意见反馈 手机随时随地看行情

公司公告

皖美菱B:2015年第一季度报告全文(英文版)2015-04-18  

						                     Hefei Meiling Co., Ltd.The First Quarterly Report of 2015




     Hefei Meiling Co., Ltd.
The First Quarterly Report of 2015




           April 2015




                                                                            1
                                                        Hefei Meiling Co., Ltd.The First Quarterly Report of 2015




                               Section I. Important Notes

     Board of Directors and the Supervisory Committee of Hefei Meiling Co., Ltd. (hereinafter
referred to as the Company) and its directors, supervisors and senior executives should guarantee
the reality, accuracy and completion of the quarterly report, there are no any fictitious statements,
misleading statements or important omissions carried in this report, and shall take legal
responsibilities, individual and/or joint.
     Mr. Liu Tibin, person in charge of the Company, President Mr. Li Wei, Mr. Zhang Xiaolong,
person in charger of accounting works and Mr. Tang Bin, person in charger of accounting organ
(accounting officer) hereby confirm that the Financial Report of this Quarterly Report is authentic,
accurate and complete.
     The First Quarterly Report of 2015 has not been audited.
     All Directors are attended the Board Meeting for Quarterly Report deliberation.




                                                                                                               2
                                                                           Hefei Meiling Co., Ltd.The First Quarterly Report of 2015




          Section II. Main financial data and changes of shareholders

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
                                                                                                        Changes of this period over
                                                    This Period             Same period of last year
                                                                                                          same period of last year

Operating income (RMB)                                 2,690,420,998.10              2,613,087,698.42                        2.96%

Net profit attributable to shareholders of
                                                          54,960,953.89                 49,511,487.82                       11.01%
the listed company(RMB)

Net profit attributable to shareholders of
the listed company after deducting                        54,838,638.93                 44,259,236.75                       23.90%
non-recurring gains and losses(RMB)

Net cash flow arising from operating
                                                        -126,760,952.62               -308,282,102.97                       58.88%
activities(RMB)

Basic earnings per share (RMB/Share)                              0.0720                       0.0648                       11.01%

Diluted earnings per share (RMB/Share)                            0.0720                       0.0648                       11.01%

Weighted average ROE                                              1.59%                        1.54%                         0.05%

                                                                                                        Changes of this period-end
                                                 End of this period            End of last period       over same period-end of last
                                                                                                                   year

Total assets (RMB)                                     9,946,292,775.04              9,009,014,201.70                       10.40%

Net assets attributable to shareholder of
                                                       3,476,300,439.44              3,422,746,664.67                        1.56%
listed company (RMB)

Total share capital of the Company up to a trading day before disclosure:

Total share capital of the Company up to a trading day before
                                                                                                                       763,739,205
disclosure (Share)

Whether shares capital changes and owners equity been affected due to new shares issued, additional offering,
allotment of shares, equity incentive exercise and buy-back from this period-end to date of quarterly report
disclosed or not
□Yes √ No


Items of non-recurring gains and losses
√ Applicable □ Not applicable
                                                                                                                             In RMB


                                                                                                                                       3
                                                                              Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


                                                                        Amount from year-begin to
                                   Item                                                                               Note
                                                                                period-end

 Gains/losses from the disposal of non-current asset (including the
                                                                                      -5,670,922.09                   ——
 write-off that accrued for impairment of assets)

 Governmental subsidy reckoned into current gains/losses (not
 including the subsidy enjoyed in quota or ration according to
                                                                                       4,881,703.55                   ——
 national standards, which are closely relevant to enterprise’s
 business)

 Held transaction financial asset, gains/losses of changes of fair
 values from transaction financial liabilities, and investment gains
 from disposal of transaction financial asset, transaction financial
                                                                                          81,770.00                   ——
 liabilities and financial asset available for sales, exclude the
 effective hedging business relevant with normal operations of the
 Company

 Other non-operating income and expenditure except for the
                                                                                         640,688.49                   ——
 aforementioned items

 Less : impact on income tax                                                            -214,745.81                   ——

 Impact on minority shareholders’ equity (post-tax)                                      25,670.80                   ——

 Total                                                                                   122,314.96                    --

 Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure
 for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as
 recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on
 Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss,
 explain reasons
 □ Applicable √ Not applicable

 In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to
 the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies
 Offering Their Securities to the Public --- Extraordinary Profit/loss

 II. Total number of shareholders at the end of this report period and top ten shareholders

 1. Total number of common shareholders at the end of this report period and top ten common shareholders
                                                                                                                                    In shares
Total number of common shareholders
                                                                                                                                       56,430
at the end of report period

                                                       Top ten common shareholders

                                                                                                                       Number of share
                                                                                                      Amount of
                                                                       Proportion   Amount of                           pledged/frozen
             Shareholder’s name             Nature of shareholder      of shares                 restricted shares
                                                                          held      shares held                        State of
                                                                                                        held                          Amount
                                                                                                                            share


                                                                                                                                           4
                                                                                Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


                                              State-owned        legal
Sichuan Changhong Electric Co., LTD                                         21.58%      164,828,330        0                 -         -
                                              person
                                              State-owned        legal
Hefei Xingtai Holding Group Co., Ltd.                                        6.26%       47,823,401        0                 -         -
                                              person
Changhong      Electric     (Hong     Kong)
                                              Foreign legal person           3.30%       25,165,823        0                 -         -
Trading Co., Ltd.
                                              Domestic
Zhengde        life       insurance    Co.,
                                              non-state-owned    legal       3.15%       24,021,690        0                 -         -
LTD-universal insurance products
                                              person

CAO SHENGCHUN                                 Foreign natural person         1.73%       13,215,556        0                 -         -

Ma Guofeng                                    Domestic natural person        1.12%        8,528,670        0                 -         -

GUOTAI JUNAN
                                              Foreign legal person           0.96%        7,339,666        0                 -         -
SECURITIES(HONGKONG) LIMITED

DEUTSCHE BANK
                                              Foreign legal person           0.94%        7,182,009        0                 -         -
AKTIENGESELLSCHAFT

DRAGON BILLION CHINA MASTER
                                              Foreign legal person          0.698%        5,329,489        0                 -         -
FUND

UBS     AG                                    Foreign legal person          0.613%        4,682,450        0                 -         -

                                        Top ten common shareholders with unrestricted shares held

                                                                     Amount of unrestricted                    Type of shares
                      Shareholder’s name
                                                                          shares held                     Type                   Amount

Sichuan Changhong Electric Co., LTD                                             164,828,330 RMB ordinary shares                  164,828,330

Hefei Xingtai Holding Group Co., Ltd.                                             47,823,401 RMB ordinary shares                  47,823,401

                                                                                               Domestically listed foreign
Changhong Electric (Hong Kong) Trading Co., Ltd.                                  25,165,823                                      25,165,823
                                                                                               shares

Zhengde life insurance Co., LTD-universal insurance
                                                                                  24,021,690 RMB ordinary shares                  24,021,690
products

                                                                                               Domestically listed foreign
CAO SHENGCHUN                                                                     13,215,556                                      13,215,556
                                                                                               shares

Ma Guofeng                                                                         8,528,670 RMB ordinary shares                   8,528,670

                                                                                               Domestically listed foreign
GUOTAI JUNAN SECURITIES(HONGKONG) LIMITED                                          7,339,666                                       7,339,666
                                                                                               shares

DEUTSCHE BANK AKTIENGESELLSCHAFT                                                   7,182,009 RMB ordinary shares                   7,182,009

                                                                                               Domestically listed foreign
DRAGON BILLION CHINA MASTER FUND                                                   5,329,489                                       5,329,489
                                                                                               shares

UBS     AG                                                                         4,682,450 RMB ordinary shares                   4,682,450

                                                                 Among the above shareholders, Changhong (Hong Kong) Trade Co.,
Explanation on associated relationship among the aforesaid
                                                                 Ltd. is the wholly-owned subsidiary of Sichuan Changhong Electronic
shareholders
                                                                 Co., Ltd.; there existed no associated relationship or belong to the


                                                                                                                                           5
                                                                       Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


                                                          concerted actors as specified in the Measures for the Administration of
                                                          Information Disclosure of Shareholder Equity Changes of Listed
                                                          Companies among Sichuan Changhong Electronic Co., Ltd., Changhong
                                                          (Hong Kong) Trade Co., Ltd. and other top 8 shareholders; and top ten
                                                          shareholders with unrestricted subscription; as the Company has not
                                                          known whether there exists any business relationship among the other
                                                          shareholders with unrestricted subscription or they belong to the
                                                          concerted actors as specified in the Measures for the Administration of
                                                          Information Disclosure of Shareholder Equity Changes of Listed
                                                          Companies.

                                                          Up to 31st of March 2015, among the top 10 common stockholders,
                                                          shareholder Ma Guofeng holds 8,497,170 shares of the Company
Explanation on top ten common shareholders involving      through guarantee of securities credit transaction account under the name
margin business (if applicable)                           of Guodu Securities Co., Ltd., and holds 31,500 shares of the Company
                                                          through his common security account, totally 8,528,670 shares of the
                                                          Company are held by Ma Guofeng.

Whether top ten common shareholders or top ten common shareholders with un-restrict shares held have a buy-back agreement
dealing in reporting period
□ Yes √ No
The top ten common shareholders or top ten common shareholders with un-restrict shares held of the Company have no buy-back
agreement dealing in reporting period.

2. Total shareholders with preferred stock held at Period-end and shares held by top ten shareholders with
preferred stock held
□ Applicable √ Not applicable




                                                                                                                                6
                                                                               Hefei Meiling Co., Ltd.The First Quarterly Report of 2015




                                         Section III. Significant Events

  I. Particulars about material changes in items of main accounting statement and financial
  index and explanations of reasons

  √ Applicable □Not applicable
  1. Changes and reasons of items in balance sheet
                                                                                                                                 In RMB
                                     Balance at          Balance at              Changes
            Item                                                                                            Reasons of changes
                                     period-end          year-begin               ratio
Financial assets measured by
fair value and whose change                                                                   Fair value change for the forward foreign
                                         13,400.00                         -       100.00%
 is recorded in current gains                                                                 exchange that carried out in the Period
         and losses
                                                                                              Returned money for the notes are increased
      Notes receivable            1,717,083,832.88    1,223,468,044.05              40.35%
                                                                                              in the Period
                                                                                              The accrued interest for the time deposit are
     Interest receivable                292,798.67                         -       100.00%    recognized by subsidiary, and no such item in
                                                                                              last year
  Long-term investment in                                                                     The Company increased            investment   in
                                    50,290,508.04        14,211,004.21             253.88%
           equity                                                                             associated company in the Period.
                                                                                              The subsidiary Zhongshan Changhong newly
  Other non-current assets          41,828,382.00                          -       100.0%
                                                                                              added fixed deposit in the Period.
                                                                                              Short-term loans from parent company
      Short-term loans              784,563,968.16      407,508,739.07              92.53%
                                                                                              increased in the Period
Financial liabilities measured
                                                                                              Same as” Financial assets measured by fair
  by fair value and whose
                                         12,800.00            81,170.00            -84.23%    value and whose change is recorded in
change is recorded in current
                                                                                              current gains and losses”
      gains and losses
        Payable taxes               90,873,668.42        51,153,350.18              77.65%    Sales in the Period increased
                                                                                              Long-term loans of subsidiary Zhongshan
      Long-term loans               49,232,952.80        18,947,000.00             159.85%
                                                                                              Changhong increased in the period.

  2. Changes and reasons of items in profit statement
                                                                                                                                   In RMB
                                   Amount at this     Amount at same             Changes
                Item                                                                                      Reasons of changes
                                      period         period of last year          ratio
      Changing income of fair                                                                Same as” Financial assets measured by
      value(Loss is listed with        81,770.00                       -          100.00%    fair value and whose change is recorded
                 “-”)                                                                      in current gains and losses”

     Investment income(loss is                                                               Loss amount from associated enterprise
                                      171,415.10           -103,003.19            266.42%
           listed with “-“)                                                                increased year-on-year



                                                                                                                                        7
                                                                            Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


      Income from investment
      for associated enterprise          171,415.10           -103,003.19      266.42%    Same as “Investment income”
          and joint venture

                                                                                          Disposal of fixed assets increased y-o-y
     Non-operation expenditure         6,174,911.26            188,790.42     3170.78%
                                                                                          in the period.

       Loss from disposal of
                                       5,685,698.09            174,619.08     3156.06%    Same as “non-operation expenditure”
         non-current assets

                                                                                          Taxable income tax from parent company
        Income tax expenses            9,522,918.59          5,988,153.23       59.03%
                                                                                          increased y-o-y in the Period
                                                                                          Due to the loss of some subsidiaries in
          Minority interest           -4,314,838.92          1,636,267.61     -363.70%
                                                                                          the period.

  3. Changes and reasons of items in cash flow statement
                                                                                                                             In RMB
                              Amount at this        Amount at same       Changes
         Item                                                                                           Reasons of changes
                                 period            period of last year    ratio
                                                                                      Export rebates of subsidiary received in the Period
 Tax refunds received             54,031,690.80       38,022,269.44          42.11%
                                                                                      growth year-on-year


                                                                                      Mainly because the remove loss arising from early
Net cash received from                                                                release of “House Lease Contract” was paid to
   disposal of fixed                                                                  Mianyang Meiling Refrigeration by Sichuan
  assets, intangible               1,234,432.00       40,729,958.40      -96.97%
                                                                                      Changhong Minsheng Logistics and the
   assets and other
                                                                                      compensation received due to early termination
   long-term assets
                                                                                      option in the same period of last year while no

                                                                                      such amount occurred in the Period.
Cash received related
with other investment             17,219,641.80       12,044,788.48          42.96%   Interest income increased y-o-y in the period.
       activities

       Cash paid for
  purchasing fixed,                                                                   Amount for fixed assets paid in the Period
                                  36,881,430.75       27,741,973.71          32.94%
 intangible and other                                                                 increased y-o-y
   long-term assets

    Cash paid for
                                  36,149,974.00        1,097,787.00      3192.99%     Same as “long-term investment in equity”.
      investment


  Cash paid for debt                                                                  Mainly because short-term loans of the parent
                                  381,572,057.56      95,834,477.54         298.16%
      settlement                                                                      company paid increased y-o-y in the period.


    Cash paid for
   dividend/profit                                                                    The loans interest paid by parent company in the
                                   3,958,191.54        1,963,928.25         101.54%
distribution or interest                                                              Period increased y-o-y
       expenses
Cash paid related with                         -       2,973,468.35      -100.00%     Minority equity from part of the subsidiary


                                                                                                                                       8
                                                                 Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


  other financing                                                          decreased at same period last year while no such
     activities                                                            item in the Period
Impact on cash and
cash equivalent from                                                       Exchange rate of foreign currency changed in the
                          7,204,996.05        1,286,792.08      459.92%
   exchange rate                                                           Period
    movement


 II. Analysis and explanation of significant events and their influence and solutions

 √ Applicable □Not applicable
 (I) Particular about process of the fund raised and investment of fund raised in the report period
      Privately A-stock offering of the Company was implemented in 2010, raised capital totally amounting to
 RMB 1,199,999,820, net raised capital of RMB 1,177,954,320 after deducted RMB 22,045,500 issuing expense
 (including RMB 20,500,000 underwriting fee and sponsor charge).
      In 2013, the three construction projects with fund-raising investment have completed and reaching the design
 capacity, that is “Athena Luxury refrigerator production base”, “Freezer expansion project” and “Expansion
 project of environmental and energy-saving refrigerators”, meanwhile, “working capital supplementation” project
 implemented and recently, the Company has no other projects that suitable for investment by fund-raising.
 According to the operation requirement of the Company, being deliberated and approved by the Board, the
 supervisory committee and general meeting, balance of raising funds 284.440959 million Yuan (including interest
 34.832977 million Yuan) up to 30 September 2013 and later interest are supplying the working capital of the
 Company permanently. The Company actually withdrawal 289.091987 million Yuan for working capital
 supplementation permanently up to 31 March 2015.
      Ended as 31st March 2015, accumulated amount of RMB 879,419,564 were actually used for the raised fund
 projects, balance in specific raised funds accounting to RMB 52,617,656 (including RMB 3586058, not
 withdrawal for current capital supplementation permanently and the unpaid contract amount and qualify assurance
 fund RMB 49,031,598 in total). More details are as:
     Athena luxury refrigerator production base: total investment accounting to RMB 528,508,417 after surplus
 deducted. The project accumulated invested RMB 503,396,607 up to 31st March 2015; balance in raised fund
 account was RMB 27,173,419, including RMB 25,111,864 ready for contract payment and quality assurance fund,
 and RMB 2,061,627 undrawn for supplement current capital of the Company.
     Freezer capacity expansion project: total investment accounting to RMB 251,883,547 after surplus deducted.
 The project accumulated invested RMB 227,963,813 up to 31st March 2015; balance in raised fund account was
 RMB 25,444,165, including RMB 23,919,734 ready for contract payment and quality assurance fund, and RMB
 1,524,431 undrawn for supplement current capital of the Company.
 (II) Transaction with Changhong Finance Co., Ltd
       Being decision by the Board and General Meeting, agreed the Company entered into 3-year term “Agreement
 on Financial Services” with the Sichuan Changhong Finance Co., Ltd. (hereinafter referred to as the Changhong
 Finance Company). In business scope of the Changhong Finance Company, providing a serial financial service as
 savings and loans required by the Company and its subordinate subsidiaries according to the Agreement; the
 related transactions with Changhong Finance from year-beginning to end of the Period are as:




                                                                                                                        9
                                                                                        Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


                                                                                                                                   Interest, handling
                                                           Increased during          Decreased during
             Item                  Opening balance                                                           Ending balance         charge paid or
                                                                the Year                  the Year
                                                                                                                                        received

I. Savings in Changhong
                                  1,040,209,426.68         2,099,228,353.70         2,406,062,747.25            733,375,033.13         5,542,877.51
Group Finance Company

II.     Borrowings         from

Changhong Group Finance                               -                        -                        -                     -                       -

Company

1.Short-term loans                                    -                        -                        -                     -                       -

2.Long-term loans                                     -                        -                        -                     -                       -

III. Other financial business                         -                        -                        -                     -                       -

      1.notes drawing                258,631,647.68           216,341,555.90            199,373,238.97          275,599,964.61                        -

      2.notes discounted             210,940,218.46           250,553,358.38            130,456,267.49          331,037,309.35                        -

      3. other                                        -                        -                        -                     -                       -

         (III)Overview of other significant events
                                                                                                     Date for           Information index for
                                               Overview
                                                                                                     disclosure      temporary report disclosure

        On 6th of March 2015, the Company received a “Notice” from the second-largest
        shareholder—Hefei Xingtai Holding Co., Ltd. (“Xingtai Holding” for short), in
        accordance with the integral deployment of Hefei state-owned enterprise reform,
        adjusted the state-owned capital operation institutes in Hefei, that is, plans to transfer                        Juchao Website:
        the 49,477,513 shares of the Company held by Xingtai Holding to the 2015-3-7                                  http://www.cninfo.com.cn
        plans-to-established Hefei Industrial Investment Holding (Group) Co., Ltd. for free.                              ( No.: 2015-001)
        The Company will continue to follow the progress of the above mentioned event, and
        perform information disclosure duties timely in line with the relevant laws and
        regulations.

        Concerning the “Meiling” kitchen ventilator manufactured by Zhongshan Branch of
        Hefei Meiling Small Appliances Co., Ltd., quality of the products are unqualified in
        the State supervisory sampling inspection of product quality, which was reported in
        the CCTV’s “3.15” evening party, The Company pay high attention to the reports and
        timely verify and released the “Clarification Announcement on “Meiling” kitchen
        ventilator unqualified in sampling inspection reported by CCTV’s “3.15” evening                                Juchao Website:
        party” in appointed media for information disclosed, main contents are: Hefei 2015-3-16                      http://www.cninfo.com.cn
        Meiling Small Appliances Co., Ltd. and its Zhongshan Branch are not the                                           ( No.: 2015-002)
        subordinate subsidiary of the Company and have no any assets and equity
        relationship with the Company as well as the operation management connect; the
        Company has instructed Meiling Group to, from now on, remove the “Right to Use a
        Trademark License” that signed with Small Appliances Company; and required
        Small Appliances Company seal up for the unqualified products and returned to the


                                                                                                                                                 10
                                                                                  Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


factory for repair, process return for those unqualified products that sold out or repair
free of charge etc.

Being deliberated and approved by 6th meeting of 8th session of the Board held on
24th March 2015, agreed the Zhongke Meiling invested approximately RMB                                             Juchao Website:
156321900 for the relocation expansion project; after project completes, Zhongke 2015-3-26                    http://www.cninfo.com.cn
Meiling will equipped with the production capacity of 26000 cryogenic refrigerators                                ( No.: 2015-003)
annually.

Being deliberated and approved by 6th meeting of 8th session of the Board held on
                                                                                                                   Juchao Website:
24th March 2015, agreed to engaged Mr. Wu Dinggang as the deputy Chairman of the
                                                                                            2015-3-26         http://www.cninfo.com.cn
Company, Mr. Zhang Xiaolong as the deputy Chairman and finance manager of the
                                                                                                                   ( No.: 2015-003)
Company.

In view of the serial accounting standards that revised and issued successively by
Ministry of Finance in 2014, required to relevant regulations from the Ministry of
                                                                                                                   Juchao Website:
Finance, being deliberated and approved by the 6th meeting of 8th session of the
                                                                                            2015-3-26,        http://www.cninfo.com.cn
Board and Annual General Meeting of 2014 held respectively dated 24th March 2015
                                                                                            2015-4-18           ( No.: 2015-003, No.:
and 17th April 2015, agreed to carried out new accounting standards for business
                                                                                                              2015-008, No.: 2015-015)
enterprises in line with relevant regulations and requirements, corresponding
accounting policy shall be changed.

In accordance with the “Implementation of the Annual Performance Incentive Fund
Plan” (“Incentive Plan” for short) and audited financial report of the 2014 and
operation conditions, the Company qualified awarded condition of the incentive plan                                Juchao Website:
                                                            th               th
for year of 2014, being deliberated and approved by the 6 meeting of 8 session of                             http://www.cninfo.com.cn
                                                                                            2015-3-26,
                th              th
the Board the 4 meeting of 8 board of supervisors and Annual General Meeting of                                 ( No.: 2015-003, No.:
                                     th                       th                            2015-4-18
2014 held respectively dated 24           March 2015 and 17        April 2015, agreed to                    2015-004, No.: 2015-009, No.:
withdraw RMB 32,186,723.32 incentive funds from 10 percent of the net profit for                                      2015-015)
year of 2014 audited, and reckoned into current gains/losses in line with relevant
accounting policies rules.

Being deliberated and approved by the 6th meeting of 8th session of the Board and
                                                                                                                   Juchao Website:
Annual General Meeting of 2014 held respectively dated 24th March 2015 and 17th
                                                                                            2015-3-26,        http://www.cninfo.com.cn
April 2015, agreed to carried out he forward exchange transaction from 1 st January
                                                                                            2015-4-18           ( No.: 2015-003, No.:
2015 to 30th June 2016 with balance of the business up to US$ 350 million, delivery
                                                                                                              2015-010, No.: 2015-015)
terms for single business not longer than 2 years.

Being deliberated and approved by the 6th meeting of 8th session of the Board and
Annual General Meeting of 2014 held respectively dated 24th March 2015 and 17th                                    Juchao Website:
April 2015, on the premise of guarantee routine operation capital needs and 2015-3-26,                        http://www.cninfo.com.cn
investment risk control efficiently, agreed to invested for the preservation floating 2015-4-18                 ( No.: 2015-003, No.:
proceeds financing products with self-owned idle fund up to RMB one billion(the                               2015-011, No.: 2015-015)
limit can scroll to use), for one-year term.


 III. Commitments from the Company or shareholder with over 5% share held in reporting
 period or continues to reporting period

 √ Applicable □Not applicable

                                                                                                                                         11
                                                                                                                                            Hefei Meiling Co., Ltd.The First Quarterly Report of 2015



    Item of                                                                                                                                                                              Implement
                        Promisee                                              Content of commitments                                                     Date              Term
  Commitments                                                                                                                                                                                 ation

                                                                1. The acquirer shall not engage in refrigerator business or activity which
                                                                                                                                                                                         Strictly
                                                                competes or will compete with business of HEFEI MEILING CO., LTD
                                                                                                                                                                   Valid for long term   implement
                                                                (hereinafter referred to as the “Meiling Electrical”), or that which has interest
                                                                                                                                                                                         ed
                                                                conflict with Meiling Electrical Appliances.
                     Sichuan
                                                                2. The acquirer promises to apply shareholders’ right on a legal and reasonable                                         Strictly
                     Changhong
Commitments                           Promise and guarantee of manner and shall not take any action to limit or affect the normal operation of                     Valid for long term   implement
                     Electric Co.,
made in                               horizontal   competition Meiling Electrical Appliances.                                                                                            ed
                     LTD
acquisition report                    avoidance     made      in
                                                                 3. For any opportunity to engage in competing business, the acquirer will      2007-6-12
                     (hereinafter
or equity change                      “Acquisition Report of advise Meiling Electrical Appliances in written for engaging such business or
                     referred to as
report                                Hefei Meiling Co., Ltd” not. If Meiling Electrical Appliances gives no clear written reply as to whether
                     the “Sichuan
                                                                                                                                                                                         Strictly
                     Changhong”)                               engaging the competing business or not within 20 days after receipt of the
                                                                                                                                                                   Valid for long term   implement
                                                                aforesaid letter, it shall be deemed that it will not engage in such business. The
                                                                                                                                                                                         ed
                                                                acquirer will only engage in non-competing business provided that Meiling
                                                                Electrical Appliances confirms not to or is deemed to not engage in such
                                                                non-competing business.

                                                                1. It will not engage in such business or activity that competes with or has
                                                                interest conflict with that of Meiling Electrical Appliances except for the
                                                                action taken for sake of Meiling Electrical Appliances as required by Meiling
                                      Commitment regarding      Electrical Appliances.
Commitment                            to reducing and                                                                                                                                    Strictly
                     Sichuan                                    2. The Company promises to apply shareholders’ right on a legal and
made during the                       preventing competition                                                                                          2010-6-24    Valid for long term   implement
                     Changhong                                  reasonable manner and shall not take any action to limit or affect the normal
non-public offer                      with Meiling Electrical                                                                                                                            ed
                                                                operation of Meiling Electrical Appliances.
                                      Appliances
                                                                3. In case that Meiling Electrical Appliances expects, on the basis of its
                                                                existing business, to expand its operation scope into the business which the
                                                                Company has already operated, the Company agrees to grant pre emptive right

                                                                                                                                                                                                      12
                                                                                                                  Hefei Meiling Co., Ltd.The First Quarterly Report of 2015
                                         to Meiling Electrical Appliances regarding such business if the same
                                         conditions are met, provided that the Company is still the controlling
                                         shareholder or actual controller of Meiling Electrical Appliances.

                                         1. Measures will be adopted to prevent continued related transaction with
                                         Meiling Electrical Appliances: as to the related transaction that can not be
                                         prevented, it will sign related transaction agreement with Meiling Electrical
                                         Appliances under the market principles of “equally paid and mutual benefit”,
              Commitment regarding       and fairly determined the transaction price according to the market prevailing
              to reducing and            standards.                                                                                                            Strictly
              standardizing related                                                                                         2010-6-24 Valid for long term      implement
                                         2. Perform the necessary obligations to make related directors and related
              transaction with Meiling                                                                                                                         ed
                                         shareholder abstain from voting according to relevant regulation, and observe
              Electrical Appliances
                                         legal procedure for approving related transaction and information disclosure
                                         obligations.

                                         3. Promise not to hurt legal interests of Meiling Electrical Appliances and
                                         other shareholders through related transaction.



              Commit to authorized Changhong Air Conditioning and Zhongshan Air Conditioning Co., Ltd.                                                         Strictly
              (hereinafter referred to as the “Zhongshan Changhong”) to use “Changhong” trademark and relevant          2010-11-6    Valid for long term   implement
              patents for free.                                                                                                                                ed



              1. Commit to disclose periodic reports on a truthful, accurate, complete, fair and prompt manner, to
              disclose all the information that have important influences over investors, to accept supervision under the
              CSRC and Shenzhen Stock Exchange.
                                                                                                                                                               Strictly
              2. Commit to make public clarification in respect of such information that is released from any public
The Company                                                                                                                 2011-1-7     Valid for long term   implement
              media and may result in misleading influences on stock price once the Company is aware of such
                                                                                                                                                               ed
              information.

              3. The directors, supervisors, senior management and core technicians of the Company will accept
              opinions and criticism from the social publics, and they will not trade the Company’s securities, directly

                                                                                                                                                                          13
                                                                                                                                            Hefei Meiling Co., Ltd.The First Quarterly Report of 2015
                                       or indirectly, with any inside information and other illegal methods. The Company promises that the
                                       documents submitted to Shenzhen Stock Exchange exist no false statement or material omission, and no
                                       relevant information will be disclosed during the application for listing without prior content from
                                       Shenzhen Stock Exchange.

                                       1. Since the property transfer didn’t involve the buildings and land currently used by Changhong Air                                                  Strictly
                                       Conditioning, Sichuan Changhong commits, upon the completion of equity transfer, to continue to lease                       Valid for long term        implement
                                       such assets to Changhong Air Conditioning at market price;                                                                                             ed
Commitment
                                       2. After completion of this property transfer, Sichuan Changhong commits to manage to prevent new
 made in transfer
                    Sichuan            related transaction with Meiling Electrical Appliances. For those which can not be prevented, Sichuan
 of air                                                                                                                                             2009-12-10
                    Changhong          Changhong commits to determine the transaction price based on market accepted methods, so as to                                                        Strictly
 conditioning
                                       ensure fairness of related transaction and protection of the interest of Meiling Electrical Appliances.                     Valid for long term        implement
 assets property
                                       3. Sichuan Changhong commits that it will not engage in air conditioning and refrigerator business or                                                  ed
                                       activity which competes or will compete with business of Meiling Electrical Appliances, or that which
                                       has interest conflict with Meiling Electrical Appliances.

                                       1. Make promise not to reduce the shares of Meiling bought in every year during implementation of the
Commitments by                                                                                                                                                     Three     years    after
                                       performance incentive fund via any market ways in the later first year, which was allowed to be reduced 2013-8-15,                                     Implementi
      Annual        Some of the                                                                                                                                    current           shares
                                       by 50% according to the laws and regulations in the second year, and the remaining 50% was allowed to 2014-7-3                                         ng
   performance      Directors,                                                                                                                                     purchased
                                       be reduced in the third year in accordance with the laws and regulations.
  incentive fund,   supervisors and
                                       2. The directors, supervisors and senior management promised to manage in accordance with the relevant                      From the date when
 incentive objects senior
                                       management approaches in accordance with the "Company Law", "Securities Law" and "The Company’s                            annual incentive fund
while purchasing executives of
                                       shares held by the directors, supervisors and senior management of the listed company and its change                        plan deliberated and
   stock of the     the Company
                                       management rules", as objects of annual performance incentive fund of Meiling, including but not limited 2013-8-15, approved by general Implementi
  Company with      as well as other
                                       to: during his tenure, the shares transferred each year shall not exceed 25% of the total number of shares 2014-7-3         meeting to 6 moths ng
   performance      incentive
                                       held of the Company; shall not sell the shares of the Company within six months after bought it or                          after         director,
 incentive funds    objects
                                       purchase again six months after sold it; shall not transfer the shares held within six months after                         supervisor and senior
 and owned fund
                                       Dismission.                                                                                                                 executives resigned

Perform the commitment
                                   √ Yes □ No
promptly or not


                                                                                                                                                                                                         14
                                                Hefei Meiling Co., Ltd.The First Quarterly Report of 2015

Specific reason
 For non-performance and the   Not applicable
 next plan




                                                                                                      15
                                                                                                  Hefei Meiling Co., Ltd.The First Quarterly Report of 2015



           IV. Forecast of operation performance from Jan. – June of 2015

           Estimation on accumulative net profit from the beginning of the year to the end of next report period to be loss
           probably or the warning of its material change compared with the corresponding period of the last year and
           explanation on reason
           □ Applicable √ Not applicable

           V. Securities Investment

           □ Applicable √ Not applicable

           No security investment in Period.

           VI. Explanation on equity of other listed company held

           √ Applicable           □Not applicable
                                                                         Proportion                 Proportion
                                                                                      Shares held                                   Gains/losse
                                                        Shares held at   of shares                   of shares    Book value at
                                Initial investment                                        at                                        s in report Accountin
   Name             Type                                period-begin      held at                     held at      period-end                                      Resources
                                  capital (RMB)                                       period-end                                      period          g items
                                                           (Share)       period-beg                 period-end       (RMB)
                                                                                        (Share)                                       (RMB)
                                                                           in (%)                      (%)

                                                                                                                                                    Available
Huishang
                  Commerci                                                                                                                          for sale      Initial
Bank Co.,                           5,000,000.00           10,737,573     0.0972% 10,737,573          0.0972%       5,000,000.00                0
                  al bank                                                                                                                           financial     investment
Ltd.
                                                                                                                                                    assets

Total                               5,000,000.00           10,737,573        --        10,737,573       --          5,000,000.00                0          --           --


           VII. Derivative investment

           √ Applicable           □Not applicable
                                                                                                                                       In 10 thousand Yuan
                                                                                                                                                Ratio of
                                                                                                                  Amount of                    investment
                                                                                                                  reserve for                  amount at
                                   Whether                                                           Investment devaluatio                     period-end
                      Related                                                                                                    Investment                       Actual
                                   related                     Initial                               amount at       n of                           in net
       Operator     relationshi                 Type                                                                             amount at                      gains/losses
                                   trade or                  investment Start date      End date     period-begi withdrawi                      assets of
                            p                                                                                                    period-end                      in period
                                     not                                                                  n         ng (if                           the
                                                                                                                  applicable                   Company
                                                                                                                       )                              at
                                                                                                                                               period-end

                                              Forward
  Financial
                    N/A           No          foreign          5,019.93 2014-7-1 2015-12-31           13,319.13            N/A    13,319.13           3.83%            8.177
  institution
                                              exchange


                                                                                                                                                                  16
                                                                                     Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


                                     contract

Total                                                5,019.93      --          --         13,319.13        ——    13,319.13        3.83%          8.177

Capital resource(if applicable)                   Self-owned capital

Lawsuit involved (if applicable)                  Not applicable

Disclosure date for approval from the Board
                                                  2014-4-19
for investment of derivatives (if applicable)

Disclosure date for approval from board of
shareholders for investment of derivatives (if 2014-6-6
applicable)

                                                  Risk analysis:
                                                  1. Market risk: domestic and international economic situation changes may lead to exchange rate
                                                  fluctuations, forward foreign exchange transactions are under certain market risk. Forward foreign
                                                  exchange business is aiming to reducing impact on corporate profits by foreign exchange
                                                  settlement and sale prices, exchange rate fluctuations. The Company will follow up the exchange
                                                  fluctuation, on the basis of target rate determined from the business, relying on the research of the
                                                  foreign currency exchange rates, combined with prediction of consignments, and burdening ability
                                                  to price variations due to exchange rate fluctuations, then determine the plan of forward foreign
                                                  exchange contracts, and make dynamic management to the business, to ensure reasonable profit
                                                  level.
                                                  2. Liquidity risk: all foreign exchange transactions are based on a reasonable estimate of the future
                                                  import and export business, to meet the requirements of the trade authenticity. In addition, forward
                                                  foreign exchange transactions are processed with bank credit, will not affect liquidity of company
                                                  funds.
                                                  3. Bank default risk: if cooperative banks collapse within the contract time, the Company will not
Risk analysis and controlling measures for        be able to transact the original foreign exchange contracts with contract price, which leads the risk
derivatives holdings in the Period (including     of income uncertainty. Therefore, the Company chose five nationalized banks, Chinese-funded
but not limited to market risk, liquidity risk,   bank as Everbright Bank and CITIC, and part of the larger foreign Banks to conduct the trading of
credit risks, operation risk and law risks etc.) foreign exchange capital. These banks share a solid strength and management whose failure and
                                                  the risk of loss may bring to the Company is very low.
                                                  4. Operational risk: improper operation of the person in charge of forward foreign exchange
                                                  transactions may cause related risk also. The Company has formulated related management system
                                                  which defines the operation process and responsibility to prevent and control risks.
                                                  5. The legal risks: unclear terms based in contract signed with banks for related transactions may
                                                  lead legal risks when forward foreign exchange transactions are processing. The Company will
                                                  strengthen legal review, and choose good bank to carry out this kind of business as to risk control.
                                                  Control measures: The Company formulated a “Management System of Forward Foreign
                                                  Exchange Trading” in 2014, business of the forward foreign exchange shall follow the principle of
                                                  legitimacy, prudence, safety and effective-ness, and did not carried out the foreign exchange purely
                                                  on profitability. All business with forward foreign exchange concerned is based with the normal
                                                  operation and rely on specific operation business and aims at avoiding and preventing the FX risk.
                                                  The system clearly defines the main types of forward foreign exchange trading business, operating
                                                  principle, approval authority, management and internal operation process, etc., and raise request to
                                                  the information isolation measures, internal risk system and risk treatment process, as well as

                                                                                                                                              17
                                                                                     Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


                                                   information disclosure; the system is benefit a lot in strengthening the management of forward
                                                   foreign exchange trading, prevent investment risks, perfected and improve the management
                                                   mechanism in aspect of forward foreign exchange business and ensure the security of the assets.
                                                   The Company determines fair value in accordance with the Chapter VII “Determination of Fair
                                                   Value” carried in the Accounting Standards for Business Enterprises No.22 - Recognition and
Invested derivative products have changes in
                                                   Measurement of Financial Instruments. Fair-value is basically obtained according to prices offered
market price or fair value in the Period, as for
                                                   by bank and other pricing services. While fair-value of derivatives is mainly obtained according to
analysis of the fair value of derivatives,
                                                   the balance between prices given by outstanding contracts and forward prices given by contracts
disclosed   specific applied methods and
                                                   signed during the reporting period with bank. The differences are identified as trading financial
correlation assumption and parameter setting
                                                   assets and liabilities. During the reporting period, forward foreign exchange contracts and losses of
                                                   the Company is RMB 81,770.

Specific principle of the accounting policy
and calculation for derivatives in the Period
                                                   Not applicable
compared with last period in aspect of major
changes

                                                   After verification, independent director of the Company consider that: during the Period, forward
                                                   exchange capital business transaction of the Company are carried out strictly in line with the
                                                   relevant regulations of “Standard Operation Guide for Enterprise Listed in Main Board(Revised in
                                                   2015)” of the Shenzhen Stock Exchange, Article of Association, Management Measures for the
                                                   Authorization and “Management System of the Forward Exchange Capital Transaction of Hefei
                                                   Meiling Co., Ltd.” , within authorized scope of the General Meeting and the BOD, against the
Special opinion on derivative investment and
                                                   actual business, aiming at locks the income & costs, prevented and avoided risks of exchange rate
risk control by independent directors
                                                   fluctuation, and remains sound operation, the forward exchange capital business transaction has
                                                   closely related with the routine operation needs of the Company, and the transaction benefit a lot in
                                                   avoiding the FX risk arising from import and export business, and meet requirement of the
                                                   operation development without any speculative operation, and no law and regulations violated been
                                                   found; relevant business are performed corresponding decision-making process and without the
                                                   interest of the Company, the whole shareholders, minority in particular, being violated.
      VIII. Registration form for receiving research, communication and interview in the report period

                                                                         Type of                                    Contents discussed and
              Date                   Place                Method                               Investor
                                                                        investors                                      materials supplied
                                                                                                                 Business production status of
                             Conference room of Spot                    Institutio Essences Securities, Zhong Ou
            2015-1-20                                                                                            the Company, no material
                             the company        investigation           n          Asset Management              required
                                                                                                                     Business production status of
                             Conference room of Spot                    Institutio
            2015-1-30                                                              Founder Securities                the Company, no material
                             the company        investigation           n
                                                                                                                     required
                                                                                                                     Business production status of
                             Conference room of Spot                    Institutio
            2015-2-5                                                               Great Wall Securities             the Company, no material
                             the company        investigation           n
                                                                                                                     required
                                                                                                                     Business production status of
                             Conference room of Spot                    Institutio
            2015-2-11                                                              Sinolink Securities               the Company, no material
                             the company        investigation           n
                                                                                                                     required
                                                                                                                     Business production status of
                             Conference room of Spot                    Institutio
            2015-4-2                                                               Minsheng Securities               the Company, no material
                             the company        investigation           n
                                                                                                                     required




                                                                                                                                              18
                                                                        Hefei Meiling Co., Ltd.The First Quarterly Report of 2015




                                        Section IV. Financial Statement

I. Financial statement

1. Consolidate balance sheet

Prepared by Hefei Meiling Co., Ltd.
                                                                                                                         In RMB

                      Item                      Balance at period-end                         Balance at period-begin

Current assets:

       Monetary funds                                          2,789,974,703.24                               2,665,219,013.80

       Settlement provisions

       Capital lent

       Financial liability measured by fair
value and with variation reckoned into                                   13,400.00
current gains/losses

       Derivative financial liability

       Notes receivable                                        1,717,083,832.88                               1,223,468,044.05

       Accounts receivable                                     1,463,087,559.80                               1,160,192,277.00

       Accounts paid in advance                                  114,564,518.77                                  92,501,704.06

       Insurance receivable

       Reinsurance receivables                                                0.00
     Contract reserve of reinsurance
receivable
       Interest receivable                                              292,798.67

       Dividend receivable

       Other receivables                                          34,508,148.96                                  28,729,328.80

       Purchase restituted finance asset

       Inventories                                             1,695,652,779.30                               1,765,761,407.86

       Divided into assets held for sale
       Non-current asset due within one
year
       Other current assets

Total current assets                                           7,815,177,741.62                               6,935,871,775.57

Non-current assets:

       Loans and payments on behalf



                                                                                                                              19
                                                     Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


     Finance asset available for sales             5,500,000.00                                5,500,000.00

     Held-to-maturity investment

     Long-term account receivable

     Long-term equity investment                  50,290,508.04                               14,211,004.21

     Investment property                          14,690,650.08                               14,892,795.62

     Fixed assets                               1,199,349,580.43                           1,223,763,920.86

     Construction in progress                     60,318,479.96                               62,766,707.57

     Engineering material

     Disposal of fixed asset                      75,828,843.84                               75,808,843.84

     Productive biological asset

     Oil and gas asset

     Intangible assets                           564,925,111.20                              561,864,209.63
    Expense         on    Research        and
                                                  28,522,023.60                               25,194,157.09
Development
     Goodwill                                      5,313,913.50                                5,313,913.50
    Long-term          expenses      to    be
apportioned
     Deferred income tax asset                    84,547,540.77                               83,826,873.81

     Other non-current asset                      41,828,382.00

Total non-current asset                         2,131,115,033.42                           2,073,142,426.13

Total assets                                    9,946,292,775.04                           9,009,014,201.70

Current liabilities:

     Short-term loans                            784,563,968.16                              407,508,739.07

     Loan from central bank
    Absorbing deposit and interbank
deposit
     Capital borrowed

     Financial liability measured by fair
value and with variation reckoned into                12,800.00                                    81,170.00
current gains/losses

     Derivative financial liability

     Notes payable                              1,679,101,287.74                           1,553,110,292.55

     Accounts payable                           1,973,663,345.56                           1,681,116,965.38

     Accounts received in advance                362,224,782.00                              296,641,377.09
     Selling     financial        asset    of
repurchase
   Commission             charge          and
commission payable



                                                                                                           20
                                                   Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


       Wage payable                            126,112,423.96                              156,537,212.29

       Taxes payable                            90,873,668.42                               51,153,350.18

       Interest payable

       Dividend payable                          2,237,640.91                                2,237,640.91

       Other accounts payable                  863,573,617.05                              872,725,707.68

       Reinsurance payables

       Insurance contract reserve

       Security trading of agency

       Security sales of agency

       Divided into liability held for sale
       Non-current liabilities due within 1
                                                11,153,514.40                               11,153,512.52
year
Other current liabilities

Total current liabilities                     5,893,517,048.20                           5,032,265,967.67

Non-current liabilities:

       Long-term loans                          49,232,952.80                               18,947,000.00

       Bonds payable

         Including: preferred stock

                 Perpetual capital
securities

       Long-term account payable

       Long-term wages payable                  39,986,000.96                               40,317,465.61

       Special accounts payable

       Projected liabilities                   345,239,973.14                              347,107,686.15

       Deferred income                         129,619,471.79                              131,995,227.77

       Deferred income tax liabilities

       Other non-current liabilities

Total non-current liabilities                  564,078,398.69                              538,367,379.53

Total liabilities                             6,457,595,446.89                           5,570,633,347.20

Owner’s equity:

       Share capital                           763,739,205.00                              763,739,205.00

       Other equity instrument

         Including: preferred stock

                 Perpetual capital
securities

       Capital public reserve                 1,465,796,255.49                           1,466,959,939.03


                                                                                                         21
                                                                           Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


     Less: Inventory shares

     Other comprehensive income                                          -3,506,394.57                                -3,262,898.99

     Reasonable reserve

     Surplus public reserve                                         359,857,106.14                                 359,857,106.14

     Provision of general risk

     Retained profit                                                890,414,267.38                                 835,453,313.49
Total owner’s equity attributable to
                                                                   3,476,300,439.44                              3,422,746,664.67
parent company
Minority interests                                                       12,396,888.71                              15,634,189.83

Total owner’s equity                                              3,488,697,328.15                              3,438,380,854.50

Total liabilities and owner’s equity                              9,946,292,775.04                              9,009,014,201.70
Legal Representative: Liu Tibin
Person in charge of accounting works: Zhang Xiaolong
Person in charge of accounting institute: Tang Bin


2. Balance Sheet of Parent Company

                                                                                                                            In RMB

                     Item                              Closing balance                              Opening balance

Current assets:

     Monetary funds                                                2,444,985,216.96                              2,392,059,424.25

     Financial liability measured by fair
value and with variation reckoned into                                      13,400.00
current gains/losses

     Derivative financial liability

     Notes receivable                                              1,209,918,075.19                                828,127,854.78

     Accounts receivable                                            913,628,392.28                                 809,847,584.71

     Account paid in advance                                        178,793,327.37                                 176,658,393.90

     Interest receivable

     Dividends receivable

     Other receivables                                                   40,506,865.68                              54,910,749.80

     Inventories                                                    814,992,398.29                                 795,329,785.95

     Divided into assets held for sale

     Non-current assets maturing within
one year

     Other current assets

Total current assets                                               5,602,837,675.77                              5,056,933,793.39

Non-current assets:


                                                                                                                                 22
                                                 Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


     Available-for-sale financial assets       5,000,000.00                                5,000,000.00

     Held-to-maturity investments

     Long-term receivables

     Long-term equity investments            839,455,003.54                              833,369,872.61

     Investment property                      12,161,320.48                               12,279,792.66

     Fixed assets                            865,003,980.83                              885,435,282.76

     Construction in progress                 48,404,633.58                               48,527,533.03

     Project materials

     Disposal of fixed assets                 43,424,954.71                               43,404,954.71

     Productive biological assets

     Oil and natural gas assets

     Intangible assets                       431,379,817.22                              434,092,342.78

     Research and development costs            1,910,850.20                                  509,879.01

     Goodwill

     Long-term deferred expenses

     Deferred income tax assets               75,380,684.46                               76,189,511.02

     Other non-current assets

Total non-current assets                    2,322,121,245.02                           2,338,809,168.58

Total assets                                7,924,958,920.79                           7,395,742,961.97

Current liabilities:

     Short-term borrowings                   687,324,988.16                              373,242,339.07

     Financial liability measured by fair
value and with variation reckoned into            12,800.00                                    81,170.00
current gains/losses

     Derivative financial liability

     Notes payable                           945,588,895.10                            1,036,334,282.38

     Accounts payable                       1,236,559,087.82                           1,151,471,839.41

     Accounts received in advance            330,093,820.36                              152,745,865.71

     Wage payable                             64,382,541.27                               77,090,385.79

     Taxes payable                            50,938,595.25                               23,323,462.51

     Interest payable

     Dividend payable                          2,237,640.91                                2,237,640.91

     Other accounts payable                  700,314,145.88                              712,029,942.44

     Divided into liability held for sale




                                                                                                       23
                                                            Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


       Non-current liabilities due within 1
                                                          7,487,762.48                                7,487,760.60
year

       Other current liabilities

Total current liabilities                              4,024,940,277.23                           3,536,044,688.82

Non-current liabilities:

       Long-term loans                                    7,932,800.00                                7,932,800.00

       Bonds payable

         Including: preferred stock

                 Perpetual capital
securities

       Long-term account payable

       Long-term wages payable                           39,986,000.96                               40,317,465.61

       Special accounts payable

       Projected liabilities                            345,239,973.14                              347,107,686.15

       Deferred income                                   73,666,103.11                               75,538,045.61

       Deferred income tax liabilities

       Other non-current liabilities

Total non-current liabilities                           466,824,877.21                              470,895,997.37

Total liabilities                                      4,491,765,154.44                           4,006,940,686.19

Owners’ equity:

       Share capita                                     763,739,205.00                              763,739,205.00

       Other equity instrument

         Including: preferred stock

                 Perpetual capital
securities

       Capital public reserve                          1,497,987,059.46                           1,497,987,059.46

       Less: Inventory shares

       Other comprehensive income

       Reasonable reserve

       Surplus reserve                                  359,638,940.46                              359,638,940.46

       Retained profit                                  811,828,561.43                              767,437,070.86

Total owner’s equity                                  3,433,193,766.35                           3,388,802,275.78

Total liabilities and owner’s equity                  7,924,958,920.79                           7,395,742,961.97
Legal Representative: Liu Tibin
Person in charge of accounting works: Zhang Xiaolong
Person in charge of accounting institute: Tang Bin



                                                                                                                  24
                                                                      Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


3. Consolidated Profit Statement

                                                                                                                       In RMB

                      Item                         Current Period                                 Last Period

I. Total operating income                                     2,690,420,998.10                              2,613,087,698.42

Including: Operating income                                   2,690,420,998.10                              2,613,087,698.42

         Interest income

         Insurance gained

         Commission charge and commission
income

II. Total operating cost                                      2,630,356,619.59                              2,562,013,868.70

Including: Operating cost                                     2,097,474,045.52                              2,018,641,090.35

         Interest expense

         Commission charge and commission
expense

         Cash surrender value

         Net amount of expense of
compensation

         Net amount of withdrawal of
insurance contract reserve

         Bonus expense of guarantee slip

         Reinsurance expense

         Operating tax and extras                                   17,929,304.57                                14,403,856.24

         Sales expenses                                        427,170,446.81                                   453,546,274.45

         Administration expenses                                    97,415,477.98                                85,284,013.66

         Financial expenses                                     -19,099,709.75                                  -17,475,765.00

         Losses of devaluation of asset                              9,467,054.46                                 7,614,399.00

         Add: Changing income of fair
                                                                       81,770.00
value(Loss is listed with “-”)

         Investment income (Loss is listed
                                                                      171,415.10                                   -103,003.19
with “-”)

         Including: Investment income on
                                                                      171,415.10                                   -103,003.19
affiliated company and joint venture

         Exchange income (Loss is listed
with “-”)

III. Operating profit       (Loss is listed with
                                                                    60,317,563.61                                50,970,826.53
“-”)


                                                                                                                            25
                                                    Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


     Add: Non-operating income                     6,026,381.21                               6,353,872.55

            Including: Disposal gains of
                                                     14,776.00                                1,453,778.85
non-current asset

     Less: Non-operating expense                   6,174,911.26                                 188,790.42

            Including: Disposal loss of
                                                   5,685,698.09                                 174,619.08
non-current asset

IV. Total Profit    (Loss is listed with “-”)   60,169,033.56                              57,135,908.66

     Less: Income tax expense                      9,522,918.59                               5,988,153.23

V. Net profit (Net loss is listed with “-”)     50,646,114.97                              51,147,755.43

    Net profit attributable to owner’s of
                                                  54,960,953.89                              49,511,487.82
parent company

  Minority shareholders’ gains and
                                                  -4,314,838.92                               1,636,267.61
losses

VI. Net after-tax of other comprehensive
                                                    -309,624.32                               1,000,627.56
income

  Net after-tax of other comprehensive
income attributable to owners of parent             -243,495.58                                 600,376.54
company

         (I) Other comprehensive income
items which will not be reclassified
subsequently to profit of loss

              1. Changes as a result of
re-measurement of net defined benefit
plan liability or asset

              2. Share of the other
comprehensive income of the investee
accounted for using equity method which
will not be reclassified subsequently to
profit and loss

     (II) Other comprehensive income
items which will be reclassified                    -243,495.58                                 600,376.54
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


                                                                                                          26
                                                                          Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


               3. Gains or losses arising
from reclassification of held-to-maturity
investment as available-for-sale financial
assets

               4. The effect hedging portion
of gains or losses arising from cash flow
hedging instruments

               5. Translation differences
arising on translation of foreign currency                                -243,495.58                                  600,376.54
financial statements

               6. Other

  Net after-tax of other comprehensive
income attributable to minority                                            -66,128.74                                  400,251.02
shareholders

VII. Total comprehensive income                                         50,336,490.65                                52,148,382.99

     Total comprehensive income
                                                                        54,717,458.31                                50,111,864.36
attributable to owners of parent Company

     Total comprehensive income
                                                                        -4,380,967.66                                 2,036,518.63
attributable to minority shareholders

VIII. Earnings per share:

         (i) Basic earnings per share                                          0.0720                                      0.0648

         (ii) Diluted earnings per share                                       0.0720                                      0.0648
Legal Representative: Liu Tibin
Person in charge of accounting works: Zhang Xiaolong
Person in charge of accounting institute: Tang Bin


4. Profit Statement of Parent Company

                                                                                                                           In RMB

                     Item                              Current Period                                 Last Period

I. Operating income                                               1,501,709,121.95                              1,216,776,629.46

     Less: Operating cost                                         1,253,513,363.69                              1,025,006,130.11

            Operating tax and extras                                    10,329,956.47                                 5,618,273.43

            Sales expenses                                          144,475,730.93                                  103,582,595.46

            Administration expenses                                     50,319,095.61                                43,935,338.17

            Financial expenses                                      -14,222,182.00                                  -13,296,404.90

            Losses of devaluation of asset                               2,036,087.98                                34,533,501.11

     Add: Changing income of fair
                                                                           81,770.00
value(Loss is listed with “-”)




                                                                                                                                27
                                               Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


            Investment income (Loss is
                                                85,130.93                                   -20,120.98
listed with “-”)

            Including: Investment income
                                                85,130.93                                   -20,120.98
on affiliated company and joint venture

II. Operating profit      (Loss is listed
                                             55,423,970.20                              17,377,075.10
with “-”)

   Add: Non-operating income                  2,608,543.71                               4,607,507.27

              Including: Disposal gains of
                                                                                           678,096.91
non-current asset

         Less: Non-operating expense          6,042,964.39                                 174,339.08

              Including: Disposal loss of
                                              5,668,797.10                                 174,339.08
non-current asset

III. Total Profit    (Loss is listed with
                                             51,989,549.52                              21,810,243.29
“-”)

         Less: Income tax expense             7,598,058.95                               3,552,494.72

IV. Net profit (Net loss is listed with
                                             44,391,490.57                              18,257,748.57
“-”)

V. Net after-tax of other comprehensive
income

          (I) Other comprehensive income
items which will not be reclassified
subsequently to profit of loss

                1. Changes as a result of
re-measurement of net defined benefit
plan liability or asset

                2. Share of the other
comprehensive income of the investee
accounted for using equity method
which will not be reclassified
subsequently to profit and loss

          (II) Other comprehensive income
items which will be reclassified
subsequently to profit or loss

                1. Share of the other
comprehensive income of the investee
accounted for using equity method
which will be reclassified subsequently
to profit or loss

                2. Gains or losses arising
from changes in fair value of


                                                                                                     28
                                                                          Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


available-for-sale financial assets

              3. Gains or losses arising
from reclassification of held-to-maturity
investment as available-for-sale
financial assets

              4. The effect hedging
portion of gains or losses arising from
cash flow hedging instruments

              5. Translation differences
arising on translation of foreign
currency financial statements

              6. Other

VI. Total comprehensive income                                          44,391,490.57                              18,257,748.57

VII. Earnings per share:

        (i) Basic earnings per share                                          0.0581                                       0.0239

        (ii) Diluted earnings per share                                       0.0581                                       0.0239
Legal Representative: Liu Tibin
Person in charge of accounting works: Zhang Xiaolong
Person in charge of accounting institute: Tang Bin


5. Consolidated Cash Flow Statement

                                                                                                                           In RMB

                   Item                                Current Period                                Last Period

I. Cash flows arising from operating
activities:

       Cash received from selling
commodities and providing labor                                   1,817,683,475.44                              1,607,319,295.45
services

       Net increase of customer deposit
and interbank deposit

       Net increase of loan from central
bank

       Net increase of capital borrowed
from other financial institution

       Cash received from original
insurance contract fee

  Net cash received from reinsurance
business

    Net increase of insured savings and


                                                                                                                                29
                                                     Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


investment

       Net increase of amount from
disposal financial assets that measured
by fair value and with variation
reckoned into current gains/losses

       Cash received from interest,
commission charge and commission

       Net increase of capital borrowed

       Net increase of returned business
capital

       Write-back of tax received                54,031,690.80                                38,022,269.44

       Other cash received concerning
                                                  5,210,846.22                                17,463,443.87
operating activities

Subtotal of cash inflow arising from
                                               1,876,926,012.46                            1,662,805,008.76
operating activities

       Cash     paid      for    purchasing
commodities         and    receiving   labor   1,471,567,032.43                            1,490,404,973.31
service

       Net increase of customer loans
and advances

       Net increase of deposits in central
bank and interbank

       Cash paid for original insurance
contract compensation

       Cash paid for interest, commission
charge and commission

       Cash paid for bonus of guarantee
slip

       Cash paid to/for staff and workers       263,818,130.30                               211,187,557.21

       Taxes paid                                79,377,370.18                                75,731,980.76

       Other    cash      paid   concerning
                                                188,924,432.17                               193,762,600.45
operating activities

Subtotal of cash outflow arising from
                                               2,003,686,965.08                            1,971,087,111.73
operating activities

Net cash flows arising from operating
                                               -126,760,952.62                              -308,282,102.97
activities

II. Cash flows arising from investing
activities:

       Cash received from recovering


                                                                                                           30
                                                   Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


investment

     Cash received from investment
income

     Net cash received from disposal of
fixed, intangible and other long-term            1,234,432.00                               40,729,958.40
assets

     Net cash received from disposal of
subsidiaries and other units

     Other cash received concerning
                                                17,219,641.80                               12,044,788.48
investing activities

Subtotal of cash inflow from investing
                                                18,454,073.80                               52,774,746.88
activities

     Cash paid for purchasing fixed,
                                                36,881,430.75                               27,741,973.71
intangible and other long-term assets

     Cash paid for investment                   36,149,974.00                                1,097,787.00

     Net increase of mortgaged loans

     Net cash received from
subsidiaries and other units obtained

     Other    cash     paid     concerning
investing activities

Subtotal of cash outflow from investing
                                                73,031,404.75                               28,839,760.71
activities

Net cash flows arising from investing
                                               -54,577,330.95                               23,934,986.17
activities

III. Cash flows arising from financing
activities

     Cash received from absorbing
investment

     Including: Cash received from
absorbing     minority        shareholders’
investment by subsidiaries

     Cash received from loans                  686,048,061.59                              716,333,000.05

     Cash received from issuing bonds

     Other cash received concerning
financing activities

Subtotal of cash inflow from financing
                                               686,048,061.59                              716,333,000.05
activities

     Cash paid for settling debts              381,572,057.56                               95,834,477.54



                                                                                                         31
                                                                           Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


     Cash paid for dividend and profit
                                                                         3,958,191.54                                 1,963,928.25
distributing or interest paying

     Including: Dividend and profit of
minority shareholder paid by
subsidiaries

     Other         cash     paid   concerning
                                                                                                                      2,973,468.35
financing activities

Subtotal      of     cash     outflow   from
                                                                    385,530,249.10                                  100,771,874.14
financing activities

Net cash flows arising from financing
                                                                    300,517,812.49                                  615,561,125.91
activities

IV. Influence on cash and cash
equivalents due to fluctuation in                                        7,204,996.05                                 1,286,792.08
exchange rate

V. Net increase of cash and cash
                                                                    126,384,524.97                                  332,500,801.19
equivalents

     Add: Balance of cash and cash
                                                                  2,645,879,017.88                               2,238,884,137.50
equivalents at the period -begin

VI. Balance of cash and cash
                                                                  2,772,263,542.85                               2,571,384,938.69
equivalents at the period -end
Legal Representative: Liu Tibin
Person in charge of accounting works: Zhang Xiaolong
Person in charge of accounting institute: Tang Bin


6. Cash Flow Statement of Parent Company

                                                                                                                            In RMB

                      Item                             Current Period                                 Last Period

I. Cash flows arising from operating
activities:

     Cash received from selling
commodities and providing labor                                     919,267,902.33                                  936,702,970.03
services

     Write-back of tax received                                         35,315,414.37                                32,722,151.29

     Other cash received concerning
                                                                         1,969,905.92                                 3,086,145.94
operating activities

Subtotal of cash inflow arising from
                                                                    956,553,222.62                                  972,511,267.26
operating activities

     Cash paid for purchasing
                                                                    973,813,926.55                               1,097,447,589.58
commodities and receiving labor



                                                                                                                                 32
                                                  Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


service

     Cash paid to/for staff and workers       90,288,074.11                                82,535,290.35

     Taxes paid                               25,736,819.33                                19,957,054.76

     Other    cash     paid    concerning
                                              66,618,277.52                                74,575,556.76
operating activities

Subtotal of cash outflow arising from
                                            1,156,457,097.51                            1,274,515,491.45
operating activities

Net cash flows arising from operating
                                            -199,903,874.89                              -302,004,224.19
activities

II. Cash flows arising from investing
activities:

     Cash received from recovering
investment

     Cash received from investment
income

     Net cash received from disposal of
fixed, intangible and other long-term            965,112.00                                   729,950.00
assets

     Net cash received from disposal of
subsidiaries and other units

     Other cash received concerning
                                              14,255,616.51                                12,445,872.25
investing activities

Subtotal of cash inflow from investing
                                              15,220,728.51                                13,175,822.25
activities

     Cash paid for purchasing fixed,
                                              15,521,939.44                                22,506,664.19
intangible and other long-term assets

     Cash paid for investment                  6,000,000.00                                 4,950,000.00

     Net      cash     received     from
subsidiaries and other units

     Other    cash     paid    concerning
investing activities

Subtotal of cash outflow from investing
                                              21,521,939.44                                27,456,664.19
activities

Net cash flows arising from investing
                                               -6,301,210.93                              -14,280,841.94
activities

III. Cash flows arising from financing
activities

     Cash received from absorbing



                                                                                                        33
                                                                 Hefei Meiling Co., Ltd.The First Quarterly Report of 2015


investment

     Cash received from loans                               619,816,005.59                               655,241,500.05

     Cash received from issuing bonds

     Other cash received concerning
                                                              4,801,561.18                                50,210,844.95
financing activities

Subtotal of cash inflow from financing
                                                            624,617,566.77                               705,452,345.00
activities

     Cash paid for settling debts                           347,191,657.56                                65,300,977.54

     Cash paid for dividend and profit
                                                              3,496,983.19                                 1,228,608.27
distributing or interest paying

     Other         cash     paid   concerning
                                                             19,697,344.21                                 1,813,437.05
financing activities

Subtotal      of     cash     outflow   from
                                                            370,385,984.96                                68,343,022.86
financing activities

Net cash flows arising from financing
                                                            254,231,581.81                               637,109,322.14
activities

IV. Influence on cash and cash
equivalents due to fluctuation in                             6,512,404.39                                   245,030.45
exchange rate

V. Net increase of cash and cash
                                                             54,538,900.38                               321,069,286.46
equivalents

     Add: Balance of cash and cash
                                                           2,390,446,316.58                            1,996,577,625.49
equivalents at the period -begin

VI. Balance of cash and cash
                                                           2,444,985,216.96                             2,317,646,911.95
equivalents at the period -end
Legal Representative: Liu Tibin
Person in charge of accounting works: Zhang Xiaolong
Person in charge of accounting institute: Tang Bin


II. Audit report

Whether the 1st quarterly report has been audited or not
□Yes √ No
                                                                              Hefei Meiling Co., Ltd.
                                                                              Chairman: Liu Tibin
                                                                                  18 April 2015




                                                                                                                       34