting profit, nor affect temporary difference arising from assessable income (or deductible loss); (3) For assessable temporary difference relating to investments in subsidiary or associate, timing for reversal of the temporary difference can be controlled and it is likely that the difference would not be reversed in foreseeable future. 3. Deferred tax assets and liabilities are offset if all the following conditions are met. (1) An enterprise has the legal rights to settle the income tax assets and income tax liabilities for the current period by net amount; (2) They relate to income taxes levied by the same tax authority on either the taxable entity has a legally enforceable right or set off current income tax assets against current income tax liabilities, and different taxable entities which either intend to settle the current income tax liabilities and assets on a net basis, or to realize the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered. 27. Changes of major accounting policy and estimation (1) Changes of major accounting policy □ Applicable √ Not applicable ( 2) Changes of major accounting estimation □ Applicable √ Not applicable VI. Taxes 1. Type of tax and rate for main applicable tax Taxes Basis Rate Sales of goods, rental revenue and service VAT 17%, 11%, 6% and 3% revenue Business tax Taxable turnover 5% Urban maintenance and construction tax Payable turnover taxes 5%, 7% Educational surtax Payable turnover taxes 5% Rate of income tax for different taxpaying body: Taxpaying body Rate of income tax The Company 25% Shenbao Huacheng 15% Including: Shantou Branch of Shenbao Huacheng 25% Wuyuan Ju Fang Yong 15% Shenbao Sanjing 25% Huizhou Shenbao Science & Technology 25% Shenbao Properties 25% 80 深圳深宝实业股份有限公司 2016 年半年度报告全文 Shenbao Industrial & Trading 25% Hangzhou Ju Fang Yong 25% Shenbao Yuxing 25% Shenbao Technology Center 25% Fuhaitang Ecological 25% Chunshi Network 25% Shenshenbao Investment 25% Shenshenbao Tea Culture 25% Pu’er Supply Chain 25% Pu’er Tea Trading Center 25% Jufangyong Trading 25% 2. Tax preferential Shenbao Huacheng, a wholly-owned subsidiary of the Company, has been granted High-tech Enterprise Certification (No. GF201444201602) jointly promulgated by Shenzhen Commission on Innovation & Technology, Shenzhen Finance Committee, Shenzhen Municipal Bureau of State Taxation and Shenzhen Municipal Bureau of Local Taxation as at the date of 30 September 2014 with a valid term of 3 years. With relevant preferential policies adopted by the State in favor of high-tech enterprises, all qualified high-tech enterprises are able to enjoy the lower income tax rate of 15% for collection of enterprise income tax, capable for 3 years commencing from the year when they are deemed as qualified. Shenbao Huacheng has favored from this preferential policy from 2014 to 2016. Wuyuan Jufangyong, a wholly-owned subsidiary of the Company, has been granted High-tech Enterprise Certification (No. GF201436000182) jointly promulgated by Jiangxi Provincial Department of Science & Technology, Shenzhen Finance Committee, Finance Bureau of Jiangxi Province, Jiangxi Municipal Bureau of State Taxation and Local Taxation as at the date of 8 October 2014 with a valid term of 3 years. With relevant preferential policies adopted by the State in favor of high-tech enterprises, all qualified high-tech enterprises are able to enjoy the lower income tax rate of 15% for collection of enterprise income tax, capable for 3 years commencing from the year when they are deemed as qualified. Wuyuan Jufangyong has favored from this preferential policy from 2014 to 2016. VII. Annotation to main items of consolidated financial statements 1. Monetary fund In RMB Item Ending balance Opening balance 319,321.77 184,337.59 Cash on hand 144,579,730.69 147,329,549.56 Cash in bank 500,000.00 500,000.00 Other monetary fund 81 深圳深宝实业股份有限公司 2016 年半年度报告全文 145,399,052.46 148,013,887.15 Total Other explanation: Monetary fund with restriction concerned: Item Ending balance Opening balance Guarantee deposit 500,000.00 500,000.00 Total 500,000.00 500,000.00 While presenting the cash flow statement, restricted other monetary fund has been deducted from the cash and cash equivalent at period-end 2. Financial assets measured by fair value and with the variation recorded into current gains/losses In RMB Item Ending balance Opening balance Tradable financial assets 2,737,496.71 3,586,352.90 Equity instrument investment 2,737,496.71 3,586,352.90 Total 2,737,496.71 3,586,352.90 Other explanation: Closing balance refers to the 258,011 shares of A-stock under the name of “Shen Zhonghua-A” 3. Note receivables (1) Classification of notes receivable In RMB Item Ending balance Opening balance Bank acceptance bill 38,922.90 Total 38,922.90 4. Account receivable (1) Account receivable classified according to types 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 Account receivable withdrawal bad debt 70,004,4 1,264,41 68,740,02 77,217, 1,269,408 75,948,016. provision by group of 78.31% 1.81% 79.93% 1.64% 42.07 9.25 2.82 424.39 .27 12 credit risk characteristics Account receivable 19,391,0 21.69% 19,391,0 100.00% 19,391, 20.07% 19,391,00 100.00% 82 深圳深宝实业股份有限公司 2016 年半年度报告全文 with single minor 01.77 01.77 001.77 1.77 amount but withdrawal bad debt provision for single item 89,395,4 20,655,4 68,740,02 96,608, 20,660,41 75,948,016. Total 100.00% 23.11% 100.00% 21.39% 43.84 21.02 2.82 426.16 0.04 12 Account receivable with single significant amount and withdrawal bad debt provision separately at period end: □ Applicable √ Not applicable Account receivable provided for bad debt reserve under aging analysis method in the groups: √ Applicable □ Not applicable In RMB Ending balance Age Account receivable Bad debt reserve Accrual ratio Sub item within 1 year Within 1 year 55,095,814.39 1-2 yeas 8,570,623.80 428,531.20 5.00% 2-3 years 2,296,250.51 229,625.05 10.00% Over 3 years 4,041,753.37 606,263.00 15.00% 3-4 years 678,033.35 101,705.00 15.00% 4-5 years 792,574.03 118,886.10 15.00% Over 5 years 2,571,145.99 385,671.90 15.00% Total 70,004,442.07 1,264,419.25 1.81% Explanations on combination determine: 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) Top 5 account receivable collected by arrears party Name Ending balance Proportion in total receivables at Bad debt provision closing balance (%) accrual Customer 1 9,823,366.00 10.99 --- Customer 2 4,819,480.00 5.39 --- Customer 3 4,803,698.40 5.37 237,321.84 Customer 4 4,696,360.00 5.25 --- Customer 5 3,438,320.16 3.85 --- 83 深圳深宝实业股份有限公司 2016 年半年度报告全文 Total 27,581,224.56 30.85 237,321.84 5. Account paid in advance (1) Aging analysis In RMB Ending balance Opening balance Age Amount Ratio Amount Ratio Within 1 year 9,065,410.34 97.04% 16,227,516.31 87.24% 1-2 yeas 231,942.58 2.48% 1,844,886.90 9.92% 2-3 years 20,701.00 0.22% 505,768.33 2.72% Over 3 years 23,428.80 0.25% 23,428.80 0.12% Total 9,341,482.72 -- 18,601,600.34 -- 2. Top 5 account paid in advance at closing balance collected by objects Ratio in total account paid in advance Name Closing amount (%) Supplier 1 1,661,520.00 17.79 Supplier 2 1,241,500.00 13.29 Supplier 3 712,153.26 7.62 Supplier 4 671,385.05 7.19 Supplier 5 501,840.00 5.37 Total 4,788,398.31 51.26 6. Other account receivable (1) Other account receivable classified according to types: 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 account receivable with single major amount 19,308,7 8,402,58 10,906,13 19,103, 8,197,820 10,906,134. 39.84% 43.52% 39.70% 42.91% and withdrawal bad 17.85 3.56 4.29 954.35 .06 29 debt provision for single item Other account receivable withdrawal bad debt 11,579,2 323,648. 11,255,56 11,443, 329,438.8 11,113,637. 23.89% 2.80% 23.78% 2.88% provision by group of 16.33 84 7.49 076.49 4 65 credit risk characteristics Other account 17,577,7 36.27% 17,577,7 100.00% 17,577, 36.52% 17,577,79 100.00% 84 深圳深宝实业股份有限公司 2016 年半年度报告全文 receivable with 95.82 95.82 795.82 5.82 single minor amount but withdrawal bad debt provision for single item 48,465,7 26,304,0 22,161,70 48,124, 26,105,05 22,019,771. Total 100.00% 54.27% 100.00% 54.24% 30.00 28.22 1.78 826.66 4.72 94 Other receivable with single significant amount and withdrawal bad debt provision separately at end of period: √ Applicable □ Not applicable In RMB Account Ending balance receivable(units) Account receivable Bad debt reserve Accrual ratio Reasons Changzhou Shenbao Accrued recoverable Chacang E-commence 19,308,717.85 8,402,583.56 43.52% amount is under the book Co., Ltd balance Total 19,308,717.85 8,402,583.56 -- -- Other receivable with bad debt provision withdrawal by age analysis in group: √ Applicable □ Not applicable In RMB Ending balance Age Other accounts receivable Bad debt provision Accrual ratio Sub item within 1 year Within 1 year 8,341,252.46 1-2 yeas 1,029,988.00 51,499.40 5.00% 2-3 years 1,180,938.60 118,093.86 10.00% Over 3 years 1,027,037.27 154,055.58 15.00% 3-4 years 209,434.84 31,415.23 15.00% 4-5 years 57,236.34 8,585.45 15.00% Over 5 years 760,366.09 114,054.91 15.00% Total 11,579,216.33 323,648.84 2.80% Explanations on combination determine: 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 85 深圳深宝实业股份有限公司 2016 年半年度报告全文 (2) Bad debt provision accrual collected or switch back Bad debt provision accrual was 204,763.50 Yuan; the amount collected or switches back amounting to 5,790.00 Yuan ( 3) Nature classification for other receivables In RMB Item Closing book balance Opening book balance Margin and deposit 8,846,428.76 3,435,894.26 VAT rebates receivables 242,011.73 27,140.22 Intercourse funds and other 39,377,289.51 44,661,792.18 Total 48,465,730.00 48,124,826.66 ( 4) Top 5 other account receivable collected by arrears party at balance of period-end In RMB Bad debt Ratio in total other Amount provision Name Ending balance Age account receivable at nature Closing closing balance balance Changzhou Shenbao Chacang Intercourse Within 1 year and 19,308,717.85 39.84% 8,402,583.56 E-commence Co., Ltd funds over one year Shenzhen Shichumingmen Restaurant Intercourse 1,272,635.63 Within 1 year 2.63% Management Co., Ltd. funds Hangzhou Shilongshan Ecological Intercourse 600,000.00 2-3 years 1.24% 60,000.00 Park Co., Ltd funds Shenzhen Shenbao Manan Intercourse 500,000.00 Within 1 year 1.03% Biotechnology Co., Ltd funds Fujian Wuyishan Yuxing Tea Industry Deposit 500,000.00 1-2 years 1.03% 25,000.00 Co., Ltd Total -- 22,181,353.48 -- 45.77% 8,487,583.56 7. Inventory (1) Types In RMB Ending balance Opening balance Items Falling price Falling price Book balance Book value Book balance Book value reserves reserves Raw materials 75,423,703.60 3,893,177.28 71,530,526.32 58,516,983.93 3,893,177.28 54,623,806.65 Goods in process 36,102,426.61 81,052.46 36,021,374.15 27,601,507.25 81,052.46 27,520,454.79 Finished goods 48,067,429.79 810,517.22 47,256,912.57 79,669,708.08 810,517.22 78,859,190.86 Goods in transit 2,689,044.21 2,689,044.21 6,546,946.43 6,546,946.43 Materials 5,353,253.71 5,290,502.32 62,751.39 5,349,996.81 5,290,502.32 59,494.49 processed on 86 深圳深宝实业股份有限公司 2016 年半年度报告全文 commission Wrappage 6,826,844.19 6,826,844.19 8,212,480.31 8,212,480.31 Total 174,462,702.11 10,075,249.28 164,387,452.83 185,897,622.81 10,075,249.28 175,822,373.53 (2) Inventory falling price reserves In RMB Current amount increased Current amount decreased Item Opening balance Switch back/ Ending balance Accrual Other Other Written off Raw materials 3,893,177.28 3,893,177.28 Goods in process 81,052.46 81,052.46 Finished goods 810,517.22 810,517.22 Work in 5,290,502.32 5,290,502.32 process-outsourced Total 10,075,249.28 10,075,249.28 8. Other current assets In RMB Item Ending balance Opening balance VAT input tax ready for deduction 3,953,138.43 2,012,976.56 Financial products 20,000,000.00 Total 23,953,138.43 2,012,976.56 9. Financial assets available for sale (1) Financial assets available for sale In RMB Ending balance Opening balance Item Depreciation Depreciation Book balance Book balance Book balance Book balance reserves reserves Instrument equity 17,537,500.00 17,480,000.00 57,500.00 17,537,500.00 17,480,000.00 57,500.00 available for sale: Measured by cost 17,537,500.00 17,480,000.00 57,500.00 17,537,500.00 17,480,000.00 57,500.00 Total 17,537,500.00 17,480,000.00 57,500.00 17,537,500.00 17,480,000.00 57,500.00 (2) Financial assets available for sale measured by cost at period-end In RMB Book balance Depreciation reserves Ratio of share-holdi Current Investee Opening Current Current Closing Opening Current Current Closing ng in cash unit balance increased decreased balance balance increased decreased balance invested dividend entity Shenzhen 2,480,000. 2,480,000. 2,480,000. 2,480,000. 0.95% Sanjiu 00 00 00 00 87 深圳深宝实业股份有限公司 2016 年半年度报告全文 Weitai Capsules Co., Ltd. Shenzhen Tianji Photoelect ric 15,000,000 15,000,000 15,000,000 15,000,000 3.77% Technolog .00 .00 .00 .00 y Industrial Co., Ltd Beijing Tiantan 57,500.00 57,500.00 Co., Ltd. 17,537,500 17,537,500 17,480,000 17,480,000 Total -- .00 .00 .00 .00 (3) Change of financial assets depreciation for sale during reporting period In RMB Instrument equity available for Instrument debt available Type Total sale for sale Balance of impairment accrual at 17,480,000.00 17,480,000.00 period-begin Balance of impairment accrual at 17,480,000.00 17,480,000.00 period-end 10. Long-term equity investment In RMB -,+ in the Period Ending Investmen Other Cash balance Addition Capi Impair Opening t gains comprehe Other dividend Ending of Investee unit al tal ment balance recognized nsive equity or profit Other balance impairme investme redu accrua under income change announced nt nt ction l equity adjustment to issued provision I. Joint venture II. Associated enterprise Shenzhen Shenbao 2,870,000. 2,870,000 2,870,000 (Xinmin) Food Co., 00 .00 .00 Ltd*1 Changzhou Shenbao Chacang E-commence Co., 88 深圳深宝实业股份有限公司 2016 年半年度报告全文 Ltd*2 Shenzhen Shenbao (Liaoyuan) 57,628.53 57,628.53 57,628.53 Industrial Co., Ltd*1 Shenzhen Shenbao Manan 1,062,646. 1,067,923 5,276.71 Biotechnology Co., 40 .11 Ltd Yunnan Pu’er Tea 3,701,976. 1,875,00 -499,151.0 -5,077,8 Trading Center Co., 81 0.00 1 25.80 Ltd. *3 Shenzhen Shichumingmen 2,270,330. -1,585,470 684,860.2 Restaurant 70 .46 4 Management Co., Ltd. Guangzhou Shenbao 4,500,00 4,434,349 Mendao Tea Co., -65,650.45 0.00 .55 Ltd. 9,962,582. 6,375,00 -5,077,8 9,114,761 2,927,628 Subtotal 44 0.00 25.80 .43 .53 9,962,582. 6,375,00 -2,144,995 -5,077,8 9,114,761 2,927,628 Total 44 0.00 .21 25.80 .43 .53 Other explanation *1: these two companies have been established for a long time. At the current stage, their business licenses have been revoked. Impairment provision is made in full due to absence of settlement. *2: the long term equity investment in Changzhou Shenbao Tea Storage E-commerce Company is measured at equity method. Due to that the company recorded serious losses, book balance for this long term equity investment is treated with nil. *3: the Company’s subsidiary Hangzhou Jufangyong increased capital contribution of RMB1, 875,000 to Yunan Puer Tea Trading Center Company Limited in May 2016. Upon completion of which, the shareholding of the Company in Yunan Puer Tea Trading Center Company Limited increased from 40% to 55%. Accordingly, the Company changed to consolidate financial statement of Yunan Puer Tea Trading Center Company Limited at cost rather than at equity. 11. Investment real estate (1) Investment real estate measured at cost √ Applicable □ Not applicable In RMB 89 深圳深宝实业股份有限公司 2016 年半年度报告全文 Construction in Item House and building Land use right Total process I. Total original book value 1.Opening balance 19,305,918.88 19,305,918.88 2.Current amount increased 528,724.63 528,724.63 ( 1)Outsourcing 528,724.63 528,724.63 ( 2)Stock\fixed assets \Transfer-in from construction in process ( 3)Increased by combination 3.Current amount decreased ( 1) Disposal (2)Other transfer-out 4.Ending balance 19,834,643.51 19,834,643.51 II. accumulated depreciation and accumulated amortization 1.Opening balance 496,725.20 496,725.20 2.Current amount increased 191,048.16 191,048.16 (1) Accrual or amortization 191,048.16 191,048.16 3.Current amount decreased ( 1) Disposal (2)Other transfer-out 4.Ending balance 687,773.36 687,773.36 III. impairment provision 1.Opening balance 2.Current amount increased (1) Accrual 3. Current amount decreased ( 1) Disposal (2)Other transfer-out 4.Ending balance IV. Book value 1. Ending book value 19,146,870.15 19,146,870.15 2.Openingbook value 18,809,193.68 18,809,193.68 ( 2) Investment real estate measured by fair value □ Applicable √ Not applicable 90 深圳深宝实业股份有限公司 2016 年半年度报告全文 ( 3) Certificate of title un-completed for investment real estate In RMB Item Book value Reasons Obtained property certification on 6 July Houses and buildings 19,146,870.15 2016 12. Fixed assets (1) Fixed assets In RMB Houses and Mechanical Transportation Item Other equipment Total buildings equipment vehicle I. Original book value: 1.Opening balance 278,320,081.26 223,496,629.95 7,305,114.52 13,701,871.16 522,823,696.89 2.Current amount 2,816,139.45 5,514,355.69 474,522.52 861,919.50 9,666,937.16 increased (1) Purchase 846,906.65 2,564,507.79 25,681.97 3,437,096.41 (2) Transfer-in from 1,969,232.80 2,949,847.90 4,919,080.70 construction in process ( 3)Increased by 474,522.52 836,237.53 1,310,760.05 combination 3.Current amount 14,500.00 9,650.00 46,927.21 71,077.21 decreased ( 1) Disposal or scrap 14,500.00 9,650.00 46,927.21 71,077.21 4.Ending balance 281,136,220.71 228,996,485.64 7,769,987.04 14,516,863.45 532,419,556.84 II. accumulated depreciation 1.Opening balance 32,098,558.04 119,504,906.16 3,968,400.89 6,186,245.57 161,758,110.66 2.Current amount 2,656,591.53 7,024,514.67 356,255.03 921,888.88 10,959,250.11 increased (1) Accrual 2,656,591.53 7,024,514.67 343,813.99 902,500.57 10,927,420.76 ( 2)Increased by 12,441.04 19,388.31 31,829.35 combination 3.Current amount 2,869.80 140,108.24 8,641.04 151,619.08 decreased ( 1) Disposal or scrap 2,869.80 140,108.24 8,641.04 151,619.08 4.Ending balance 34,755,149.57 126,526,551.03 4,184,547.68 7,099,493.41 172,565,741.69 III. impairment provision 1.Opening balance 2,647,112.69 2,647,112.69 2.Current amount 91 深圳深宝实业股份有限公司 2016 年半年度报告全文 increased (1) Accrual 3.Current amount decreased ( 1) Disposal or scrap 4.Ending balance 2,647,112.69 2,647,112.69 IV. Book value 1. Ending book value 246,381,071.14 99,822,821.92 3,585,439.36 7,417,370.04 357,206,702.46 2.Openingbook value 246,221,523.22 101,344,611.10 3,336,713.63 7,515,625.59 358,418,473.54 (2) Certificate of title un-completed for fixed assets In RMB Item Book value Reasons Obtained property certification on 6 July R&D and premises 67,389,300.07 2016 Dormitory of Shantou Branch of Shenbao Handle after new regulations issued, the 1,810,185.43 Huacheng Company work in process 13. Construction in process (1) Construction in process In RMB Ending balance Opening balance Item Depreciation Depreciation Book balance Book value Book balance Book value reserves reserves Shenbao Plaza project 3,842,333.64 3,842,333.64 3,842,333.64 3,842,333.64 Wuyuan factory 2,197,575.79 2,197,575.79 6,750,385.61 6,750,385.61 project Land fence and road 1,408,026.25 1,408,026.25 project Modification works on production 38,574.34 38,574.34 equipment Land project of Supply Chain 2,462,814.87 2,462,814.87 Company Project of Yunnan Tea 975,233.83 975,233.83 Trading Center Other 943,379.03 903,189.74 40,189.29 943,379.03 903,189.74 40,189.29 Total 11,867,937.75 4,745,523.38 7,122,414.37 11,536,098.28 4,745,523.38 6,790,574.90 (2) Changes of major construction in process 92 深圳深宝实业股份有限公司 2016 年半年度报告全文 In RMB Includin Proporti g: Accumul Other on of amount Interest Current ated Opening Transfer- decrease Ending project of capitaliz Capital Projects Budget amount in fixed Progress capitaliz balance assets d in the balance investme capitaliz ation rate resources increased ation of Period nt in ation of in Period interest budget interest in Period Wuyuan 6,750,38 964,684. 4,666,58 850,905. 2,197,57 Self-rais factory 49.19 5.61 05 8.58 29 5.79 ed project Land fence 1,408,02 1,408,02 Self-rais 37.76 and road 6.25 6.25 ed project Land project of 2,462,81 2,462,81 Self-rais Supply 11.19 4.87 4.87 ed Chain Compan y 6,750,38 4,835,52 4,666,58 850,905. 6,068,41 Total -- -- -- 5.61 5.17 8.58 29 6.91 14. Productive biological assets (1) Productive biological assets measured by cost √ Applicable □ Not applicable In RMB Item Plant Livestock Forestry Fisheries Total Tea tree I. original book value 1.Opening balance 436,156.00 436,156.00 2.Current amount increased (1)Outsourcing (2)self-cultivate 3.Current amount decreased 93 深圳深宝实业股份有限公司 2016 年半年度报告全文 (1) Disposal (2) Other 4.Ending balance 436,156.00 436,156.00 II. accumulated depreciation 1.Opening balance 2.Current amount 4,846.18 4,846.18 increased (1) Accrual 4,846.18 4,846.18 3.Current amount decreased (1) Disposal (2) Other 4.Ending balance 4,846.18 4,846.18 III. impairment provision 1.Opening balance 2.Current amount increased (1) Accrual 3.Current amount decreased (1) Disposal (2) Other 4.Ending balance 431,309.82 431,309.82 IV. Book value 1. Ending book 431,309.82 431,309.82 value 2.Openingbook 436,156.00 436,156.00 value 15. Intangible assets (1) Intangible assets In RMB Item Land using right Patent Un-patent tech Other Total I. Original book value 1.Opening balance 162,844,832.87 43,356,116.81 7,908,874.54 22,871,704.98 236,981,529.20 2.Current amount 9,423,090.00 291,262.15 9,714,352.15 94 深圳深宝实业股份有限公司 2016 年半年度报告全文 increased ( 1) Purchase 9,423,090.00 202,862.15 9,625,952.15 (2) internal R&D ( 3)Increased by 88,400.00 88,400.00 combination 3.Current amount decreased ( 1) Disposal 4.Ending balance 172,267,922.87 43,356,116.81 8,200,136.69 22,871,704.98 246,695,881.35 II. accumulated depreciation 1.Opening balance 21,766,135.30 18,057,291.32 2,596,105.35 1,504,626.96 43,924,158.93 2.Current amount 1,690,272.23 1,068,102.03 469,112.33 195,474.60 3,422,961.19 increased (1) Accrual 1,690,272.23 1,068,102.03 467,639.00 195,474.60 3,421,487.86 ( 2) Increased by 1,473.33 1,473.33 enterprise combine 3.Current amount decreased ( 1) Disposal 4.Ending 23,456,407.53 19,125,393.35 3,065,217.68 1,700,101.56 47,347,120.12 balance III. impairment provision 1.Opening balance 2.Current amount increased (1) Accrual 3.Current amount decreased ( 1) Disposal 4.Ending balance IV. Book value 1. Ending book 148,811,515.34 24,230,723.46 5,134,919.01 21,171,603.42 199,348,761.23 value 2.Openingbook 141,078,697.57 25,298,825.49 5,312,769.19 21,367,078.02 193,057,370.27 value 16. Development expense In RMB 95 深圳深宝实业股份有限公司 2016 年半年度报告全文 Opening Item Current amount increased Current amount decreased Ending balance balance Item 1 159,475.33 159,475.33 Item 2 158,673.19 158,673.19 Item 3 132,035.69 132,035.69 Item 4 194,986.66 194,986.66 Item 5 123,965.22 123,965.22 Item 6 114,624.81 114,624.81 Item 7 124,924.35 124,924.35 Item 8 56,988.84 56,988.84 Item 9 65,638.07 65,638.07 Item 10 108,975.80 108,975.80 Item 11 72,975.83 72,975.83 Item 12 69,348.19 69,348.19 Item 13 46,738.29 46,738.29 Item 14 9,316.42 9,316.42 Total 1,438,666.69 1,438,666.69 17. Long-term deferred expense In RMB Current amount Current Item Opening balance Other decreased Ending balance increased amortization Decoration charge for office 11,278,199.11 1,352,129.25 2,302,361.13 10,327,967.23 rented-in Affiliated project of resident 1,008,682.43 154,681.60 854,000.83 area in Jufangyong Wuyuan Reform of tea park in Wuyuan 114,968.82 46,151.09 68,817.73 Reform project of warehouse 3,082,061.73 522,648.35 272,409.54 3,332,300.54 Lease of workshop and office 249,424.40 116,237.64 133,186.76 building Other 260,017.98 120,000.00 143,352.13 236,665.85 Total 15,993,354.47 1,994,777.60 3,035,193.13 14,952,938.94 18. Deferred income tax assets and deferred income tax liability (1) Deferred income tax assets without offset In RMB Ending balance Opening balance Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax differences assets differences assets Impairment provision for 19,193,997.51 4,487,470.13 18,989,234.01 4,436,279.25 96 深圳深宝实业股份有限公司 2016 年半年度报告全文 assets Gains from changes of -848,856.19 212,214.05 fair value Total 18,345,141.32 4,699,684.18 18,989,234.01 4,436,279.25 (2) Deferred income tax liability without offset In RMB Ending balance Opening balance Item Taxable temporary Deferred income tax Taxable temporary Deferred income tax differences liability differences liability Asset evaluation increment of enterprise combine under different 4,596,175.27 1,149,043.82 4,747,915.76 1,186,978.94 control Change of fair value for the financial 1,808,657.11 452,164.28 assets available for sale Total 4,596,175.27 1,149,043.82 6,556,572.87 1,639,143.22 (3) Details of uncertain deferred income tax assets In RMB Item Ending balance Opening balance Deductible temporary differences 65,845,729.11 65,651,744.63 Losses deductible 98,027,808.60 98,027,808.60 Total 163,873,537.71 163,679,553.23 19. Other non-current assets In RMB Item Ending balance Opening balance Land purchase paid in advance 9,381,000.00 Total 9,381,000.00 20. Account payables (1) Account payables In RMB Item Ending balance Opening balance Within 1 year 12,032,146.76 16,248,897.59 1-2 years 294,497.56 1,493,317.01 2-3 years 291,331.73 291,331.73 Over 3 years 6,788,041.25 6,788,041.25 Total 19,406,017.30 24,821,587.58 (2) Major accounts payable with age over 1 year In RMB Item Ending balance Reasons of outstanding or carry-over 97 深圳深宝实业股份有限公司 2016 年半年度报告全文 Supplier 1 518,655.52 Uncertain whether need to be paid Supplier 2 515,892.30 Uncertain whether need to be paid Total 1,034,547.82 -- 21. Account received in advance (1) Account received in advance In RMB Item Ending balance Opening balance Within 1 year 3,399,810.92 2,904,689.51 1-2 years 1,393.20 34,520.25 2-3 years 1,148.01 39,975.72 Over 3 years 735,406.45 735,406.45 Total 4,137,758.58 3,714,591.93 22. Wages payable (1) Wages payable In RMB Item Opening balance Current increased Current decreased Ending balance I. Short-term compensation 12,110,495.06 32,674,599.32 37,018,239.48 7,766,854.90 II. After-service welfare-defined 247,489.26 2,346,477.31 2,348,507.49 245,459.08 contribution plans Total 12,357,984.32 35,021,076.63 39,366,746.97 8,012,313.98 (2) Short-term compensation In RMB Item Opening balance Current increased Current decreased Ending balance 1. Wage, bonus, allowance and 10,465,931.38 25,287,374.38 30,120,940.18 5,632,365.58 subsidy 2. Employees’ welfare 3,636,674.71 3,636,674.71 3. Social insurance charges 53,781.52 1,164,325.83 1,162,451.67 55,655.68 Including: basic medical 47,450.20 1,044,645.60 1,042,739.62 49,356.18 insurance premium Industrial injury insurance 1,655.19 54,113.29 54,262.16 1,506.32 premiums Maternity insurance 4,676.13 65,566.94 65,449.89 4,793.18 premiums 4. Housing public reserve 1,471,189.82 1,471,189.82 5. Trade union fee and education 1,590,782.16 1,115,034.58 626,983.10 2,078,833.64 fee Total 12,110,495.06 32,674,599.32 37,018,239.48 7,766,854.90 (3) Defined contribution plans In RMB Item Opening balance Current increased Current decreased Ending balance 1. Basic endowment 239,024.92 2,262,796.28 2,263,923.05 237,898.15 insurance premiums 98 深圳深宝实业股份有限公司 2016 年半年度报告全文 2. Unemployment 8,464.34 83,681.03 84,584.44 7,560.93 insurance premiums Total 247,489.26 2,346,477.31 2,348,507.49 245,459.08 23. Tax payable In RMB Item Ending balance Opening balance Construction tax 722,432.24 743,463.75 business tax 28,118.29 73,967.84 Enterprise income tax 278,742.15 3,631,310.31 Personal income tax 528,101.63 512,502.60 Urban maintenance and construction tax 13,737.98 31,240.56 House property tax 212,077.20 212,077.17 Embankment fee -- 51,301.40 Surtax for education expenses 13,907.92 28,755.75 Use tax of land 15,721,488.76 15,721,488.76 Tenure tax 166,042.75 166,991.80 Other tax fee 628.57 135,273.68 Total 17,685,277.49 21,308,373.62 24. Dividend payable In RMB Item Ending balance Opening balance Stocks without custody 218,212.60 218,212.60 Shenzhen Investment Management 2,690,970.14 2,690,970.14 Company Total 2,909,182.74 2,909,182.74 Other explanation, including major payable dividends without paying over one year, disclosed non-payment reasons: Shenzhen Investment Management Company was the former majority shareholder of the Company, the payable dividend left over by history guarantee 25. Other account payables (1) Listed by nature In RMB Item Ending balance Opening balance Deposit and margin 23,201,997.01 973,437.53 Engineering quality retention money and 3,656,479.77 2,474,634.27 99 深圳深宝实业股份有限公司 2016 年半年度报告全文 fund of tail Intercourse funds and other 18,503,732.35 20,189,534.35 Total 45,362,209.13 23,637,606.15 (2) Significant other payable with over one year age In RMB Item Ending balance Reasons of un-paid or carry-over Shenzhen Investment Management 3,510,297.20 Historical payment Company Total 3,510,297.20 -- 26. Deferred income In RMB Increase during the Decreased during the Item Opening balance Ending balance Causes year year Government grants 12,932,278.81 520,924.40 12,411,354.41 Total 12,932,278.81 520,924.40 12,411,354.41 -- Items involving governance grants: In RMB Grants Amount reckoned increased into Other Assets-related/i Liability Opening balance Ending balance in the non-operating changes ncome-related Period revenue (1) Subsidy for tea seeding of New 49,920.00 -462.20 49,457.80 Assets-related Tea Garden in Wangkou (2) Construction amount for 50 tons for clearly processing for Mingyou 875,000.00 875,000.00 Assets-related tea (3)Industrialization project of instant 2,673,474.29 98,222.94 2,575,251.35 Assets-related tea power (4) Special fund project of strategic 20,123.05 20,123.05 Assets-related emerging industry development (5) Base of further processing for tea 1,925,000.00 137,500.00 1,787,500.00 Assets-related and nature plants (6) Enterprise technology center is a municipal R&D center. Subsidies for 2,599,374.61 102,012.23 2,497,362.38 Assets-related industrial technological advancement (7) Subsidies for key technology research and industrialization of 195,746.24 7,122.51 188,623.73 Assets-related instant tea powder (8) Subsidy of Guangdong 1,120.58 1,120.58 Assets-related –Agricultural public relation project 100 深圳深宝实业股份有限公司 2016 年半年度报告全文 (9) Special funds for Shenzhen strategic emerging industrial development (deep processing of 4,592,520.04 175,604.52 4,416,915.52 Assets-related natural plant project) (Shen Fa Gai No. 20131601) Total 12,932,278.81 520,462.20 -462.20 12,411,354.41 -- 27. Share capital In RMB Increased (decreased) in this year +,- Opening balance Bonus Shares converted Ending balance New shares Other Sub-total issued shares from public reserve Total shares 301,080,184.00 150,540,092.00 150,540,092.00 451,620,276.00 28. Capital reserves In RMB Item Opening balance Current increased Current decreased Ending balance Capital premium (Share 517,246,875.36 150,540,092.00 366,706,783.36 capital premium) Other capital reserve 939,785.23 79.19 939,864.42 Total 518,186,660.59 79.19 150,540,092.00 367,646,647.78 29. Surplus reserves In RMB Item Opening balance Current increased Current decreased Ending balance Statutory surplus 49,670,863.23 49,670,863.23 reserves Total 49,670,863.23 49,670,863.23 30. Retained profit In RMB Item This period Last period Retained profit at the end of the previous year 66,684,572.93 102,128,156.68 before adjustment Total retained profit at the beginning of the 66,684,572.93 102,128,156.68 previous year before adjustment Add: net profit attributable to shareholder of -15,099,180.63 -35,256,169.10 parent company Less: Exact Statutory surplus reserves 187,414.65 Retained profit at the begin of the year after 51,585,392.30 66,684,572.93 adjustment Details about adjusting the retained profits at the beginning of the period: 1) The retroactive adjustments to Accounting Standards for Business Enterprises and its relevant new regulations affect the retained 101 深圳深宝实业股份有限公司 2016 年半年度报告全文 profits at the beginning of the period amounting to 0 Yuan. 2) The changes in accounting policies affect the retained profits at the beginning of the period amounting to 0 Yuan. 3) The major accounting error correction affects the retained profits at the beginning of the period amounting to 0 Yuan 4) Merge scope changes caused by the same control affect the retained profits at the beginning of the period amounting to 0 Yuan. 5) Other adjustments affect the retained profits at the beginning of the period amounting to 0 Yuan 31. Operating income and cost In RMB Current Period Last Period Items Income Cost Income Cost Main operating 146,569,809.91 116,893,235.04 163,268,288.38 105,574,687.77 Other operating 2,585,719.80 87,854.89 3,065.99 Total 149,155,529.71 116,893,235.04 163,356,143.27 105,577,753.76 32. Business tax and surcharges In RMB Items Current Period Last Period Business tax 190,365.07 2,408,951.65 Urban maintenance and construction tax 431,109.87 475,029.71 Educational surtax 324,406.46 347,779.17 Land VAT 6,121,700.63 Total 945,881.40 9,353,461.16 33. Sales expenses In RMB Items Current Period Last Period Employee compensation and employee 8,939,930.99 6,788,330.62 costs Rental and utilities 3,068,591.19 1,765,201.15 Depreciation and amortization expenses 1,756,086.17 759,933.91 Goods transport miscellaneous expenses 3,357,828.74 2,342,091.04 Sales discounts, promotion fee and 1,614,396.47 2,331,330.29 advertising expenses Daily office expenses 1,566,521.12 1,928,729.25 Other 297,928.50 974,098.88 Total 20,601,283.18 16,889,715.14 102 深圳深宝实业股份有限公司 2016 年半年度报告全文 34. Management expenses In RMB Items Current Period Last Period Employee compensation and employee 17,348,437.24 15,375,532.32 costs Rental and utilities 1,242,451.04 922,959.85 Depreciation and amortization expenses 7,744,370.44 7,595,340.46 Intermediary and disclosure expenses 838,287.74 2,508,098.86 Tax and fee 1,531,982.39 1,455,551.93 Daily office expenses 4,455,006.68 5,301,740.34 Other 1,209,163.64 1,446,882.32 Total 34,369,699.17 34,606,106.08 35. Financial expenses In RMB Items Current Period Last Period Interest expense 920,938.21 92,388.89 Less: interest income 791,028.37 987,191.77 Exchange loss -74,745.56 280,869.62 Other 158,133.30 152,148.31 Total 213,297.58 -461,784.95 36. Asset impairment loss In RMB Items Current Period Last Period 1. Bad debt losses 193,984.48 -28,845.44 2. Inventory falling price loss -109,905.31 Total 193,984.48 -138,750.75 37. Gains from change of fair value In RMB Source of gains from change of fair value Current Period Last Period Financial assets measured by fair value and -848,856.19 3,176,115.41 with its variation reckoned into current 103 深圳深宝实业股份有限公司 2016 年半年度报告全文 gains/losses Total -848,856.19 3,176,115.41 38. Investment gains In RMB Items Current Period Last Period Long-term equity investment gains recognized -2,144,995.21 23,717.03 under equity method Investment income from disposal of long-term 581,171.70 equity investment Income from financial products 665,169.36 606,734.01 Total -898,654.15 630,451.04 39. Non-operating income In RMB Amount included in the current Items Current Period Last Period non-recurring profit and loss Total income from disposal of 1,609.60 1,609.60 non-current assets Including: Gains from disposal 1,609.60 1,609.60 of fixed assets Government grant 1,876,962.20 2,368,991.93 1,876,962.20 Other 606,091.10 606,091.10 Satisfaction 3,733,754.39 3,554,722.34 3,733,754.39 Total 6,218,417.29 5,923,714.27 6,218,417.29 Government grants reckoned into current gains/losses: In RMB Whether the impact Wheth Assets Issuin of er Amount of this Amount of last related/In Grants Issuing subject g Property type subsidie special period period come cause s on the subsidi related current es profit and loss Transfer-in from 520,462.20 568,991.93 deferred income Agriculture Shenzhen Subsid Subsidy for research and N N 1,400,000.00 Income 104 深圳深宝实业股份有限公司 2016 年半年度报告全文 development for Economic and y development, relatively year of 2014 – Trade and technological upgrading subsidy of the Information and transformation solid milk tea Technology project Commission CPC Subsidy for national Committee’s Xingjiang Talent commitment to safeguard organization Income 866 project Award certain public utilities or N N 100,000.00 100,000.00 department of relatively subsidy socially necessary product Wuyuan supply County CPC Subsidy for national Committee’s Ganpan Talent commitment to safeguard organization Income 555 project Award certain public utilities or N N 400,000.00 300,000.00 department of relatively subsidy socially necessary product Wuyuan supply County Discount loans for key leading Finance Subsidy for industries the enterprise of Commission Subsid country encourage and Income N N 79,500.00 agriculture of Shenzhen y support (according to relatively industrialization Municipality national policy) for year of 2016 Shenzhen Market Subsidy for research and Supervisory Subsid development, Income Patent subsidies N N 10,000.00 Authority y technological upgrading relatively ( Administrati and transformation on) Subsidy for over Shenzhen Subsidy for industries the the years of Municipal Subsid country encourage and Income Agricultural N N 700,000.00 Administratio y support (according to relatively Bureau of Xihu n of Taxation national policy) District Subsidy for industries the Award for large People’s country encourage and Income taxpayer of the tea Government Award N N 63,000.00 support (according to relatively industry of Wuyishan national policy) The second batch Shenzhen Subsidy for industries the of patent financing Market Subsid country encourage and Income N N 4,000.00 costs for year of Supervisory y support (according to relatively 2015 received Authority national policy) 105 深圳深宝实业股份有限公司 2016 年半年度报告全文 from Shenzhen Market Supervisory Authority Total -- -- -- -- -- 1,876,962.20 2,368,991.93 -- 40. Non-operating expenditure In RMB Amount reckoned into current Items Current Period Last Period non-recurring gains/losses non-current assets disposal 8,020.41 14,032.21 8,020.41 losses Including: fixed assets disposal 8,020.41 14,032.21 8,020.41 losses Other 363,070.33 35,780.00 363,070.33 Total 371,090.74 49,812.21 371,090.74 41. Income tax expense (1) Statement of income tax expenses In RMB Items Current Period Last Period Current income tax expenses 213,824.12 3,714,074.24 Deferred income tax expenses -715,569.21 971,230.54 Total -501,745.09 4,685,304.78 (2) Adjustment process of accounting profit and income tax expenses In RMB Items Current Period Total profit -19,962,034.93 Income tax expenses calculated by statutory tax rate -4,886,916.89 Impact from different tax rate apply with the subsidiary -181,189.61 Cost, expenses and loss which are not deductible 48,496.12 Impact on deductible temporary differences or losses deductible 4,516,546.11 which was un-recognized as deferred income tax assets Impact on investment income after deduction on regulation 1,319.18 Income tax expense -501,745.09 106 深圳深宝实业股份有限公司 2016 年半年度报告全文 42. Items of cash flow statement (1) Cash received with other operating activities concerned In RMB Items Current Period Last Period Interest income 521,408.99 820,002.65 Government grants 1,214,000.00 1,890,000.00 Intercourse funds and other 29,428,598.18 6,339,891.65 Total 31,164,007.17 9,049,894.30 (2) Cash paid with other operating activities concerned In RMB Items Current Period Last Period Expenses 15,943,042.18 21,227,901.03 Intercourse funds and other 6,826,064.43 16,812,718.06 Total 22,769,106.61 38,040,619.09 (3) Cash received with other financing activities concerned In RMB Items Current Period Last Period Sales income from odd lots increase by 79.19 transferring Total 79.19 43. Supplementary information to statement of cash flow (1) Supplementary information to statement of cash flow In RMB Item This Period Last Period 1.Net profit adjusted to cash flow of operation activities: -- -- Net profit -19,460,289.84 2,524,806.56 Add: Impairment provision for assets 193,984.48 -138,750.75 Depreciation of fixed assets, consumption of oil assets and depreciation of 10,959,250.11 11,957,927.05 productive biology assets Amortization of intangible assets 3,422,961.19 3,621,835.57 Amortization of long-term deferred expenses 3,035,193.13 3,171,284.76 Loss from disposal of fixed assets, intangible assets and other long-term assets 8,020.41 14,032.21 (income is listed with “-“) Loss from change of fair value (income is listed with “-“) 848,856.19 -3,176,115.41 Financial expenses (income is listed with “-“) 663,430.88 201,662.03 107 深圳深宝实业股份有限公司 2016 年半年度报告全文 Investment loss (income is listed with “-“) 898,654.15 -630,451.04 Decrease of deferred income tax assets (increased is listed with “-“) -263,404.93 255,930.79 Increase of deferred income tax liability (loss is listed with “-“) -490,099.40 756,113.77 Decrease of inventory (increased is listed with “-“) 11,434,920.70 -3,922,049.83 Decrease of operating receivable accounts (increased is listed with “-“) 8,158,346.27 -188,460,222.53 Increase of operating payable accounts (loss is listed with “-“) 12,188,124.02 195,737,613.00 Net cash flow arising from operating activities 31,597,947.36 21,913,616.18 2.Material investment and financing not involved in cash flow: -- -- 3.Net change of cash and cash equivalents -- -- Balance of cash at period end 144,899,052.46 180,474,544.93 Less: Balance of cash at year-begin 147,513,887.15 266,847,778.44 Net increasing of cash and cash equivalents -2,614,834.69 -86,373,233.51 ( 2) Net cash paid for acquiring subsidiaries in the period In RMB Amount Cash or cash equivalent paid in the Period for enterprise combine -1,154,212.72 Including: -- Yunnan Pu’er Tea Trading Center Co., Ltd. -1,154,212.72 Including: -- Including: -- Net cash paid for acquiring subsidiary in the Period -1,154,212.72 ( 3) Net cash received from subsidiary disposal In RMB Amount Including: -- Less: cash and cash equivalent held by subsidiary on date when 919,992.72 controlling rights loss Including: -- Shenzhen Shengyuan (Beijing) Food Co., Ltd. 919,992.72 Including: -- Net cash received from subsidiary disposal in the Period -919,992.72 (4)Constitution of cash and cash equivalent In RMB 108 深圳深宝实业股份有限公司 2016 年半年度报告全文 Items Ending balance Opening balance Ⅰ. Cash 144,899,052.46 147,513,887.15 Including: Cash on hand 319,321.77 184,337.59 Bank deposit available for payment at 144,579,730.69 147,329,549.56 any time Ⅲ. Balance of cash and cash equivalent at 144,899,052.46 147,513,887.15 period-end 44. Assets with ownership or use right restricted In RMB Items Ending Book value Reason Monetary fund 500,000.00 Guarantee deposit Total 500,000.00 -- 45. Item of foreign currency (1) Item of foreign currency In RMB Closing balance of foreign Items Rate of conversion Ending RMB balance converted currency Including: USD 947,920.24 6.6312 6,285,848.70 HKD 98,704.53 0.8547 84,359.80 Including: USD 560,241.28 6.6312 3,715,071.98 Account paid in advance Including: USD 319,712.40 6.6312 2,120,076.87 Account received in advance Including: USD 7,448.88 6.6312 49,395.01 (2) Explanation on foreign business entity, including major business entity, should disclosed the main operation place, book-keeping currency and basis, as for the changes of book-keeping currency, disclosed the reasons □ Applicable √ Not applicable 109 深圳深宝实业股份有限公司 2016 年半年度报告全文 VIII. Changes of consolidation range 1. Consolidation not under the same control ( 1) Enterprise combine not under the same control in the Period In RMB Acquiree’s Determina revenue Acquiree’s net Time-point Equity tion basis Cost for equity Way of Purchasing from profit from Acquiree when equity ratio for the acquired acquired date purchasing purchasing date acquired acquired purchasing date to to period-end date period-end Yunnan Pu’er Tea Trading Capital 2015-07-07 5,000,000.00 40.00% 2015-07-07 1,509.43 -5,276,360.55 Center Co., injection Ltd. Yunnan Pu’er Tea Trading Reached 2016-05-13 1,875,000.00 15.00% Acquisition 2016-05-13 1,509.43 -783,425.06 Center Co., controlling Ltd. ( 2) Combination cost and goodwill In RMB Combination cost --Cash 6,875,000.00 Total combination cost 6,875,000.00 Less: net identifiable assets fair value acquired 6,201,059.68 Amount the goodwill/combination cost lower than the net 673,940.32 identifiable assets fair value acquired (3) Identifiable assets/liability of the acquiree on purchasing date In RMB Fair value on purchasing date Book value on purchasing date Assets: 4,843,103.85 4,843,103.85 Monetary fund 1,154,212.72 1,154,212.72 Fixed assets 1,437,353.10 1,437,353.10 Intangible assets 83,980.00 83,980.00 Liability: 586,039.34 586,039.34 Net assets 4,257,064.51 4,257,064.51 Net assets acquired 1,201,059.68 1,201,059.68 110 深圳深宝实业股份有限公司 2016 年半年度报告全文 (4) Gains or losses of the equity held before purchasing date re-measured by fair value Whether realized combination step by step through multiple transaction and transactions with controlling rights obtained during the Period √Yes □No In RMB Amount transfer in Determine basis and investment income Gains or losses of Book value of the Fair value of the main hypothesis of from other the equity held former equity held former equity held the fair value for comprehensive Acquiree before purchasing before purchasing before purchasing former equity held income related with date re-measured by date date before purchasing former equity held fair value date before purchasing date Yunnan Pu’er Tea Fair value of the Trading Center Co., 3,202,825.80 3,202,825.80 -1,797,174.20 book assets have no 0.00 Ltd. changes (5) For the condition of unable to determine the combination consideration reasonably on purchasing date or period-end of combination, or the acquiree’s fair value of identifiable assets/liabilities, explain reasons ( 6)Other explanation 2. Subsidiary disposal Whether losing controlling rights when dispose the subsidiary on one-time √ Yes □ No In RMB Difference betweenthe disposalprice Other Determination and proportion comprehensive method and ofthe income main Determinationsubsidiary’snetProportionofBook valueof Fair valueofGainsorlosses transferred into hypothesisfor Priceofthe Wayofthe Time pointof basis forthe assetsenjoyin theresidual theresidual theresidual oftheresidual investment Ratioofthe theresidual Subsidiary equity equity controlright time pointof aspectoftheequityon dateequityon dateequityon date equity income ,which equitydisposed equity’s fair disposed disposed lose controlright consolidated when control when control when controlre-measured by related with the valueonthe lose financial rightslose rightslose rightslose fair value equity datewhen statement, investmentof controlright which is original lose respond to the subsidiary disposal investment Shenzhe 3,825,00 51.00% For sale 2016-1-1 Protocol 0.00 0.00% 0.00 0.00 0.00 Not 581,171. 111 深圳深宝实业股份有限公司 2016 年半年度报告全文 n 0.00 agreeme applicabl 70 Shengyu nt e an (Beijing) Food Co., Ltd. Whether dispose subsidiary step by step through multiple transaction and losing controlling rights during the Period □ Yes √No 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 Shenbao Shenzhen Shenzhen Manufacturing 100.00% Establishment Huacheng Wuyuan Ju Fang Shangrao Shangrao Manufacturing 100.00% Establishment Yong Shenbao Sanjing Huizhou Shenzhen Manufacturing 100.00% Establishment Huizhou Shenbao Science & Huizhou Huizhou Comprehensive 100.00% Establishment Technology Shenbao Shenzhen Shenzhen Property management 100.00% Establishment Properties Shenbao Industrial & Huizhou Shenzhen Wholesale 100.00% Establishment Trading Hangzhou Ju Hangzhou Hangzhou Comprehensive 100.00% Establishment Fang Yong Shenbao Development, consulting Technology Shenzhen Shenzhen and transfer of the 100.00% Establishment Center technology Shenbao Yuxing Wuyishan Wuyishan Manufacturing 51.75% Establishment Fuhaitang Planting, production and Hangzhou Hangzhou 92.00% Acquisition 收购 Ecological sales of tea 112 深圳深宝实业股份有限公司 2016 年半年度报告全文 Chunshi Network Hangzhou Hangzhou Wholesale 100.00% Establishment Shenshenbao Shenzhen Shenzhen Investment management 100.00% Establishment Investment Shenshenbao Tea Shenzhen Shenzhen Comer and trade 65.00% Establishment Culture Jufangyong Hangzhou Hangzhou Wholesale 60.00% Establishment Trading Pu’er Supply Pu’er City Pu’er City Warehousing logistics 100.00% Establishment Chain Pu’er Tea Trading Pu’er City Pu’er City Service 55.00% Establishment Center (2) Important non-wholly-owned subsidiary In RMB Share-holding ratio of Gains/losses attributable Dividend distribute for Balance of minority’s Subsidiary minority (%) to minority in the Period minority in the Period equity at period-end Shenbao Yuxing 48.25% -1,540,977.28 14,996,052.95 Shenshenbao Tea Culture 35.00% -2,693,331.47 -1,147,878.08 (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 Shenbao 38,157,0 18,440,3 56,597,3 25,517,4 25,517,4 40,725,6 19,085,2 59,810,9 25,537,2 25,537,2 Yuxing 06.57 04.16 10.73 08.25 08.25 48.33 86.42 34.75 96.98 96.98 Shenshe 7,873,97 5,545,92 13,419,9 16,699,5 16,699,5 8,950,35 6,874,33 15,824,6 11,409,1 11,409,1 nbao Tea 5.67 8.55 04.22 55.87 55.87 2.67 2.58 85.25 04.13 04.13 Culture In RMB Current Period Last Period Cash flow Cash flow Total Total Subsidiary Operation from Operation from Net profit comprehensi Net profit comprehensi Income operation Income operation ve income ve income activity activity Shenbao 3,047,192.43 -3,193,735.29 -3,193,735.29 -866,646.70 3,127,627.09 -3,576,331.77 -3,576,331.77 -3,170,714.22 113 深圳深宝实业股份有限公司 2016 年半年度报告全文 Yuxing Shenshenbao 3,256,699.36 -7,695,232.77 -7,695,232.77 -892,934.59 156,314.52 -2,712,464.39 -2,712,464.39 -4,397,196.44 Tea Culture 2. Equity in joint venture and cooperative enterprise (1) Financial summary for un-important joint venture or cooperative enterprise In RMB Ending balance /Current Period Opening balance /Last Period Joint venture: -- -- Total numbers measured by share-holding -- -- ratio Affiliated business: -- -- Total book value of the investment 6,187,132.90 7,034,953.91 Total numbers measured by share-holding -- -- ratio -- Net profit -2,144,995.21 46,503.98 --Other comprehensive income -2,144,995.21 46,503.98 (2) Excess losses from joint venture or cooperative enterprise In RMB Un-confirmed losses not Cumulative un-confirmed recognized in the Period (or Cumulative un-confirmed Name losses net profit enjoyed in the losses at period-end Period) Changzhou Shenbao Chacang 7,033,470.42 409,368.28 7,442,838.70 E-commence Co., Ltd X. Risks relating to financial instruments Our business operation makes the Company exposed to various financial risks: credit risk, liquidity risk and market risk (mainly refers to exchange risk and interest risk). The general risk management policy of the Company is to minimize potential negative effects on our financial performance in view of the unforeseeable financial market. 1. Credit risk The credit risk mainly arises from monetary capital, notes receivables, trade receivables and other receivables. The management has established adequate credit policies and continues to monitor exposure of these credit risks. 114 深圳深宝实业股份有限公司 2016 年半年度报告全文 Monetary capital held by the Company is mainly deposited with financial institutions such as commercial banks. Management believes that these banks are relatively highly rated and possess sound assets and there is low credit risk. The Company adopts amount-limitation policy to prevent credit risk from any financial institution. For trade receivables, other receivables and note receivables, the Company establishes relevant policies to control exposure of credit risk. The Company appraises customers’ credit quality based on their financial position, possibility to obtain guarantee from third parties, credit history and other factors such as prevailing market conditions, and set corresponding credit terms. Customers’ credit history would be regularly monitored by the Company. For those customers who have bad credit history, the Company will call collection in written form, shorten credit term or cancel credit term to ensure its overall credit risk is under control. Up to 30 June 2016, the top five client’s account receivable takes 30.85% in total account receivable of the Company (2015: 25.89%) The maximum credit risk exposure equals to the carrying value of each financial asset in balance sheet (including derivative financial instrument). The Company has not provided any guarantee which would otherwise make the Company exposed to credit risk. 2. Liquidity risk Liquidity risk represents the possibility that the Company is not able to acquire sufficient fund to satisfy business requirement, settle debt when it is due and perform other obligation of payment. The finance department continues to monitor capital requirement for short and long term, to ensure adequate cash reserve. In addition, it continues to monitor whether borrowing agreement is complied with, and seeks for commitment from major financial institutions for provision of sufficient back-up fund, so as to satisfy capital requirement in a short and long term. 3. Market risks 1. Foreign exchange risk The major operation of the Company is located in the PRC, and its major operation is settled in Renminbi. However, there is also exchange risk in respect of the recognized foreign currency assets and liabilities and future foreign currency transactions which are mainly denominated in US dollar. Our finance department is responsible for monitoring scale of foreign currency assets and liabilities and foreign currency transactions, to minimize its exposure to exchange risks. In 2015 and first half of 2016, the Company did not sign any forward exchange contract or monetary exchange contract. 2. Interest risk Our interest risk mainly arises from bank borrowings. Financial liabilities at floating rate expose the Company to cash flow interest risk, and financial liabilities at fixed rate expose the Company to fair value interest risk. The Company determines the respective proportion of contracts at fixed rate and floating rate based on prevailing 115 深圳深宝实业股份有限公司 2016 年半年度报告全文 market conditions. Finacnial department of the Company continue to monitor the Company’s level of interest rates. The soaring interest rate will increase the interest-bearing debt costs and interest costs for those outstanding interest-bearing debt with interest measured by floating rate, and furthmore, it will bring a major adverse impact on financial performance of the Company. The management will carry out adjustment according to the new market condition. 3. Price risk The Company purchases and sells products at market prices; therefore it is affected by fluctuation of these prices. XI. Disclosure of fair value 1. Ending fair value of the assets and liabilities measured by fair value In RMB Ending fair value Items First-order Second-order Third-order Total I. Sustaining measured by -- -- -- -- fair value ( 2)Equity instrument 2,737,496.71 2,737,496.71 investment II. Non-persistent measure -- -- -- -- XII. Related party and related transactions 1. Parent company Registrati Registered Ratio of Ratio of voting Parent company Business nature shareholding on the right on the on place capital Company Company Development, established, operated and management the Shenzhen Agricultural Shenzhen agricultural wholesale market, 169,696.41 19.09% 19.09% Products Co., Ltd operates marketing leasing business etc. Parent company of the enterprise: Ultimate controller of the Company is Shenzhen Municipal People’s Government State-owned Assets Supervision & Administration Commission 2. Subsidiary of the Company Found more in 1. equity in subsidiaries carried in Note IX 3. Joint venture and cooperative enterprise of the Company Found more in 2. equity in joint venture and cooperative enterprise carried in Note IX 4. Other related parties Other related parties Relationship with the Company 116 深圳深宝实业股份有限公司 2016 年半年度报告全文 Shenzhen Investment Management Company Former first majority shareholder of the Company Shenzhen Investment Holding Co., Ltd Second largest shareholder of the Company Fujian Wuyishan Yuxing Tea Industry Co., Ltd Minority shareholder of the holding subsidiary Shenzhen Nongdimei Investment Management Co., Ltd. Minority shareholder of the holding subsidiary Pu’er Tianxia Pu’er Chaguo Co., Ltd. Minority shareholder of the holding subsidiary Shenzhen Shichumingmen Restaurant Management Co., Ltd. Cooperative enterprise Changzhou Shenbao Chacang E-commence Co., Ltd Cooperative enterprise Shenzhen Shenbao Manan Biotechnology Co., Ltd Cooperative enterprise Guangzhou Shenbao Mendao Tea Co., Ltd. Cooperative enterprise 5. Related transaction (1) Goods purchasing, labor service providing and receiving Goods sold/labor service providing In RMB Related party Content Current Period Last Period Shenzhen Investment Holding Co., Ltd Sales of tea 13,233.97 Shenzhen Shichumingmen Restaurant Revenue of activity 2,840.10 Management Co., Ltd. service Shenzhen Agricultural Products Co., Ltd Sales of tea 175,626.91 143,130.77 (2) Related lease As a lessor: In RMB lessee Assets type Rent recognized in the period Rent recognized in last period Shenzhen Shichumingmen Restaurant premises 423,150.00 Management Co., Ltd. As a lessee: In RMB Lessor Assets type Rent recognized in the period Rent recognized in last period Fujian Wuyishan Yuxing Tea Industry Production plant 250,000.00 Co., Ltd (3) Related guarantee As a guarantor: In RMB 117 深圳深宝实业股份有限公司 2016 年半年度报告全文 Secured party Guarantee amount starts Ends Completed or not (Y/N) Shenzhen Shenbao Huacheng 30,000,000.00 2015-07-27 2016-07-26 N Science and Technology Co.,Ltd As a Secured party: In RMB Guarantor Guarantee amount starts Ends Completed or not (Y/N) Shenzhen Shenbao Huacheng 50,000,000.00 2015-08-12 2016-08-11 N Science and Technology Co.,Ltd 6. Balance of intercourse funds between related parties (1) Account receivable In RMB Ending balance Opening balance Item Related party Bad debt Bad debt Book balance Book balance provision provision Account Shenzhen Investment Holding Co., 3,552.75 receivable Ltd Other account Shenzhen Investment Holding Co., 317,433.36 receivable Ltd Other account Shenzhen Shichumingmen Restaurant 1,272,635.63 receivable Management Co., Ltd. Other account Shenzhen Shenbao Manan 500,000.00 1,304,148.50 receivable Biotechnology Co., Ltd Other account Fujian Wuyishan Yuxing Tea Industry 500,000.00 500,000.00 receivable Co., Ltd Other account Changzhou Shenbao Chacang 19,308,717.85 8,402,583.56 19,103,954.35 8,197,820.07 receivable E-commence Co., Ltd (2) Account payable In RMB Item Related party Closing balance Opening balance Shenzhen Investment Dividend payable 2,690,970.14 2,690,970.14 Management Company Investment Management Other account payable 3,510,297.20 3,510,297.20 Company Shenzhen Nongdimei Other account payable Investment Management Co., 5,306,882.29 3,500,000.00 Ltd. 118 深圳深宝实业股份有限公司 2016 年半年度报告全文 Pu’er Tianxia Pu’er Chaguo Other account payable 300,000.00 Co., Ltd. Fujian Wuyishan Yuxing Tea Other account payable 500,000.00 500,000.00 Industry Co., Ltd XIII. Share-based payment 1. General condition □ Applicable √ Not applicable 2. Share-based payment settled by equity □ Applicable √ Not applicable 3. Share-based payment settled by cash □ Applicable √ Not applicable XIV. Commitment or contingency 1.Other The Company has no commitment or contingency that needs to disclose up to 30 June 2016 XV. Event after balance sheet date 1. Other explanation on event after balance sheet date The Company has no events after balance sheet date needs to disclose up to 30 June 2016 XVI. Other important events 1. Other The Company has no other important events need to disclosed up to 30 June 2016 XVII. Annotation to main items in financial statements of parent company 1. Account receivables (1) Disclosed by type In RMB Ending balance Opening balance Type Book balance Bad debt provision Book balance Bad debt provision Book Accrual Accrual Book value Amount Ratio Amount value Amount Ratio Amount ratio ratio Account receivable withdrawal bad debt 27,755,5 27,755,19 32,750, 32,750,583. provision by group of 99.90% 386.50 0.00% 99.91% 386.50 0.00% 82.51 6.01 969.68 18 credit risk characteristics 119 深圳深宝实业股份有限公司 2016 年半年度报告全文 Account receivable with single minor amount but 28,453.0 28,453.0 28,453. 0.10% 100.00% 0.09% 28,453.08 100.00% withdrawal bad debt 8 8 08 provision for single item 27,784,0 28,839.5 27,755,19 32,779, 32,750,583. Total 100.00% 0.10% 100.00% 28,839.58 0.09% 35.59 8 6.01 422.76 18 Account receivable with single significant amount and withdrawal bad debt provision separately at period end: □ Applicable √ Not applicable Account receivable provided for bad debt reserve under aging analysis method in the groups: √ Applicable □ Not applicable In RMB Ending balance Age Account receivable Bad debt provision Accrual ratio (%) Subitem within 1 year Within 1 year 27,751,252.51 1-2 yeas 930.00 46.50 5.00% 2-3 years 3,400.00 340.00 10.00% Explanations on combination determine: 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) Top 5 account receivable collected by arrears party Top 5 account receivable collected by arrears party Name Ending balance Proportion in total receivables at Bad debt provision accrual closing balance (%) Customer 1 9,823,366.00 35.36 --- Customer 2 4,819,480.00 17.35 --- Customer 3 4,696,360.00 16.90 --- Customer 4 2,601,415.00 9.36 --- Customer 5 846,000.00 3.04 --- Total 22,786,621.00 82.01 --- 120 深圳深宝实业股份有限公司 2016 年半年度报告全文 2. Other receivables (1) Disclosed by type In RMB Ending balance Opening balance Types Book balance Bad debt provision Book balance Bad debt provision Book Accrual Accrual Book value Amount Ratio Amount value Amount Ratio Amount ratio ratio Other account receivable with single major amount 18,678,7 8,339,58 10,339,13 18,473, 8,134,820 10,339,134. 8.07% 44.65% 7.81% 44.03% and withdrawal bad 17.85 3.56 4.29 954.35 .06 29 debt provision for single item Other account receivable withdrawal bad debt 207,213, 40,782.6 207,172,2 212,514 212,468,27 89.56% 0.02% 89.87% 46,072.65 0.02% provision by group of 056.23 5 73.58 ,350.70 8.05 credit risk characteristics Other account receivable with single minor amount 5,472,39 5,472,39 5,472,3 5,472,398 2.37% 100.00% 2.32% 100.00% but withdrawal bad 8.91 8.91 98.91 .91 debt provision for single item 231,364, 13,852,7 217,511,4 236,460 13,653,29 222,807,41 Total 100.00% 5.99% 100.00% 5.77% 172.99 65.12 07.87 ,703.96 1.62 2.34 Other receivable with single significant amount and withdrawal bad debt provision separately at end of period: √ Applicable □ Not applicable In RMB Ending balance Other receivables (unit) Other receivables Provision for bad debt Accrue ratio Accrue reason Changzhou Shenbao Accrued recoverable Chacang E-commence 18,678,717.85 8,339,583.56 44.65% amount is under the book Co., Ltd balance Total 18,678,717.85 8,339,583.56 -- -- Other receivable with bad debt provision withdrawal by age analysis in group: √ Applicable □ Not applicable In RMB 121 深圳深宝实业股份有限公司 2016 年半年度报告全文 Ending balance Age Other receivable Bad debt provision Accrual ratio (%) Sub item within 1 year Within 1 year 206,813,340.13 1-2 yeas 191,747.69 9,587.39 5.00% Over 3 years 207,968.41 31,195.26 15.00% 3-4 years 207,968.41 31,195.26 15.00% Total 207,213,056.23 40,782.65 0.01% Explanations on combination determine: 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 204,763.50 Yuan; collected or reversed 5,290.00 Yuan. (3) Other receivables by nature In RMB Nature Ending book balance Opening book balance Deposit and margin 310,986.43 280,986.43 Intercourse accounts and other 231,053,186.56 236,179,717.53 Total 231,364,172.99 236,460,703.96 (4) Top five clients of other receivable at period-end In RMB Ratio in total ending Ending balance of Company Nature Ending balance Book age balance of other bad bet provision receivables Huizhou Shenbao Science & Intercourse Within 1 153,314,184.10 66.27% Technology funds year Intercourse Within 1 Shenbao Sanjing 26,209,886.67 11.33% funds year Within 1 Changzhou Shenbao Chacang Intercourse year and 18,678,717.85 8.07% 8,339,583.56 E-commence Co., Ltd funds over one year Intercourse Within 1 Shenbao Yuxing 282,462.23 0.12% funds year 122 深圳深宝实业股份有限公司 2016 年半年度报告全文 Intercourse Within 1 Shenbao Industrial & Trading 230,589.19 0.10% funds year Total -- 198,715,840.04 -- 85.89% 8,339,583.56 3. Long-term equity investment In RMB Ending balance Opening balance Items Book balance Impairment Book value Book balance Impairment Book value Investment for 894,813,300.84 894,813,300.84 889,110,475.04 889,110,475.04 subsidiary Investment for associates and 7,361,978.08 2,927,628.53 4,434,349.55 6,629,605.34 2,927,628.53 3,701,976.81 joint venture Total 902,175,278.92 2,927,628.53 899,247,650.39 895,740,080.38 2,927,628.53 892,812,451.85 (1) Investment for subsidiary In RMB Impairment Closing balance Current Investee unit Opening balance Current increased Ending balance reserve accrual in of impairment decreased the Period reserve Shenbao 2,550,000.00 2,550,000.00 Properties Shenbao Industrial & 5,500,000.00 5,500,000.00 Trading Shenbao Sanjing 80,520,842.36 80,520,842.36 Shenbao 168,551,781.80 168,551,781.80 Huacheng Huizhou Shenbao Science & 60,000,000.00 60,000,000.00 Technology Wuyuan Ju Fang 280,404,134.35 280,404,134.35 Yong Hangzhou Ju Fang 176,906,952.42 176,906,952.42 Yong Shenbao 54,676,764.11 54,676,764.11 Technology Center Shenshenbao 50,000,000.00 50,000,000.00 Investment Pu’er Supply 10,000,000.00 2,500,000.00 12,500,000.00 Chain 123 深圳深宝实业股份有限公司 2016 年半年度报告全文 Pu’er Tea Trading 3,202,825.80 3,202,825.80 Center Total 889,110,475.04 5,702,825.80 894,813,300.84 (2) Investment for associates and joint venture In RMB Increase & decrease in this period Ending Investmen Other Cash balance Additi Capita Impai Opening t gains comprehe Other dividend Ending of Company onal l rment balance recognized nsive equity or profit Other balance impairme invest reducti accru under income change announced nt ment on al equity adjustment to issued provision I. Joint venture II. Associated enterprise Yunnan Pu’er Tea 3,701,976. -499,151.0 -3,202,82 Trading Center 81 1 5.80 Co., Ltd. Shenzhen Shenbao (Liaoyuan) 57,628.53 57,628.53 57,628.53 Industrial Company Shenzhen 2,870,000. 2,870,000 2,870,000 Shenbao (Xinmin) 00 .00 .00 Food Co., Ltd Changzhou Shenbao Chacang E-commence Co., Ltd Guangzhou 4,500, 4,434,349 Shenbao Mendao -65,650.45 000.00 .55 Tea Co., Ltd. 6,629,605. 4,500, -564,801.4 -3,202,82 7,361,978 2,927,628 Subtotal 34 000.00 6 5.80 .08 .53 6,629,605. 4,500, -564,801.4 -3,202,82 7,361,978 2,927,628 Total 34 000.00 6 5.80 .08 .53 4. Operating income and operating cost In RMB Current Period Last Period Items Income Cost Income Cost 124 深圳深宝实业股份有限公司 2016 年半年度报告全文 main business income 62,551,615.75 59,896,259.51 84,220,117.14 43,785,055.08 Other business income 2,581,509.43 1,260,009.00 Total 65,133,125.18 59,896,259.51 85,480,126.14 43,785,055.08 5. Investment earnings In RMB Item Current Period Last Period Investment income of long-term equity -564,801.46 based on equity Earnings from financial products 665,169.36 606,734.01 Total 100,367.90 606,734.01 XVIII. Supplementary information 1. Current non-recurring gains/losses √ Applicable □ Not applicable In RMB Item Amount Statement Gains/losses from the disposal of non-current asset -6,410.81 Governmental subsidy calculated into current gains and losses(while closely related with the normal business of the Company, excluding the fixed-amount or 1,876,962.20 fixed-proportion governmental subsidy according to the unified national standard) Profit and loss of assets delegation on others’ investment or management 665,169.36 Gains and losses from change of fair values of held-for-transaction financial assets and financial liabilities except for the effective hedge business related to normal business of -848,856.19 the Company, and investment income from disposal of transactional financial assets and liabilities and financial assets available for sale Other non-operating income and expenditure except for the aforementioned items 3,976,775.16 Less: Impact on income tax 304,198.28 Affect on minority equity(after taxation) 125,164.70 Total 5,234,276.74 -- 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 125 深圳深宝实业股份有限公司 2016 年半年度报告全文 2. Return on equity and earnings per share Earnings per share Profit during period Weighted average ROE Basic earnings per Diluted earnings per share(RMB/Share) share(RMB/Share) Net profit attributable to shareholders of ordinary shares of -1.63% -0.0334 -0.0334 the Company Net profit attributable to shareholders of ordinary shares of -2.19% -0.0450 -0.0450 the Company after non-recurring gains/losses deducted 3. Difference of accounting data under CAS and IAS (1) Difference of net profit and net assets disclosed in financial report based on IAS and CAS √ Applicable □ Not applicable In RMB Net profit Net assets Current Period Last Period Ending balance Opening balance Chinese GAAP -15,099,180.63 5,317,533.95 920,523,179.31 935,622,280.75 Items and amount adjusted by IAS: Adjustment for other payable fund of stock 1,067,000.00 1,067,000.00 market regulation IAS -15,099,180.63 5,317,533.95 921,590,179.31 936,689,280.75 (2) Difference of net profit and net assets disclosed in financial report based on foreign accounting rules and Chinese GAAP □Applicable √Not applicable 126 深圳深宝实业股份有限公司 2016 年半年度报告全文 Section IX. Documents available for Reference The office of board in the company had the complete reference file for CSRC, Shenzhen Stock Exchange and shareholders of the company to query, including: 1. Text of financial statement with signature and seals of legal person, person in charge of accounting works and person in charge of accounting institution; 2. Original and official copies of all documents which have been disclosed on Securities Times, China Securities Journal, and Hong Kong Commercial Daily in the report period; 3. Original copies of 2016 Semi-Annual Report with signature of the Chairman. Shenzhen Shenbao Industrial Co., Ltd. Chairman of Board: Zheng Yuxi 19 August 2016 127