Dongxu Optoelectronic Technology Co., Ltd.The Third Quarterly Report 2015. Stock code :000413,200413 Abbreviation:Dongxu Optoelectronic, Dongxu B Announcement:2015-109 Dongxu Optoelectronic Technology Co., Ltd. The Third Quarterly Report 2015 October 2015 1 Dongxu Optoelectronic Technology Co., Ltd.The Third Quarterly Report 2015 I. Important Notice The Board of Directors ,Supervisory Committee, all directors, supervisors and senior executives of the Company hereby guarantees that there are no misstatement, misleading representation or important omissions in this report and shall assume joint and several liability for the authenticity, accuracy and completeness of the contents hereof. All of the directors presented the board meeting at which this Quarterly Report was examined. Mr. Li Zhaoting, The Company leader, Mr. Li Quannian, Chief financial officer and the Mr..Xie Guozhong, the person in charge of the accounting department (the person in charge of the accounting )declare: the financial report carried in this report is authentic and completed 2 Dongxu Optoelectronic Technology Co., Ltd.The Third Quarterly Report 2015 II. Main financial data and changes of shareholders (1)Main financial data and financial index Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting error correction or not. □ Yes √ No End of the report period End of last year Year-on –year change Gross assets(RMB) 17,051,343,958.93 12,468,163,299.77 36.76% Net assets attributable to the shareholders of the listed company 6,965,156,857.08 6,436,732,506.01 8.21% (RMB) Year-on Between beginning of the Change from the same This report period year to the end of the report year change9%) period last year period Operating income(RMB) 860,590,482.99 210.10% 2,307,190,743.52 94.29% Net profit attributable to the shareholders of the listed company 356,396,750.91 81.11% 789,574,485.87 30.66% (RMB) Net profit after deducting of non-recurring gain/loss attributable to the shareholders of listed 121,558,715.61 581.63% 377,242,392.74 33.22% company(RMB) Cash flow generated by business -- -- 912,736,415.23 -150.78% operation, net(RMB) Basic earning per 0.130 85.71% 0.300 36.36% share(RMB/Share) Diluted gains per 0.130 85.71% 0.300 36.36% share(RMB/Share)(RMB/Share) Weighted average income/asset 5.96% 91.64% 11.86% 20.04% ratio(%) Items and amount of non-current gains and losses √Applicable □Not applicable In RMB Amount from beginning of Items the year to the end of the Notes report period Non-current asset disposal gain/loss(including the write-off part -35,050.57 for which assets impairment provision is made) Govemment subsidies recognized in current gain and loss(excluding those closely related to the Company’s business 466,628,049.96 and granted under the state’s policies) Gains and losses from change of fair values of held-for-transaction financial assets and financial liabilities 18,763,137.14 except for the effective hedge business related to normal business of the Company, and investment income from disposal of 3 Dongxu Optoelectronic Technology Co., Ltd.The Third Quarterly Report 2015 transactional financial assets and liabilities and financial assets available for sale Gain/loss on loans obtained by entrusting others 3,500,000.00 Other non-operating income and expenditure beside for the above 2,690,677.72 items Less: Influenced amount of income tax 70,529,301.81 Amount of influence of minority interests(After tax) 8,685,419.31 Total 412,332,093.13 -- For the Company’s non-recurring gain/loss items as defined in the Explanatory Announcement No.1 on information disclosure for Companies Offering their Securities to the Public-Non-recurring Gains and Losses and its non-recurring gain/loss items as illustrated in the Explanatory Announcement No.1 on information Disclosure for Companies offering their securities to the public-non-recurring Gains and losses which have been defined as recurring gains and losses, it is necessary to explain the reason. □ Applicable√ Not applicable None of Non-recurring gain /loss items recognized as recurring gain /loss/items as defined by the information disclosure explanatory Announcement No.1- Non –recurring gain/loss in the report period. (II) Total number of shareholders and shareholding of top 10 shareholders by the end of the report period (1) Total number of common shareholders and shareholding of top 10 common shareholders by the end of the report period In Shares 215,811(including 197,243 shareholders holding A shares and 18,568 shareholders Total number of shareholders at the holding B shares) end of report period Particular about shares held by top ten shareholders Amount of Pledging or freezing Properties of Share tradable shares Shareholder name Quantity Status of the shareholder proportion % with Conditional Quantity held shares Domestic Non Dongxu Group -State-owned 14.65% 390,093,000 390,093,000 Pledge 302,030,000 legal person Shijiazhuang Baoshi Domestic Non Electronic Group -State-owned 12.49% 332,382,171 Pledge 329,770,148 Co., Ltd. legal person China Securities State-owned legal 2.99% 79,598,255 Finance Co., Ltd. person Bank of China- Huaxia New-Economy Flexibly-Configured Other 1.38% 36,608,098 Mixed-Type Sponsorship-Style Securities Investment Fund Domestic Nature Wang Wenxue 0.98% 26,061,446 person Central Huijin State-owned legal 0.91% 24,205,500 Investment Co., Ltd. person Domestic Nature Wan Xingying 0.63% 16,653,504 person Pi Guirong Domestic Nature 0.42% 11,083,033 4 Dongxu Optoelectronic Technology Co., Ltd.The Third Quarterly Report 2015 person CITIC Securities State-owned legal 0.30% 8,091,582 Co., Ltd. person China Southern Fund-Agricultural Bank of China- Other 0.30% 8,034,800 South Zhongzheng Financial Asset Management Plan Shareholding of top 10 shareholders of unrestricted shares Quantity of unrestricted shares held at the end of the Share type Name of the shareholder reporting period Share type Quantity Shijiazhuang Baoshi Electronic Group RMB Common 332,382,171 332,382,171 Co., Ltd. shares RMB Common China Securities Finance Co., Ltd. 79,598,255 79,598,255 shares Bank of China-Huaxia New-Economy Flexibly-Configured RMB Common 36,608,098 36,608,098 Mixed-Type Sponsorship-Style shares Securities Investment Fund RMB Common Wang Wenxue 26,061,446 26,061,446 shares RMB Common Central Huijin Investment Co., Ltd. 24,205,500 24,205,500 shares RMB Common Wan Xingying 16,653,504 16,653,504 shares RMB Common Pi Guirong 11,083,033 11,083,033 shares RMB Common CITIC Securities Co., Ltd. 8,091,582 8,091,582 shares China Southern Fund-Agricultural RMB Common Bank of China-South Zhongzheng 8,034,800 8,034,800 shares Financial Asset Management Plan Foreign shares China Merchants Securities (HK) Co., placed in 7,043,580 7,043,580 Ltd. domestic exchange Among the top ten shareholders holding non-restricted negotiable shares, Dongxu Group and Baoshi Group have relationship and constitute persons taking concerted action. The Company Explanation on associated relationship does not know whether there is relationship between the other top 10 shareholders holding among the aforesaid shareholders non-restricted negotiable shares and between such shareholders and the other top 10 shareholders. Explanation on shareholders The natural persons in the top ten common stockholders Wang Wenxue and Pi Guirong participating in the margin trading host 25,661,446 shares and 11,083,033 shares separately through margin trading, taking business(if any 0.96% and 0.42% of the total shares in the company. Agreed re-purchasing by the Company’s top 10 shareholders of common shares and top 10 shareholders of unconditional common shares in the report period □ Yes √ No No agreed re-purchasing is performed by the Company’s shareholders in the report period. (2) Total number of preferred shareholders and shareholding of top 10 preferred shareholders by the end of the report period □ Applicable√ Not applicable 5 Dongxu Optoelectronic Technology Co., Ltd.The Third Quarterly Report 2015 III Significant Events I. Particular about large-margin change of main accounting statement item and financial index and its reason. √ Applicable □ Not applicable Amount at the Item in Amount at the Rate of No beginning of Reason for change statements end of period change (%) period Mainly caused by obtaining the bank loan and Monetary the corporate bonds at the current period. In 1 5,929,630,340.09 3,196,271,083.93 85.52% capital addition, the returned money of sales loan increased. Mainly caused by the increase in recovery on Bills 2 114,380,638.20 449,510,678.50 -74.55% maturity date and purchase fund with receivable endorsement payment Mainly caused by that significant increase Account 3 1,155,178,153.45 638,809,800.10 80.83% occurred in business while increases occurred receivable in account payable before payback period.t Mainly caused by the Company’s purchase of 4 Inventories 1,185,678,318.65 512,854,086.79 131.19% land, which resulted in an increase in development cost Mainly caused by the increase of the Engineering 5 141,641,972.94 22,095,086.42 541.06% contribution and purchase materials for the material current LCD glass production line Mainly caused by the acquisition of Jiangsu Intangible 6 327,402,161.99 220,645,757.06 48.38% Jixing which resulted in an increase in land use assets right. Short-term Mainly caused by the increase of the 7 2,957,300,000.00 1,288,900,000.00 129.44% assets supplement for the Company’s circulating fund Increases occurred in purchase with clearing, 8 Bills payable 535,974,050.00 280,000,000.00 91.42% moreover, increases occurred in notes for merging into Jiangsu Jixing. Mainly caused by that significant increases Account 9 435,298,108.76 232,393,429.70 87.31% occurred in business while increases occurred receivable in account payable before payment period. Advance Mainly caused by the increase in in-advanced 10 93,620,461.57 22,382,273.47 318.28% payment charge for engineering equipment. Non-current Caused by the increase of the reclassification to 11 liability due in 416,000,000.00 268,000,000.00 55.22% the long-tern borrowing with due within 1 year 1 year Business Caused by the expansion of the current business 12 2,307,190,743.52 1,187,490,880.62 94.29% income scale, which brought in an increase in income Caused by the expansion of business scale, 13 Business cost 1,308,321,129.42 610,174,226.74 114.42% which brought in an increase incost accordingly. Mainly caused by the increase in the current Business tax 14 26,045,077.84 21,310,026.35 22.22% sales income, which resulted in increase in and surcharge business tax and surcharges. Mainly caused by the increase , which brought in increases in the expenditure of 15 Sales expense 19,953,669.05 8,725,734.18 128.68% transportation, entertainment expense and travelling expense accordingly. 6 Dongxu Optoelectronic Technology Co., Ltd.The Third Quarterly Report 2015 Mainly caused by the expansion of business Administrative management, which resulted in increases in the 16 236,628,601.36 122,149,746.12 93.72% staffs’ salary and office expenditure. expense Mainly caused by the increase of the Financial 17 220,021,814.84 30,469,018.31 622.12% Company’s circulating capital loans and the expenses issuance of the corporate bonds Mainly caused by the early provision for bed Asset debt and recovering it at the current period, 18 impairment -8,486,864.90 4,196,877.05 -302.22% which resulted in turning back in bad-debt loss provision. Net Cash flow Mainly caused by the increase in business, generated by 19 912,736,415.23 -1,797,375,854.05 -150.78% which result in increase in returned money of business sales operation Net cash flow Mainly caused by the decline in the current 20 generated by -582,721,174.77 -1,010,514,815.05 -42.33% construction asset expenditure investment II. The progress of significant events and influence, as well as the analysis and explanation on resolving proposal. √Applicable □Not applicable The Issuance Audit Commission of CSRC carried out examination and approval for non-public A Share of the Company on September 11, 2015, of which the application for A Share obtained examination and approval unconditionally. CRSC issued CRSC License[2015]No.2270“Reply on Examining and Approving Dongxu Optoelectronic Technology Co., Ltd. Non-public Issue of Shares” on October 10, 2015, examining and approving that the non-public issued by the Company shall not be over 1,186,943,620 shares of new share. Description of the website for Overview of material matters Date of disclosing disclosing provisional announcements Non-public issuance has been China Securities Journal , Securities examined and approved September 11, 2015 Times,Hong Kong Commercial Daily and www.cninfo.com.cn. III.The commitments of the Company and its shareholders holding over 5% of the Company’s total shares in the report year of extending to the report year from previous year. √ Applicable □ Not applicable Time of Period of Commitmen making Commitment Contents commitme Fulfillment t maker commitme nt nt If listed companies plans to sell tradable stocks through the bid trading system of Shenzhen Stock Exchange and sell Shijiazhuan greater than 5% of shares within six months after the first g Baoshi March 29, Long-term Under Commitment on sales, will disclose the contents specified by the Form Electronics share reform Guide to Prompt Announcement of Removing Restriction 2007 effective Fulfillment Group Co., on Sales of Non-tradable Stocks of Listed Companies Ltd through the prompt announcement of disclosing sales of listed companies. Commitment in the acquisition report or the report on equity changes 7 Dongxu Optoelectronic Technology Co., Ltd.The Third Quarterly Report 2015 Commitment made upon the assets replacement Dongxu Group Co., Ltd. subscribed for 25.01% of the Dongxu shares privately issued by the Company and promised that April 18, April 18, Under Group, the period of sale restriction of such shares was 36 months 2013 2016 Fulfillment from the first day of listing. In view of: Dongxu Optoelectronic Technology Co., Ltd. is applying for public offering of corporate bonds, and the total scale of bonds will not exceed 1 billion yuan. After the deduction of issue expenses, all the funds raised are planed to be used to supplement the liquidity and support the R&D, production and material purchase of glass substrate and the equipment. Thus, the demands of business Dongxu operation and expansion in the company will be satisfied. February December Optoelectro The company promises: 1. The funds raised through the 10, 31, Under nic public offering of corporate bonds will not be directly or Fulfillment Technology 2015 2020 indirectly invested in real estate development business, or Co., Ltd. used to increase the capital fund or as loans in subsidiaries engaged in real estate business; 2. the funds raised through the public offering of corporate bonds will not be used for real estate development business in any form. The term of validity of the promises is consistent with the duration of the corporate bonds issued in the company this time. 1.From the date of commitment letter issued, except the managed hosting company for Dongxue Optoelectronic , this company and majority-owned subsidiaries do not in any way, directly or indirectly engaged in business and Dongxue Optoelectronic and its subsidiaries are the same, or similar, future Dongxue Optoelectronic shares and its subsidiaries are not engaged in the same or similar businesses. 2.The company assurances against the use of Commitments made precious stones share any act prejudicial to the control upon issuance relationship of Dongxu Optoelectronic interests and its wholly-owned subsidiaries, holding, or causing Dongxue Optoelectronic shares and its wholly-owned subsidiaries, holding form business competition decisions. 3. The company will not directly invest, purchase and Dongxu Optoelectronic identical or similar business enterprises and projects. 4.If the assets owned by the Dongxu Optoelectronic . compete with , the company will adopt Dongxu effective measures and give up the same business. 5. If the Group, company has horizontal competition with Dongxu Shijiazhuan Optoelectronic and lead to lose to it, the company will bear April 1, Long-term Under g Baoshi all the responsibilities. 6. Before December 31, 2015, by effective Fulfillment Electronics way of designated placement, the company will transfer all 2012 Group Co., the shares that Dongxu Optoelectronic Investment, Ltd. entrusted to Zhengzhou Xufei company and all the shares that are entrusted to Baoshi Group, to Dongxu Optoelectronics; Before December 31, 2016, by way of designated placement, the company will transfer all the shares that Dongxu Group entrusted to Dongxu Yingkou and Sichuan Xuhong to Dongxu Optoelectronics. Within the time limit mentioned above, if there were the external factors such as a depression of industry as a whole, or the changes in regulatory requirements, which lead to the result that the shares of hosting company can not meet the requirements of capital investment, Li Zhaoting, the actual controller, Dongxu Optoelectronic Investment , Dongxu Group and Baoshi Group as well as the company will actively negotiate with related parties, continue to entrust the above mentioned shares and the power of management to Dongxu Optoelectronics. Within the period when the company is still the controlling shareholder of Dongxu Optoelectronics, the commitments are in effect. 8 Dongxu Optoelectronic Technology Co., Ltd.The Third Quarterly Report 2015 In view of:The main business of Dongxu Optoelectronic is the production of TFT-LCD glass substrate, and the company now is applying for non-public offering of Bond; (2) Dongxu Group is the controlling shareholder of Dongxu Optoelectronic; and during the period of holding, Dongxu Group has signed patent license contracts separately with Dongxu Optoelectronic and its subsidiaries including Wuhu Dongxu Optoelectronic Science and Technology Co., Ltd. (hereinafter referred to as Wuhu Optoelectronic), Wuhu Dongxu Optoelectronic Equipment Technology Co., Ltd. (hereinafter referred to as Wuhu Equipment) and Shijiazhuang Dongxu Optoelectronic Equipment Technology Co., Ltd. (hereinafter referred to as Shijiazhuang Equipment). For this purpose, Dongxu Group has made following promises: Once acquires other patents related to LCD glass substrate which are not included in February December Dongxu Under “Contract for Patent Exploitation License”above in the 8, 31, Group, Fulfillment future, Dongxu Group will sign the voluntary contract for 2015 2020 patent exploitation license with Dongxu Optoelectronic and its subsidiaries(Wuhu Optoelectronic, Wuhu Equipment and Shijiazhuang Equipment) fully according to the terms of “Contract for Patent Exploitation License”above. After Dongxu Optoelectronic issue the corporate bonds, during the duration, whether Dongxu Group will control Dongxu Optoelectronic or not, when the fulfilling of promise according to the above “Contract for Patent Exploitation License”comes to expiration date, Dongxu Group will still accord with the application of Dongxu Optoelectronic, and sign the original contract' terms unconditionally with Dongxu Optoelectronic and its subsidiaries(Wuhu Optoelectronic, Wuhu Equipment and Shijiazhuang Equipment), of which the renewal of contract for patent exploitation license will expire till the duration ends. In view of:(1)The main business of Dongxu Optoelectronic is the production of TFT-LCD glass substrate, and the company now is applying for non-public offering of stock; (2) Dongxu Group is the controlling shareholder of Dongxu Optoelectronic; and during the period of holding, Dongxu Group has signed patent license contracts separately with Dongxu Optoelectronic and its subsidiaries including Wuhu Dongxu Optoelectronic Science and Technology Co., Ltd. (hereinafter referred to as Wuhu Optoelectronic), Wuhu Dongxu Optoelectronic Equipment Technology Co., Ltd. (hereinafter referred to as Wuhu Equipment) and Dongxu Shijiazhuang Dongxu Optoelectronic Equipment June 17, Long-term Under Group, Technology Co., Ltd. (hereinafter referred to as 2015 effective Fulfillment Shijiazhuang Equipment). For this purpose, Dongxu Group has made following promises: within the term of validity involving patent right stated in patent license contracts, whether Dongxu Optoelectronic is in the control of Dongxu Group or not, Dongxu Group promises that when the above mentioned patent license contracts expire, the group will unconditionally renew the contracts with Dongxu Optoelectronic and its subsidiaries (Wuhu Optoelectronic, Wuhu Equipment, Shijiazhuang Equipment and etc) according to the terms of original contracts based on the requirements of Dongxu Optoelectronic. Other commitments made to minority shareholders Executed timely or Yes not? 9 Dongxu Optoelectronic Technology Co., Ltd.The Third Quarterly Report 2015 IV.Prediction of Business performance for 2015 Estimation of accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the warning of its material change compared with the corresponding period of the last year and explanation of reason. □ Applicable √ Not applicable V. Security investments □ Applicable √Not applicable The Company did not have any security investments during the reporting period. VI. Equity interests held in other listed companies □ Applicable √Not applicable The Company did not hold any equity interests in other listed companies as at the end of the reporting period. VII. Derivative investment □ Applicable √ Not applicable There is no derivative investment during the report period. VIII. The registration form of acceptance of investigation, communication and interview in the report period for future reference √Applicable □ Not applicable Class of Place of Date of Manner of parties Parties receptio Main topics of discussion and information provided reception reception accommod accommodated n ated The Condition of 8 Billion RMB for Directional Add-Issuance meeting Onsite Project: Completion Condition on Construction of Ten G6 Dongxing Room of investigati Organizati Production Lines; The field of glass substrate whether has May 29,2015 on Securities , the on developed new clients; Production Line Introduction of Zhang Ji compan Nominee Company; Construction Condition of Color Filter y Production Line The Client Authentication and Shipments Condition of Glass meeting Onsite Shenwan Substrate; Time Arrangement Condition of Nominee Company Room of investigati Organizati Hongyuan June 10,2015 on Immitting; Industrial Supporting Condition of Color Filter; the on Securities, Wang Layout Plan of G8.5 Production Line; Resources Integration compan Jianwei Plan of Graphite and Graphene. y January 1, The By phone Nonpublic Progress Condition of 8 Billion RMB of the 2015 Compan Individual Individual Company; Performance Condition of the Company; Operation –September y Condition of the Company 30,2015 IX. Particulars about illegal external guarantee □ Applicable √Not applicable The Company had no illegal external guarantee in the report period. X. Particulars about non-operating fund of listed company occupied by the largest shareholder and its affili ated enterprises 10 Dongxu Optoelectronic Technology Co., Ltd.The Third Quarterly Report 2015 □ Applicable √Not applicable It did not exist that non-operating fund of listed company was occupied by the largest shareholder and its affiliated enterprises in the r eport period Dongxu Optoelectronic Technology Co., Ltd. Board Chairman: Li Zhaoting Issue day approved by the Board of Directors:October 29,2015 11