Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
FOSHAN ELECTRICAL AND LIGHTING CO., LTD.
ANNUAL REPORT 2022
【April 2023】
1
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
ANNUAL REPORT 2022
Part I Important Notes, Table of Contents and Definitions
The Board of Directors (or the “Board”), the Supervisory Committee as well as the directors,
supervisors and senior management of Foshan Electrical and Lighting Co., Ltd. (hereinafter
referred to as the “Company”) hereby guarantee the factuality, accuracy and completeness of
the contents of this Report and its summary, and shall be jointly and severally liable for any
misrepresentations, misleading statements or material omissions therein.
Wu Shenghui, the Company’s legal representative, Tang Qionglan, the Company’s Chief
Financial Officer (CFO), and Liang Yuefei, the person-in-charge of the Company’s accounting
organ (equivalent to accounting manager) hereby guarantee that the Financial Statements
carried in this Report are factual, accurate and complete.
All the Company’s directors have attended the Board meeting for the review of this Report
and its summary.
The future plans and other forward-looking statements, as well as the cautionary statements
mentioned in this Report shall NOT be considered as virtual promises of the Company to
investors. And investors are kindly reminded to be well aware of possible risks.
The Company has described in detail in this Report the risk of macro-economic fluctuations
and intensified market competition, the risk of rising raw material prices, the risk of exchange
rate fluctuations, the risk of the recoverability of accounts receivable. Please refer to the
section headed “Potential Risks” in Item XI of Part III of this Report.
The Board has approved a final dividend plan as follows:based on the share capital of
1,348,994,647 shares (the total share capital of 1,361,994,647 shares minus the remaining
13,000,000 A-shares repurchased in the share repurchase account at the disclosure date of the
2022 Annual Report, a cash dividend of RMB1 (tax inclusive) per 10 shares is to be
distributed to the shareholders, with no bonus issue from either profit or capital reserves.
Where any change occurs to the total shares entitled to the final dividend due to any new issue,
grant of equity incentives, etc. when the final dividend plan is implemented, the dividend per
share shall remain the same while the total payout amount shall be adjusted accordingly.
This Report has been prepared in both Chinese and English. Should there be any
discrepancies or misunderstandings between the two versions, the Chinese version shall
prevail.
2
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Table of Contents
Part I Important Notes, Table of Contents and Definitions ........................................................... 2
Part II Corporate Information and Key Financial Information ................................................... 6
Part III Management Discussion and Analysis ............................................................................. 13
Part IV Corporate Governance ...................................................................................................... 52
Part V Environmental and Social Responsibility ......................................................................... 80
Part VI Significant Events ............................................................................................................. 100
Part VII Share Changes and Shareholder Information ............................................................. 149
Part VIII Preferred Shares ........................................................................................................... 161
Part IX Corporate Bonds .............................................................................................................. 162
Part X Financial Statements ......................................................................................................... 163
3
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Documents Available for Reference
Investors and interested parties can get access to the following materials in the Board Secretary’s
Office in the Company’s office building:
1. The financial statements signed and stamped by the Company’s legal representative, Chief
Financial Officer, and the person-in-charge of the Company’s accounting organ.
2. The original copy of the Independent Auditor’s Report signed and stamped by the certified public
accountants and stamped by the CPA firm.
3. The originals of all the Company’s announcements and documents disclosed to the public during
the Reporting Period on the media designated by the CSRC for information disclosure.
4
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Definitions
Term Definition
Foshan Electrical and Lighting Co., Ltd. and its consolidated subsidiaries,
The “Company”, “listed company”, “FSL” or “we”
except where the context otherwise requires
Rising Group Guangdong Rising Holdings Group Co., Ltd.
Electronics Group Guangdong Electronics Information Industry Group Ltd.
Hong Kong Rising Investment Rising Investment Development Limited
Hongkong Wah Shing Hongkong Wah Shing Holding Company Limited
Guangdong Rising Capital Investment Co., Ltd. (formerly known as
Rising Capital
“Guangdong Rising Finance Holding Co., Ltd.”)
Shenzhen Rising Investment Shenzhen Rising Investment Development Co., Ltd.
NationStar Optoelectronics Foshan NationStar Optoelectronics Co., Ltd.
NationStar Semiconductor Foshan NationStar Semiconductor Technology Co., Ltd.
Sigma Foshan Sigma Venture Capital Co., Ltd.
Nanning Liaowang Nanning Liaowang Auto Lamp Co., Ltd.
Guangdong Fenghua Semiconductor Technology Co., Ltd. (formerly known as
Fenghua Semiconductor
“Guangdong Yuejing High-tech Co., Ltd.”)
CSRC China Securities Regulatory Commission
SZSE Shenzhen Stock Exchange
General meeting General meeting of Foshan Electrical and Lighting Co., Ltd.
Board of Directors The board of directors of Foshan Electrical and Lighting Co., Ltd.
Supervisory Committee The supervisory committee of Foshan Electrical and Lighting Co., Ltd.
Expressed in the Chinese currency of Renminbi, expressed in tens of thousands
RMB, RMB’0,000, RMB’00,000,000
of Renminbi, expressed in hundreds of millions of Renminbi
5
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Part II Corporate Information and Key Financial Information
I Corporate Information
Stock name FSL, FSL-B Stock code 000541/200541
Stock exchange for listing Shenzhen Stock Exchange
Company name in Chinese 佛山电器照明股份有限公司
Abbr. 佛山照明
Company name in English (if
FOSHAN ELECTRICAL AND LIGHTING CO.,LTD
any)
Abbr. (if any) FSL
Legal representative Wu Shenghui
Registered address No. 64, Fenjiang North Road, Chancheng District, Foshan City, Guangdong Province, P.R.China
Zip code 528000
Changes of registered address N/A
Office address No. 64, Fenjiang North Road, Chancheng District, Foshan City, Guangdong Province, P.R.China
Zip code 528000
Company website www.chinafsl.com
Email address gzfsligh@pub.foshan.gd.cn
II Contact Information
Board Secretary Securities Representative
Name Huang Zhenhuan Huang Yufen
No. 64, Fenjiang North Road, Chancheng No. 64, Fenjiang North Road, Chancheng
Address District, Foshan City, Guangdong District, Foshan City, Guangdong
Province, P.R.China Province, P.R.China
Tel. （0757）82810239 （0757）82966028
Fax （0757）82816276 （0757）82816276
Email address fsldsh@chinafsl.com fslhyf@163.com
III Media for Information Disclosure and Place where this Report Is Lodged
Stock exchange website where this Report is disclosed http://www.cninfo.com.cn
China Securities Journal, Securities Times, Ta Kung Pao (HK), and
Media and website where this Report is disclosed
http://www.cninfo.com.cn
6
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Board Office, FSL Office Building, No. 64, Fenjiang North Road,
Place where this Report is lodged
Chancheng District, Foshan City, Guangdong Province, P.R.China
IV Change to Company Registered Information
Unified social credit code 91440000190352575W
Change to principal activity of the
Unchanged
Company since going public (if any)
In April 2006, the State-owned Assets Supervision and Administration Commission
(SASAC) of Foshan Municipal People's Government, the former controlling
shareholder of the Company, transferred 13.47% of shares it held in the Company to
OSRAM Prosperity Holding Company Limited (later renamed as "OSRAM Holding
Company Limited"), and at the same time, SASAC of Foshan Municipal People's
Government transferred 10.50% of shares it held in the Company to Prosperity Lamps
& Components Limited. Upon completion of such transfer, the biggest shareholder of
the Company was OSRAM Prosperity Holding Company Limited, and the Company
had no any controlling shareholder or actual controller. In December 2015, OSRAM of
Germany transferred 100% equity it held in OSRAM Holding Company Limited
(OSRAM Holding Company Limited held 13.47% of shares of the Company, being the
biggest shareholder of the Company and later renamed as "Hongkong Wah Shing
Every change of controlling shareholder
Holding Company Limited") to Electronics Group. In addition, Electronics Group and
since incorporation (if any)
its parties acting in concert (Rising Capital, Shenzhen Rising Investment and Hong
Kong Rising Investment), held 23.144% of the shares of the Company through
increasing their shareholding of the Company. Electronics Group and its parties acting
in concert became the controlling shareholder of the Company and Electronics Group
is a wholly-owned subsidiary of Rising Holdings Group. In December 2021, wholly-
owned subsidiaries of Rising Holdings Group, Rising Capital and Shenzhen Rising
Investment transferred 5.94% of shares they held in the Company to Rising Holdings
Group through transfer by agreement for no compensation. Therefore, Rising Holdings
Group and its parties acting in concert held 30% of shares in the Company. As of the
date of this Report, due to the retirement of certain shares repurchased by the
Company, Rising Holdings Group and its parties acting in concert hold 30.82% of
shares in the Company.
V Other Information
The independent audit firm hired by the Company:
Name WUYIGE Certified Public Accountants LLP
Office address Room 2206, 22/F, 1 Zhichun Road, Haidian District, Beijing
Accountants writing signatures He Xiaojuan, and Xia Ling
The independent sponsor hired by the Company to exercise constant supervision over the Company in the
Reporting Period:
7
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
□ Applicable Not applicable
The independent financial advisor hired by the Company to exercise constant supervision over the Company in
the Reporting Period:
Applicable □ Not applicable
Name of financial advisor Office address Name of representative Period of supervision
52/F, T2 Office Building,
Shenye Shangcheng (South
China Industrial Securities 23 February 2022 - 31
Zone), 5001 Huanggang Qiu Kaijuan, and Du Qian
Co., Ltd. December 2023
Road, Futian District,
Shenzhen
VI Key Financial Information
Indicate by tick mark whether there is any retrospectively restated datum in the table below.
Yes □ No
Reason for retrospective restatement:
Business combination involving entities under common control.
2022-over-2021
2021 2020
2022 change (%)
Before Restated Restated Before Restated
Operating 8,759,965,27 4,772,690,46 8,726,241,05 3,744,914,45 7,139,915,68
0.39%
revenue (RMB) 5.96 9.14 3.50 2.72 1.88
Net profit
attributable to
the listed 230,394,235. 250,091,965. 299,614,354. 316,914,185. 344,497,448.
-23.10%
company’s 91 87 88 34 15
shareholders
(RMB)
Net profit
attributable to
the listed
company’s
221,545,061. 150,010,381. 149,573,177. 276,795,046. 278,242,315.
shareholders 48.12%
10 60 56 07 69
before
exceptional
gains and losses
(RMB)
Net cash
generated -
1,064,888,32 433,473,948. 394,828,331. 855,384,683.
277,025,085. 145.66%
from/used in 0.69 34 90 02
26
operating
8
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
activities
(RMB)
Basic earnings
per share 0.1708 0.1854 0.2221 -23.10% 0.2349 0.2554
(RMB/share)
Diluted
earnings per
0.1692 0.1836 0.2200 -23.09% 0.2327 0.2529
share
(RMB/share)
Weighted
average return 4.13% 4.23% 4.20% -0.07% 5.82% 5.02%
on equity (%)
Change of 31
December 2022
31 December 31 December 2021 over 31 31 December 2020
2022 December 2021
(%)
Before Restated Restated Before Restated
Total assets 15,287,061,1 9,699,592,52 16,599,918,6 8,519,336,91 14,899,056,7
-7.91%
(RMB) 19.70 8.61 28.35 4.11 52.81
Equity
attributable to
the listed 5,173,066,09 5,800,558,58 7,036,108,77 6,263,921,30 7,460,895,47
-26.48%
company’s 5.76 8.34 2.54 4.54 6.60
shareholders
(RMB)
Indicate by tick mark whether the lower of the net profit attributable to the listed company’s shareholders before
and after exceptional gains and losses was negative for the last three accounting years, and the latest
independent auditor’s report indicated that there was uncertainty about the Company’s ability to continue as a
going concern.
□ Yes No
Indicate by tick mark whether the lower of the net profit attributable to the listed company’s shareholders before
and after exceptional gains and losses was negative.
□ Yes No
9
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
VII Accounting Data Differences under China’s Accounting Standards for Business
Enterprises (CAS) and International Financial Reporting Standards (IFRS) and Foreign
Accounting Standards
1. Net Profit and Equity under CAS and IFRS
□ Applicable Not applicable
No difference for the Reporting Period.
2. Net Profit and Equity under CAS and Foreign Accounting Standards
□ Applicable Not applicable
No difference for the Reporting Period.
VIII Key Financial Information by Quarter
Unit: RMB
Q1 Q2 Q3 Q4
Operating revenue 2,049,503,975.00 2,425,694,272.57 2,176,919,528.17 2,107,847,500.22
Net profit attributable
to the listed company’s 62,312,239.55 100,812,332.99 62,972,847.87 4,296,815.50
shareholders
Net profit attributable
to the listed company’s
shareholders before 55,625,535.40 105,236,988.78 64,167,908.29 -3,616,634.91
exceptional gains and
losses
Net cash generated
from/used in operating -54,833,636.58 244,076,020.91 425,242,415.99 450,403,520.37
activities
Indicate by tick mark whether any of the quarterly financial data in the table above or their summations differs
materially from what have been disclosed in the Company’s quarterly or interim reports.
□ Yes No
IX Exceptional Gains and Losses
Applicable □ Not applicable
Unit: RMB
Item 2022 2021 2020 Note
Gain or loss on
disposal of non-current -8,216,871.49 82,233,742.26 7,466,798.65
assets (inclusive of
10
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
impairment allowance
write-offs)
Government subsidies
charged to current
profit or loss (exclusive
of government
subsidies consistently
given in the
68,903,156.89 15,971,903.24 25,372,941.13
Company’s ordinary
course of business at
fixed quotas or
amounts as per
government policies or
standards)
Capital occupation
charges on non-
financial enterprises 339,583.00 881,704.19 1,337,410.12
that are recognized in
profit or loss
Current profit or loss
on subsidiaries
obtained in business
combinations involving
22,504,245.08 233,275,576.92 102,415,815.56
entities under common
control from the
period-beginning to
combination dates, net
Gain or loss on fair-
value changes on held-
for-trading financial
assets and liabilities &
income from disposal
of held-for-trading
financial assets and
liabilities and -19,057,137.27 10,663,119.44 8,463,850.00
available-for-sale
financial assets
(exclusive of the
effective portion of
hedges that arise in the
Company’s ordinary
course of business)
Reversed portions of
impairment allowances 1,203,963.23 9,156,396.52
for receivables which
11
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
are tested individually
for impairment
Non-operating income
and expense other than 10,557,819.17 10,640,975.11 -123,367.66
the above
Less: Income tax
4,465,855.78 17,224,178.81 5,643,715.91
effects
Non-controlling
interests effects (net of 62,919,728.02 186,401,665.03 82,190,995.95
tax)
Total 8,849,174.81 150,041,177.32 66,255,132.46 --
Details of other items that meet the definition of exceptional gain/loss:
□ Applicable Not applicable
No such cases for the Reporting Period.
Explanation of why the Company reclassifies as recurrent an exceptional gain/loss item listed in the
Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the
Public—Exceptional Gain/Loss Items:
□ Applicable Not applicable
No such cases for the Reporting Period.
12
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Part III Management Discussion and Analysis
I Industry Overview for the Reporting Period
During 2022, a variety of unfavorable factors such as the slower recovery of the global economy and high raw
material costs led to less room for profit for companies in the lighting industry. Moreover, the industry reshuffle
was still in progress. Enterprises with advantages in technology, fund and brand were gradually expanding their
market shares, and high-quality resources were being channeled to leading players. With the national policy of
"Carbon Emission Peak and Carbon Neutrality", major enterprises accelerated the development of high energy-
saving and intelligent products with better light quality. To this end, they carried out cross-field integration by
focusing on healthy and intelligent lighting and made arrangements for the development of the ecosystem in the
industry, thereby achieving transformation and upgrading. Concurrently, with the continuously upgraded
technologies and policy encouragement, the lighting application scenarios got increasingly diversified.
Moreover, segmentations such as intelligent lighting, healthy lighting, animal and plant lighting would usher in
more development opportunities, injecting new impetus into the industry development.
As automotive lights are core parts of an automobile, the automotive light industry development is closely
linked to the development of the automotive industry. In accordance with the statistics released by the China
Association of Automobile Manufacturers (CAAM), the automobile output and sales in China for 2022 reached
27.021 million and 26.864 million, up by 3.4% and 2.1% year on year, respectively. The new energy vehicle
industry achieved ongoing explosive growth. Statistically, the output and sales of new energy vehicles for 2022
reached 7.058 million and 6.887 million, up by 96.9% and 93.4% year on year, respectively. Additionally, the
market share of new energy vehicles rose to 25.6%. The growth in automobile output and sales boosted the
demand in the automotive light market. As the R&D capabilities of the upstream, midstream and downstream
enterprises along the domestic automotive-light industrial chain have improved in the last few years, Chinese
auto parts enterprises have gradually been incorporated by vehicle companies into their supply chain systems.
This has contributed to the continuously accelerated replacement with domestic products and given more
opportunities to Chinese automotive light enterprises. At the same time, with the development of automotive
industry technologies, the increasingly electronic and intelligent automotive light-related technologies have
enabled automotive lights to carry more functions in addition to traditional lighting, which has not only brought
users more environmental, safe, recreational, and intelligent driving experience but also injected new growth
impetus into the industry.
Affected by the sluggish downstream demand, the development of the packaging industry will be affected to a
certain extent in 2022.Still, with the upgraded technologies, new application sub-markets will be constantly
expanded. Meanwhile, the emerging application fields, such as new Mini/Micro LED displays, plant lighting,
and intelligent lighting, are going to enter a critical phase of rapid development, bringing new development
opportunities for the LED packaging industry. Additionally, as relevant industry policies are introduced, the
transformation toward high energy-saving, highly reliable, and intelligent LED semiconductors with better light
quality will be expedited, which has set a stricter requirement for enterprises' innovation capability. Top players
in the industry will have more say.
II Principal Activity of the Company in the Reporting Period
13
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(I) Principal business
The Company has been committed to the R&D, production and sale of high-quality and energy-efficient
lighting products in order to provide integrated lighting solutions for customers. It is the controlling shareholder
of Nanning Liaowang Auto Lamp Co., Ltd. ("Nanning Liaowang") and Foshan NationStar Optoelectronics Co.,
Ltd. ("NationStar Optoelectronics") through acquisition programs starting from 2021. At present, the principal
business of the Company mainly includes the R&D, production and sale of general lighting products, electrical
products, automotive lighting products, and LED packaging products.
The general lighting business of the Company mainly covers LED light sources, LED luminaries, traditional
lighting products and comprehensive lighting solutions for home lighting, commercial lighting, industrial
lighting, municipal road lighting and landscape lighting. Over recent years, the Company has been exploring
new fields, including smart lighting, healthy lighting, marine lighting, and animal and plant lighting.
Electrical products mainly include switches, sockets, smart control panels, and smart door locks.
Based on its own automotive light sources and modules, the Company, relying on its majority-owned subsidiary
Nanning Liaowang, has expanded the automotive lighting business into the automotive light assembly sector,
involving basically all the lights that an automobile requires, such as headlights, rear light combos, fog lights,
backup lights, interior lights, and license plate lights. The main clients of Nanning Liaowang include SAIC-
GM-Wuling Automobile, Chongqing Changan Automobile, Bestune, SAIC Maxus Automotive, Dongfeng
Liuzhou Motor, Dongfeng Sokon, SERES and other whole-automobile manufacturers.
The Company conducts LED packaging business mainly by relying on its majority-owned subsidiary
NationStar Optoelectronics (stock code: 002449). The LED packaging business mainly involves components
(including components for display, lighting, and optoelectronics), modules (including display and backlight
modules as well as mini backlight modules), and LED epitaxial wafers and chips (including blue and green
display / digital indication / automotive high power flip-flop / Mini LED chip products), electronic components,
integrated circuit products and accessories (including MOS/Si/IC products), and third generation semiconductor
products (including silicon carbide discrete devices/power modules, gallium nitride series device products),
which are widely used for consumer electronics, home appliances, computers, communications, display and
lighting products, general lighting, automotive lighting, sterilization and purification, plant lighting, and other
fields.
(II) Business models
1. Procurement model
The Company's procurement department should ensure that the procured materials and products meet the
prescribed requirements and that procurement activities are under control. Besides, it should consider the needs
of each department and the reasonable stock quantity before carrying out any procurement, determine suppliers
by means of bidding, price negotiation, and price comparison, and follow up on the procurement orders. There
should be several backup suppliers of each principal raw material to ensure fair procurement price, timely
material supply, and high quality.
14
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
2. Production model
For routine products, the production plan for the next month is prepared based on the analysis of the sales of
each month and changes in the future market demand and the safe stock benchmark. Each production
department produces products as planned so as to control the stock and meet the sales demand. For customized
products, the make-to-order strategy is implemented to effectively control the stock quantity of raw materials,
reduce the funds that are tied up, and improve the Company's operational efficiency.
3. Sales model
In the general lighting business, for domestic sales, the Company adopts the model of agency distribution and
direct supply to engineering projects. The Company boasts hardware distribution, home, engineering, industrial
lighting, commercial distribution, and e-commerce & retail sale channels. For foreign sales, the Company
adopts the models of OEM and independent brands. The sale of products of independent brands abroad is
carried out mainly via agencies.
In the automotive lighting business, in the factory-installed market, the model of supplying automotive light
products directly to OEMs is mainly adopted; in the aftermarket, products are mainly sold by agencies.
In the LED packaging business, the direct sale model is mainly adopted, in which products are sold through
direct communication with clients.
(III) Main driving forces for growth
The Company upholds the overall idea of "stabilizing the fundamentals and expanding new businesses", and
continuously strengthens the innovation driver and refines the business portfolio. Additionally, it promotes the
change of the marketing model, intensifies management improvement, and vigorously explores market
segments. Since 2021, the Company has acquired Nanning Liaowang and NationStar Optoelectronics, which
has provided strong support for the Company to rapidly enter the OEM market and make the automobile vehicle
lamp business of the Company stronger and bigger, as well as to strengthen integration upstream and
downstream of the industrial chain of LED. Meanwhile, with the evolution of the industrial competition model,
consumers are getting increasingly concerned with product quality and brand. As a result, companies with weak
competitiveness will be gradually elbowed out of the market while large enterprises or enterprises with core
competitiveness will have more market opportunities. By virtue of its advantages in technology, brand, channel
and scale, the Company has continued to promote the technical upgrading of main products, improve product
quality, beef up market expansion and optimize the business portfolio through sustained spending on R&D and
technical innovation. Meanwhile, it has gained an advantageous position in the process of enhancing market
concentration by increasing the level of production automation, effectively controlling purchase costs and
ramping up production efficiency.
III Core Competitiveness Analysis
During the Reporting Period, through continued accumulation, the Company’s core competitiveness has been
further enhanced, which is mainly reflected in the following aspects:
15
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Channel advantage
The Company has been sticking to the market strategy of deeply cultivating and refining channels. Over years
of development and experience, the Company has been equipped with six major sales channels in domestic
market (hardware distribution, home, engineering, industrial lighting, commercial distribution, and e-commerce
& retail sales channels), forming a marketing network covering the whole country; in foreign market, the
Company has made active steps to develop international market business, sold products to more than 120
countries and regions in North America, Europe, Southeast Asia, Africa and Oceania, and kept improving
overseas sales channel. By virtue of its powerful and comprehensive sales channels, the Company has enabled
its products to enter market rapidly, substantially enhancing its market development abilities and
competitiveness. Nanning Liaowang is a major manufacturer in the Chinese automotive light industry. It has
accumulated stable whole-automobile manufacturing clients and has been developing new clients. Its client
entities are increasingly diverse, and the market share of its micro automotive lights ranks first in China.
NationStar Optoelectronics has an excellent client structure. It has established a long-term cooperative
relationship with industry-leading display manufacturers and internationally famous home appliance enterprises,
has successfully showcased its products in many large events and high-end venues at home and abroad, and is
widely recognized by end clients and the market.
Brand advantage
The Company has accumulated more than 60 years' experience in the lighting industry and enjoyed
continuously increasing influence and brand value for its "FSL". For 17 consecutive years, the Company has
been included in the list of "China's 500 Most Valuable Brands". In 2022, the value of FSL brand reached
RMB26.529 billion. In recent years, with the enhancement of its development positioning, product design and
user experience, the Company has initiated the strategy of brand upgrading and carried out promotion by
centering around the new "Professional, Healthy, Fashionable and Intelligent". In addition, it has accelerated
brand building through high-end mainstream media platform, Internet emerging media and offline terminal
advertising respectively, maximized the brand and product communication effect, formed a comprehensive and
diversified publicity position, and driven the transition of “FSL” from an industrial brand to a popular brand to
maintain the brand vitality and competitiveness. The brand "FSL" has become one of the most influential and
popular industrial brands in China, and the powerful brand influence has played a key role in driving the
sustained growth of the Company’s sales. Nanning Liaowang strictly abides by the national industry standards
when producing automotive lights of the "Liaowang" brand. It has been hailed as a high-quality supplier of car
manufacturers for quite a few times. NationStar Optoelectronics has been awarded honors such as "National
High-tech Enterprise Certification", "Brand Power", "Top 10 LED Packaging Brands", “GG Golden Globe
Award”, and “Company of the Year 2022”, which constantly enhances its image of professionalism and brand
advantages.
R&D technical advantage
The Company values the R&D of new products and the development of innovation and R&D teams, and has
established a scientific and independent science and technology innovation system, and a team of well-
structured, collaborative and efficient talents. It has further increased spending on technology and independent
product innovation and introduced first-class R&D equipment and facilities from home and abroad to provide
high-quality conditions for scientific and technological innovation. The Company is a national high-tech
16
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
company, and its testing center has the CNAS-approved qualification. In addition, the Company has built
innovative platforms such as "Guangdong Engineering Technology Development Center", "Guangdong
Industrial Design Center", "Guangdong Enterprise Technology Center", and "Lighting Research Institute".
Besides, the Company has won the title of "National IP Demonstration Enterprise". Established"Postdoctoral
Research Station (Substation)", a "Guangdong Science and Technology Expert Workstation" to explore and
intensify efforts in the cutting-edge technology of LEDs, and address key issues and common technology issues
in the industry. It has formed technical barriers with proprietary intellectual property rights in lighting,
spectroscopic, electrical, IoT, AI and many other fields. Cumulatively, the company and its holding subsidiaries
have been granted more than 1,900 valid patents. Also, they have led or participated in the formulation or
revision of 160 standards at all levels, which have been issued. The Company actively integrates internal and
external resources and collaborates with Tsinghua University, Fudan University, Sun Yat-sen University, South
China University of Technology, Institute of Deep-Sea Science and Engineering of CAS, Dalian Ocean
University and other scientific research institutes to establish in-depth industrial and research cooperation, so as
to promote key technological breakthroughs and transformation of scientific and technological achievements.
Meanwhile, the Company has formed a smooth R&D talent cultivation channel to provide a strong guarantee
for the Company to maintain technological leadership and continuous product innovation. Nanning Liaowang
boasts a provincial enterprise technology center, a provincial R&D center, and a Guangxi automotive lighting
parts engineering technology research center; , established the Automotive Lighting Research Institute; In
recent years, Nanning Liaowang has increased investment in R&D, accelerate investment in various lens
modules and interactive signal lamp technologies, and continuously enhanced its R&D strength. NationStar
Optoelectronics has created 16 R&D platforms, including the Postdoctoral Research Station, and the National-
and local-joint Engineering Laboratory for Semiconductor Lighting Materials and Components. It has
undertaken near 30 national research projects such as the national "863" program and the key national R&D
program, in addition to more than 100 provincial and ministerial research projects. Besides, it has won honors
such as "National Intellectual Property Demonstration Enterprise", "China Award for Excellent Patents",
"Guangdong Science and Technology Progress Award (first/second prize)", as well as Advanced Technology
Golden Globe Award "2022 Company of the Year” and “2022 Innovative Technology". Moreover, it has
constantly made breakthroughs and surmounted technological challenges in emerging areas such as Mini/Micro
LED, the third generation of semiconductor, smart wear, automotive components, and new optoelectronic
components.
Scale advantage
As one of the enterprises to first step into the industry of producing and selling lighting products, the Company
forms a capability of mass manufacturing by years of experience accumulation. After years of continuous
investment, the Company has greatly improved its production automation level. The large-scale and centralized
production brings obvious economic benefits to the Company, which not only shows in manufacture cost of
products, but also shows in aspects such as raw material procurement and price negotiation. With
manufacturing bases in Nanning, Liuzhou, Chongqing, Qingdao, and Indonesia, Nanning Liaowang has an
annual production capacity of more than five million sets of automotive lights. NationStar Optoelectronics
began engaging in LED packaging in 1976. It is included in the first batch of enterprises that have produced
LED products and the first Chinese enterprise to go public with LED packaging as its principal business.
Besides, it is one of the largest LED manufacturers in China.
Advantage of a vertical and integrated LED industrial chain
17
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
By controlling NationStar Optoelectronics, whose business covers the entire LED industry chain, including
upstream LED chip manufacturing, midstream LED packaging, and downstream LED application products, the
Company has optimized the industry chain and enhanced its competitiveness and visibility in the industry.
IV Core Business Analysis
1. Overview
In the Reporting Period, the Company persisted in prioritizing stable growth by implementing decisions and
arrangements in this regard. It withstood the pressure and rose to various challenges head-on. By focusing on
optimizing the business structure, expanding markets, advancing technological innovation, deepening reform,
and strengthening internal control and management, quality and efficiency were improved, and the production
and operation were stable overall. During the Reporting Period, the Company recorded operating revenue of
RMB 8.760 billion, up by 0.39% year-on-year (YoY); a net profit attributable to its shareholders of RMB 230
million, down by 23.10% YoY; and a net profit attributable to its shareholders before exceptional gains and
losses of RMB 222 million, up by 48.12% YoY.
During the Reporting Period, the Company mainly focused on the following tasks:
1. Using all means to expand markets
The Company adopted a target-oriented approach to expand markets. First, channel construction was further
advanced. The Company deepened the construction of the provincial service centre, expedited the
transformation of distributors to service providers, and optimized the mode of control over distributors. With
these efforts, channel efficiency was boosted. Additionally, the coverage of the end-consumer market was
expanded, with more than 30,000 new outlets set up, vigorously tapping the existing market resources.
Moreover, cooperation between the Company and its major customers overseas was solidified. To this end, the
Company unlocked the full potential for cooperation with these major customers in order to strengthen
customer stickiness. Concurrently, the Company made vigorous efforts to expand overseas markets, achieving
100-plus new overseas customers. Furthermore, efforts were redoubled to promote overseas independent brands,
resulting in a stable increase in the proportion of sales of these brands. Second, the marketing mode
transformation was furthered. The Company carried out high-level marketing and set up special teams to
complete the large projects of major customers. Meanwhile, several big project orders were secured.
Additionally, sales breakthrough teams were set up to beef up weak markets, such as landscape lighting,
intelligent lampposts, and beautiful village construction, and thus achieve diversified sales. By concentrating on
the fore-end planning and design of projects, technological innovation and application and business cooperation,
the Company signed an agreement on strategic cooperation with several units, which expanded project sources
and adjusted its customer structure. Third, the Company expanded and strengthened its automotive light
business. The Company developed several new original equipment manufacturers (OEMs) while stabilizing the
existing customers. Concurrently, regional sales teams were set up in southern, southwestern, and northeastern
China to expand into local auto lamp segment markets of new energy vehicles. Additionally, the Company
undertook 33 projects during the Reporting Period, more than half of which were about automotive lights of
new energy vehicles. These new high-quality projects provided vigorous support for the future development of
Nanning Liaowang. Fourth, the segmentation layout was accelerated. The Company vigorously pushed ahead
with the distribution of sales channels of marine lighting products. It established 24 sales outlets in China's
18
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
coastal provinces and the Southeast Asian markets, and six experiencing zones (halls). With intelligent home as
the focus, the Company constantly expanded into intelligent lampposts, intelligent hotels, and other intelligent
application fields. Moreover, considering the increasing demand for high-quality light in educational, office,
home, and medical & elderly care scenarios, more healthy lighting products were launched.
2. A variety of measures were adopted to minimize costs
Adhering to the "tighten the belt" philosophy, the Company launched the cost reduction campaign to dig for
more cost reduction space from multiple perspectives. First, the procurement cost was reduced. Based on the
research and judgment of the trend of the raw material price, the Company took such measures as price
negotiation, supplier optimization and adjustment, new material replacement, and public bidding to reduce the
procurement cost. Second, the manufacturing cost was reduced. The "robot assembly line" strategy was
promoted on an ongoing basis by transforming and upgrading assembly lines with automation equipment.
Additionally, measures such as automated production, optimizing processes and procedures, and setting quotas
on material consumption were employed to reduce the manufacturing cost. Third, expenditures were reduced.
The hard constraint of budget management was strengthened by controlling three expenditures in accordance
with the budget progress, ensuring that no expenditures would be incurred without budgets, that expenditures
would be incurred within budget, and that no unnecessary expenditures would be incurred.
3. Unswerving and strong innovationThe Company invested RMB504 million in R&D in 2022 to strengthen the
arrangements for and breakthroughs in core technologies and self-developed technologies, thereby injecting
constant impetus into the Company's development through technological innovation. First, efforts were
redoubled at technology R&D. The Company strengthened its cooperation with higher education institutes,
research institutes, and relevant enterprises. Statistically, it conducted 118 high-tech R&D projects, researched
38 core technologies, and launched 25 industry-university-research cooperation projects. Additionally, core
technology libraries of lighting, heat, machine, electricity, joint control, and industrial design technologies were
built. It has been granted 390 new patents, and has won the "National Demonstration Enterprise in Intellectual
Property Rights" title. Second, efforts were redoubled at platform construction. More than 20 R&D platforms
have been established by the Company, including the "postdoctoral research workstation", the "Guangdong
Provincial Science and Technology Experts Workstation", the "postdoctoral research workstation sub-station",
and the National- and local-joint Engineering Laboratory for Semiconductor Lighting Materials and
Components. Additionally, a strategic cooperation agreement was concluded between the Company and Ji Hua
Laboratory to build a healthy lighting lab through joint efforts. Moreover, the Research Institute for Automotive
Lights was founded to conduct forward-looking research into automotive light technologies, thereby
contributing to the expansion of the Company's products into the mid- and high-end markets. By pushing ahead
with the platform construction, the Company gathered innovation resources and talent, improved its research
management capability, and boosted the core competitiveness of its technological innovations. Third, efforts
were redoubled at product iteration. The application of scientific and technological achievements was expedited
to promote the integrated development of the innovation chain and industrial chain. As a result, more than 600
products were developed. In the field of new tracks, it has launched a series of health lighting products with
innovative technologies such as photocatalysts and circadian rhythms, intelligent products integrated into
mainstream system ecosystems at home and abroad and intelligent solutions for multiple application scenarios,
lamps and intelligent control systems suitable for poultry breeding and plant planting, and marine lighting
products and solutions to meet the different needs of deep-sea, shallow-sea, and aquaculture. In terms of the
packaging field, multiple product series were unveiled, including Mini/Micro LED, the third-generation
19
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
semiconductor, intelligent wear, automotive components, and new optoelectronic components, thereby
cultivating new development drivers.
4.Solid steps were taken to improve internal strength
First, production and operation monitoring and scheduling were strengthened. The Company checked progress
against major annual business indicators and phased goals and strengthened production and operation
monitoring as well as analysis, research, and judgment. It promptly addressed difficulties and bottlenecks in
operation by urging each unit to fulfill its own responsibilities. Second, the "three refinements in management"
scheme was advanced on all fronts. To establish a lean and efficient organizational system, a cost-leading
production management system, and an efficiency-prioritized operational system, the Company developed and
implemented the "three refinements in management" scheme with "five optimizations, six decreases, and seven
reductions" at the core, boosting the production efficiency, reducing the operational costs, and optimizing the
management efficiency. Third, compliance management and risk control management were enhanced. To
"strengthen internal control, promote compliance, and avert risks", the law-based development was furthered.
Specifically, the Company issued the Compliance Management Measures and optimized the Compliance
Management Manual. It also conducted self-assessments of compliance risk in major events and key fields and
remedied issues identified in the assessments. By doing so, compliance management was solidified and
delivered better effects. Major risk events were monitored dynamically, and measures were developed to
prevent and control major risk events, thereby guarding against the worst-scenario case of major risks.
Moreover, the Company fully advanced the "abolishment, revision, and establishment" of regulations and
policies of the Company in order to form a "1+N" policy system framework led by the Articles of Association
and supported by various special policies. As a result, tasks were performed in a more policy-based and
standardized manner. Fourth, digital transformation was advanced on an ongoing basis. Based on the previous
information-based development, the Company continued to refine digital management. Specifically, it built a
PLM R&D life-cycle management system and a CRM customer relationship management system. Additionally,
it developed and optimized the application of the SRM supply chain management system and integrated
business information management systems with the SAP system at the core. By doing so, the Company
achieved real-time data connectivity and optimized supply-demand matching. Moreover, the Company
constantly pushed ahead with the construction of the intelligent manufacturing plant for bulb lamps. It also took
circuit board and LED automotive light plants as a pilot to build a digital demonstration plant, thereby
visualizing the data for production records.
2. Revenue and Cost Analysis
(1) Breakdown of Operating Revenue
Unit: RMB
2022 2021
As % of total As % of total
Change (%)
Operating revenue operating revenue Operating revenue operating revenue
(%) (%)
8,759,965,275.9 8,726,241,053.5
Total 100% 100% 0.39%
6 0
By operating division
20
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Lighting products 5,037,643,901.4 4,568,104,109.8
57.51% 52.35% 10.28%
and luminaries 8 4
Electronic
2,821,927,649.9 3,389,557,799.6
component 32.21% 38.84% -16.75%
7 1
manufacturing
Export trade and
900,393,724.51 10.28% 768,579,144.05 8.81% 17.15%
other
By product category
General lighting
3,136,174,210.72 35.80% 3,546,404,363.28 40.64% -11.57%
products
LED packaging
2,562,831,923.06 29.26% 3,033,553,358.28 34.76% -15.52%
and components
Auto lamps 1,729,839,032.11 19.75% 899,064,914.20 10.30% 92.40%
Trade and other 1,331,120,110.07 15.20% 1,247,218,417.74 14.29% 6.73%
By operating segment
6,625,258,201.5 6,514,993,928.5
Domestic 75.63% 74.66% 1.69%
7 7
2,134,707,074.3 2,211,247,124.9
Overseas 24.37% 25.34% -3.46%
9 3
By sales model
Direct sales 51,977,666.74 0.59% 43,652,588.73 0.50% 19.07%
8,442,797,638.6 8,289,485,561.6
Distribution 96.38% 94.99% 1.85%
0 4
other 265,189,970.62 3.03% 393,102,903.13 4.50% -32.54%
(2) Operating Division, Product Category, Operating Segment and Distribution Model Contributing over
10% of Operating Revenue or Operating Profit
Applicable □ Not applicable
Unit: RMB
YoY change in YoY change in YoY change in
Operating Gross profit
Cost of sales operating cost of sales gross profit
revenue margin
revenue (%) (%) margin (%)
By operating division
Lighting
5,037,643,90 4,015,400,70
products and 20.29% 10.28% 5.75% 3.41%
1.48 4.94
luminaries
Electronic
2,821,927,64 2,393,967,10
component 15.17% -16.75% -12.21% -4.38%
9.97 6.31
manufacturing
Export trade 900,393,724. 814,603,690.
9.53% 17.15% 13.33% 3.05%
and other 51 28
By product category
General 22.16% -11.57% -17.53% 5.62%
3,136,174,210. 2,441,098,540.
lighting
72 83
products
LED packaging 2,562,831,923. 2,134,875,566. 16.70% -15.52% -11.16% -4.09%
21
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
and 06 37
components
1,729,839,032. 1,441,470,468. 16.67% 92.40% 92.88% -0.21%
Auto lamps
11 21
1,331,120,110. 1,206,526,926. 9.36% 6.73% 6.55% 0.15%
Trade and other
07 12
By operating segment
6,625,258,20 5,357,472,54
Domestic 19.14% 1.69% 1.33% 0.30%
1.57 6.68
2,134,707,07 1,866,498,95
Overseas 12.56% -3.46% -4.54% 0.98%
4.39 4.85
By sales model
51,977,666.7 33,122,166.3
Direct sales 36.28% 19.07% 11.79% 4.15%
4 5
8,442,797,63 7,007,083,84
Distribution 17.01% 1.85% 1.15% 0.58%
8.60 4.01
265,189,970. 183,765,491.
other 30.70% -32.54% -35.68% 3.38%
62 17
Core business data of the prior year restated according to the changed statistical caliber for the Reporting Period:
□ Applicable Not applicable
(3) Whether Revenue from Physical Sales Is Higher than Service Revenue
Yes □ No
Operating division Item Unit 2022 2021 Change (%)
Unit sales Piece 744,109,776 673,457,301 10.49%
Lighting products
Output Piece 740,109,114 687,092,615 7.72%
and luminaries
Inventory Piece 108,959,461 112,960,123 -3.54%
Electronic Unit sales 0,000 pieces 21,582,719 19,141,234 12.76%
component Output 0,000 pieces 20,960,964 20,949,449 0.05%
manufacturing Inventory 0,000 pieces 2,908,800 3,530,555 -17.61%
Any over 30% YoY movements in the data above and why:
□ Applicable Not applicable
(4) Execution Progress of Major Signed Sales and Purchase Contracts in the Reporting Period
□ Applicable Not applicable
(5) Breakdown of Cost of Sales
By operating division and product category
Unit: RMB
Operating 2022 2021
Item Change (%)
division Cost of sales As % of total Cost of sales As % of total
22
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
cost of sales cost of sales
(%) (%)
Lighting
3,223,139,89 2,961,934,05
products and Raw materials 44.62% 40.90% 8.82%
4.67 9.06
luminaries
Lighting
440,097,973. 476,659,230.
products and Labor cost 6.09% 6.58% -7.67%
97 59
luminaries
Lighting
Depreciation 348,261,748. 358,494,737.
products and 4.82% 4.95% -2.85%
and other 35 12
luminaries
Electronic
1,746,279,78 1,958,089,44
component Raw materials 24.17% 27.04% -10.82%
5.14 8.68
manufacturing
Electronic
163,881,020. 201,859,706.
component Labor cost 2.27% 2.79% -18.81%
62 45
manufacturing
Electronic
Manufacturing 487,707,388. 565,864,082.
component 6.75% 7.81% -13.81%
costs 50 26
manufacturing
630,838,199. 536,965,389.
Trade Other 8.73% 7.41% 17.48%
11 05
183,765,491. 182,792,408.
Other Other 2.54% 2.52% 0.53%
17 54
7,223,971,50 7,242,659,06
Total 100.00% 100.00% -0.26%
1.53 1.75
Unit: RMB
2022 2021
As % of As % of
Product
Item total cost total cost Change (%)
category Cost of sales Cost of sales
of sales of sales
(%) (%)
General
lighting Raw materials 1,935,461,260.59 26.79% 2,354,705,116.87 32.51% -17.80%
products
General
lighting Labor cost 300,220,823.12 4.16% 376,835,910.92 5.20% -20.33%
products
General
Depreciation
lighting 205,416,457.12 2.84% 228,443,021.32 3.15% -10.08%
and other
products
General
lighting Subtotal 2,441,098,540.83 33.79% 2,959,984,049.11 40.87% -17.53%
products
Auto lamps Raw materials 1,171,866,396.73 16.22% 535,110,159.03 7.39% 119.00%
Auto lamps Labor cost 133,268,897.37 1.84% 89,481,090.61 1.24% 48.94%
Auto lamps Depreciation 136,335,174.11 1.89% 122,740,090.34 1.69% 11.08%
23
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
and other
Auto lamps Subtotal 1,441,470,468.21 19.95% 747,331,339.98 10.32% 92.88%
LED packaging
and Raw materials 1,576,705,592.88 21.83% 1,811,842,718.22 25.02% -12.98%
components
LED packaging
and Labor cost 142,881,340.98 1.98% 155,870,636.12 2.15% -8.33%
components
LED packaging
Depreciation
and 415,288,632.51 5.75% 435,276,111.72 6.01% -4.59%
and other
components
LED packaging
and Subtotal 2,134,875,566.37 29.55% 2,402,989,466.06 33.18% -11.16%
components
Trade and other Raw materials 896,164,035.05 12.41% 755,330,902.67 10.43% 18.65%
Trade and other Labor cost 32,061,365.70 0.44% 56,331,299.39 0.78% -43.08%
Depreciation
Trade and other 94,536,034.21 1.31% 137,899,596.00 1.90% -31.45%
and other
Trade and other Subtotal 1,022,761,434.95 14.16% 949,561,798.06 13.11% 7.71%
Other Other 183,765,491.17 2.54% 182,792,408.54 2.52% 0.53%
(6) Changes in the Scope of Consolidated Financial Statements for the Reporting Period
Yes □ No
For details, see “VII YoY Changes to the Scope of the Consolidated Financial Statements” in Part VI of this
Report.
(7) Major Changes to the Business Scope or Product or Service Range in the Reporting Period
□ Applicable Not applicable
(8) Major Customers and Suppliers
Major customers:
Total sales to top five customers (RMB) 1,531,594,832.77
Total sales to top five customers as % of total sales of the
17.49%
Reporting Period (%)
Total sales to related parties among top five customers as % of
0.00%
total sales of the Reporting Period (%)
Information about top five customers:
No. Customer Sales revenue contributed for As % of total sales revenue
24
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
the Reporting Period (RMB) (%)
1 Customer A 577,095,135.27 6.59%
2 Customer B 317,020,019.20 3.62%
3 Customer C 220,094,919.60 2.51%
4 Customer D 213,427,842.49 2.44%
5 Customer E 203,956,916.21 2.33%
Total -- 1,531,594,832.77 17.49%
Other information about major customers:
Applicable □ Not applicable
None of the top five customers is a related party of the Company.
Major suppliers:
Total purchases from top five suppliers (RMB) 949,954,242.78
Total purchases from top five suppliers as % of total purchases
14.81%
of the Reporting Period (%)
Total purchases from related parties among top five suppliers
0.00%
as % of total purchases of the Reporting Period (%)
Information about top five suppliers:
Purchase in the Reporting
No. Supplier As % of total purchases (%)
Period (RMB)
1 Supplier A 250,474,909.73 3.91%
2 Supplier B 247,115,891.74 3.85%
3 Supplier C 233,309,775.33 3.64%
4 Supplier D 109,951,913.96 1.71%
5 Supplier E 109,101,752.02 1.70%
Total -- 949,954,242.78 14.81%
Other information about major suppliers:
Applicable □ Not applicable
None of the top five suppliers is a related party of the Company.
3. Expense
Unit: RMB
Main reason for any
2022 2021 Change (%)
significant change
Selling expense 256,820,593.82 235,995,457.89 8.82%
Administrative expense 408,119,409.22 351,939,272.35 15.96%
Finance costs -31,478,088.43 -405,696.07 -7,659.03% Currency fluctuations
R&D expense 440,787,934.06 374,974,941.64 17.55%
25
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
4. R&D Investments
Applicable □ Not applicable
Expected impact on the
Names of main R&D Project
Project objectives Objectives to be achieved future development of
projects progress
the Company
The three innovative
heat dissipation
This project was designed to
technologies for high-
conduct systematic heat
power LED luminaries
dissipation research and
would substantially
technology development,
increase the feasibility
thereby addressing the heat
The project was intended to of high-value product
dissipation issue in the high-
Research on the High- develop three heat development and
power LED photothermal Complet
power LED dissipation technical provide effective and
module. By doing so, heat ed
Photothermal Module programmes and two feasible technical
dissipation methods could be
luminary prototypes. programmes, thereby
matched to photothermal
contributing to the
products with different high
rapid development of
powers based on their heat
high-power outdoor
dissipation needs, thereby
lighting products and
supporting product R&D.
marine lighting
products.
Parameters such as the The need for intelligent
Intelligent classroom lighting
illuminance, illuminance classroom lighting can
products should meet the
uniformity, and unified glare be met by using
requirements for teaching
rating meet the national sensitive sensors for
Development of the usability, visuality and comfort,
standards, and the intelligent monitoring,
Intelligent Control guiding students' attention to the
In illuminance can be adjusted thereby dynamically
System and teaching presentation area,
progress based on needs. Additionally, judging the
Application of energy conservation, automatic
luminaries can be turned on illumination in real
Intelligent Luminaries adjustment of illuminance,
or off both manually and time, controlling
intelligent switch control, and
automatically, and scenario classroom lighting
capability to adapt to different
modes can be switched based intelligently, and thus
scenarios.
on needs. saving energy.
The project is designed to
explore and research through a
The project will
range of relevant experiments,
provide a rigorous and
designing activities, and
rich lighting indicator
applications in the dimensions
technology library and
of visual efficacy, rhythm
To complete four sub- assessment model for
regulation, and emotional
projects: human-centric lighting
intervention, and vigorously
(1) Key Technologies and and commercial
promote the "healthy light"
Product Programme for colour-rendering
concept and the integrated and
Research on the Fresh Food Lights with High lighting and conduct
innovative application of LED
Mechanism of the Colour Quality. on-site debugging
lighting. The project also aims
Influence of Intelligent (2) Study on the Influence of presentations through
to explore an experimental
Dynamic Light Full-spectrum LED Lighting the laboratory and
research method that is suitable In
Environment on Visual on the Health Rhythm and prototype room. The
for light and health. Based on progress
and Non-visual Effects, Sleep of Humans. project will contribute
the characteristics and needs of
the Assessment (3) Key Technologies and to the development of
different groups of people, the
System, and Product Programmes for multiple healthy
project conducts a
Industrialization Elderly-friendly and Medical lighting and
comprehensive application
& Elderly Care Lighting. commercial colour-
study in educational, office,
(4) Establishment of the rendering lighting
home, and medical & elderly
Dynamic Lighting products, thereby
care scenarios, thereby
Environment Laboratory. vigorously supporting
achieving healthy and dynamic
the Company in
lighting through the integration
growing into the
of intelligent lighting
industry leader in the
technologies and developing
healthy lighting field.
Fozhao's "secret lighting"
technology.
26
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Improve the technical
Develop an intelligent high
ability of the Company
beam module, which can Improve the intelligent
to equip intelligent
effectively use the high beam development ability of the
24-Pixel intelligent ADB high beam in the
mode by switching the high In Company through the design
ADB high beam middle and high-end
beam mode under different progress and development regarding
module models, and enable the
driving modes, and improve the electronic software, system
Company to better
driving safety of automobiles. and optics.
occupy the middle and
Make driving more comfortable.
high-end market.
Considering that the
intelligent and
networked
The project is designed to study To design and develop
development of
the application of various electronic software and
automobiles has
Application of information security systems to improve the
In resulted in a rapid
Information Security technologies to automotive Company's technological
progress increase in the
Technologies lights in order to ensure that capability in protecting
information security
products operate reliably and automotive information
need, the project will
that data is secure. security.
boost the Company's
product
competitiveness.
The project will
develop module
The project is intended to
The project is designed to products that can meet
form a module series,
strengthen the competitiveness In the market and
Headlight Module thereby satisfying the need of
of the module product series in progress customer demands and
mainstream customers in the
the market. enhance the product
market.
competitiveness of the
Company.
The project is designed to The project is intended to
The project will boost
develop special electronic achieve platform-based
Electronic Controllers In the Company's
controllers to control each modules through the
for Automotive Lights progress competitiveness in the
feature of high-performance standardisation of software
electronic field.
modules. modules.
The development of third-
generation semiconductor
technology based on silica is a
hot topic at home and abroad.
Based on the research into the
whole industrial chain,
The Research and including epitaxial wafers,
Application of chips, packaging, and The project is designed to
Epitaxial Wafers, application, of near-ultraviolet develop chips, devices, and The project will
Chips, and Packaging silica-based AlGaN vertical In modules for near-ultraviolet improve product
of Near-ultraviolet LEDs with high power, the progress LEDs with high power and quality and market
Silica-based AlGaN project aims to develop chips, achieve large-scale share.
Vertical LEDs with devices, and modules for near- production.
High Power ultraviolet LEDs with high
power and achieve the large-
scale production, thereby
boosting the development of
third-generation semiconductor
technology of Guangdong
Province and even China.
The global LED industry is in To conduct R&D from the
The Technology the phase of steady perspectives of Micro-LED
Research on Colour development, with the entire integration and transmission
Micro-LED Displays LED market maintaining rapid In system, master the
Technological reserves.
and Ultra-high growth. As a result, the progress transmission and micro-
Brightness Micro application demand for LED packaging technologies for
Displays displays keeps increasing. Micro-LED devices, remove
Under this circumstance, Micro the restrictions arising from
27
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
LED technology might become size miniaturisation and the
the next blue ocean. The project bottlenecks in colourisation,
will help the Company make improve the screen quality
vigorous arrangements for the and brightness of the
Micro LED technology and displays, and make fully
drive the industry toward the colourised Micro-LED
P0.X era faster. display devices, thereby
ensuring technological
reserves for future
development of the display
industry.
Guangdong Province takes the
lead in promoting the
development of the ultra high-
definition (UHD) video industry
on a pilot basis. To this end, it
supports the connection of
upstream to downstream
enterprises along the industrial
chain, thereby strengthening the
development of the 4K and 8K
UHD television industry based
on domestic core chips and
basic software and contributing
to the emergence of a group of
internationally-influential
leading enterprises. By contrast,
traditional display technologies
The project is intended to
can no longer meet the need for
research and develop ultra-
The Research and UHD televisions. Through the
thin integrated microdisplay The project will
Industrialization of project, the Company will grasp
In devices and application improve product
New and High- the key packaging process of
progress products that enable uniform quality and market
performance Display ultra-thin integration and short-
short-distance light mixing share.
Components distance light mixing, break
and ultra-high brightness and
through the large-size array
industrialize them.
precision packaging and
millimetre-level regional HDR
dynamic control technology, and
research and develop ultra-thin
integrated microdisplay devices
and application products that
enable uniform short-distance
light mixing and ultra-high
brightness. This will speed up
the development of the new
display industry of Foshan and
Guangdong Province, fill the
technological gap in this regard
in China, and enhance the
competitiveness of microdisplay
devices in the international
market.
China is the world's largest
automobile market at present.
The explosive growth of the
The project is intended only
The Research and automotive market has driven
for the LED packaging area
Application regarding the upgrading of automotive
and to research and develop
the Key Technology of lighting parts. However, the
matrix packaging devices The project will
High-lumen automotive LED market has
In featuring high density and improve product
Compound Reflex been monopolized by two
progress high reliability. By doing so, quality and market
LED Chips for giants: Philips from the
the Company will develop a share.
Automobiles and High- Netherlands and Osram from
new product with
density Matrix Germany, which has greatly
independent intellectual
Packaging restricted the development of
property.
China's LED industry. The
project is designed to research
and develop the technology of
28
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
high-lumen compound reflex
LED chips for automobiles and
high-density matrix packaging,
which will substantially boost
the development of China's
semiconductor lighting industry
and drive the upgrading of the
LED industry. As a result, the
domestically leading position of
the LED industry in Foshan and
even Guangdong Province will
be further consolidated.
It is imperative for Foshan, the
leader in China's display
packaging industry, to research
and develop key microdisplay
manufacturing technology,
thereby capturing market share. The project will research the
The project will build a "technology and
microdisplay key technology industrialization of the
research platform by giving full microdisplay module based
play to the advantage of on highly efficient colour
industry-university-research conversion" with a focus on
integration of the partnering the backward development of
institutions. It will start with the domestic microdisplay
architecture and key materials of technology and deficient
The Technology
the microdisplay packaging and research on chip
Research and
research and develop micro manufacturing and module The project will
Industrialization of the
spacing display devices In device packaging. It will start improve product
Micro Display Module
featuring liquid crystal-level progress with the architecture and key quality and market
Based on Highly
resolution. Additionally, the materials of the microdisplay share.
Efficient Colour
project will remove the packaging and develop the
Conversion
bottlenecks in microdisplay technology of microdisplay
manufacturing, fill the gap in module precision integration
this regard in China, and and planar moulded
promote the upgrading of packaging, thereby achieving
Foshan's LED industry. efficient large-scale
Moreover, the leading position manufacturing of display
of China in the field of LED modules featuring high
semiconductor technology precision and a high contrast
application will be further ratio.
consolidated, and China's
independent R&D strength in
semiconductor microdisplay
manufacturing technology will
be improved.
Guangdong Province is among
the top three mercury-vapour
lamp producers and consumers
in China, thus enjoying a high
market share in the deep
ultraviolet application industries
related to mercury-vapour With the self-developed
lamps, such as water/air/surface technology roadmap, the
The Research on the
disinfection. Therefore, it is project focuses on breaking
Key Technology and The project will
imperative for Guangdong through the key technology
Innovative Application In improve product
Province to develop a new of deep ultraviolet solid-state
of Deep Ultraviolet progress quality and market
environmental light source that light source packaging and
Solid-state Light share.
can substitute for mercury- developing deep ultraviolet
Sources
vapour lamps. The project is LED devices with a long
designed to promote the service life.
industrial upgrading of
Guangdong Province, a major
mercury-vapour lamp producer
and consumer, by developing
the whole industrial chain
technology with independent
29
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
intellectual property rights for
the deep ultraviolet solid-state
light sources, thereby
developing the third-generation
semiconductor material and
device industry into a pivot of
the "innovation-driven
development strategy" of
Guangdong Province and even
the Guangdong-Hong Kong-
Macao Greater Bay Area.
China's new display industry
has recorded substantial
progress in recent years, topping
the world in terms of panel
capacity. However, core
microdisplay patents are mainly
controlled by the US, Japan,
South Korea, and Taiwan,
As an important
China, placing the domestic The lab focuses on tackling
platform to improve
microdisplay industry under a common technological
enterprises' self-
technological blockade and difficulties in the industry
innovation capability,
hindering the breakthrough in and designing and
the lab will carry out
the key technology of researching the packaging
long-term and stable
microdisplay manufacturing. architecture and key
industry-university-
The China-US and South Korea- packaging process of UHD
research cooperation
Japan trade frictions are a wake- semiconductor microdisplays
with universities &
up call for the development of a based on the special
Guangdong Provincial research institutes,
semiconductor microdisplay lab. requirements of such
Key Laboratory of facilitate basic
The Guangdong Provincial Key In microdisplays. Additionally,
Semiconductor application study as
Laboratory of Semiconductor progress the lab will also assess the
Microdisplay well as result
Microdisplay Enterprises will reliability of the
Enterprises promotion and
research the common microdisplay devices that it
industrialization, and
technology in the semiconductor has developed and develop
provide vigorous
microdisplay industry through semiconductor microdisplay
support for improving
resource integration and devices and module repair
the Company's core
optimization, thereby fully technology, thereby
competitiveness and
boosting the innovation achieving the
developing the
capability and strength of industrialization and
Company into an
Guangdong Province's demonstrative application of
innovation-based
microdisplay industry, relevant technologies.
enterprise.
promoting the development of
relevant industries, catalysing
the boom in the whole
province's microdisplay
industry, and helping the
microdisplay industry earn the
right to speak in the
international market.
The quantum dot materials in
the quantum dot backlight Through the project and
technology in the industry are based on the requirement for
mainly in line with the CdSe quantum dot light emission
system, and the cadmium with low environmental
content in the CdSe quantum disruption, the business's
The R&D and
dot backlight display products is advantages in the LED
Industrialization of
above the RoHS standards of industry will be fully The project will
Quantum Dot Light-
the European Union. In leveraged to research the improve product
emitting Materials and
Additionally, China has progress backlight technology quality and market
Components with Low
introduced a similar standard for applicable to quantum dots share.
Environmental
low cadmium. The project is with low environmental
Pollution
designed to lower the content of pollution and build a pilot
cadmium in the quantum dot scale assembly line for
backlight diaphragm to within backlight modules for the
the RoHS standard through the quantum dot technology with
research of the low-cadmium low environmental pollution.
quantum dot backlight
30
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
technology and integrate the
industrial chain from the
quantum dot materials to
quantum dot backlight machine
to boost the development of the
quantum dot backlight and
display industry.
Intelligent micro/nano
optoelectronic technology,
which integrates photonics,
nanotechnology, and artificial
intelligence, is a key scientific
technology in the field of
national advanced
manufacturing and artificial
intelligence. This laboratory is
oriented towards major national
needs and economic innovation
and development in the Greater With the geographical and
Bay Area of Guangdong, Hong resource advantages of the Through the innovative
Kong, and Macao. It gathers the Guangdong-Hong Kong- cooperation
advantages of four parties to Macao Greater Bay Area, the mechanism and the
carry out research on new lab focuses on the complementation of the
photoelectric materials and "photoelectric materials- advantages of
The Guangdong-Hong
micro/nano device technology, micro-nano devices-micro- Guangdong Province
Kong-Macao Joint Lab
semiconductor photoelectric In nano manufacturing-micro- and Macao, the
of Intelligent Micro-
chip micro/nano intelligent progress nano display" chain and common technical
nano Photoelectric
manufacturing, and researches the technology issues in the industry
Technology
semiconductor micro/nano roadmap of the Micro-LED can be resolved,
intelligent display, addressing micro-nano display, thereby thereby advancing the
forward-looking international addressing forward-looking high-quality
scientific issues and industry scientific issues and common development of the
common technical issues. The technical issues in the Company.
establishment of the laboratory industry.
will promote the construction of
the International Science and
Technology Innovation Center
in the Greater Bay Area, and is
of great significance for
achieving high-quality
development of the
photoelectric industry in the
Greater Bay Area of
Guangdong, Hong Kong, and
Macao.
The third-generation For the backward third-
semiconductor is pivotal to the generation semiconductor
innovative development as well power and electronic devices
as transformation and upgrading in China and little research
of industries such as military on chip manufacturing and The project will
equipment for national defence, module device packaging, expedite the
5G communications, new the project will "research distribution of the
energy vehicles, and rail transit. third-generation third-generation
It is becoming the technological semiconductor power devices semiconductor,
Research on the Third-
high ground competed by and module packaging facilitate the
generation
countries around the world. In technology" and then development of high-
Semiconductor Power
However, China still falls progress propose the innovative quality third-generation
Device and Module
behind in the development of packaging technology semiconductors, and
Packaging Technology
third-generation semiconductor applicable to the third- provide customized
power and electronic devices, generation semiconductor, technological solutions
with little research on chip especially the double-sided for customers, thereby
manufacturing and module packaging technology. This helping the Company
device packaging in this regard. enables the Company to increase market share.
This has restricted China's develop the SiC high-power
semiconductor industry. module with independent
Therefore, research on third- intellectual property.
generation semiconductor Moreover, the SiC high-
31
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
devices must be conducted as power module can withstand
soon as possible. Considering ultra-high power density, has
that the packaging module plays extremely high reliability,
a pivotal role in the device and and has huge potential for
system, the project will help the being used in such fields as
Company develop the third- new energy vehicles, energy
generation half-power module grids, and industrial electric
with independent intellectual machines.
property, thereby facilitating the
replacement using domestic
products.
The future of the market for Through the implementation
smart home devices presents of this project, we will
intriguing prospects, with further strengthen our
opportunities in home security independent R&D capability
and protection, appliances, within the Company,
entertainment, lighting, promote the key technology
healthcare and kitchen development and reliability
Through the
applications. Technological research process of the CHIP
implementation of this
advances are facilitating the LED devices, give full play
project, we will enrich
growth of the global smart home to the size advantage of the
CHIP LED products
The Research on the market. Digital modules make CHIP LED devices, optimize
and reinforce the
Packaging Technology smart home appliances “visible” the performance such as
In development of
for High-Reliability to consumers in different waterproofing, anti-static
progress customized digital
Digital Module CHIP application scenarios. The CHIP properties, cold / thermal
modules for high-end
LED LED digital module plays a shock resistance of home
home appliances,
significant role to be reckoned appliance digital modules
making it a new profit
with and shows a bright market from the device level, and
growth point for the
prospect in the field of home develop high-reliability
Company.
appliance display. Through the CHIP LED devices with
implementation of this project, independent intellectual
the CHIP LED digital display property rights, so as to bring
module will be developed to into play their huge
meet the requirements for application potential in the
application in complicated field of home appliance
environments. display.
With the advantages of high This project aims to satisfy
efficiency, energy conservation, the major demand for large-
active luminescence and ultra- screen 4K/8K UHD display
high resolution, Micro-LED from national policies and
stands out from an array of social development. In
novel display technologies and combination with the main
has become a focus in novel development trend of full-
technology competitions. This color Micro-LED display at
project aims to satisfy the major home and abroad, we will
The Research on Full- The project is of vital
demand for large-screen 4K/8K overcome the core
color and Integrated importance in terms of
UHD display from national technology bottleneck of the
Packaging of Micro- In promoting the
policies and social development. industry such as full-color
LED Display with progress localization of China’s
In combination with the main packaging technology, and
High Brightness and LED display industry
development trend of full-color develop high-brightness and
Contrast chain.
Micro-LED display at home and high-contrast Micro-LED
abroad, we will overcome the display devices and modules
core technology bottleneck of that meet the market demand
the industry such as full-color for better interactivity and
packaging technology, and display performance. By
develop high-brightness and doing so, the development of
high-contrast Micro-LED upstream and downstream
display devices and modules industries of the industry
that meet the market demand for chain will be boosted, and
32
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
better interactivity and display China’s dominant position in
performance. display applications will be
further consolidated.
The core technology of UHD
display represented by
In this project, we will
Micro/Mini-LED devices is still
develop high performance
monopolized by Samsung of
Mini/Micro-LED display
South Korea, Apple of the US,
devices and display modules
Sony of Japan and other
by researching technical
international giants.
problems such as high
Manufacturers in the province
density IMD Mini/Micro-
need to pay high royalties to
LED integrated packaging
engage in the business, which
The Research on the technology, high
seriously constrains the strategic
Key Technology of compatibility pixel cutout The Company’s
transformation of the LED
4K/8K Full-color In manufacturing technology of dominant position in
industry in Guangdong
Micro-LED Displays progress Mini/Micro-LED display display applications
Province. Therefore, to
with Ultra High devices, and mass transfer will be consolidated.
vigorously develop the UHD
Definition (UHD) technology of Micro-LED
video display industry, the key
chips. Related technology
solutions are to break through
will be developed to remove
the bottleneck of Micro/Mini-
the blockade of international
LED device technology and
giants, fill the gap of local
motivate the transformation and
high-end applications, and
upgrading of UHD display in
achieve the efficient and
the LED industry, so as to
rapid 4K/8K development for
secure the internationally
the HD display.
advanced technology status of
the province’s LED display.
Details about R&D personnel:
2022 2021 Change (%)
Number of R&D personnel 1,920 1,717 11.82%
R&D personnel as % of total
14.89% 13.27% 1.62%
employees
Educational background
Bachelor’s degree 999 929 7.53%
Master’s degree 105 113 -7.08%
Doctoral degree and above 18 14 28.57%
Junior college and below 798 661 20.73%
Age structure
Below 30 793 788 0.63%
30~40 772 632 22.15%
Over 40 355 297 19.53%
Details about R&D investments:
2022 2021 Change (%)
R&D investments (RMB) 503,728,194.02 489,324,165.24 2.94%
R&D investments as % of
5.75% 5.61% 0.14%
operating revenue
33
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Capitalized R&D investments
43,625,369.92 85,322,870.74 -48.87%
(RMB)
Capitalized R&D investments
as % of total R&D 8.66% 17.44% -8.78%
investments
Reason for any significant change to the composition of R&D personnel and impact:
□ Applicable Not applicable
Reasons for any significant YoY change in the percentage of R&D investments in operating revenue:
□ Applicable Not applicable
Reason for any sharp variation in the percentage of capitalized R&D investments and rationale:
□ Applicable Not applicable
5. Cash Flows
Unit: RMB
Item 2022 2021 Change (%)
Subtotal of cash generated
8,658,886,730.27 8,755,037,589.47 -1.10%
from operating activities
Subtotal of cash used in
7,593,998,409.58 8,321,563,641.13 -8.74%
operating activities
Net cash generated from/used
1,064,888,320.69 433,473,948.34 145.66%
in operating activities
Subtotal of cash generated
378,208,504.00 2,039,628,965.81 -81.46%
from investing activities
Subtotal of cash used in
724,926,218.64 901,973,947.77 -19.63%
investing activities
Net cash generated from/used
-346,717,714.64 1,137,655,018.04 -130.48%
in investing activities
Subtotal of cash generated
1,156,078,320.59 127,386,000.00 807.54%
from financing activities
Subtotal of cash used in
1,901,637,286.67 1,119,845,047.03 69.81%
financing activities
Net cash generated from/used
-745,558,966.08 -992,459,047.03 24.88%
in financing activities
Net increase in cash and cash
5,762,254.34 570,889,827.84 -98.99%
equivalents
Explanation of why any of the data above varies significantly:
Applicable □ Not applicable
1. Net cash generated from operating activities increased by 145.66% year on year, mainly due to the Company
as the parent strengthening inventory control.
34
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
2. Net cash generated from investing activities decreased by 130.48% year on year, mainly due to more cash
received from disinvestment as a result of the sale of certain shareholdings last year.
3. Net cash generated from financing activities increased by 24.88% year on year, mainly due to the increased
borrowings received in the current period.Explanation of why net cash generated from/used in operating
activities varies significantly from net profit for the Reporting Period:
Applicable □ Not applicable
There is a gap of RMB714,044,964.97 between net cash generated from operating activities of
RMB1,064,888,320.69 and net profit of RMB350,843,355.72 in the year, mainly because cash received from
sale of goods was higher than cash paid for raw materials, in addition to high non-cash costs, in the current
period.
V Analysis of Non-Core Businesses
Applicable □ Not applicable
Unit: RMB
As % of profit before
Amount Source/Reason Recurrent or not
tax
Dividend income from
other equity
investments held
Return on investment 10,633,954.02 2.79% Not
during the period, and
gains on forward forex
settlement contracts
Gain/loss on changes
Gain/loss on changes
-9,518,428.58 -2.49% in fair value of Not
in fair value
financial instruments
Inventory valuation
Asset impairments -91,517,378.38 -23.98% Not
allowances
Receipt of
compensation, sale of
retired equipment, and
Non-operating income 18,757,057.63 4.91% Not
carryforwards of
payables that require
no payment
Loss on retirement of
Non-operating expense 16,812,534.08 4.40% Not
non-current assets
Receipt of continuing
Other income 84,894,793.92 22.24% Not
government grants
Allowances for
Credit impairment loss -15,404,763.61 -4.04% Not
doubtful accounts
35
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Gains or losses on the
Asset disposal income 968,273.19 0.25% disposal of non-current Not
assets
VI Analysis of Assets and Liabilities
1. Significant Changes in Asset Composition
Unit: RMB
31 December 2022 1 January 2022 Reason for any
Change in
As % of total As % of total significant
Amount Amount percentage (%)
assets assets change
Monetary 2,484,508,90 2,435,226,24
16.25% 14.67% 1.58%
assets 7.43 4.90
Accounts 1,920,770,94 2,018,106,42
12.56% 12.16% 0.40%
receivable 1.76 4.43
Contract assets 5,466,875.07 0.04% 8,561,303.10 0.05% -0.01%
2,031,637,40 1,989,531,47
Inventory 13.29% 11.99% 1.30%
1.87 9.77
Investment 44,611,882.4 47,102,214.3
0.29% 0.28% 0.01%
property 4 4
Long-term
181,931,792. 181,545,123.
equity 1.19% 1.09% 0.10%
66 09
investments
3,508,094,28 3,514,723,65
Fixed assets 22.95% 21.17% 1.78%
2.41 3.20
Construction in 1,282,780,33 1,087,564,08
8.39% 6.55% 1.84%
progress 5.14 7.47
Right-of-use 13,047,727.7 14,126,206.0
0.09% 0.09% 0.00%
assets 3 8
Short-term 157,715,359. 226,779,997.
1.03% 1.37% -0.34%
borrowings 35 01
Contract 125,143,161. 141,336,712.
0.82% 0.85% -0.03%
liabilities 61 44
New bank loan
Long-term 747,931,023.
4.89% 0.00 0.00% 4.89% received in the
borrowings 71
current period
Lease liabilities 7,055,542.18 0.05% 8,065,560.58 0.05% 0.00%
Notes Reclassification
821,537,774. 1,688,000,57
5.37% 10.17% -4.80% of notes in the
receivable 07 5.74
current period
Reclassification
of received
bank
Receivables 569,868,831. 10,660,409.1 acceptance
3.73% 0.06% 3.67%
financing 79 9 notes with high
credit status
and low credit
risk in the
36
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
current period
Other current 100,192,681. 10,716,009.7
0.66% 0.06% 0.60%
liabilities 00 8
Indicate by tick mark whether overseas assets account for a high proportion of total assets.
□ Applicable Not applicable
2. Assets and Liabilities at Fair Value
Applicable □ Not applicable
Unit: RMB
Gain/loss
on fair- Cumulative Impairment
Purchased
value fair-value allowance Sold in the
Beginning in the Other Ending
Item changes in changes for the Reporting
amount Reporting changes amount
the charged to Reporting Period
Period
Reporting equity Period
Period
Financial assets
1. Held-
for-trading
financial
assets
20,000,000. 90,000,000. 50,000,000. 60,004,849.
(exclusive 4,849.31
00 00 00 31
of
derivative
financial
assets)
2.
Derivative -
5,825,678.1
4,853,645.2 972,032.92
financial 8
6
assets
4.
Investment -
1,504,980,0 586,659,39 190,031,74 864,191,34
s in other 450,756,93
24.07 3.52 0.66 6.40
equity 7.01
instruments
Subtotal of -
1,530,805,7 586,659,39 90,000,000. 240,031,74 925,168,22
financial 455,605,73
02.25 3.52 00 0.66 8.63
assets 2.96
Total of the -
1,530,805,7 586,659,39 90,000,000. 240,031,74 925,168,22
455,605,73
above 02.25 3.52 00 0.66 8.63
2.96
Financial 4,669,632 4,679,000
9,367.37
liabilities .63 .00
Details about other changes:
37
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Note: Gain/loss on fair-value changes recorded in equity in the current period was inclusive of value-added
taxes payable arising from the sale of shares of the stocks including Gotion High-tech, Xiamen Bank, etc.
Significant changes to the measurement attributes of the major assets in the Reporting Period:
□ Yes No
3. Restricted Asset Rights as at the Period-End
Unit: RMB
Item Ending carrying value Reason for restriction
Monetary assets Security deposits for notes, performance bonds, payments by buyers
534,826,528.99
for pre-sale of properties
Notes receivable In pledge for notes pool and notes receivable that are endorsed and
751,280,639.50
undue
Fixed assets 149,146,773.04 As mortgage and guarantee for related party, see XIV (III)
Intangible assets 10,963,743.21 “Guarantees” in Part X
Total 1,446,217,684.74 ——
VII Investments Made
1. Total Investment Amount
Applicable □ Not applicable
Investment amount in the Reporting Investment amount in the same period of
Change (%)
Period (RMB) last year (RMB)
1,656,670,405.07 1,279,177,652.50 29.51%
2. Major Equity Investments Made in the Reporting Period
Applicable □ Not applicable
Unit: RMB
Statu Inves Whet
s as tment her
Nam Date
Share on retur invol Discl
e of Inves Inves Fundi Inves Predi of
Main holdi Prod the n in ved osure
inves tment ted ng Partn tment cted discl
busin ng uct date the in index
tee meth amou Reso ers Durat retur osure
esses perce type of the curre any (if
enter ods nt urces ion n (if
ntage balan nt legal any)
prise any)
ce perio actio
sheet d ns
Fosh Deve Acqu 1,517 21.48 Self- None Long Majo Own 19,76 19,76 No 26 Anno
38
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
an lopm ired ,098, % funde -term rity- ershi 5,750 5,750 Febru unce
Natio ent, 116.6 .04 .04 ary ment
d owne p
nStar produ 2 2022 No.
Opto ction d transf 2022-
electr and subsi erred, 014
onics mark diary toget on
Co., eting Com
her
Ltd. of pletio
LED with n of
and relate Trans
comp fers
d
onent of
s credit Asset
or’s s in
Majo
rights
r
and Asset
liabili Acqu
ties isitio
ns
discl
osed
on
http:/
/ww
w.cni
nfo.c
om.c
n
Anno
unce
ment
No.
Own 2022-
014
ershi
Proje on
ct p Com
inves transf pletio
tment n of
Fosh erred,
and Trans
an Whol toget
relate fers
Sigm
d ly- her of
a Self- 26
plann Acqu Long owne with Asset
Vent 100.0 Febru
ing, funde None No s in
ure ired 0% -term d relate ary
consu d Majo
Capit 2022
lting subsi d r
al
and diary credit Asset
Co.,
mana Acqu
Ltd. or’s
geme isitio
nt rights ns
servi and discl
ces osed
liabili
on
ties http:/
/ww
w.cni
nfo.c
om.c
39
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
n
Anno
unce
ment
No.
2022-
048
on
Majo
rity-
owne
d
Subsi
diary’
Own s
Acqu
R&D ershi
isitio
, p n of
manu
Guan transf Equit
factur
gdon y
e and erred,
g Intere
sale Whol toget
Feng sts in
of
hua ly- her Guan
electr Self- 13
Semi 268,8 Long owne with gdon
onic Acqu 21.45 Augu
cond 19,27 funde None No g
comp ired % -term d relate st
uctor 1.98 d Feng
onent 2022
Tech subsi d hua
s and
nolog diary credit Semi
integr
y cond
ated or’s
Co., uctor
circui rights
Ltd. Tech
t
and nolog
produ
y
cts liabili
Co.,
ties Ltd.
&
Relat
ed-
party
Trans
actio
n on
http:/
/ww
w.cni
nfo.c
om.c
n
1,785
19,76 19,76
,917,
Total -- -- -- -- -- -- -- -- 5,750 5,750 -- -- --
388.6
.04 .04
0
3. Major Non-Equity Investments Ongoing in the Reporting Period
□ Applicable Not applicable
40
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
4. Financial Investments
(1) Securities Investments
Applicable □ Not applicable
Unit: RMB
Gain/
Accu
Loss
mulat
on
ed Purch
Meas Begin fair- Sold Gain/l Endin
Initial fair- ased
Securi Securi Securi ureme ning value in oss in g Accou Fundi
invest value in
ty ty ty nt carryi chang Repor Repor carryi nting ng
ment chang Repor
type code name metho ng es in ting ting ng title source
cost es ting
d value the Period Period value
record Period
Repor
er in
ting
equity
Period
Invest
Dome
ments
sticall Gotio Fair
- in Self-
y/Ove 00207 n 83,01 value 887,4 410,9 9,344, 1,715, 493,9
384,1
4,485. 64,21 52,70 286.9 644.1 67,19 other funde
rseas 4 High- metho 52,73
13 8.75 9.40 4 8 4.53 equity d
7.28
listed tech d
instru
stock
ments
Invest
Dome
ments
sticall Fair
Xiam - in Self-
y/Ove 60118 152,9 value 575,9 175,7 180,6 14,33 328,6
66,60
en 57,60 55,94 06,68 87,45 9,628. 64,29 other funde
rseas 7 metho 4,199.
Bank 6.83 4.40 4.12 3.72 75 0.95 equity d
73
listed d
instru
stock
ments
Fosha
n
Invest
Dome branc
ments
sticall h of Fair
in Self-
y/Ove Guan 500,0 value 500,0 500,0
N/A other funde
rseas gdong 00.00 metho 00.00 00.00
equity d
listed Devel d
instru
stock opme
ments
nt
Bank
Dome Lifan 1,176, Fair 1,558, - Held-
60177 972,0
sticall Techn 008.7 value 778.1 586,7 for- Other
7 32.92
y/Ove ology 4 metho 8 45.26 tradin
41
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
rseas d g
listed financ
stock ial
assets
-
237,6 1,465, 586,6 190,0 16,05 824,1
451,3
Total 48,10 -- 478,9 59,39 0.00 31,74 5,272. 03,51 -- --
43,68
0.70 41.33 3.52 0.66 93 8.40
2.27
(2) Investments in Derivative Financial Instruments
Applicable □ Not applicable
1) Derivative Investments for Hedging Purposes in the Reporting Period
Applicable □ Not applicable
Unit: USD’0,000
Ending
Gain/Loss on Accumulated
investment
Initial fair-value fair-value Purchased in Sold in the Ending
Type of amount as %
investment changes in changes the Reporting Reporting investment
derivative of the
amount the Reporting recorded in Period Period amount
Company’s
Period equity
ending equity
General
180 7.1 0 0 180 0 0.00%
forward
General
280 12.09 0 0 280 0 0.00%
forward
General
350 11.28 0 0 350 0 0.00%
forward
General
360 11.54 0 0 360 0 0.00%
forward
General
700 -16.18 0 0 700 0 0.00%
forward
General
260 -6.02 0 0 260 0 0.00%
forward
General
1,000 -34.07 0 0 1,000 0 0.00%
forward
Forward
1,000 5.37 0 1,000 1,000 0 0.00%
options
General
1,000 -22.49 0 1,000 1,000 0 0.00%
forward
General
1,000 -41.3 0 1,000 1,000 0 0.00%
forward
General
1,000 -69.75 0 1,000 1,000 0 0.00%
forward
General
1,000 0 0 1,000 0 1,000 0.12%
forward
General
0.05 0 0 0.05 0.05 0 0.00%
forward
General
500 -0.76 0 500 500 0 0.00%
forward
42
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
General
400 2.09 0 400 400 0 0.00%
forward
General
1,000 0 0 1,000 0 1,000 0.12%
forward
General
1,000 0 0 1,000 0 1,000 0.12%
forward
General
429.05 4.38 0.00 129.88 299.17 0.00 0.00%
forward
Total 11,459.10 -136.72 0.00 8,029.93 8,329.22 3,000.00 0.36%
Major
changes in
accounting
policies and
specific
accounting
principles
adopted for No
hedges in the
Reporting
Period
compared to
the last
reporting
period
Actual
gain/loss in
The actual loss stood at USD-1.3672 million in the Reporting Period.
the Reporting
Period
The Company carries out foreign exchange hedging business appropriately according to specific situations, which
Effectiveness
can effectively reduce the foreign exchange market risk, lock in industrial profit of export business and avoid
of hedging
exchange rate risk.
Funding
Self-funded
source
Analysis of Risk analysis of the forward foreign exchange settlement: 1. Market risk: Given the unpredictability of economic
risks and changes at home and abroad, the foreign exchange hedging business faces market risk, to some extent. 2. Foreign
control currency risk: When the foreign currency trend greatly deviates from the Company's judgment of such trend, the
measures expenses after locking the exchange rate might exceed that before doing so, resulting in losses to the Company. 3.
associated Internal control risk: Imperfect internal control policies probably triggers risks to the foreign exchange hedging
with business, as it is highly professional and complex. 4. Trading default risk: If the counterparty of foreign exchange
derivative hedging defaults by failing to pay hedging earnings to the Company as agreed, the actual exchange loss of the
investments Company will not be offset. 5. Collection forecast risk: Marketing departments forecast collection based on the
held in actual and expected orders of customers. In practice, customers may adjust such orders. As a result, the
Reporting Company's collection forecast will not be accurate, leading to delivery risks.
Period Adopted risk control measures: 1. The Company will strengthen the research and analysis of the exchange rate.
(including When the exchange rate fluctuates greatly, it will adjust the business strategy in a timely manner to stabilize the
but not export business and avoid exchange losses to the utmost. 2. The Company has established the Management
limited to System for Foreign Exchange Hedging and majority-owned subsidiary NationStar Optoelectronics has also
43
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
market risk, formulated the Management System for Forward Forex Settlement and Sale and Forex Option Transactions,
liquidity risk, clearly defining the operating principles, approval authority, responsible department and responsible person,
credit risk, internal operation procedures, information isolation measures, internal risk reporting system, risk management
operational procedures, and information disclosure related to the foreign exchange hedging business. 3. In order to prevent
risk, legal any delay in the foreign exchange hedging, the Company will strengthen the management of accounts receivable,
risk, etc.) actively collect receivables, and avoid any overdue receivables. In the meantime, the Company plans to increase
the export purchases and purchase corresponding credit insurance so as to reduce the risk of default and customer
default. 4. The Company’s foreign exchange hedges must be strictly based on the Company’s foreign exchange
earnings prediction. Besides, the Company shall strictly control the scale of its foreign exchange hedges, and
manage all risks that the Company may face within a controllable range. 5. The internal audit department of the
Company shall check the actual signing and execution situation of all trading contracts on a regular or irregular
basis.
Changes in
market prices
or fair value
of derivative
investments
in Reporting The Company carries out recognition and measurement in accordance with the Accounting Standard for Business
Period (fair Enterprises No. 22—Recognition and Measurement of Financial Instruments, the Accounting Standard for
value Business Enterprises No. 24—Hedges, the Accounting Standard for Business Enterprises No. 37—Presentation of
analysis Financial Instrument and other applicable regulations. Fair value is arrived at based on the price provided by
should pricing service providers such as banks or the price obtained. Fair value measurement and recognition are carried
include out on a monthly basis. Changes in the fair value of forward exchange settlement contracts entered into by the
measurement Company are mainly attributable to difference arising from exchange rate fluctuations.
method and
related
assumptions
and
parameters)
Legal matters
involved (if N/A
applicable)
Disclosure
date of
announceme
nt on board’s
13 August 2022
approving
derivative
investment
(if any)
Opinion of The independent directors are of the opinion that: The foreign exchange hedging transactions conducted by the
independent Company are based on normal production and operation, are supported by specific businesses, aim to avoid and
directors on prevent foreign exchange risks associated with export businesses, do not involve speculative operations and are
derivative consistent with the needs of the Company's operation and development. The Company has established relevant
44
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
investments business management policies and risk control and prevention measures. The risk is controllable. The proposal
and risk was passed following a lawful, valid decision-making procedure, has no negative impact on the Company's
control normal operation and business development and does not undermine the interest of the Company and its
shareholders. Therefore, the Company's conducting foreign exchange hedging transactions is approved.
2) Derivative Investments for Speculative Purposes in the Reporting Period
□ Applicable Not applicable
No such cases in the Reporting Period.
5. Use of Funds Raised
□ Applicable Not applicable
No such cases in the Reporting Period.
VIII Sale of Major Assets and Equity Investments
1. Sale of Major Assets
□ Applicable Not applicable
No such cases in the Reporting Period.
2. Sale of Major Equity Investments
□ Applicable Not applicable
IX Major Subsidiaries
Applicable □ Not applicable
Major fully/majority-owned subsidiaries and those minority-owned subsidiaries with an over 10% effect on the
Company’s net profit:
Unit: RMB
Relationshi
Principal Registered Operating Operating
Name p with the Total assets Net assets Net profit
activity capital revenue profit
Company
Foshan
NationStar Manufactur 618,477,16 6,579,814,8 3,753,544,0 3,579,885,7 123,162,59 121,273,71
Optoelectro Subsidiary
ing 9.00 06.63 60.63 27.44 9.21 1.19
nics Co.,
Ltd.
Nanning
Liaowang Manufactur 35,055,700. 2,452,478,4 875,516,36 1,559,021,6 37,931,281. 44,172,944.
Subsidiary
Auto Lamp ing 00 10.10 7.24 39.99 46 70
Co., Ltd.
45
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
FSL Zhida
Electric Manufactur 50,000,000. 157,927,24 72,606,821. 211,155,18 11,356,073. 10,014,442.
Subsidiary
Technology ing 00 7.59 80 0.35 00 47
Co., Ltd.
FSL
Chanchang
Manufactur 72,782,944. 641,941,43 229,279,69 581,707,82 72,005,624. 61,997,036.
Optoelectro Subsidiary
ing 00 8.30 1.30 7.94 31 97
nics Co.,
Ltd.
Subsidiaries obtained or disposed in the Reporting Period:
Applicable □ Not applicable
How the subsidiary was obtained or Impact on overall operations and
Name
disposed of in the Reporting Period performance
Foshan NationStar Optoelectronics Co., These two subsidiaries combined
Acquired
Ltd. increased the Company’s operating
revenue and net profit attributable to the
Company as the parent by RMB3,520
Foshan Sigma Venture Capital Co., Ltd. Acquired
million and RMB19.7658 million
, respectively.
Information about major majority- and minority-owned subsidiaries:
—In a major asset restructuring in February 2022, the Company acquired a 21.32% interest in Foshan NationStar
Optoelectronics Co., Ltd. (NationStar) from Rising Group and its acting-in-concert party. Upon the conclusion of
the transaction, the Company eventually holds a 21.48% interest in NationStar, and NationStar has become a
majority-owned subsidiary of the Company. The Company has included NationStar in its consolidated financial
statements since Q1 2022.
—Nanning Liaowang Auto Lamp Co., Ltd. signed an equity agreement with its existing shareholders in July 2021,
and acquired Nanning Liaowang through equity acquisition and capital increase and share expansion. Upon the
conclusion of the transaction, the Company eventually holds a 53.79% interest in Nanning Liaowang, and
Nanning Liaowang has become a majority-owned subsidiary of the Company. The Company has included
Nanning Liaowang in its consolidated financial statements from the date when the Company obtained actual
control of it.
—FSL Zhida Electric Technology Co., Ltd. (FSL Zhida) was incorporated by the Company, Foshan Zhibida
Enterprise Management Co., Ltd. and Dongguan Baida Semiconductor Material Co., Ltd. on a joint investment
basis. FSL Zhida obtained its business license on 21 October 2016. Holding a stake of 51% in it, the Company has
included FSL Zhida in its consolidated financial statements since the date of FSL Zhida’s incorporation.
46
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
—FSL Chanchang Optoelectronics Co., Ltd. (renamed on 19 June 2018 from “Foshan Chanchang Electric
Appliances (Gaoming) Co., Ltd.”), which is a Sino-foreign joint venture invested and established by the Company
and Prosperity Lamps and Components Ltd, had obtained license for business corporation on 23 August 2005
through approval by Foreign Trade and Economic Cooperation Bureau of Gaoming District, Foshan with
document “MWJMY Zi [2005] No. 79”. The Company holds 70% equities of the said company; therefore the said
subsidiary was included into the scope of the consolidated financial statements since the date of foundation.
On 23 August 2016, the Company and Prosperity Lamps and Components Ltd signed the equity transfer
agreement. The Company purchased 30% equity of Foshan Chanchang Electric Appliances (Gaoming) Co., Ltd.
held by Prosperity Lamps and Components Ltd. After the purchasing, the Company held 100% equity of FSL
Chanchang Optoelectronics Co., Ltd.
X Structured Bodies Controlled by the Company
□ Applicable Not applicable
XI Prospects
(I) The Company's development strategies
The Company will continue to take technology and services as two top-priority fronts, focus on brand and value
and center its efforts on upgrading to medium- to high-end smart manufacturing, transitioning to a provider of
products and integrated solutions and transcending to "smart, healthy, green and human-oriented lighting”. In the
meantime, the Company will step up efforts on the application end, further exploit the Internet-of-Things (IoT)
ecosphere and niche markets, develop more new application scenarios and products, continuously improve our
core competitiveness and accelerate the new round of development.
(II) Operational plan for 2023
In 2023, the Company will take “digital transformation” as the core engine, vigorously implement the four-driver
development measures of “internal management, market expansion, innovation-driven growth, and M&A
support”, constantly strengthen business quality, and keep improving its business benefits, competitiveness, and
risk resistance.
1. Focus on tapping potential and enhancing efficiency and develop new profit growth points
(1) The industrial layout will be constantly optimized. In combination of the development trends of the lighting
47
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
industry, the Company will exert more efforts for the industrial layout in the market segments with big consumer
demand, endeavour to lead the industry in terms of product R&D, channel development, and market promotion,
and create new benefits.
(2) The Company will continue to change its marketing model. Both the To B and TO C businesses will be
pursued in parallel to expand the market and strengthen its own brands. In the To B business, while consolidating
the traditional channel dealers, the Company will take the "project-based system and specialisation" as the traction
to break through large projects in various segments and expand the market from the source. In the TO C business,
it will set up a dedicated team to focus on expanding the business of home improvement and decoration
companies across the country and accelerate the expansion of the TO C business.
(3) Difficulties in the new energy vehicle (NEV) lamp market will be continuously tackled. The Company will
expedite the construction of the "One Institute and Three Centres" of Nanning Liaowang and integrate its
advantages in the upstream and downstream industrial chains to push forward the mid-to-high-end upgrade of
auto lamp products. Concurrently, it will consolidate and expand Nanning Liaowang's market share of auto lamps
in southwestern China, earnestly expand customers in other regions, and spare no pains to raise its market share of
NEV lamps.
2. Focus on innovation-driven development and strengthen technological support
(1) The Lighting Research Institute will be established to accelerate technological upgrade. The Company will
introduce a high-end scientific research team, centre on common long-term technologies as well as research and
industrialization of forward-looking technologies, and develop future-oriented technological strengthen.
(2) Platforms will be utilized to drive deep industry-university-research integration. Tackling technological
challenges and cultivating innovative talent will be carried out based on the Company’s existing technology
platforms. The creation of innovative consortia with enterprises, universities, and scientific research institutes will
be pushed forward to lead innovation in the industrial chain synergy and industry-university-research integration
(3) Market demand should be precisely identified to create "top-selling" products. Products and solutions
commensurate with market demand in intelligent lighting, health lighting, marine lighting, and animal and plant
lighting will be launched to create industrial clusters with market competitiveness.
3. Focus on strengthening management and promote further improvement in operations
(1) Constant efforts were made for the "three refinements in management" scheme. In terms of main indicators,
the Company will continuously align with benchmark enterprises, improve the weak links of management,
48
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
consolidate the management foundation, and constantly input time and energy into operation and management
improvement.
(2) Costs and expenditures will be reduced. Effective cost control measures, such as cost reduction through the
synergy among R&D, purchase, and production, will continue to be implemented to earnestly reduce management
and general expenditures. The organization of quality control will be perfected. A whole-chain system for quality
management will be built to cover design, purchase, production, and marketing, forming closed-loop management
for product quality.
(3) Intelligent and digital upgrades will be strengthened. The Company will continue to raise its input, perform the
technological transformation of its production workshop to enhance the automatic production and intelligent
logistics of its production workshop, promote the building of platforms for marketing, supply chain, R&D, and
finance, optimize business procedures, and improve management and operational efficiency.
(III) Potential risks facing the Company and countermeasures
1. Risks of macro economic fluctuations and fiercer market competition
At present, economic uncertainties remain at home and abroad. If economic growth continues to slow down, it
may have an adverse impact on the development of the industry. Meanwhile, the lighting industry is a fully
competitive industry. And as market demand slows down in growth, the Company could be facing fiercer
competition.
Countermeasures: The Company will adhere to the set strategies, spend greater effort in developing new products,
constantly refine the business portfolio, and actively explore segment markets such as intelligent lighting, healthy
lighting, ocean lighting, animal and plant lighting. It will also accelerate the introduction of new manufacturing
processes, technologies and products to the market for new competitive edges. At the same time, by optimizing
marketing network and strengthening the business focus and expansion on domestic and foreign major customers,
the Company will improve service quality, strengthen internal management, and increase core competitive
capacity constantly.
2. Risk of raw material price fluctuations
The main raw materials of the Company and its subsidiaries include chips, lamp beads, electronic components,
aluminum substrates, plastic parts, metal materials, etc., and the price fluctuations of main raw materials will have
an impact on the Company's production costs. If the price of raw materials continues to rise in the future, it may
adversely affect the Company's production and operation.
49
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Countermeasures: The Company will pay attention to market dynamics, collect information, analyze and pre-
judge supply of main raw materials and price trends, so as to make excellent sourcing plans. By enhancing
negotiation, refining suppliers, perfecting supply chain management, and promoting alternative materials, the
Company is able to decrease procurement costs.
3. Risk of exchange rate fluctuations
Overseas sales account for around 25% of the Company’s total sales, which are mainly settled in USD. If RMB
experiences significant appreciation, the price competitiveness of overseas sales could be undermined and
exchange losses may increase, which will produce adverse impacts on the Company’s net profit.
Countermeasures: By keeping abreast of and analyzing exchange rate policies and fluctuation trend of settlement
currencies in time, intensifying settlement currency management, ,and carrying out foreign exchange hedging
business when the timing is right, the Company can relatively lock in exchange rates and minimize the risks
brought by exchange rate fluctuations.
4. Risk associated with the recoverability of accounts receivable
Receivables grow along with the Company's business. Customers who fail to repay loans timely or become
insolvent, due to changes in macroeconomic trends, market environments, and their business, will place the
Company at the risk of non-performing receivables.
Countermeasures: In order to reduce the receivable collection risk, the Company can constantly optimize the
receivable risk management system, regularly assess customers' credit profiles, and enhance customer risk
assessment. Meanwhile, it can reinforce contract approval and management, double its effort to collect receivables,
and incorporate the collection of receivables into the performance assessment system for business departments.
XII Communications with the Investment Community such as Researches, Inquiries and
Interviews
Applicable □ Not applicable
Main
Index to
Way of discussions and
Date Place Type of visitor Visitor communication
communication materials
information
provided
See Investor
China Galaxy
Relations
Securities, and www.cninfo.co
1-4 July 2022 The Company Online meeting Institution Activities Log
Guosen m.cn
Sheet No.
Securities
2022-01
One-on-one China See Investor www.cninfo.co
12-20 July The Company Institution
meeting and Merchants Relations m.cn
50
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
2022 online meeting Securities, Activities Log
Guotai Junan, Sheet No.
and CICC 2022-02
31 institutional See Investor
24 July-3 One-on-one investors Relations
www.cninfo.co
The Company meeting and Institution including Activities Log
August 2022 m.cn
online meeting CITIC Sheet No.
Securities 2022-03
See Investor
68 institutional
8 September Relations
investors www.cninfo.co
www.p5w.net Online meeting Institution Activities Log
2022 including m.cn
Sheet No.
Guotai Junan
2022-04
Chongqing See Investor
30 institutional
23 September Guinuo Relations
One-on-one investors www.cninfo.co
Lighting Institution Activities Log
2022 meeting including m.cn
Technology Sheet No.
Tebon Fund
Co., Ltd. 2022-05
See Investor
29 October-3 87 institutional
Relations
investors www.cninfo.co
November The Company Online meeting Institution Activities Log
including China m.cn
2022 Sheet No.
Securities
2022-06
51
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Part IV Corporate Governance
I General Information of Corporate Governance
During the Reporting Period, in strict accordance with relevant requirements of Company Law, Securities Law,
Code of Corporate Governance of Listed Companies and Rules of Stock Listing of Shenzhen Stock Exchange as
well as other relevant laws, rules and regulations, the Company continuously perfected the corporate governance
structure and set up an effective corporate governance system. At present, the Company has set up governance
structure of responsible Shareholders’ General Meeting, the Board of Directors, the Supervisory Committee and
managers, who performed right of decision-making, execution and supervision respectively according to their
duties; besides, the Company set up special committees of the Board of Directors and system for independent
directors. The Company strengthened information disclosure of principal shareholders and persons acting-in-
concert, forbidden shareholders of the Company to misapply their rights. The Company separated from the
principal shareholder in personnel, assets, business, financial affairs and organizational, and was absolutely
impendent. The Company timely revised and perfected various systems in accordance with the latest issued laws
& rules and relevant regulations of CSRC and Shenzhen Stock Exchange. And the corporate governance is
basically in line with the requirements of relevant laws, regulations and regulatory documents.
Indicate by tick market whether there is any material incompliance with the applicable laws, regulations, or rules
issued by the CSRC governing the governance of listed companies.
□ Yes No
No such cases in the Reporting Period.
II The Company’s Independence from Its Controlling Shareholder and Actual Controller in
Asset, Personnel, Financial Affairs, Organization and Business
The Company is completely separated from its controlling shareholder in aspects such as business, personnel,
assets, institutions and finance and possesses independent and complete business and self-dependent operating
ability.
1. As for the business, the Company is independent of the controlling shareholders and the subordinate enterprises
52
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
and owns the independent business departments and management system as well as possesses of impendent and
entire business and self-dependent operating ability.
2. As for the personnel, the Company formulates the independent management system such as the labor, personnel
and the salary, possesses the independent personnel department and the operating management team. The Senior
Executives of the Company are serving at the Company in full time and receiving the salary from the Company.
3. As for the assets, the assets of the Company are independent and entire with clear ownership, and possesses the
independent production system, BOP system and the supporting facilities, as well as possesses the legal
ownership of the land, factories, equipments related to the production and operating and the assets such as the
trademark, patent and the non-patent technology, and possesses the entire control and govern power of all the
assets of the Company without any behavior such as any controlling shareholder occupies the assets of the
Company.
4. As for the institutions, the Company set up the independent and entire organizations and institutions, and the
construction as well as the operating of the corporate governance institutions is executed strictly executed
according to the Articles of Association, and the production and operating as well as the offices are entirely
independent from the controlling shareholders with any situation of working under one roof with the controlling
shareholders.。
5. As for the finance, the Company set up the independent finance department and builds up the independent and
normative accounting and financial control system according to the requirements of the ASBE, set up the
independent bank account and pays the taxes legally and independently and the Company could make the
financial decisions independently without any situation of the shareholding intervenes the capital usage.
III Horizontal Competition
□ Applicable Not applicable
IV Annual and Special General Meetings Convened during the Reporting Period
1. General Meeting Convened during the Reporting Period
Investor Resolutions of the
Meeting Type Convened date Disclosure date
participation ratio meeting
The 1st Extraordinary 43.49% 18 January 2022 19 January 2022 Resolutions of the
53
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Extraordinary General Meeting 1st Extraordinary
General Meeting General Meeting
of 2022 of 2022
Resolutions of the
The 2021 Annual Annual General
43.20% 26 April 2022 27 April 2022 2021 Annual
General Meeting Meeting
General Meeting
The 2nd Resolutions of the
Extraordinary Extraordinary 2nd Extraordinary
42.99% 30 June 2022 1 July 2022
General Meeting General Meeting General Meeting
of 2022 of 2022
The 3rd Resolutions of the
Extraordinary Extraordinary 3rd Extraordinary
41.07% 29 August 2022 30 August 2022
General Meeting General Meeting General Meeting
of 2022 of 2022
The 4th Resolutions of the
Extraordinary Extraordinary 4th Extraordinary
43.15% 30 November 2022 1 December 2022
General Meeting General Meeting General Meeting
of 2022 of 2022
2. Special General Meetings Convened at the Request of Preferred Shareholders with Resumed Voting
Rights
□ Applicable Not applicable
V Directors, Supervisors and Senior Management
1. General Information
Increas Decrea
Beginn e in se in Other Reaso
Ending
Incum Start ing the the increas n for
Office Gende End of shareh
Name bent/F Age of shareh Report Report e/decre share
title r tenure olding
ormer tenure olding ing ing ase change
(share)
(share) Period Period (share) s
(share) (share)
Wu Board 24 23
Incum
Sheng Chair Male 52 August August 0 0 0 0 0
bent
hui man 2020 2023
Vice
Zhuan 24 23
Board Incum 11,903 11,903
g Male 71 August August 0 0 0
Chair bent ,509 ,509
Jianyi 2020 2023
man
Lei Direct Incum 24 23
Male 55 0 0 0 0 0
Zihe or & bent August August
54
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
GM 2020 2023
Zhang 24 23
Direct Incum
Xianfe Male 52 August August 0 0 0 0 0
or bent
ng 2020 2023
Hu 30 23
Direct Incum
Fengca Male 57 June August 0 0 0 0 0
or bent
i 2022 2023
Huang 24 23
Direct Incum
Zhiyon Male 53 August August 0 0 0 0 0
or bent
g 2020 2023
Indepe
Dou 24 23
ndent Incum
Linpin Male 63 August August 0 0 0 0 0
Direct bent
g 2020 2023
or
Indepe
Li 24 23
ndent Incum
Xiyua Male 61 August August 0 0 0 0 0
Direct bent
n 2020 2023
or
Indepe
Zhang 24 23
ndent Incum
Rensh Male 57 August August 0 0 0 0 0
Direct bent
ou 2020 2023
or
Chair
man of
Li the 18 23
Incum
Jingwe Superv Male 46 Januar August 0 0 0 0 0
bent
i isory y 2022 2023
Comm
ittee
24 23
Li Superv Incum
Male 35 August August 0 0 0 0 0
Yizhi isor bent
2020 2023
Zhuan 24 23
Superv Incum
g Male 37 August August 0 0 0 0 0
isor bent
Junjie 2020 2023
Ye 24 23
Superv Incum
Zheng Male 49 August August 77,561 0 0 0 77,561
isor bent
hong 2020 2023
24 23
Lin Superv Incum
Male 53 August August 22,583 0 0 0 22,583
Qing isor bent
2020 2023
Execut
Zhang 24 23
ive Incum
Xuequ Male 45 August August 73,052 0 0 0 73,052
Vice bent
an 2020 2023
GM
Zhang Vice Incum Male 48 24 23 77,596 0 0 0 77,596
55
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Yong GM bent August August
2020 2023
24 23
Wei Vice Incum 105,22 105,22
Male 53 August August 0 0 0
Bin GM bent 6 6
2020 2023
24 23
Chen Vice Incum
Male 50 August August 66,066 0 0 0 66,066
Yu GM bent
2020 2023
Tang 24 23
Incum Femal
Qiongl CFO 52 August August 75,940 0 0 0 75,940
bent e
an 2020 2023
Jiao 24 23
Vice Incum
Zhigan Male 50 August August 90,399 0 0 0 90,399
GM bent
g 2020 2023
Huang Board 19 23
Incum
Zhenh Secret Male 35 May August 0 0 0 0 0
bent
uan ary 2021 2023
24
Cheng Direct Forme 7 June
Male 48 August 11,550 0 0 0 11,550
Ke or r 2022
2020
Xu 24 12
Vice Forme
Xiaopi Male 52 August May 37,270 0 0 0 37,270
GM r
ng 2020 2022
12,540 12,540
Total -- -- -- -- -- -- 0 0 0 --
,752 ,752
Indicate by tick mark whether any director, supervisor or senior management resigned during the Reporting
Period.
Yes □ No
In May 2022, Mr. Xu Xiaoping resigned as Vice GM for job change; and in June 2022, Mr. Cheng Ke resigned
as Director and members of the Audit and Risk Management Committee and the Remuneration and Appraisal
Committee for job change.
Change of directors, supervisors and senior management:
Applicable □ Not applicable
Name Office title Type of change Date of change Reason for change
Elected as Supervisor
at a general meeting
Chairman of the
and as Chairman of the
Li Jingwei Supervisory Elected 18 January 2022
Supervisory
Committee
Committee by the
Supervisory
56
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Committee on 18
January 2022
Elected as Director at a
Hu Fengcai Director Elected 30 June 2022
general meeting
Resigned for job
Cheng Ke Director Former 7 June 2022
change
Resigned for job
Xu Xiaoping Vice GM Former 12 May 2022
change
2. Biographical Information
Professional backgrounds, major work experience and current duties in the Company of the incumbent directors,
supervisors and senior management:
1. Working Experience of the Directors
Mr. Wu Shenghui: Han nationality, was born in July 1970. He is a member of the CPC and has no right of
permanent residence in a foreign country. He finished a part-time postgraduate program. Previously, he has served
as Senior Staff Member and then Principal Staff Member of Guuangdong Provincial Commission for Discipline
Inspection, Assistant Manager and then Manager of the Human Resources Department and then Manager of the
Department of Party and Mass Work and Personnel of Guangdong Rising Holdings Group Co., Ltd., and CPC
Committee Secretary, then Full-Time Deputy Secretary and then Director of Shenzhen Zhongjin Lingnan
Nonfemet Company Limited. He became CPC Committee Member and Secretary of the Company in April 2020
and became President of the Board of Directors of the Company in May 2020.
Mr. Zhuang Jianyi: born in 1951, with a bachelor’s degree and MBA. He now acts as the Chairman of Hong
Kong Youchang Lighting Equipment, and has been engaged in the electric light source equipment production as
well as the trading business for about 40 years. From 1995 to 2010, he acted as the Directors, the Vice Chairman
and the Chairman of the Company. And he serves as a vice chairman of the Company since December 2015.
Mr. Lei Zihe: Han nationality, was born in August 1967. He is a member of the CPC and has no right of
permanent residence in a foreign country. He finished a postgraduate program and bears a professional title of
Senior Engineer. Previously, he has served as Assistant Manager of the Quality Management Department, then
Manager of the Technical Department, then Director of the No. 1 Device Factory, and then Manager of the Second
Marketing Department of Foshan Optoelectronic Devices Company, Assistant to the General Manager and then
Secretary of the Board of Directors of Foshan NationStar Optoelectronic Technology Co., Ltd., CPC Committee
Member, then Vice General Manager and General Manager of the RGB Device Division, then Director, and then
Executive General Manager of Foshan NationStar Optoelectronics Co., Ltd., and President of the Board of
57
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Directors of Foshan NationStar Semiconductor Technology Co., Ltd.. He became CPC Committee Member and
Deputy Secretary of the Company in April 2020 and became Director and General Manager of the Company in
May 2020.
Mr. Zhang Xianfeng: Han nationality, was born in July 1970. He is a member of the CPC and has no right of
permanent residence in a foreign country. He finished a MBA program at Renmin University of China and bears
professional titles of Senior Political Mentor and Economist. Previously, he has served as Assistant Departmental
Manager and then Departmental Manager of China Guangdong International Economic and Technological
Cooperation (Group) Company, Assistant Director and then Director of the General Office of Guangdong
Xinguang International Group Co., Ltd., Assistant Manager of the Human Resources Department, then Assistant
Manager of the Department of Party and Mass Work and Personnel, then Assistant Director of the CPC
Committee's General Office, and then Manager of the Department of Party and Mass Work of Guangdong Rising
Holdings Group Co., Ltd.. He became CPC Committee Member and Deputy Secretary of the Company in June
2020, became Chairman of the Labor Union of the Company in July 2020, and became Director of the Company
in August 2020.
Mr. Hu Fengcai: born in September 1965, member of the Communist Party of China, graduated from the Party
School of the Guangdong Provincial Committee of CPC, majoring in Modern Economic Management. He is a
senior accountant. He worked as Deputy Manager of the Finance Department and Deputy Manager and Manager
of the Financial Audit Department of Guangdong Metallurgical Industry Corporation, member of the Party
Committee and Deputy General Manager of Guangdong Guangye Metallurgical Limited Corporation,
Independent Director of SGIS Songshan Co., Ltd., director, member of the Party Committee, and Deputy General
Manager of Guangdong Rising Metallurgical Co., Ltd., Chairman of the Supervisory Committee of the Third
Working Group of the Supervisory Committee, Chairman of the Supervisory Committee of the Working
Department of the Board of Audit Supervisors, and deputy head of the Operation Management Department of
Guangdong Rising Assets Management Co., Ltd. (GRAM), and deputy head of the Operation Management
Department of Guangdong Rising Holdings Group Co., Ltd. (Rising Group). Now he serves as a full-time director
assigned to the listed company of Rising Group. He has been a director of the Company since June 2022.
Mr. Huang Zhiyong: Han nationality, born in August 1969, a member of the Communist Party of China and an
engineer. He graduated from Xidian University with a bachelor’s degree of Electronic Devices Structures. He
once acted as the Vice GM of Shenzhen Primatronix (Nanho) Electronics Ltd., the Minister of Enterprise
58
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Development Department, the GM Assistant and Vice GM in Guangdong Electronics Information Industry Group
Ltd. He now acts as Director, a member of the CPC Committee, Deputy Secretary of the CPC Committee and
Chairman of Labor Union in Guangdong Electronics Information Industry Group Ltd. And he serves as a Director
of the Company since December 2015.
Mr. Li Xiyuan: Born in March 1961, member of the Communist Party of China, no permanent residence abroad,
doctoral degree, professor-level senior engineer. He has served as deputy director of the Construction
Management Office of the Northern Section of Beijing-Zhuhai Expressway in Guangdong Province, Deputy
Director of Infrastructure Management Department of Guangdong Provincial Communication Group Co., Ltd.,
General Manager of Guangdong Gaintop Highway Engineering Construction Group Co., Ltd., General Manager
and Chairman of Guangdong Provincial Expressway Development Co., Ltd., Chairman of Guangdong Road and
Bridge Construction Development Co., Ltd., Director of Guangdong Construction Engineering Group Co., Ltd.,
Guangdong Province Navigation Group Co., Ltd., Guangdong Namyue Group Co., Ltd. and Guangdong
Provincial Railway Construction Investment Group Co., Ltd. He is currently an external director of Guangzhou
Port Group Co., Ltd. and an independent director of Dongguan Development (Holdings) Co., Ltd. and Shenzhen
Tagen Group Co., Ltd. He has been an independent director of the Company since September 2021.
Mr. Zhang Renshou: Born in May 1965, Ph.D., professor, postdoctoral co-supervisor, doctoral supervisor, no
permanent residence abroad, doctoral degree. He has served as lecturer and associate professor of Guangzhou
Foreign Language Training Center of Ministry of Petroleum Industry and China University of Petroleum
(Guangzhou branch, removed), Editor of Development Research Center of People's Government of Guangdong
Province, Professor of Accounting Department of School of Management of Guangzhou University and
independent director of Jiangmen Rural Commercial Bank Company Limited. He also serves as: Member of the
Expert Group of the Budget Committee of Guangzhou Municipal People's Congress, Member of the Expert Group
of the Economic Committee of Guangzhou Municipal People's Congress, Member of the 8th Committee of
Guangdong Social Sciences Association, Member of the Academic Committee of Research Center for Guangdong
Local Public Finance, Professional Advisory Committee Member of Guangdong Statistics Bureau, Member of the
Academic Committee of Guangdong Coastal Economic Belt Development Research Center, President of
Guangdong South China Economic Development Research Association, Major Administrative Decision
Demonstration Expert and Innovation and Entrepreneurship Development Expert of Shaoguan Municipal People's
Government of Guangdong Province, and Special Researcher of Guangzhou Taxation Bureau of State Taxation
59
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Administration of the People's Republic of China. He has been an independent director of the Company since
September 2021.
Mr. Dou Linping: Han nationality, was born in August 1959. He is of Chinese nationality and has no right of
permanent residence in a foreign country. He received a bachelor's degree and bears a professional title of Senior
Engineer. Previously, he has served as Deputy Chief of the Design Section of Beijing Luminaries Factory,
Director of the Office of Design Standards and then Vice Director of Beijing Luminaries Research Institution,
Deputy Secretary-General and Managing Director of China Association of Lighting Industry, and Managing
Director and Secretary-General of China Illuminating Engineering Society. At present, he serves as Vice Director-
General of China Solid State Lighting Alliance, Director of the Urban, Cultural and Tourism Lighting Professional
Committee of CSA, and Independent Director of Hengdian Group TOSPO Lighting Co., Ltd. and Beijing New
Space Technology Co., Ltd.. He serves as an independent director of the Company since August 2020.
2. Working Experience of the Supervisors
Mr. Li Jingwei: born in November 1976, member of the Communist Party of China, holds a master's degree and
is an economist and Senior Labour Relations Coordinator. He worked as head, direct, Deputy Secretary of the
Party Committee, Secretary of the Committee for Discipline Inspection, and Chairman of the Labour Union of the
Comprehensive Management Department of Guangdong Changsheng Enterprise Group Co., Ltd., director,
Deputy Secretary of the Party Committee, Secretary of the Committee for Discipline Inspection, Chairman of the
Labour Union of Guangdong Rising Real Estate Group Co., Ltd., member of the Party Committee, Secretary of
the Committee for Discipline Inspection, and Chairman of the Supervisory Committee of Foshan NationStar
Optoelectronics Co., Ltd. (NationStar), and Deputy Director of Office of Discipline Inspection and Supervision of
Guangdong Rising Assets Management Co., Ltd. (GRAM). He was elected member of the Party Committee and
Secretary of the Committee for Discipline Inspection of the Company in December 2021 and became the
Chairman of the Supervisory Committee of the Company in January 2022.
Mr. Li Yizhi: Han nationality, was born in March 1987. He is a member of the CPC. He received a bachelor's
degree ，intermediate accountant and is an Association of Chartered Certified Accountants (ACCA) certified
accountant. Previously, he has worked at the Guangzhou Office of WUYIGE Certified Public Accountants LLP
(special general partnership) as an Audit Assistant, at the Guandong Office of Pan-China Certified Public
Accountants LLP (special general partnership) as a Project Manager, at the Shenzhen Office of
60
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
PricewaterhouseCoopers Zhong Tian LLP (special general partnership) as an auditor, and at the Guangdong
Office of China Central Public Accounting Firm (special general partnership) as a Project Manager. At present, he
serves as Supervisor of the Finance Department (Settlement Center) of Guangdong Rising Holdings Group Co.,
Ltd.. He serves as a supervisor of the Company since August 2020.
Mr. Zhuang Junjie: Born in September 1985, a Hong Kong permanent resident. He graduated with a bachelor’s
degree and once acted as the Consultant Manager of Accenture Software and now acts as the Director of Hong
Kong Prosperity Lighting Equipment Co., Ltd. And he serves as a supervisor of the Company since December
2015.
Mr. Ye Zhenghong: Born in June 1973, a member of the Communist Party of China with a college degree. He
joined the Company from July 1995; worked in the Machine Repair Shop from July 1995 to June 1997; worked in
the Mechanical Power Department from July 1997 to January 2001; acted as Equipment Management Director in
T8 Fluorescent Lamp Factory from February 2001 to January 2005; acted as Director of Machine Repair
Workshop from May 2005 to January 2007; acted as Chief Officer of Machinery Dynamic Department from May
2006 to December 2007; and acted as factory director of T8 Fluorescent Lamp Factory from January 2008 to
February 2016; and acted as Chief Officer of Production Department from March 2016 to March 2019; and acted
as the director of E-Commerce Business Department from April 2019 to June 2020; and acted as the vice GM of
FSL Zhida Electric Technology Co., Ltd. from November 2016 to February 2020, and acted as the GM of FSL
Zhida Electric Technology Co., Ltd. from March 2020 to March 2021; and has acted as the Chairman of the Board
of FSL Zhida Electric Technology Co., Ltd. since April 2021; the Chairman of the 5th Supervisory Committee and
the Employee Supervisor of the 6th, 7th, 8th and 9th Supervisory Committee.
Mr. Lin Qing: born in September 1969, member of the Communist Party of China, undergraduate degree, Senior
Engineer in Electrical and Mechanical Engineering; has been working in the company since August 1991; worked
as mercury lamp workshop technician and workshop director from June 1996 to February 2002; as the workshop
director and factory director of the fluorescent lamp factory from March 2002 to September 2009; as the director
of Technology Department from October 2009 to September 2020 ; as the Technical Director of the R&D
Department from October 2020 to January 2022; as the Safety Director of the Company since February 2022; in
July 2015, elected as a discipline committee member of the company’s CPC committee. And he serves as an
Employee Supervisor of the Company since September 2016.
61
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
3. Working experience of the Senior Management Staff
Mr. Lei Zihe: Han nationality, was born in August 1967. He is a member of the CPC and has no right of
permanent residence in a foreign country. He finished a postgraduate program and bears a professional title of
Senior Engineer. Previously, he has served as Assistant Manager of the Quality Management Department, then
Manager of the Technical Department, then Director of the No. 1 Device Factory, and then Manager of the
Second Marketing Department of Foshan Optoelectronic Devices Company, Assistant to the General Manager
and then Secretary of the Board of Directors of Foshan NationStar Optoelectronic Technology Co., Ltd., CPC
Committee Member, then Vice General Manager and General Manager of the RGB Device Division, then
Director, and then Executive General Manager of Foshan NationStar Optoelectronics Co., Ltd., and President of
the Board of Directors of Foshan NationStar Semiconductor Technology Co., Ltd.. He became CPC Committee
Member and Deputy Secretary of the Company in April 2020 and became Director and General Manager of the
Company in May 2020.
Mr. Zhang Xuequan: Born in December 1977, a member of the Communist Party of China, MBA of Lingnan
College of Sun Yat-Sen University. He joined the Company in 1996. He worked in the former Iodine-tungsten
Lamp Workshop from October to December 1996; worked in the Technology Department and then the Quality
Control Department from January 1997 to August 2002; acted as the Workshop Manager of Lamp Workshop from
September 2002 to May 2008; acted as the Department Director of the Business Management Department of the
Company from June 2008 to August 2016. He has concurrently acted as the Office Director from February 2016
to December 2018. He has been the Party Branch Secretary for the Administrative Office of the Company from
July 2010 to June 2017, and a member of the party committee of the Company since July 2015. He was a
supervisor of the Company from May 2013 to August 2016 and has been a vice GM of the Company since August
2016; Act as the Deputy General Manager of the Company since March 2020. He has also served as Director of
NationStar Optoelectronics since August 2022.
Mr. Zhang Yong: Born in June 1974, a member of the Communist Party of China and a senior engineer with a
bachelor degree. He joined in the Company in July 1997. and successively acted as Deputy Director and Director
of Lamp Filament Appliance Workshop from October 1999 to June 2008; acted as Factory Director of Gaoming
Fluorescent Lamp Factory and Factory Director of Gaoming Branch Factory from July 2008 to December 2008;
respectively acted as Department Director of Product Department, OEM Department, Mechanical Dynamics
Department and Infrastructure Department from January 2009 to December 2012; acted as General Manager
62
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Assistant from March 2013 to August 2016. He was a supervisor and the Chairman of the Board of Supervisors of
the Company from September 2013 to August 2016; served as the chairman of the Labor Union of the Company
from September 2013 to May 2019; acted as the Deputy Party Secretary from July 2015 to 27 December 2021;
and has been a vice GM of the Company since August 2016.
Mr. Wei Bin: Born in May 1969, a member of the Communist Party of China and a Senior engineer of electronic
engineering technology with a Master’s degree. He joined in the Company in 1991, and responsible for the
product development of the graduate school of the Company from March 1992 to December 1996, acted as
Workshop Manager of Energy Saving Lamp Workshop from January 1997 to December 2004, acted as Workshop
Manager of HID Workshop from January to December 2005, acted as Workshop Manager of T5 Workshop from
January 2006 to November 2008, acted as the Department Director of the Technology Department from
November 2008 to August 2009 and acted as Vice GM of the Company from September 2009.
Mr. Chen Yu: Born in December 1972, a member of the Communist Party of China and an engineer with a
bachelor’s degree. He entered the Company in 1994. And acted as workshop manager of parabolic reflector,
coating film, energy saving lamp, factory director of the branch factory of Gaoming and workshop manager of
general bulbs from January 1997 to December 2012, acted as Director of Production Department, OEM
Department and Mechanical Dynamics Department from January to August 2013, acted as Director of Production
Department and OEM Department from September 2013 to May 2014 as well as acted as Vice GM of the
Company from May 2014. He has also served as Chairman of the Board of Nanning Liaowang since July 2021.
Ms. Tang Qionglan: born in March 1970, member of the Communist Party of China, bachelor degree, China
Certified Public Accountant, served as audit manager of BDO China Shu Lun Pan Certified Public Accountants
LLP Foshan Branch; as Deputy Manager of the Finance Department, Manager, Chief Financial Officer, Deputy
General Manager and Chief Financial Officer of Foshan NationStar Optoelectronics Co., Ltd.. and serves as the
Chief Financial Officer of the Company since January 2016.
Mr. Jiao Zhigang: Born in May 1972, a member of the Communist Party of China with a bachelor’s degree. He
entered the Company in 1994. He acted as Warehouse Director of the Company from August 1995 to September
2013, acted as Department Director of Human Resources Department from May 2010 to September 2013; acted
as Supervisor from March 2007 to September 2013, and as Chairman of the Supervisory of the Company from
May 2010 to September 2013. He acted as Vice GM of the Company in September 2013.
Mr. Huang Zhenhuan: Born in December 1987, he holds a master's degree in finance, is a financial economist,
63
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
and has obtained the qualification certificate of Secretary of the Board of Directors issued by Shenzhen Stock
Exchange. He used to be the sponsor of Assets Department, Assistant General Manager of Investment Department
and General Manager of Finance Department of Guangzhou Guangyong State-owned Asset Sales Co., Ltd.,
General Manager of Guangzhou Guangyong Equity Investment Fund Management Co., Ltd., General Manager of
Corporate Finance Department III (Industry Center) of Minsheng Bank Guangzhou Branch, Investment Director
of Guangdong Rising Financial Holding Co., Ltd., and Senior Director of Capital Operation Department of
Guangdong Rising Holdings Group Co., Ltd. He has served as Board Secretary of the Company since May 2021.
Offices held concurrently in shareholding entities:
Applicable □ Not applicable
Remuneration or
Shareholding Office held in the
Name Start of tenure End of tenure allowance from the
entity shareholding entity
shareholding entity
Full-time director
Guangdong Rising accredited to the
Hu Fengcai Holdings Group listed company by Yes
Co., Ltd. capital operation
department
Guangdong Director, Deputy
Electronics Secretary of the
Huang Zhiyong Information CPC Committee, Yes
Industry Group Chairman of the
Ltd. Labor Union
Head of the
Guangdong Rising Financial
Li Yizhi Holdings Group Department Yes
Co., Ltd. (Settlement
Center)
Prosperity Lamps
Chairman of the
Zhuang Jianyi & Components Yes
Board
Limited
Prosperity Lamps
Zhuang Junjie & Components Director Yes
Limited
Offices held concurrently in other entities:
Applicable □ Not applicable
Name Other entity Office held in the Start of tenure End of tenure Remuneration or
64
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
entity allowance from the
entity
Thinkon
Zhuang Jianyi Semiconductor Director No
Jinzhou Corp.
Guangzhou Port
Li Xiyuan Director Yes
Group Co., Ltd.
Dongguan
Development Independent
Li Xiyuan Yes
(Holdings) Co., Director
Ltd.
Shenzhen Tagen Independent
Li Xiyuan Yes
Group Co., Ltd. Director
Guangzhou Accounting
Zhang Renshou Yes
University Professor
Guangdong Knoya
Independent
Zhang Renshou Home Furnishing Yes
Director
Co., Ltd.
Jiangmen Rural
Independent
Zhang Renshou Commercial Bank Yes
Director
Company Limited
China Solid State
Dou Linping Vice Chairman No
Lighting Alliance
Hengdian Group
Independent
Dou Linping Tospo Lighting Yes
Director
Co., Ltd.
Beijing New Space
Independent
Dou Linping Technology Co., Yes
Director
Ltd.
LongT Lighting Independent
Dou Linping Yes
Group, Inc Director
Punishments imposed in the recent three years by the securities regulator on the incumbent directors,
supervisors and senior management as well as those who left in the Reporting Period:
□ Applicable Not applicable
3. Remuneration of Directors, Supervisors and Senior Management
Decision-making procedure, determination basis and actual payments of remuneration for directors, supervisors
and senior management:
The Remuneration & Appraisal Committee under the Board of Directors decided the 2021 remunerations for the
65
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
leadership team members in accordance with the Measures for Managing the Remuneration of the Leadership
Team Members, the particulars on completing current main financial indexes & operating goals, as well as the
fulfillment of job responsibilities by them, before submitting the remuneration plan to the Board of Directors for
approval.
The total remuneration (before tax) actually paid to the directors, supervisors and senior management staff for
2022 were RMB12.6796 million.
Remuneration of directors, supervisors and senior management for the Reporting Period
Unit: RMB'0,000
Total before-tax Any
Incumbent/For remuneration remuneration
Name Office title Gender Age
mer from the from related
Company party
Board
Wu Shenghui Male 52 Incumbent 128.44 No
Chairman
Vice Board
Zhuang Jianyi Male 71 Incumbent Yes
Chairman
Lei Zihe Director & GM Male 55 Incumbent 121.55 No
Zhang
Director Male 52 Incumbent 107.80 No
Xianfeng
Hu Fengcai Director Male 57 Incumbent Yes
Huang Zhiyong Director Male 53 Incumbent Yes
Independent
Li Xiyuan Male 61 Incumbent 18 No
Director
Independent
Zhang Renshou Male 57 Incumbent 18 No
Director
Independent
Dou Linping Male 63 Incumbent 18 No
Director
Chairman of
Li Jingwei the Supervisory Male 46 Incumbent 77.80 No
Committee
Li Yizhi Supervisor Male 35 Incumbent Yes
Zhuang Junjie Supervisor Male 37 Incumbent Yes
Ye Zhenghong Supervisor Male 49 Incumbent 43.58 No
Lin Qing Supervisor Male 53 Incumbent 40.64 No
Executive Vice
Zhang Xuequan Male 45 Incumbent 102.22 No
GM
Zhang Yong Vice GM Male 48 Incumbent 99.37 No
Wei Bin Vice GM Male 53 Incumbent 99.25 No
Chen Yu Vice GM Male 50 Incumbent 101.06 No
66
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Tang Qionglan CFO Female 52 Incumbent 98.24 No
Jiao Zhigang Vice GM Male 50 Incumbent 96.67 No
Huang Board
Male 35 Incumbent 48.31 No
Zhenhuan Secretary
Cheng Ke Director Male 48 Former Yes
Xu Xiaoping Vice GM Male 52 Former 49.03 Yes
Total -- -- -- -- 1267.96 --
VI Performance of Duty by Directors in the Reporting Period
1. Board Meetings Convened during the Reporting Period
Meeting Convened date Disclosure date Resolution
Announcement on
The 26th Meeting of the 9th Resolutions of the 26th
14 January 2022 15 January 2022
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 27th Meeting of the 9th Resolutions of the 27th
18 January 2022 19 January 2022
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 28th Meeting of the 9th Resolutions of the 28th
22 March 2022 24 March 2022
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 29th Meeting of the 9th Resolutions of the 29th
30 March 2022 1 April 2022
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 30th Meeting of the 9th Resolutions of the 30th
22 April 2022 23 April 2022
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 31st Meeting of the 9th Resolutions of the 31st
29 April 2022 30 April 2022
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 32nd Meeting of the 9th Resolutions of the 32nd
14 June 2022 15 June 2022
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 33rd Meeting of the 9th
12 August 2022 13 August 2022 Resolutions of the 33rd
Board of Directors
Meeting of the 9th Board of
67
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Directors
Announcement on
The 34th Meeting of the 9th Resolutions of the 34th
30 August 2022 31 August 2022
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 35th Meeting of the 9th Resolutions of the 35th
10 October 2022 11 October 2022
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 36th Meeting of the 9th Resolutions of the 36th
27 October 2022 28 October 2022
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 37th Meeting of the 9th Resolutions of the 37th
14 November 2022 15 November 2022
Board of Directors Meeting of the 9th Board of
Directors
2. Attendance of Directors at Board Meetings and General Meetings
Attendance of directors at board meetings and general meetings
The director
Total number Board
Board Board failed to
of board Board meetings
meetings meetings the attend two General
meetings the meetings attended by
Director attended director consecutive meetings
director was attended on way of
through a failed to board attended
eligible to site telecommuni
proxy attend meetings
attend cation
(yes/no)
Wu Shenghui 12 2 10 0 0 No 4
Zhuang
12 0 12 0 0 No 5
Jianyi
Lei Zihe 12 2 10 0 0 No 5
Zhang
12 2 10 0 0 No 4
Xianfeng
Hu Fengcai 5 1 4 0 0 No 2
Huang
12 0 12 0 0 No 4
Zhiyong
Dou Linping 12 1 11 0 0 No 5
Li Xiyuan 12 1 11 0 0 No 5
Zhang
12 1 11 0 0 No 5
Renshou
68
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
3. Objections Raised by Directors on Matters of the Company
Indicate by tick mark whether any directors raised any objections on any matter of the Company.
□ Yes No
No such cases in the Reporting Period.
4. Other Information about the Performance of Duty by Directors
Indicate by tick mark whether any suggestions from directors were adopted by the Company.
Yes □ No
Suggestions from directors adopted or not adopted by the Company:
During the Reporting Period, the directors of the Company worked to fulfill their functions and duties, actively
attended Board of Directors meetings and Shareholders’ General Meetings, offered advices and suggestions and
performed their rights, functions, duties, and obligations as defined in the Company Law, the Securities Law and
the Articles of Association. They fulfilled their role as a director, upheld the legitimate rights and interests of the
Company and its shareholders, promoted further improvement in corporate governance and effectively
facilitated regulatory compliance of the Company's operation. During the Reporting Period, the directors of the
Company actively performed their functions and duties, made full use of their professional knowledge, worked
diligently to fulfill their duties and offered many invaluable advices and suggestions on the Company's
management decision-making and major matters based on their in-depth understanding of the Company's
operations. They played their due role in improving the Company's supervision mechanism, promoting
improvement in the Company's risk control capacity and upholding the legitimate rights and interests of the
Company and its shareholders.
VII Performance of Duty by Specialized Committees under the Board in the Reporting
Period
Meetings Convened Contents Opinion and Other Objection (if
Committee Members
convened date reviewed advice activities any)
Zhang 2021
The Audit 5 Financial
Renshou, Li Audit and
and Risk 24 March
Xiyuan, Dou Internal Approved
Management 2022
Linping, Hu Control
Committee Audit
Fengcai, and
Report; 2022
69
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Huang Financial
Budget
Zhiyong
Report; and
2021 Annual
Work Report
and 2022
Work Plan of
the Audit
Department;
Proposal on
Change of
Accounting
Estimate of
Majority-
owned
Subsidiary;
and Proposal
on
Amendment
to the Rules
of Procedure
for the Audit
Committee
Zhang
Renshou, Li
The Audit
Xiyuan, Dou Audit
and Risk
Linping, Hu 27 May 2022 Summary for Approved
Management
Fengcai, and Q1 2022
Committee
Huang
Zhiyong
Proposal on
Establishmen
t of the
Management
Methods for
Compliance;
Proposal on
Establishmen
Zhang
t of the
Renshou, Li Internal
The Audit
Xiyuan, Dou Control
and Risk 18 August Methods;
Linping, Hu Approved
Management 2022 Proposal on
Fengcai, and Establishmen
Committee
Huang t of the
Zhiyong Methods for
Comprehensi
ve Risk
Management
; and Work
Report of the
Audit
Department
for H1 2022
The Audit Zhang 27 October Audit Approved
70
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
and Risk Renshou, Li 2022 Summary for
Q1-Q3 2022
Management Xiyuan, Dou
Committee Linping, Hu
Fengcai, and
Huang
Zhiyong
Zhang
Renshou, Li
The Audit
Xiyuan, Dou Proposal on
and Risk 8 November
Linping, Hu Change of Approved
Management 2022
Fengcai, and CPA Firm
Committee
Huang
Zhiyong
Zhang Proposal on
Renshou, Li Appraisal
The
Xiyuan, Dou Plan for 2021
Remuneratio 27
Linping, Remuneratio
n and 1 September Approved
Zhang ns for
Appraisal 2022
Xianfeng, Leadership
Committee
and Hu Team
Fengcai Members
Li Xiyuan,
Zhang Proposal on
the
The Renshou, Nomination
Nomination Dou Linping, 1 9 June 2022 of Non- Approved
Committee Lei Zihe, and independent
Director
Zhang
Candidate
Xianfeng
Wu
Development
Shenghui,
Strategy
Zhuang
30 December Planning for
The Strategy Jianyi, Lei
1 the Period of Approved
Committee Zihe, Zhang 2022
the “14th
Xianfeng,
Five-year
and Li
Plan”
Xiyuan
VIII Performance of Duty by the Supervisory Committee
Indicate by tick mark whether the Supervisory Committee found any risk to the Company during its supervision
in the Reporting Period.
□ Yes No
The Supervisory Committee raised no objections in the Reporting Period.
71
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
IX Employees
1. Number, Functions and Educational Backgrounds of Employees
Number of in-service employees of the Company at the period-
4,608
end
Number of in-service employees of main subsidiaries at the
8,283
period-end
Total number of in-service employees at the period-end 12,891
Total number of employees with remuneration in this Reporting
12,891
Period
Number of retirees to whom the Company or its main
242
subsidiaries need to pay retirement pension
Functions
Function Number of employees
Production 9,280
Sales 817
Technical 1,730
Financial 163
Administrative 901
Total 12,891
Educational backgrounds
Educational background Number of employees
Master’s degree and above 186
Bachelor’s degree 2,018
Junior college 1,826
Technical secondary school and high school 2,125
Below high school 6,736
Total 12,891
Note: “Number of retirees to whom the Company or its main subsidiaries need to pay retirement pension” in the
table above refer to retirees of subsidiary Nanning Liaowang, and the payments to them mainly comprise living
allowances, festival allowances, etc. The amount paid by Nanning Liaowang stands at RMB645,900 per year.
This is a historical issue coming from before the Company’s acquisition of Nanning Liaowang. Starting from 1
January 2021, the number of the retirees and the annually paid amount have ceased to increase.
2. Employee Remuneration Policy
Adhering to the principle of "giving priority to efficiency, giving consideration to fairness, creating and sharing
together", the Company takes value creation as the guide, constructs four sets of salary systems of management,
R&D, sales and production, determines salary grades according to different positions and their characteristics, and
72
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
inclines salary distribution to core talents and key positions, so as to maximize the enthusiasm of employees.
3. Employee Training Plans
The Company pays attention to personnel training and employee career development and has established the
Starlight Lecture Hall. In light of the Company's development needs and post nature, the Company has built up a
complete training plan, and carried out a series of trainings such as R&D, marketing, production and management
by combining offline and offline learning platforms. Also, it organized training camps for internal lecturers, and
established a training system with multiple levels, channels, fields and ways to promote employees' skills
upgrading, ability advancement and quality improvement.
4. Labor Outsourcing
□ Applicable Not applicable
X Profit Distributions to Shareholders (in the Form of Cash and/or Stock)
How the profit distribution policy, especially the cash dividend policy, for ordinary shareholders was formulated,
executed or revised in the Reporting Period:
Applicable □ Not applicable
According to the CSRC Notice on Further Implementing Matters Related to Cash Dividend Distribution of Listed
Companies (Zheng-Jian-Fa [2012] No. 37) and the Guangdong CSRC Notice on Further Implementing
Regulations Related to Dividend Distribution of Listed Companies (Guang-Dong-Zheng-Jian [2012] No. 91), in
order to further standardize the dividend mechanism, promote a scientific, sustained and stable dividend
mechanism and protect legal rights and interests of investors, in 2012, the Company convened a general meeting
to revise the dividend-related contents in its Articles of Association and specify the dividend conditions, the
lowest dividend ratio, the decision-making procedure, etc.. Meanwhile, it formulated the Management Rules for
Profit Distribution and the Return for Shareholder Plan for the Coming Three Years (2021-2023), specifying the
arrangements and forms of dividends, the cash dividend planning and the distribution intervals, which further
improved the decision-making and supervision procedures for dividend distribution. According to the Company’s
Articles of Association, the profit distributed in cash shall not be less than 30% of the distributable profit achieved
in the year.
Special statement about the cash dividend policy
73
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
In compliance with the Company’s Articles of Association and
Yes
resolution of general meeting
Specific and clear dividend standard and ratio Yes
Complete decision-making procedure and mechanism Yes
Independent directors faithfully performed their duties and
Yes
played their due role
Non-controlling interests are able to fully express their opinion
Yes
and desire and their legal rights and interests are fully protected
In case of adjusting or changing the cash dividend policy, the
conditions and procedures involved are in compliance with Yes
applicable regulations and transparent
Indicate by tick mark whether the Company fails to put forward a cash dividend proposal for shareholders
despite the facts that the Company has made profits in the Reporting Period and the profits of the Company as
the parent distributable to shareholders are positive.
□ Applicable Not applicable
Final dividend plan for the Reporting Period:
Applicable □ Not applicable
Bonus shares for every 10 shares (share) 0
Dividend for every 10 shares (RMB) (tax inclusive) 1
Additional shares to be converted from capital reserve for every
0
10 shares (share)
Total shares as the basis for the profit distribution proposal
1,348,994,647
(share)
Cash dividends (RMB) (tax inclusive) 134,899,464.70
Cash dividends in other forms (such as share repurchase)
0.00
(RMB)
Total cash dividends (including those in other forms) (RMB) 134,899,464.70
Distributable profit (RMB) 2,810,316,233.41
Total cash dividends (including those in other forms) as % of
100%
total profit distribution
Cash dividend policy
Where it is difficult to determine the development stage of the Company but it has plans for considerable spending, in profit
distribution, cash dividends shall reach at least 20% in the total profit to be distributed.
Details about the proposal for profit distribution and converting capital reserve into share capital
As audited by WUYIGE Certified Public Accountants LLP, the after-tax net profits of RMB117,854,967.39 of the Company as the
parent for 2022, plus the beginning retained profits of RMB2,738,229,003.27, minus the distributed profits of
RMB134,899,464.70 for 2021, plus the cumulative fair-value changes of RMB100,917,224.19 of shares held by the Company in
other listed companies that were sold in the current period (previously recorded in other comprehensive income and transferred to
retained profits in the current period), and minus RMB11,785,496.74 set aside as surplus reserve, equal the ending profits
distributable to shareholders of RMB2,810,316,233.41 for 2022. The Board of Directors has proposed a final dividend plan for
2022 as follows: based on the share capital of 1,348,994,647 shares (the total share capital of 1,361,994,647 shares minus the
74
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
remaining 13,000,000 A-shares repurchased in the share repurchase account at the disclosure date of the 2022 Annual Report, a
cash dividend of RMB1 (tax inclusive) per 10 shares is to be distributed to the shareholders, with no bonus issue from either profit
or capital reserves. Where any change occurs to the total shares entitled to the final dividend due to any new issue, grant of equity
incentives, etc. when the final dividend plan is implemented, the dividend per share shall remain the same while the total payout
amount shall be adjusted accordingly.
XI Equity Incentive Plans, Employee Stock Ownership Plans or Other Incentive Measures
for Employees
□ Applicable Not applicable
No such cases in the Reporting Period.
XII Formulation and Implementation of Internal Control System during the Reporting
Period
1. Internal control formulation and implementation
During the Reporting Period, the Company, in accordance with the Basic Standards for Internal Control and its
supporting guidelines, as well as the actual situation, further revised and improved the relevant internal control
systems, and established a relatively effective internal control system, so as to effectively prevent and discover
risks in the process of operation and management in time, and provide guarantee for the legal compliance and
asset safety of operation and management.
The Board of Directors of the Company has an Audit and Risk Management Committee, which is responsible for
reviewing the internal control of the Company, supervising the effective implementation of internal control and
self-evaluation of internal control, and cooperating with internal control audit and other related matters. The
internal audit department of the Company is responsible for the internal audit supervision of the Company,
including supervising and inspecting the implementation of the internal control system of the Company, regularly
or irregularly conducting routine audits or special audits on finance, internal control, major projects and their
businesses, and putting forward suggestions for improving internal control to control and prevent risks. If the
Audit Department finds major defects in internal control in the process of supervision and inspection, it has the
right to report directly to the Audit and Risk Management Committee of the Board of Directors and the Board of
Supervisors.
According to the identification of major defects in the Company's internal control, there were no major defects in
the internal control of financial reports and non-financial reports in 2022.
75
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
2. Material Internal Control Weaknesses Identified for the Reporting Period
□ Yes No
XIII Management and Control of Subsidiaries by the Company during the Reporting
Period
Problems
Name of Integration Settlement Follow-up
Integration plan encountered in Solutions taken
company progress progress settlement plan
integration
Relevant
personnel of
NationStar
Optoelectronics
were adjusted,
in accordance
with the
relevant
regulations of
the China The Company
Securities incorporated
Regulatory NationStar
Commission Optoelectronics
(CSRC) and the into its
Shenzhen Stock consolidated
Exchange financial
(SZSE) and the statements,
Articles of completed the
Association. re-election and
Meanwhile, engagement of
NationStar
NationStar directors, None None None None
Optoelectronics
Optoelectronics supervisors,
' technological and senior
advantages in management
the LED personnel, and
packaging promoted the
industry and the close
Company's cooperation
sales between both
advantages in parties in R&D
the terminal and market
market were expansion.
given full play
to so as to
stimulate both
parties to
expedite the
launch of
innovative and
competitive
products.
XIV Self-Evaluation Report or Independent Auditor’s Report on Internal Control
1. Internal Control Self-Evaluation Report
Disclosure date of the internal control
10 April 2023
self-evaluation report
76
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Index to the disclosed internal control
See www.cninfo.com.cn for the Internal Control Self-Evaluation Report 2022
self-evaluation report
Evaluated entities’ combined assets
100.00%
as % of consolidated total assets
Evaluated entities’ combined
operating revenue as % of 100.00%
consolidated operating revenue
Identification standards for internal control weaknesses
Weaknesses in internal control over financial Weaknesses in internal control not related to
Type
reporting financial reporting
Defect with one of the following
characteristics should be recognized as a
serious defect: 1. being punished for
seriously violating the national laws, the
administrative laws and regulations and the
Defect with one of the following normative documents; 2. the Company
characteristics should be recognized as a suffers a serious economic loss due to any
serious defect: 1. the defect involved with the serious errors made in decision-making
malpractices of the Directors, the Supervisors caused by serious lack of decision-making
and the Senior Executives; 2. the controlled procedures on significant events or unfair
environment is invalid; 3. the CPA discovered decision-making; 3. the Company’s
any significant misstatement from the current reputation has been unrepairably damaged by
financial report while the internal control any conduct in violation of laws and
could not discover the mistake during the regulations which produces a far-reaching
operating process; 4. the supervision from the negative impact and draws the public’s
Corporate Audit Committee and the internal attention widely; 4. the major business
Nature standard audit institution on the internal control. If involved with the production and operating
there met with one of the situation of the of the Company lack of the system control or
following, should be recognized as an the system control is invalid; 5. the results of
important defect: 1. the recognized important the internal control assessment turn out to
defect is not solved during the reasonable include any serious defects and such defects
period; 2. corrects the published financial fail to be rectified effectively within 12
report; 3. the function of the internal audit of months. Defects with the following
the Company is invalid; 4. the control of characteristics should be recognized as
whether execute the selection and the important defects: 1. owing to partly lack of
application of the accounting policies the decision-making process on significant
according to the Generally Accepted events and the undemocratic decision-
Accounting Principles is invalid. making process which caused the decision-
making mistake that led the Company face
with certain economic losses; 2. the negative
influences owning to the unlawful acts and
the irregularities h involve with wide range
and cause public concern among the partial
77
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
regions which bring certain harms to the
reputation of the Company; 3. the system of
the major business involved with the
production and operating of the Company is
incomplete or partially invalid; 4. the results
of the internal control assessment turn out to
include any serious defects and such defects
fail to be rectified effectively within 6
months.
Based on the data of the 2021 consolidated According to the quantitative criterion of the
statements, the quantitative criterion of internal control defects of the financial
confirming the important degree of the report, the quantitative criterion of the
misstatement (including the false negatives) internal control defects assessment of the
from of the consolidated statements of the non-financial report confirmed by the
listed companies is as follows: serious defect: Company is as follows: serious defect:
Quantitative standard
misstatement ≥1.0% of the total assets misstatement ≥1.0% of the total assets
amount; important defects: 0.5% of the total amount; important defects: 0.5% of the total
assets amount ≤misstatement＜1.0% of the assets amount ≤misstatement＜1.0% of the
total assets amount; common defects: total assets amount; common defects:
misstatement ＜ 0.5% of the total assets misstatement ＜ 0.5% of the total assets
amount. amount.
Number of material weaknesses in
internal control over financial 0
reporting
Number of material weaknesses in
internal control not related to financial 0
reporting
Number of serious weaknesses in
internal control over financial 0
reporting
Number of serious weaknesses in
internal control not related to financial 0
reporting
2. Independent Auditor’s Report on Internal Control
Applicable □ Not applicable
Opinion paragraph in the independent auditor’s report on internal control
WUYIGE Certified Public Accountants LLP considered that: Foshan Electrical and Lighting Co., Ltd. maintained effective internal
control of the financial report in all significant aspects according to the Basic Standards for Internal Control and relevant
regulations.
Independent auditor’s report on
Disclosed
internal control disclosed or not
78
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Disclosure date 10 April 2023
Index to such report disclosed See www.cninfo.com.cn for the Auditor’s Report on Internal Control
Type of the auditor’s opinion Unmodified unqualified opinion
Material weaknesses in internal
control not related to financial None
reporting
Indicate by tick mark whether any modified opinion is expressed in the independent auditor’s report on the
Company’s internal control.
□ Yes No
Indicate by tick mark whether the independent auditor’s report on the Company’s internal control is consistent
with the internal control self-evaluation report issued by the Company’s Board.
Yes □ No
XV Rectifications of Problems Identified by Self-inspection in the Special Action for Listed
Company Governance
None.
79
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Part V Environmental and Social Responsibility
I Major Environmental Issues
Indicate by tick mark whether the Company or any of its subsidiaries is identified as a major polluter by the
environmental protection authorities.
Yes □ No
Environmental policies and standards:
During production and operations, the Company conscientiously implemented guidelines and policies for
environmental protection at all levels and strictly observed relevant laws and regulations for environmental
protection, such as Law of the People's Republic of China on Environmental Protection, Law of the People's
Republic of China on Prevention and Control of Air Pollution, Law of the People's Republic of China on
Prevention and Control of Water Pollution, Law of the People's Republic of China on Prevention and Control of
Environmental Pollution by Solid Waste, and Law of the People's Republic of China on Prevention and Control
of Noise Pollution. Meanwhile, it has put in place facilities for pollution prevention and control, and ensures the
stable operation of facilities. Additionally, the Company regularly commissions third parties to carry out
monitoring work in accordance with the requirements of the Environmental Monitoring Management Measures
to ensure that all pollutants are discharged in accordance with the standards.
Environment-related administrative permits:
Document name of administrative
No. Approver Date of approval Approval No.
license of environmental protection
Approval for Environmental Environmental
Impact Report on New Project of Protection Bureau of
1 3 November 2004 /
Foshan Electrical and Lighting Co., Gaoming District,
Ltd. Gaoming Branch Foshan City
Environmental Protection Environmental
Acceptance Opinions on Phase I of Protection Bureau of
2 28 August 2008 MHY [2008] No. 26
Foshan Electrical and Lighting Co., Gaoming District,
Ltd. Gaoming Branch Foshan City
Acceptance Opinions on Flue Gas
Environmental
Emission Continuous Monitoring
Protection Bureau of
3 System of Foshan Electrical and 22 February 2010 MHY [2010] No. 8
Gaoming District,
Lighting Co., Ltd. Gaoming
Foshan City
Branch
80
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Approval for Environmental
Environmental
Impact Report on Energy-saving
Protection Bureau of
4 Lamp Expansion Project of Foshan 30 August 2013 MHGYB [2013] No. 030
Gaoming District,
Electrical and Lighting Co., Ltd.
Foshan City
Gaoming Branch
Letter of Environmental Protection Environmental Transport
Acceptance Opinions on Energy- and Urban Management
MGY
5 saving Lamp Expansion Project of Bureau of Gaoming 19 February 2014
[2014] No. 2
Foshan Electrical and Lighting Co., District (Environmental
Ltd. Gaoming Branch Protection)
Approval from Environmental
Protection Bureau of Gaoming
Environmental
District, Foshan City, of
Protection Bureau of
6 Environmental Impact Report on 13 February 2015 MHS [2015] No. 14
Gaoming District,
Expansion Project of Foshan
Foshan City
Electrical and Lighting Co., Ltd.
Gaoming Branch
Approval from Environmental
Protection Bureau of Gaoming
Environmental
District, Foshan City, of Kiln
Protection Bureau of
7 Expansion and Flue Gas Control 26 November 2015 MHS [2015] No. 157
Gaoming District,
and Remediation Project of Foshan
Foshan City
Electrical and Lighting Co., Ltd.
Gaoming Branch
Letter from Environmental
Protection Bureau of Gaoming
District, Foshan City of
Environmental
Environmental Protection
Protection Bureau of
8 Acceptance Opinions on Kiln 24 December 2015 MHY [2015] No. 83
Gaoming District,
Expansion and Flue Gas Control
Foshan City
and Remediation Project of Foshan
Electrical and Lighting Co., Ltd.
Gaoming Branch
Approval from Environmental
Protection Bureau of Gaoming
District, Foshan City, of
Environmental
Environmental Impact Report on
Protection Bureau of
9 New LED Luminaries R&D 30 September 2017 MHS [2017] No. 138
Gaoming District,
Production Base Construction
Foshan City
Project of Foshan Electrical and
Lighting Co., Ltd. Gaoming
Branch
Approval from Environmental Environmental
10 14 January 2019 MHS [2019] No. 11
Protection Bureau of Gaoming Protection Bureau of
81
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
District, Foshan City, of Gaoming District,
Environmental Impact Report on Foshan City
Glass Kiln (Change) Construction
Project of Foshan Electrical and
Lighting Co., Ltd. Gaoming
Branch
Letter from Foshan Municipal
Ecology and Environment Bureau
of Environmental Protection
Acceptance Opinions on Solid
Ecology and
Waste Pollution Prevention and
11 Environment Bureau of 12 September 2019 FMHY [2019] No. 126
Control Facility for New LED
Foshan City
Luminaries R&D Production Base
Construction Project (Phase I) of
Foshan Electrical and Lighting Co.,
Ltd.
Ecology and
12 Sewage Discharge License Environment Bureau of 1 June 2020 91440600784850061B001U
Foshan City
Reply on the Environmental
Impact Report of Liuzhou Guige
Lighting Technology Co., Ltd. with Liuzhou Environmental
13 25 September 2015 LHS Zi [2015] No. 134
an Annual Output of 1.35 Million Protection Bureau
Sets of Auto Parts (Motor Vehicle
Lamps)
Reply on Completion Acceptance
of Environmental Protection
Liuzhou Liudong New
Facilities of Liuzhou Guige
Area Administrative
14 Lighting Technology Co., Ltd. with 28 October 2019 LDSPHB Zi [2019] No. 70
Examination and
an Annual Output of 1.35 Million
Approval Bureau
Sets of Auto Parts (Motor Vehicle
Lamps) (Solid Waste)
Liuzhou Liudong New
Area Administrative
15 Sewage Discharge License 18 July 2020 914502000836092085001V
Examination and
Approval Bureau
Approval for the Report on the Environmental
Environmental Influence of the Protection Bureau of
16 12 April 2005 B2005-0132
New Semiconductor Light-emitting Chancheng District,
Device Construction Project Foshan City
Application for the Completion- Environmental
17 based Environmental Protection Protection Bureau of 10 October 2007 C.H.Y. [2007] No. 161
Inspection and Acceptance of the Chancheng District,
82
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
New Semiconductor Light-emitting Foshan City
Device Construction Project
Registration Form of the Environmental
Environmental Influence of the Protection Bureau of
18 20 December 2005 D2006-0034
New Semiconductor Light-emitting Chancheng District,
Device Construction Project Foshan City
Approval for the Report on the
Environmental Influence of the
Upgrading of the Surface-mount
Foshan Environmental
19 Semiconductor Light-emitting 22 March 2006 FBC2006-02
Protection Bureau
Device Industry of Foshan
NationStar Optoelectronic
Technology Co., Ltd.
Application for the Completion-
based Environmental Protection Environmental
Inspection and Acceptance of the Protection Bureau of
20 10 October 2007 H.Y. [2007] No. 163
Upgrading Project of the Surface- Chancheng District,
mount Semiconductor Light- Foshan City
emitting Device Industry
Approval for the Report on the
Environmental
Environmental Influence of the
Protection Bureau of
21 Relocation Project of Foshan 29 July 2009 CB2009-0083
Chancheng District,
NationStar Optoelectronics Co.,
Foshan City
Ltd.
Application for the Completion-
based Environmental Protection Environmental
Inspection and Acceptance of the Protection Bureau of
22 7 May 2010 C.H.Y. [2010] No. 35
Relocation Project of Foshan Chancheng District,
NationStar Optoelectronics Co., Foshan City
Ltd.
Approval for the Report on the Environmental
Environmental Influence of the Protection and Urban
Project of the National- and Local- Management Bureau
23 8 November 2011 ZCB2011-020
Joint Engineering Laboratory for Zhangcha Sub-bureau of
Semiconductor Lighting Materials Chancheng District,
and Devices Foshan City
Application for the Completion-
based Environmental Protection
Environmental
Inspection and Acceptance of the
Protection Bureau of
24 Project of the National- and Local- 24 June 2015 C.H.Y.B [2015] No. 35
Chancheng District,
Joint Engineering Laboratory for
Foshan City
Semiconductor Lighting Materials
and Devices
83
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Approval for the Report on the
Environmental Influence of the
Project of Key Technology for
Foshan Environmental
25 Semiconductor Lighting Lamps 21 January 2008 F2008-8
Protection Bureau
and Industrialization of Foshan
NationStar Optoelectronics Co.,
Ltd.
Letter of Opinions from Foshan
Environmental Protection Bureau
on the Completion-based
Environmental Protection
Inspection and Acceptance of the Foshan Environmental
26 16 May 2016 F.H.H. [2016] No. 456
Project of Key Technology for Protection Bureau
Semiconductor Lighting Lamps
and Industrialization of Foshan
NationStar Optoelectronics Co.,
Ltd.
Approval for the Report on the
Environmental Influence of the
LED Backlight Technology Foshan Environmental
27 21 January 2008 F2008-9
Improvement Project of Foshan Protection Bureau
NationStar Optoelectronics Co.,
Ltd.
Letter of Opinions from Foshan
Environmental Protection Bureau
on the Completion-based
Environmental Protection
Foshan Environmental
28 Inspection and Acceptance of the 16 May 2016 F.H.H. [2016] No. 455
Protection Bureau
LED Backlight Technology
Improvement Project of Foshan
NationStar Optoelectronics Co.,
Ltd.
Approval for the Report on the
Environmental Influence of the
Technological Improvement
Foshan Environmental
29 Project for Power-based LED and 21 January 2008 F2008-10
Protection Bureau
LED Luminary Module of Foshan
NationStar Optoelectronics Co.,
Ltd.
Letter of Opinions from Foshan
Environmental Protection Bureau
Foshan Environmental
30 on the Completion-based 16 May 2016 F.H.H. [2016] No. 457
Protection Bureau
Environmental Protection
Inspection and Acceptance of the
84
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Technological Improvement
Project for Power-based LED and
LED Luminary Module of Foshan
NationStar Optoelectronics Co.,
Ltd.
Approval for the Report on the
Environmental Influence of the
Technological Improvement
Foshan Environmental
31 Project for New Surface-mount 21 January 2008 F2008-11
Protection Bureau
Light-emitting Diodes of Foshan
NationStar Optoelectronics Co.,
Ltd.
Letter of Opinions from Foshan
Environmental Protection Bureau
on the Completion-based
Environmental Protection
Inspection and Acceptance of the Foshan Environmental
32 16 May 2016 F.H.H. [2016] No. 458
Technological Improvement Protection Bureau
Project for New Surface-mount
Light-emitting Diodes of Foshan
NationStar Optoelectronics Co.,
Ltd.
Approval for the Report on the
Environmental
Environmental Influence of the
Protection Bureau of
33 New Top LED Manufacturing 29 November 2010 CB2010-0135
Chancheng District,
Technology and Industrialization
Foshan City
Project
Application for the Completion-
Environmental
based Environmental Protection
Protection and Urban
Inspection and Acceptance of the
34 Management Bureau of 29 December 2014 C.H.Y.B [2014] No. 47
New Top LED Manufacturing
Chancheng District,
Technology and Industrialization
Foshan City
Project
Approval of the Environmental
Protection and Urban Management Environmental
Bureau of Chancheng District to Protection and Urban
35 the Report on the Environmental Management Bureau of 5 September 2014 C.B. [2014] No. 0036
Influence of the Expansion Project Chancheng District,
of Foshan NationStar Foshan City
Optoelectronics Co., Ltd.
Application for the Completion- Environmental
based Environmental Protection Protection and Urban
36 29 December 2014 C.H.Y.B [2014] No. 46
Inspection and Acceptance of the Management Bureau of
Expansion Project of Foshan Chancheng District,
85
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
NationStar Optoelectronics Co., Foshan City
Ltd.
Approval of the Environmental
Protection and Urban Management
Environmental
Bureau of Chancheng District to
Protection and Urban
the Report on the Environmental
37 Management Bureau of 19 December 2014 C.B. [2014] No. 0073
Influence of the Expansion Project
Chancheng District,
for Small Spacing and Outdoor
Foshan City
Surface-mount LED Display
Components
Opinions of the Environmental
Protection and Urban Management
Bureau of Chancheng District,
Environmental
Foshan City, on the Completion-
Protection Bureau of
38 based Environmental Protection 20 May 2016 C.H.Y.B. 2016-4-032
Chancheng District,
Inspection and Acceptance of the
Foshan City
Expansion Project for Small
Spacing and Outdoor Surface-
mount LED Display Components
Approval of the Environmental
Protection Bureau of Chancheng
District, Foshan City, to the Report
on the Environmental Influence of Environmental
the Project of the Innovation in Protection Bureau of
39 1 November 2016 C.B. 2016-4-205
Packaging Technology and Chancheng District,
Technological Transformation of Foshan City
Key Packaging Equipment of
LEDs with High Color Rendering
Index for Illumination
Opinions of the Environmental
Protection Bureau of Chancheng
District, Foshan City, on the
Completion-based Environmental
Protection Inspection and Environmental
Acceptance of the Project of the Protection Bureau of
40 11 April 2017 C.H.Y.B. 2017-4-110
Innovation in Packaging Chancheng District,
Technology and Technological Foshan City
Transformation of Key Packaging
Equipment of LEDs with High
Color Rendering Index for
Illumination
Approval of the Environmental Environmental
41 Protection Bureau of Chancheng Protection Bureau of 1 November 2016 C.B. 2016-4-206
District, Foshan City, to the Report Chancheng District,
86
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
on the Environmental Influence of Foshan City
the Project of the Innovation in
Packaging Technology and
Technological Transformation of
Key Packaging Equipment of
LEDs with Small Spacing for
Display
Opinions of the Environmental
Protection Bureau of Chancheng
District, Foshan City, on the
Completion-based Environmental
Environmental
Protection Inspection and
Protection Bureau of
42 Acceptance of the Project of the 11 April 2017 C.H.Y.B. 2017-4-111
Chancheng District,
Innovation in Packaging
Foshan City
Technology and Technological
Transformation of Key Packaging
Equipment of LEDs with Small
Spacing for Display
Approval of the Environmental
Protection Bureau of Chancheng
District, Foshan City, to the Report
on the Environmental Influence of Environmental
the Project of the Innovation in Protection Bureau of
43 8 December 2017 C.B. 2017-4-065
Packaging Technology and Chancheng District,
Technological Transformation of Foshan City
Key Packaging Equipment of
LEDs with High Color Rendering
Index for Illumination (Phase II)
Approval of the Environmental
Protection Bureau of Chancheng
District, Foshan City, to the Report
on the Environmental Influence of Environmental
the Project of the Innovation in Protection Bureau of
44 8 December 2017 C.B. 2017-4-064
Packaging Technology and Chancheng District,
Technological Transformation of Foshan City
Key Packaging Equipment of
LEDs with Small Spacing for
Display (Phase II)
Registration Receipt for the Foshan Municipal
45 Discharge of Fixed Pollution Ecology and 19 January 2020 914406001935264036001X
Sources Environment Bureau
Foshan Municipal
46 Sewage Discharge Permit Ecology and 21 November 2022 91440600570160743B001Q
Environment Bureau
87
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Inspection Opinions on the Report Environmental
on the Environmental Influence of Protection Bureau of
47 the First Phase of Project of Guangzhou Economic 12 February 2004 S.K.H.Y.Z [2004] No. 15
Guangdong Yuejing High-tech Co., and Technological
Ltd. Development Zone
Approval for the Completion-based
Environmental
Environmental Protection
Protection Bureau of
Inspection and Acceptance of the
48 Guangzhou Economic 15 December 2006 S.K.H.B.Y.Z [2006] No. 153
First Phase of Project of
and Technological
Guangdong Yuejing High-tech Co.,
Development Zone
Ltd.
Approval for the Report on the
Environmental
Environmental Influence of the
Protection Bureau of
New Employee Canteen and
49 Guangzhou Economic 2 February 2007 S.K.H.B.Y.Z [2007] No. 17
Standby Generator Project of
and Technological
Guangdong Yuejing High-tech Co.,
Development Zone
Ltd.
Approval for the Completion-based
Environmental Protection Environmental
Inspection and Acceptance of the Protection Bureau of
50 New Employee Canteen and Guangzhou Economic 19 November 2007 S.K.H.B.Y.Z [2007] No. 166
Standby Generator Project of and Technological
Guangdong Yuejing High-tech Co., Development Zone
Ltd.
Approval for the Report on the
Environmental
Environmental Influence of the
Protection Bureau of
New Triode Tin Deposition
51 Guangzhou Economic 6 November 2006 S.K.H.B.Y.Z [2006] No. 242
Assembly Line Project of
and Technological
Guangdong Yuejing High-tech Co.,
Development Zone
Ltd.
Approval for the Completion-based
Environmental Protection Environmental
Inspection and Acceptance of the Protection Bureau of
52 New Triode Tin Deposition Guangzhou Economic 11 December 2007 S.K.H.B.Y.Z [2007] No. 168
Assembly Line Project of and Technological
Guangdong Yuejing High-tech Co., Development Zone
Ltd.
Environmental
Approval for the Report on the
Protection Bureau of
Environmental Influence of the
53 Guangzhou Economic 23 February 2008 S.K.H.B.Y.Z [2008] No. 25
Plant Expansion II of Guangdong
and Technological
Yuejing High-tech Co., Ltd.
Development Zone
54 Approval for the Report on the Construction and 17 August 2011 S.K.H.J.Y.Z [2011] No. 272
88
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Environmental Influence of the Environmental
Third Phase of the Project with an Protection Bureau of
Annual Packaging Output of Two Guangzhou Economic
Billion New Semiconductor and Technological
Devices of Guangdong Yuejing Development Zone
High-tech Co., Ltd.
Approval for the Completion-based
Environmental Protection Environmental
Inspection and Acceptance of the Protection and Urban
Third Phase of the Project with an Management Bureau of
55 19 March 2015 S.K.H.Y.Z [2015] No. 44
Annual Packaging Output of Two Guangzhou Economic
Billion New Semiconductor and Technological
Devices of Guangdong Yuejing Development Zone
High-tech Co., Ltd.
Environmental
Approval of the Report on the
Protection and Urban
Environmental Influence of the
Management Bureau of
56 Technological Improvement 4 July 2014 S.K.H.Y.Z [2014] No. 130
Guangzhou Economic
Project for the Production of SOP-
and Technological
SOT Chip Semiconductor Devices
Development Zone
Approval for the Completion-based
Environmental Protection
Construction and
Inspection and Acceptance of the
Environmental
Technological Improvement
Protection Bureau of
57 Project for the Production of SOP- 11 January 2017 S.K.J.H.B.Y.Z [2017] No. 6
Guangzhou Economic
SOT Chip Semiconductors of
and Technological
Guangdong Fenghua
Development Zone
Semiconductor Technology Co.,
Ltd.
Approval for the Completion-based
Environmental Protection Construction and
Inspection and Acceptance of the Environmental
Plant Expansion II of Guangdong Protection Bureau of
58 14 June 2017 S.K.H.Y.Z [2017] No. 151
Fenghua Semiconductor Guangzhou Economic
Technology Co., Ltd. (Formerly and Technological
Known as Guangdong Yuejing Development Zone
High-tech Co., Ltd.)
Registration Receipt for the Guangzhou Municipal
59 Discharge of Fixed Pollution Ecological Environment 27 February 2020 91440000725451562J001Y
Sources Bureau
Discharge standards and pullutants discharged in production and operation activities:
Name of Type of Name of Discharge Outlet Outlet Discharge Pollutant Total Total Excessive
89
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Company Major and Major and Method Quantity Distributio Concentrat Discharge Actual Discharge Discharge
or Characteri Characteri n ion Standards Discharge Approved
Subsidiary stic stic /intensity
Company Pollutants Pollutants
Emission
Foshan
Standards
Electrical
Discharge for Air
and
Exhaust d in an In the SO2: 289 Pollutants SO2:
Lighting SO2 1 6.264 None
gas organized plant mg/m3 in Glass 39.937 t/y
Co., Ltd.
manner Industry
Gaoming
(DB44/21
Branch
59-2019)
Emission
Foshan
Standards
Electrical
Discharge for Air
and Oxynitride Oxynitride
Exhaust d in an In the Pollutants
Lighting Oxynitride 1 : 57.236 : 83.549 None
gas organized plant in Glass
3
Co., Ltd. 550mg/m t/y
manner Industry
Gaoming
(DB44/21
Branch
59-2019)
Xylene,
SO2,
nitrogen Integrated
Liuzhou oxide, Discharge Emission
Discharge
Guige benzene, d upon Standards
Exhaust d in an In the
Lighting toluene, 1 reaching of Air / / None
gas organized plant
Technolog particulate applicable Pollutants
manner
y Co., Ltd. matter, standards (GB16297
volatile -1996)
organic
matter
Integrated
Liuzhou Discharge Emission
Volatile Discharge
Guige d upon Standards
Exhaust organic d in an un- In the
Lighting 2 reaching of Air / / None
gas compound organized plant
Technolog applicable Pollutants
s manner
y Co., Ltd. standards (GB16297
-1996)
Discharge
Chemical
COD: 14 Limits of
Foshan oxygen Discharge COD:0.84 COD:2.4
mg/L; Water
NationStar demand d by Wastewate t/a t/a
Wastewate Ammonia Pollutants
Optoelectr ("COD") standards 1 r treatment Ammonia Ammonia None
r nitrogen: (DB44/26-
onics Co., and after station nitrogen:0. nitrogen:0.
0.076 2001) of
Ltd. ammonia treatment 00456t/a 3t/a
mg/L Guangdon
nitrogen
g
90
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Province:
Standard
Class II
for Time
Period II.
Emission
Standard
of Volatile
Organic
Total
Compoun
VOCs:
Total ds for
1.03725m
volatile Furniture
g/m
organic Manufactu
Benzene:
compound ring
Foshan Discharge Rooftop of 0.002875
s (DB44/81
NationStar d by East mg/m Total Total
Exhaust ("VOCs"), 4-2010) of
Optoelectr standards 2 Tower and Toluene VOCs:0.2 VOCs: 1.8 None
gas benzene, Guangdon
onics Co., after West and 12616 t/a t/a
toluene, g
Ltd. treatment Tower xylene:
xylene, Province:
0.1025mg/
and Discharge
m
particulate limits for
Particulate
matters VOCs
matters:
through
20mg/m
exhaust
funnels for
Time
Period II.
Emission
Standard
for Noise
of
Foshan Daytime:
Industrial
NationStar Discharge 60;
Enterprise
Optoelectr Noise Noise d by / / nighttime: / / None
s at
onics Co., standards 50, Unit:
Boundary
Ltd. dB (A)
(GB12348
-2008):
Standard
Class II
PH: Six to
nine Discharge
COD: 90 Limits of
mg/L Water
BOD5: 20 Pollutants
Foshan COD,
Discharge mg/L (DB44/26- COD:1.08 COD：
NationStar ammonia
d by Suspended 2001) of 562t/a 3.129t/a
Semicond Wastewate nitrogen, Wastewate
standards 1 solids: 60 Guangdon Ammonia Ammonia None
uctor r suspended r station
after mg/L g nitrogen： nitrogen：
Technolog solids, and
treatment Ammonia Province: 0.183358t/ 0.201t/a
y Co., Ltd fluoride
nitrogen: Standard a
10 mg/L Class I for
Fluoride: Time
10 Period II.
mg/L
Foshan Sulfur Discharge Sulfur Emission SO2:0.234 SO2:0.25t/
NationStar Exhaust dioxide, d by dioxide: Limits of t/a; a;
6 Rooftop None
Semicond gas nitrogen standards 500 Air NOX: NOX:11.9
uctor oxide, after mg/m Pollutants 10.11 t/a 6t/a
91
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Technolog particulate treatment nitrogen (DB44/24 Total Total
y Co., Ltd. matter, oxide: 120 7-2001) of VOCs： VOCs：
ammonia, mg/m Guangdon 1.3435t/a 2.45t/a
ozone particulate g
concentrat matters: Province:
ion, 120 Standard
hydrogen mg/m Class II
chloride, ammonia for Time
fluoride, gas: 20 Period II.
chlorine mg/m Emission
gas, odor Standard
sulphuric concentrat of Volatile
acid mist, ion: 6000 Organic
stupid, mg/m Compoun
toluene hydrogen ds for
and chloride: Furniture
xylene, 100 Manufactu
total mg/m ring
VOCs fluoride: 9 (DB44/81
mg/m 4-2010) of
chlorine: Guangdon
65 mg/m g
sulfuric Province:
acid mist: Discharge
35 mg/m limits for
benzene: 1 VOCs
mg/m through
toluene exhaust
and funnels for
xylene: 20 Time
mg/m Period II.
total
VOCs: 30
mg/m
Emission
Standard
for Noise
Foshan of
Daytime:
NationStar Industrial
Discharge 60;
Semicond Enterprise
Noise Noise d by / / nighttime: / / None
uctor s at
standards 50, Unit:
Technolog Boundary
dB (A)
y Co., Ltd. (GB12348
-2008):
Standard
Class II
Discharge
Limits of
Water
Guangdon PH(6-9); Pollutants
Discharge
g Fenghua Wastewate Total COD(500 (DB44/26-
d by
Semicond Wastewate r：PH, outlet near mg/L); 2001) of COD:0.21
standards 1 / None
uctor r COD, and the north Copper Guangdon 9t/a
after
Technolog copper duty room (≤2.0mg/L g
treatment
y Co., Ltd. ); Province:
Standard
Class III
for Time
92
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Period II.
Particulate
Exhaust matter：
gas 120mg/m Guangdon
： hydrogen g
Guangdon Particulat chloride StandardD Particulate
Discharge
g Fenghua e matter, mist： B44/27- matter：
d by Rooftop of
Semicond Exhaust total 100mg/m 2001, 0.018t/a；
standards 7 Phase I / None
uctor gas VOCs, sulphuric Discharge Total
after plant
Technolog sulphuric acid Limites VOCs:0.1
treatment
y Co., Ltd. acid mist, mist： for Class 27t/a
hydrogen 35mg/m II for Time
chloride oil Period II;
mist fumes：
2.0mg/m
Emission
Standard
for Noise
Guangdon Daytime: of
g Fenghua 65 Industrial
Discharge
Semicond Nighttime: Enterprise
Noise Noise d by / / / / None
uctor 55 s at
standards
Technolog Unit： Boundary
y Co., Ltd. dB(A) (GB12348
-2008):
Standard
Class III
Pollutant treatment:
Emission and treatment of the Company's main pollutants:
(1) Exhaust gas:
FSL: The flue gas of glass kilns and the high-temperature melting of glass raw materials generated air
pollutants, such as sulphur dioxide, nitric oxide, and smoke, during the manufacturing of semi-products, such as
glass bulb shells and lamp tubes. Such flue gas was treated with semi-dry desulfurization, electric precipitation,
and SCR denitration. Upon treatment, the standard limits for glass kilns in the Emission Standards for Air
Pollutants in Glass Industry (DB44/2159-2019): Table 1 Emission Limits of Air Pollutants were met.
Nanning Liaowang: Exhaust gases like volatile organic compounds (VOCs), were mainly generated during the
manufacturing of auto luminary, which were treated through Regenerative Thermal Oxidizer (RTO) catalytic
combustion and UV activated carbon adsorption. Upon treatment, the discharge limits and requirements
stipulated in Comprehensive Discharge Standards for Air Pollution (GB16297-1996) were met.
NationStar Optoelectronics: The manufacturing of LED components mainly caused exhaust gas, such as
VOCs, benzene, toluene, xylene, and particulate matters, which was treated through UV photolysis and plasma
purification. Upon treatment, the Emission Standard of Volatile Organic Compounds for Furniture
Manufacturing (DB44/814-2010) of Guangdong Province was met.
93
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
NationStar Semiconductor: a) Exhaust gas, such as ammonia gas, was mainly generated during the
manufacturing of LED epitaxial wafers. Upon treatment through Edwards combustion, the Emission Limits of
Air Pollutants (DB44/27-2001): Standard Class II for Time Period II and Emission Standards for Odour
Pollutants (GB14554-93): Table 2 30-meter High Exhaust Pipes for Ammonia were met. b) The manufacturing
of LED chips mainly caused exhaust gas, such as sulfuric acid mist, hydrochloric acid mist, chlorine, hydrogen
chloride, fluorides, and particulate matters. Upon treatment through Scrubber combustion-based washing and
spraying equipment and scrubbing towers for acid and alkali exhaust gas, the Emission Limits of Air Pollutants
(DB44/27-2001) of Guangdong Province: Standard Class II for Time Period II were met. c) Wastes, such as
acetone, isopropyl alcohol, esters, ethers, and amines, were mainly caused during the manufacturing of LED
chips. Upon treated through UV photolysis and activated carbon adsorption, the discharge limits and
requirements stipulated in the Emission Standard of Volatile Organic Compounds for Furniture Manufacturing
(DB44/814-2010) of Guangdong Province: Discharge limits for VOCs through exhaust funnels for Time Period
II were met.
Fenghua Semiconductor: The sealing test of electronic components mainly generated exhaust gas, such as
dust and particulate matters, organic exhaust gas, sulfuric acid mist, and hydrogen chloride mist. Through filter
vats and activated carbon adsorption, and spraying alkali liquor for neutralization, the Emission Limits of Air
Pollutants (DB44/27-2001) of Guangdong Province: Standard Class II for Time Period II were met.
(2) Wastewater:
FSL: The Company's wastewater mainly came from offices and living. Domestic wastewater was treated with a
tertiary septic tank. Oily sewage from the canteen was pre-treated with an oil and residue separation system, and
then transferred to wastewater treatment stations for centralized treatment. Upon treatment, the discharge limits
and requirements stipulated in the Discharge Limits of Water Pollutants (DB44/26-2001) of Guangdong
Province: Standard Class III for Time Period II were met.
Nanning Liaowang: The manufacturing of auto luminary did not generate industrial wastewater and mainly
caused wastes, such as domestic wastewater. Upon treatment through physicochemical and biochemical, the
discharge limits and requirements stipulated in the Level 1 standards of the Integrated Wastewater Discharge
Standard (GB 8978-1996) were met.
NationStar Optoelectronics: wastewater, such as COD and ammonia nitrogen, was mainly generated during
the manufacturing of LED components. Upon treatment through coagulation, sedimentation, and frame filtering,
94
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
the discharge limits and requirements stipulated in the Discharge Limits of Water Pollutants (DB44/26-2001) of
Guangdong Province: Standard Class II for Time Period II were met.
NationStar Semiconductor: The manufacturing of LED chips mainly generated wastes, such as COD,
ammonia nitrogen, SS, and fluorides. Upon treatment through physicochemical and biochemical, the discharge
limits and requirements stipulated in the Discharge Limits of Water Pollutants (DB44/26-2001) of Guangdong
Province: Standard Class III for Time Period II were met.
Fenghua Semiconductor: Pollutants, such as COD, ammonia nitrogen, and heavy metals, were mainly
generated during the sealing test of electronic components. Through physicochemical and biochemical
treatment, MBR films, and reverse osmosis (RO) membranes, the discharge limits and requirements stipulated
in the Discharge Limits of Water Pollutants (DB44/26-2001) of Guangdong Province: Standard Class III for
Time Period II.
(3) Noises:
FSL: Noises mainly came from the operation of production machinery. Specifically, water pumps and fans that
would cause loud noises were placed in a soundproof room or covered with a noise enclosure. Hush pipes were
attached to exhaust gas exhaust pipes that would cause loud noises.
Nanning Liaowang: Noises mainly came from the operation of production machinery. Specifically, basic
damping, soundproof rooms, and soundproof cottons were applied to injection moulding and friction welding
that would cause loud noises. The Emission Standard for Noise of Industrial Enterprises at Boundary
(GB12348-2008): Standard Class III were met.
NationStar Optoelectronics: Noises mainly included mechanical and aerodynamic noises. Specifically,
production and process equipment were placed in a closed workshop. Soundproof rooms, vibration dampers,
and noise enclosures were adopted for Equipment, such as air compressors, water pumps, and fans, that would
cause loud noises. Hush pipes were attached to exhaust gas exhaust pipes that would cause loud noises.
NationStar Semiconductor: Noises mainly included mechanical and aerodynamic noises. Production and
process equipment was placed in a closed workshop. Soundproof rooms, vibration dampers, and noise
enclosures were adopted for equipment, such as air compressors, water pumps, and fans, that would cause loud
noises. Hush pipes were attached to exhaust gas exhaust pipes that would cause loud noises.
95
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Fenghua Semiconductor: Noises mainly came from the operation of production machinery. Specifically, water
pumps and fans that would cause loud noises were placed in a soundproof room or covered with a noise
enclosure. Hush pipes were attached to exhaust gas exhaust pipes that would cause loud noises.
Environmental self-monitoring plan:
Foshan Electrical and Lighting Co., Ltd. Gaoming Branch developed an environmental self-monitoring plan,
numbered: FSLFMF001. It entrusted a third-party environmental testing agency, Guangdong Spectrum Testing
Technology Co., Ltd., to perform the annual inspection of the exhaust outlet. All the inspection results were
lower than the standard limits. Meanwhile, it accepted the annual supervision and monitoring by local
environmental protection departments. All the monitoring results were lower than the standard limits.
Liuzhou Guige Lighting Technology Co., Ltd. has put in place the Self-monitoring Plan of Liuzhou Guige
Lighting Technology Co., Ltd. It entrusted a third-party environmental testing agency, Guangxi Huaqiang
Environmental Monitoring Co., Ltd., to perform the annual inspection of the exhaust outlet. All the inspection
results were lower than the standard limits. Meanwhile, it accepted the annual supervision and monitoring by
local environmental protection departments. All the monitoring results were lower than the standard limits.
NationStar Optoelectronics, following the self-monitoring plan, entrusted a qualified third-party environmental
testing agency to perform inspection of various pollutants every half a year. All the inspection results were
lower than the standard limits. Meanwhile, it accepted the quarterly supervision and monitoring by local
environmental protection departments. All the monitoring results were lower than the standard limits.
Foshan NationStar Semiconductor Technology Co., Ltd. abided by its environmental self-monitoring plan. It
entrusted a third-party environmental testing agency, Guangdong Zhonghui Mobile Laboratory Testing
Technology Co., Ltd., to perform the quarterly inspection of the wastewater and exhaust gas outlet. All the
inspection results were lower than the standard limits. Meanwhile, it accepted the annual supervision and
monitoring by local environmental protection departments. All the monitoring results were lower than the
standard limits.
Guangdong Fenghua Semiconductor Technology Co., Ltd. formulated its environmental self-monitoring plan at
the beginning of the year, according to which it entrusted a third-party environmental testing agency, Tong
Chuang Wei Ye (Guangdong) Testing Technology Co., Ltd., to perform the annual inspection of the wastewater
and exhaust gas outlet. All the inspection results were lower than the standard limits. Meanwhile, it accepted the
96
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
24-hour online monitoring of its wastewater outlets and the annual inspection of its exhaust gas outlets by local
environmental protection departments. All the monitoring results were lower than the standard limits.
Contingency plan for environmental emergencies:
The Company formulated the Contingency Plan for Environmental Emergencies of Foshan Electrical and
Lighting Co., Ltd. Gaoming Branch (Including Risk Assessment Report and Material Survey of Environmental
Emergencies in August 2017, had it reviewed by experts on 13 September 2017, and had it filed with the Foshan
Municipal Ecology and Environment Bureau Gaoming Sub-bureau (Filing No.: 440608-2017-094-L) on 24
October 2017.
This document was revised in August 2020, reviewed by experts again on 7 September 2020, and filed with the
Foshan Municipal Ecology and Environment Bureau Gaoming Sub-bureau (Filing No.: 440608-2020-056-M) on
25 September 2020.
In June 2018, Liuzhou Guige Lighting Technology Co., Ltd. completed the preparation of the Emergency Plan for
Environmental Emergencies of Liuzhou Guige Lighting Technology Co., Ltd. (including the Risk Assessment
Report for Environmental Emergencies and the Investigation Report for Emergency Resources for Environmental
Emergencies), which was reviewed by experts and released, and filed with Liudong Branch of Liuzhou
Environmental Protection Bureau on 29 August 2018 (No. 450203-2018-022-1). In August 2021, the Emergency
Plan for Environmental Emergencies of Liuzhou Guige Lighting Technology Co., Ltd. (including the Risk
Assessment Report for Environmental Emergencies and the Investigation Report for Emergency Resources for
Environmental Emergencies) was updated and compiled, passed the expert review and released, and on 27
December 2021, the Emergency Plan was filed with the Ecological Environment Bureau of Liudong New Area,
Liuzhou City (No. 450203-2021-0019-L).
NationStar Optoelectronics formulated the Contingency Plan for Environmental Emergencies of NationStar
Optoelectronics (Including Risk Assessment Report and Material Survey of Environmental Emergencies)
according to the requirements of the Management Methods for Environmental Emergencies, and had it filed with
the Foshan Municipal Ecology and Environment Bureau Chancheng Sub-bureau (Filing No.: 440604-2020-032-L)
on 2 April 2020.
NationStar Semiconductor formulated the Contingency Plan for Environmental Emergencies of NationStar
Semiconductor (including Risk Assessment Report and Material Survey of Environmental Emergencies) in May
97
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
2020, had it reviewed by experts on 1 July 2020, and had it filed with the Foshan Municipal Ecology and
Environment Bureau (Filing No.: 440600-2020-047-M) on 12 August 2020.
Fenghua Semiconductor issued the Contingency Plan for Environmental Emergencies of Guangdong Fenghua
Semiconductor Technology Co., Ltd. (including Risk Assessment Report and Material Survey of Environmental
Emergencies) on 31 December 2021, and had it filed with the Guangzhou Municipal Ecology and Environment
Bureau (Filing No.: 440112-2022-032-L) on 3 March 2022.
Input in environmental governance and protection and the payment of environmental protection-related taxes:
During the Reporting Period, the input of the Company and its subsidiaries in the construction of environmental
protection facilities, the development of environmental protection standards, the treatment of exhaust gas,
wastewater, and waste residue, and routine detection totaled RMB10.7941 million, and their environmental
protection-related taxes paid amounted to RMB152.7 thousand.
Measures taken during the Reporting Period to reduce carbon emissions and the impact:
Applicable □ Not applicable
During the Reporting Period, the Company reduced electricity consumption under the same output value by
selecting high-efficiency and energy-saving equipment. The Company insists on constantly publicizing
environmental protection knowledge to employees, improving their awareness of environmental protection, and
realizing the sustainable development goal of harmonious coexistence between enterprises and the environment
through the joint efforts of all employees.
Administrative punishments received with respect to environmental issues in the Reporting Period:
Impact on the
The Reason for
Incompliance Punishment Company’s Rectification
Company/subsidiary punishment
operations
N/A N/A N/A N/A N/A N/A
Other environment-related information that should be disclosed:
None.
Other relevant information:
None.
98
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
II Social Responsibility
In order to further the Company's transparency in the fulfillment of corporate social responsibilities and help its
investors better understand it, the Company has disclosed an environmental, social, and governance (ESG)
report .For details, please refer to the Environmental, Social, and Governance (ESG) Report 2022 disclosed by
the Company on www.cninfo.com.cn on 10 April 2023.
III Efforts in Poverty Alleviation and Rural Revitalization
The Company actively responds to the call to consolidate the achievements of poverty alleviation and revitalize
the countryside, and carries out the work of helping farmers with consumption to facilitate rural revitalization.
During the Reporting Period, the Company actively purchased characteristic agricultural products worth over
RMB200,000 from Wuhua County, Meizhou City. The Company donated quality luminary worth RMB100,000
to the trunk roads of Jinjiang Village, Wuhua County to create a safer environment for locals to travel in the
evening.
99
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Part VI Significant Events
I Fulfillment of Commitments
1. Commitments of the Company’s Actual Controller, Shareholders, Related Parties and Acquirers, as
well as the Company Itself and other Entities Fulfilled in the Reporting Period or Ongoing at the Period-
end
Applicable □ Not applicable
Type of Date of Term of
Promiso Fulfill
Commitment commitme Details of commitment commitme commitme
r ment
nt nt making nt
Electronics Group and Hong Kong Rising
Investment have made commitments as follows
to avoid horizontal competition with the
Company: 1. They shall conduct supervision
and restraint on the production and operation
activities of themselves and their relevant
enterprises so that besides the enterprise above
that is in horizontal competition with the
Company for now, if the products or business
of them or their relevant enterprises become the
same with or similar to those of the Company
or its subsidiaries in the future, they shall take
Electron the following measures: (1) If the Company
Commitments ics thinks necessary, they and their relevant
About
made in Group
avoidance enterprises shall reduce and wholly transfer 4
acquisition and
of Ongoi
documents or Hong their relevant assets and business; and (2) If the December Long-term
horizontal ng
shareholding Kong Company thinks necessary, it is given the 2015
competitio
alteration Rising
n priority to acquire first, by proper means, the
documents Investm
ent relevant assets and business of them and their
relevant enterprises. 2. All the commitments
made by them to eliminate or avoid horizontal
competition with the Company are also
applicable to their directly or indirectly
controlled subsidiaries. They are obliged to
urge and make sure that other subsidiaries
execute what’s prescribed in the relevant
document and faithfully honor all the relevant
commitments. 3. If they or their directly or
indirectly controlled subsidiaries break the
aforesaid commitments and thus cause a loss
for the Company, they shall compensate the
100
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Company on a rational basis.
1. Rising Group will take active measures to
avoid any business or activity that competes or
may compete with the principal business of the
Company and its auxiliary enterprises, and urge
the Promisor to control enterprises to avoid any
business or activity that competes or may
compete with the principal business of the
Company and its auxiliary enterprises. 2. If
Rising Group and its controlled enterprises are 4
Rising Ongoi
given the opportunity to engage in new November Long-term
Group ng
business that constitutes or may constitute 2021
horizontal competition with the principal
businesses of the Company and its auxiliary
enterprises, Rising Group will make every
effort to make the business opportunity first
available to the Company or its auxiliary
enterprises on reasonable and fair terms and
conditions on the premise that conditions
permit and in the interest of the listed company.
Electronics Group and Hong Kong Rising
Investment have made a commitment that
during their direct or indirect holding of the
Company’s shares, they shall 1. strictly abide
by the regulatory documents of the CSRC and
the SZSE, the Company’s Articles of
Association, etc. and not harm the interests of
the Company or other shareholders of the
Company in their production and operation
Electron
About activities by taking advantage of their position
ics
reduction
Group as the controlling shareholder and actual
and 4
and controller; 2. make sure that they or their other
regulation Ongoi
Hong December Long-term
of related- controlled subsidiaries, branch offices, jointly- ng
Kong 2015
party
Rising run or associated companies (the "Relevant
transactio
Investm Enterprises" for short) will try their best to
ns
ent
avoid or reduce related-party transactions with
the Company or the Company’s subsidiaries; 3.
strictly follow the market principle of justness,
fairness and equal value exchange for necessary
and unavoidable related-party transactions
between them and their Relevant Enterprises
and the Company, and withdraw from voting
when a related-party transaction with them or
their Relevant Enterprises is being voted on at a
101
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
general meeting or a board meeting, and
execute the relevant approval procedure and
information disclosure duties pursuant to the
applicable laws, regulations and regulatory
documents. Where the aforesaid commitments
are broken and a loss is thus caused for the
Company, its subsidiaries or the Company’s
other shareholders, they shall be obliged to
compensate.
1. strictly abide by the regulatory documents of
the CSRC and the SZSE, the Company’s
Articles of Association, etc. and not harm the
interests of the Company or other shareholders
of the Company in their production and
operation activities by taking advantage of their
position as the controlling shareholder and
actual controller; 2. make sure that they or their
other controlled subsidiaries, branch offices,
jointly-run or associated companies (the
"Relevant Enterprises" for short) will try their
best to avoid or reduce related-party 4
Rising Ongoi
transactions with the Company or the November Long-term
Group ng
Company’s subsidiaries; 3. strictly follow the 2021
market principle of justness, fairness and equal
Commitments value exchange for necessary and unavoidable
made in
acquisition related-party transactions between them and
documents or their Relevant Enterprises and the Company,
shareholding and withdraw from voting when a related-party
alteration
transaction with them or their Relevant
documents
Enterprises is being voted on at a general
meeting or a board meeting, and execute the
relevant approval procedure and information
disclosure duties pursuant to the applicable
laws, regulations and regulatory documents.
In order to ensure the independence of the
Electron
Company in business, personnel, asset,
ics
organization and finance, Electronics Group
Group
and Hong Kong Rising Investment have made
and About 4
the following commitments: 1. They will Ongoi
Hong independe December Long-term
ensure the independence of the Company in ng
Kong nce 2015
business: (1) They promise that the Company
Rising
will have the assets, personnel, qualifications
Investm
and capabilities for it to operate independently
ent
as well as the ability of independent,
102
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
sustainable operation in the market. (2) They
promise not to intervene in the Company’s
business activities other than the execution of
their rights as the Company’s shareholders. (3)
They promise that they and their related parties
will not be engaged in business that is
substantially in competition with the
Company’s business. And (4) They promise
that they and their related parties will try their
best to reduce related-party transactions
between them and the Company; for necessary
and unavoidable related-party transactions, they
promise to operate fairly following the market-
oriented principle and at fair prices, and execute
the transaction procedure and the duty of
information disclosure pursuant to the
applicable laws, regulations and regulatory
documents. 2. They will ensure the
independence of the Company in personnel: (1)
They promise that the Company’s GM, deputy
GMs, CFO, Company Secretary and other
senior management personnel will work only
for and receive remuneration from the
Company, not holding any positions in them or
their other controlled subsidiaries other than
director and supervisor. (2) They promise the
Company’s absolute independence from their
related parties in labor, human resource and
salary management. And (3) They promise to
follow the legal procedure in their
recommendation of directors, supervisors and
senior management personnel to the Company
and not to hire or dismiss employees beyond
the Company’s Board of Directors and General
Meeting. 3. They will ensure the independence
and completeness of the Company in asset: (1)
They promise that the Company will have a
production system, an auxiliary production
system and supporting facilities for its
operation; legally have the ownership or use
rights of the land, plants, machines, trademarks,
patents and non-patented technology in relation
to its production and operation; and have
independent systems for the procurement of
103
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
raw materials and the sale of its products. (2)
They promise that the Company will have
independent and complete assets all under the
Company’s control and independently owned
and operated by the Company. And (3) They
promise that they and their other controlled
subsidiaries will not illegally occupy the
Company’s funds and assets in any way, or use
the Company’s assets to provide guarantees for
the debts of themselves or their other controlled
subsidiaries with. 4. They will ensure the
independence of the Company in organization:
(1) They promise that the Company has a sound
corporate governance structure as a joint-stock
company with an independent and complete
organization structure. And (2) They promise
that the operational and management organs
within the Company will independently execute
their functions according to laws, regulations
and the Company’s Articles of Association. And
5. They will ensure the independence of the
Company in finance: (1) They promise that the
Company will have an independent financial
department and financial accounting system
with normative, independent financial
accounting rules. (2) They promise that the
Company will have independent bank accounts
and not share bank accounts with its related
parties. (3) They promise that the Company’s
financial personnel do not hold concurrent
positions in its related parties. (4) They promise
that the Company will independently pay its tax
according to law. And (5) They promise that the
Company can make financial decisions
independently and that they will not illegally
intervene in the Company’s use of its funds.
To maintain the independence of the Company,
Commitments Rising Group has made the following
made in commitments: 1. It will ensure the personnel
acquisition 4
Rising independence of the Company. It promises to Ongoi
documents or November Long-term
Group ensure personnel independence with the ng
shareholding 2021
alteration Company, and GM, deputy GMs, CFO,
documents Company Secretary and other senior
management personnel of the Company will
104
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
not hold positions other than directors and
supervisors in the enterprises wholly owned,
controlled or actually controlled by it and its
subsidiaries (hereinafter referred to as
"subsidiaries"), and will not receive salaries
from it or its subsidiaries. The Company’s
financial personnel do not hold concurrent
positions in it or its subsidiaries. 2. It will
ensure the asset independence and integrity of
the Company: (1) It promises that the Company
will have independent and complete assets. And
(2) It promises that it and its subsidiaries will
not illegally occupy the Company’s funds and
assets in any way. 3. It will ensure the financial
independence of the Company: (1) It promises
that the Company will have an independent
financial department and financial accounting
system. (2) It promises that the Company will
have a standardized and independent financial
accounting system. (3) It promises that the
Company will have independent bank accounts
and not share bank accounts with it. (4) It
promises that the Company’s financial
personnel do not hold concurrent positions in it
or its subsidiaries. And (5) It promises that the
Company can make financial decisions
independently and that they will not illegally
intervene in the Company’s use of its funds. 4.
It will ensure the independence of the Company
in organization: (1) It promises that the
Company can operate independently with an
independent and complete organization
structure. (2) It promises that the office and
production and business premises of the
Company are separated from those of Rising
Group. And (3) It promises that the Board of
Directors, the Board of Supervisors and various
functional departments of the Company operate
independently, and there is no subordinate
relationship with the functional departments of
Rising Group. And 5 It will ensure the
independence of the Company in business: (1)
It promises that the Company will have
independence in business. And (2) It promises
105
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
that the Company will have the assets,
personnel, qualifications and capabilities for it
to operate independently as well as the ability
of independent, sustainable operation in the
market.
1. They shall conduct supervision and restraint
on the production and operation activities of
themselves and their relevant enterprises so that
besides the enterprise above that is in horizontal
competition with NATIONSTAR
OPTOELECTRONICS for now, if the products
or business of them or their relevant enterprises
become the same with or similar to those of
NATIONSTAR OPTOELECTRONICS or its
subsidiaries in the future, they shall take the
following measures: (1) If NATIONSTAR
OPTOELECTRONICS thinks necessary, they
and their relevant enterprises shall reduce and
wholly transfer their relevant assets and
About
Commitments business; and (2) If NATIONSTAR
avoidance
made in OPTOELECTRONICS thinks necessary, it is 7 October
of Ongoi
shareholding FSL Long-term
horizontal given the priority to acquire first, by proper 2021 ng
alteration
competitio
documents means, the relevant assets and business of them
n
and their relevant enterprises. 2. All the
commitments made by them to eliminate or
avoid horizontal competition with FSL are also
applicable to their directly or indirectly
controlled subsidiaries. They are obliged to
urge and make sure that other subsidiaries
execute what’s prescribed in the relevant
document and faithfully honor all the relevant
commitments. 3. If they or their directly or
indirectly controlled subsidiaries break the
aforesaid commitments and thus cause a loss
for NATIONSTAR OPTOELECTRONICS,
they shall compensate NATIONSTAR
OPTOELECTRONICS on a rational basis.
About 1. FSL and enterprises under its control (except
reduction NATIONSTAR OPTOELECTRONICS and its
Commitments subsidiaries) will reduce and standardize related
made in and transactions with NATIONSTAR
7 October Ongoi
shareholding FSL regulation OPTOELECTRONICS and its subsidiaries. Long-term
2021 ng
alteration of related- 2. In case of any inevitable or reasonably
documents
party justified related party transactions, FSL and
transactio enterprises under its control (exceFpt
106
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
ns NATIONSTAR OPTOELECTRONICS and its
subsidiaries) will strictly abide by the market
principles, conduct related party transactions
with NATIONSTAR OPTOELECTRONICS
fairly and reasonably based on the general
principles of equality, mutual benefit, equal
value and compensation, and perform legal
procedures in accordance with laws,
regulations, normative documents and relevant
regulations of NATIONSTAR
OPTOELECTRONICS.
In order to promote the standardized
management of NATIONSTAR
OPTOELECTRONICS, legally and
compliantly exercise shareholders' rights and
fulfill corresponding obligations, and take
practical and effective measures to ensure the
independence of NATIONSTAR
OPTOELECTRONICS in personnel, assets,
finance, institutions and business, the Promisor
promises:
(I) It will ensure the independence of
NATIONSTAR OPTOELECTRONICS in
personnel
1. FSL promises that GM, deputy GMs, CFO,
Company Secretary and other senior
management personnel of NATIONSTAR
OPTOELECTRONICS will not hold any
positions in FSL and other enterprises under its
About control (except NATIONSTAR
OPTOELECTRONICS and its controlled
maintainin enterprises, the same below) other than director
Commitments
g and supervisor, and not receive salaries from in
made in 7 October
FSL and other enterprises under its control; Ongoi
shareholding FSL independe Long-term
2021 ng
alteration nce of the 2. It will ensure NATIONSTAR
documents OPTOELECTRONICS’s absolute
listed independence from FSL and enterprises under
company its control in labor, human resource and salary
management.
(II) It will ensure the independence of
NATIONSTAR OPTOELECTRONICS in asset
1. FSL promises that NATIONSTAR
OPTOELECTRONICS will have independent
and complete operating assets related to
operation;
2. FSL promises that the funds, assets and other
resources of NATIONSTAR
OPTOELECTRONICS will not be illegally
occupied.
(III) It will ensure the independence of
NATIONSTAR OPTOELECTRONICS in
finance
1. It promises that NATIONSTAR
OPTOELECTRONICS will have an
independent financial department, and
107
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
independent financial accounting system and
financial accounting rules.
2. It promises that NATIONSTAR
OPTOELECTRONICS will have independent
bank accounts and not share bank accounts with
FSL and other enterprises under its control;
3. It promises that the financial personnel of
NATIONSTAR OPTOELECTRONICS do not
work part-time and receive salaries in FSL and
other enterprises under its control;
4. It promises that NATIONSTAR
OPTOELECTRONICS will independently pay
its tax according to law;
And (5) It promises that NATIONSTAR
OPTOELECTRONICS can make financial
decisions independently and that it will not
illegally intervene in NATIONSTAR
OPTOELECTRONICS’s use of its funds.
(IV) It will ensure the independence of
NATIONSTAR OPTOELECTRONICS in
organization
It promises that the listed company has a sound
corporate governance structure as a joint-stock
company with an independent and complete
organization structure.
(V) It will ensure the independence of
NATIONSTAR OPTOELECTRONICS in
business
It promise that NATIONSTAR
OPTOELECTRONICS remains independent in
procurement, production, sales and intellectual
property rights, and that NATIONSTAR
OPTOELECTRONICS will have the assets,
personnel, qualifications and capabilities for it
to operate independently as well as the ability
of independent, sustainable operation in the
market.
1. FSL does not disclose the relevant insider
information of this trading or make use of the
From the
insider information for insider trading; 2. As of
time when
the issuance date of the Report on Major Asset the
Purchase and Related Party Trading of Foshan Company
Electrical and Lighting Co., Ltd. (Draft), FSL plans the
About major
Commitments has not been placed on file for investigation or 27
absence of asset
made during Expire
FSL criminal investigation due to suspected insider October restructuri
asset insider d
trading related to this trading, and has not been 2021 ng to the
restructuring
trading date when
subject to administrative punishment by the
the major
CSRC or criminal responsibility investigated by asset
judicial organs according to law for insider restructuri
ng is
trading related to any major asset restructuring,
completed
and has not been prohibited from engaging in
any major asset restructuring of listed
108
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
companies according to Article 13 of the
Interim Provisions on Strengthening the
Supervision of Abnormal Stock Trading Related
to Major Asset Restructuring of Listed
Companies in the last 36 months.
1. FSL is not subject to any securities and
futures crimes as stipulated in Article 6 of
Several Provisions on the Reduction of Shares
by Shareholders, Directors and Supervisors of
Listed Companies. During the period when the
CSRC or the judicial organ filed a case for
investigation, and less than six months after the
administrative penalty decision and criminal
judgment were made, there was no situation
About that the shares of NATIONSTAR
complianc OPTOELECTRONICS could not be reduced
e with due to violation of the rules of stock exchanges
Several and public censure by stock exchanges for less
Provisions than three months. 2. If the commitment maker
on the still holds shares in NATIONSTAR
Reduction OPTOELECTRONICS after this transaction, To 6
months
of Shares the commitment maker shall be subject to the
27 after the
by following regulations: completio Expire
FSL October
Commitments Sharehold (1) Within the six months following the n of major d
made during 2021 asset
ers, completion of this transaction, if the
asset restructuri
restructuring Directors commitment maker intends to reduce by way of ng
and centralized bidding at the stock exchange the
Superviso shares obtained in this transaction, the
rs of commitment maker shall report to the stock
Listed exchange and disclose the shareholding
Companie reduction plan (which will be kept for record by
s the stock exchange) 15 trading days before the
first sale.
(2) Within the six months following the
completion of this transaction, if the
commitment maker intends to reduce by way of
centralized bidding at the stock exchange
within three months the shares obtained in this
transaction, the total shares reduced shall not
exceed 1% of NATIONSTAR
OPTOELECTRONICS’s total shares.
About the 1. FSL has provided relevant information and 27
Ongoi
FSL truthfulne documents (including but not limited to original October Long-term
ng
ss, written materials, duplicate materials or oral 2021
109
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
accuracy testimony, etc.) related to this trading to the
and intermediaries providing professional services
completen of auditing, valuation, legal and financial
ess of the consultancy for this trading. FSL promises that
informatio the copies or photocopies of the documents and
n provided materials provided are consistent with the
during this originals, and that the signatures and seals of
major the documents and materials are authentic, and
asset the signatories of the documents have been
restructuri legally authorized and effectively signed the
ng documents; that the provided information and
documents are authentic, accurate and complete
and that there are no false records, misleading
statements or material omissions. FSL also
promises to bear individual and joint and
several liability. 2. The commitment maker
promises that the information provided is true,
accurate and complete. Where any investor
suffers a loss as a result of any
misrepresentation, misleading statement or
material omission in the information provided,
the commitment maker shall be liable for
compensation according to law.
1. They promise not to transfer benefits to other
units or individuals free of charge or under
unfair conditions, and not to harm the interests
of the Company in any other ways; 2. They
About
promise to restrain position-related
measures
consumption behavior; 3. They promise not to
to fill up
use the Company's assets to engage in
returns for
Director investment and consumption activities
risks
and unrelated to the performance of duties; 4. They
arising
senior promise that the future remuneration system 27
from Ongoi
manage formulated by the Board of Directors or the October Long-term
diluting ng
ment Remuneration and Assessment Committee will 2021
immediate
office of be linked to the implementation of the
return in
FSL Company's measures to fill up returns; 5. If the
major
Company formulates an equity incentive plan
asset
in the future, they will actively promote the
restructuri
exercise conditions of the future equity
ng
incentive plan to be linked with the
implementation of the Company's measures to
fill up returns; 6. From the date of issuance of
these commitments to the completion of this
110
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
major asset restructuring of the Company, if the
CSRC makes other new regulatory provisions
on measures to fill up returns and the relevant
commitments, and these commitments cannot
meet these provisions of the CSRC, they
promise to issue supplementary commitments
in accordance with the latest regulations of the
CSRC at that time. 7. They promise to earnestly
fulfill the compensation measures formulated
by the Company and any commitments it made.
If they violate any of these commitments and
cause losses to the Company or investors, they
are willing to bear corresponding legal
responsibilities to the Company or investors
according to law.
1. They promise that there will be no share
reduction plan from the date of issuance of this
Letter of Commitments to the completion of
this trading, and they will not reduce its FSL
shares (if any) in any other way. 2. If FSL
implements ex-rights behaviors such as share
conversion, share offering and share allotment
from the date of issuance of this Letter of
Commitments to the completion of this trading,
About
the newly added shares obtained by them will
non-
Director also be subject to the above commitments
reduction
and related to not reducing share holdings. 3. Where
of FSL
Commitments senior FSL or any other investor suffers a loss as a 28
shares Until this
made during Expire
manage result of my violation of the aforesaid September trading is
asset during d
ment commitment, I shall be liable for compensation 2021 completed
restructuring
major
office of to FSL and investors according to law. They
asset
FSL promise that they have the right to enter into
restructuri
this Letter of Commitments, and once this
ng
Letter of Commitments is entered into by them,
it will constitute an effective, legal and binding
responsibility upon them, and this Letter of
Commitments will remain valid and
irrevocable. They promise to strictly fulfill all
commitments in this Letter of Commitments. In
case of violation of this Letter of
Commitments, they will bear relevant legal
responsibilities.
Commitments Director About 1. They do not disclose the relevant insider 27 From the
Expire
made during time when
and absence of information of this trading or make use of the October d
asset the
111
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
restructuring senior insider insider information for insider trading; 2. They 2021 Company
plans the
manage trading have not been placed on file for investigation or
major
ment of criminal investigation due to suspected insider asset
FSL trading related to this trading, and have not restructuri
been subject to administrative punishment by ng to the
date when
the CSRC or criminal responsibility
the major
investigated by judicial organs according to law asset
for insider trading related to major asset restructuri
ng is
restructuring, and has not been prohibited from
completed
engaging in any major asset restructuring of
listed companies according to Article 13 of the
Interim Provisions on Strengthening the
Supervision of Abnormal Stock Trading Related
to Major Asset Restructuring of Listed
Companies in the last 36 months. 3. In case of
violation of the above commitments, they will
bear all losses caused to the listed company and
its shareholders.
1. They have provided relevant information and
documents (including but not limited to original
written materials, duplicate materials or oral
testimony, etc.) related to this trading to the
intermediaries providing professional services
of auditing, assessment, legal and financial
About the consultancy for this trading. They promise that
truthfulne the copies or photocopies of the documents and
ss, materials provided are consistent with the
accuracy originals, and that the signatures and seals of
Director and the documents and materials are authentic, and
s and completen the signatories of the documents have been
Commitments 27
made during senior ess of the legally authorized and effectively signed the Ongoi
October Long-term
asset manage informatio documents; that the provided information and ng
restructuring 2021
ment of n provided documents are authentic, accurate and complete
FSL during this and that there are no false records, misleading
major statements or material omissions. They also
asset promise to bear individual and joint and several
restructuri liability. 2. They promise that the information
ng provided is true, accurate and complete. In case
of any losses caused to investors due to any
false presentations, misleading statements or
material omissions in the information provided,
they will be liable for compensation according
to law. 3. Where the information provided or
disclosed by them in this trading is suspected of
112
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
false records, misleading statements or material
omissions, and they are filed for investigation
by the judicial organ or by the CSRC, the
shares with interests in the listed company will
not be transferred until the investigation
conclusion is formed.
1. They promise not to interfere in the operation
and management activities of the listed
company beyond their authority and not to
encroach on the interests of the listed company.
2. From the date of issuance of these
commitments to the completion of this trading
Rising
of the listed company, if the CSRC makes new
Group,
regulatory requirements on measures to fill up
Rising
returns and commitments of relevant personnel,
Capital,
and the above commitments cannot meet these
Electron
new regulatory requirements of the CSRC, they
ics
promise to issue supplementary commitments
Group, About
according to the latest regulations of the CSRC
Hongko effective
at that time. 3. They promise to earnestly fulfill
Commitments ng Wah performan 27
made during the measures to fill up returns formulated by Ongoi
Shing, ce of October Long-term
asset the listed company and any commitments made ng
restructuring Hong measures 2021
by them. If they violate these commitments and
Kong to fill up
causes losses to the listed company or
Rising returns
investors, they are willing to bear the
Investm
compensation responsibility for the listed
ent and
company or investors according to law. As one
Shenzhe
of the subjects responsible for the measures to
n Rising
fill up returns, if they violate the above
Investm
commitments or refuses to fulfill the above
ent
commitments, they agree that the securities
regulatory agencies such as the CSRC and the
SZSE will punish them or take relevant
regulatory measures in accordance with the
relevant regulations and rules they formulated
or issued.
Rising About 1. They promise that there will be no share
Group, non- reduction plan from the date of issuance of this
Rising reduction Letter of Commitments to the completion of
Commitments 28
Capital, of FSL this trading, and they will not reduce its FSL Until this
made during Expire
September trading is
asset Electron shares shares in any other way (except the transfer or d
2021 completed
restructuring
ics during transfer between Rising Group and its wholly-
Group, major owned subsidiaries). 2. If FSL implements ex-
Hongko asset rights behaviors such as share conversion, share
113
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
ng Wah restructuri offering and share allotment from the date of
Shing, ng issuance of this Letter of Commitments to the
Hong completion of this trading, the newly added
Kong shares obtained by them will also be subject to
Rising the above commitments related to not reducing
Investm share holdings. 3. Where FSL or any other
ent and investor suffers a loss as a result of our
Shenzhe violation of the aforesaid commitment, we shall
n Rising be liable for compensation to FSL and investors
Investm according to law.
ent
1. They shall conduct supervision and restraint
on the production and operation activities of
themselves and their relevant enterprises so that
besides the enterprise above that is in horizontal
competition with FSL for now, if the products
or business of them or their relevant enterprises
become the same with or similar to those of
FSL or its subsidiaries in the future, they shall
take the following measures: (1) If FSL thinks
necessary, they and their relevant enterprises
Rising
shall reduce and wholly transfer their relevant
Group, About
assets and business; and (2) If FSL thinks
Rising avoidance
Commitments necessary, it is given the priority to acquire 27
made during Capital, of Ongoi
first, by proper means, the relevant assets and October Long-term
asset and horizontal ng
restructuring business of them and their relevant enterprises. 2021
Hongko competitio
2. All the commitments made by them to
ng Wah n
eliminate or avoid horizontal competition with
Shing
FSL are also applicable to their directly or
indirectly controlled subsidiaries. They are
obliged to urge and make sure that other
subsidiaries execute what’s prescribed in the
relevant document and faithfully honor all the
relevant commitments. 3. If they or their
directly or indirectly controlled subsidiaries
break the aforesaid commitments and thus
cause a loss for FSL, they shall compensate
FSL on a rational basis.
Rising About They have made a commitment that during
Group, regulation their direct or indirect holding of FSL’s shares,
Commitments 27
made during Rising and they shall 1. strictly abide by the regulatory Ongoi
October Long-term
asset Capital, reduction documents of the CSRC and the SZSE, FSL’s ng
restructuring 2021
and of related- Articles of Association, etc. and not harm the
Hongko party interests of the Company or other shareholders
114
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
ng Wah transactio of FSL in their production and operation
Shing ns activities by taking advantage of their position
as the controlling shareholder and actual
controller; 2. make sure that they or their other
controlled subsidiaries, branch offices, jointly-
run or associated companies (the "Relevant
Enterprises" for short) will try their best to
avoid or reduce related-party transactions with
FSL or FSL’s subsidiaries; 3. strictly follow the
market principle of justness, fairness and equal
value exchange for necessary and unavoidable
related-party transactions between them and
their Relevant Enterprises and FSL, and
withdraw from voting when a related-party
transaction with them or their Relevant
Enterprises is being voted on at a general
meeting or a board meeting, and execute the
relevant approval procedure and information
disclosure duties pursuant to the applicable
laws, regulations and regulatory documents.
Where the aforesaid commitments are broken
and a loss is thus caused for FSL, its
subsidiaries or FSL’s other shareholders, they
shall be obliged to compensate.
About
If NATIONSTAR OPTOELECTRONICS is
compensat
subject to administrative penalties such as
ion for
accountability and fines by relevant competent
Rising possible
departments after the completion of this trading
Group, violations
due to the illegal acts of NATIONSTAR
Electron of laws
OPTOELECTRONICS before the completion 27
ics and Ongoi
of this acquisition, they promise to fully bear October Long-term
Group, regulation ng
the losses of NATIONSTAR 2021
and s by
Commitments OPTOELECTRONICS or FSL, as well as the
made during Rising NATIONS
expenses and fees under punishment or
asset Capital TAR
restructuring recourse, to ensure that NATIONSTAR
OPTOEL
OPTOELECTRONICS or FSL will not suffer
ECTRON
any economic losses.
ICS
Rising About 1. During the preliminary negotiation between
Group, explanatio the listed company and the counterparty on this
27 Until this
Electron n of trading, necessary and sufficient confidentiality Expire
October trading is
ics confidenti measures were taken to limit the scope of d
2021 completed
Group, ality knowledge of relevant sensitive information.
and measures According to the requirements of the SZSE, the
115
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Rising and listed company has completed the submission
Capital confidenti and online reporting of the memorandum of
ality trading process, relevant materials of insider
system information insiders. The listed company has
adopted hired independent financial advisers, legal
for this advisers, audit institutions, valuation
trading institutions and other intermediaries, and signed
confidentiality agreements or appointment
agreements with confidentiality clauses with
the above intermediaries, clearly stipulating the
scope of confidential information and the
confidentiality responsibilities of each
intermediary.
2. In communicating with the transaction
counterparties, the listed company made clear
to them that they shall be strictly confidential
about the relevant information, shall not leak
the information to others, and shall not trading
in shares of the listed company with the
information.
3. When discussing the problems, solutions,
suggestions, ideas and solutions with respect to
the transaction, the transaction counterparties
did not leak the restructuring information to any
other irrelevant entities or individuals.
4. Before the listed company discloses
information in relation to the transaction, the
transaction counterparties strictly abided by the
confidentiality obligation and did not conduct
any insider trading using the information.
About the 1. They promise that the information provided
truthfulne is true, accurate and complete, and there are no
ss, false records, misleading statements or material
Rising accuracy omissions. 2. They have provided relevant
Group, and information and documents (including but not
Electron completen limited to original written materials, duplicate
27
ics ess of the materials or oral testimony, etc.) related to this Ongoi
October Long-term
Group, informatio trading to the intermediaries. They promise that ng
2021
and n provided the copies or photocopies of the documents and
Rising during this materials provided are consistent with the
Capital major originals, and that the signatures and seals of
asset the documents and materials are authentic, and
restructuri the signatories of the documents have been
ng legally authorized and effectively signed the
116
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
documents; that there are no false records,
misleading statements or material omissions. 3.
They promise that the explanations and
confirmations issued by them are true, accurate
and complete, and there are no false records,
misleading statements or material omissions. 4.
During this trading, they will disclose the
information about this trading in a timely
manner in accordance with relevant laws and
regulations, the CSRC and the SZSE, and
ensure the authenticity, accuracy and
completeness of such information. 5. They shall
bear legal responsibility for the authenticity,
accuracy and completeness of the information,
documents, materials, explanations and
confirmations provided. In case of any violation
or losses caused to the listed company,
investors, parties to the trading and
intermediaries participating in this trading, they
will be liable for compensation according to
law. 6. Where the information provided or
disclosed by them in this trading is suspected of
false records, misleading statements or material
omissions, and they are filed for investigation
by the judicial organ or by the CSRC, the
shares with interests in the listed company will
not be transferred until the investigation
conclusion is formed.
Electronics Group promises that the 100%
equity of Sigma it held is clear in ownership
and is not subject to any dispute or potential
dispute, and there is no situation affecting its
About the
legal existence; the above shares are not subject
clarity of
to any other pledges, guarantees or third-party
the
interests or restrictions and there is no pending
Commitments Electron underlyin 27
made during or potential litigation, arbitration and any other Ongoi
ics g assets of October Long-term
asset administrative or judicial procedure that may ng
restructuring Group this major 2021
lead to the seizure, freezing, expropriation or
asset
restriction of transfer of the above-mentioned
restructuri
equity by the relevant judicial or administrative
ng
organs. There is no entrusted shareholding or
trust shareholding, restriction or prohibition of
transfer of the above-mentioned equity
controlled by Electronics Group.
117
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Rising Group promises that the shares of
NATIONSTAR OPTOELECTRONICS it held
is clear in ownership and is not subject to any
dispute or potential dispute, and there is no
situation affecting its legal existence; the above
About the shares are not subject to any other pledges,
clarity of guarantees or third-party interests or restrictions
Rising the
Group underlyin and there is no pending or potential litigation, 27
Ongoi
and g assets of arbitration and any other administrative or October Long-term
ng
Rising this major judicial procedure that may lead to the seizure, 2021
Capital asset
freezing, expropriation or restriction of transfer
restructuri
ng of the above-mentioned equity by the relevant
judicial or administrative organs There is no
entrusted shareholding or trust shareholding,
restriction or prohibition of transfer of the
above-mentioned equity controlled by Rising
Group.
About
complianc
e of this
major
They are not subject to any securities and
asset
futures crimes as stipulated in Article 6 of
restructuri Several Provisions on the Reduction of Shares
ng with by Shareholders, Directors and Supervisors of
Listed Companies. During the period when the
Several
CSRC or the judicial organ filed a case for
Provisions investigation, and less than six months after the
Rising
on the administrative penalty decision and criminal
Group judgment were made, there was no situation 27 Until this
Reduction Expire
and that the shares of NATIONSTAR October trading is
of Shares d
Rising OPTOELECTRONICS could not be reduced 2021 completed
by due to violation of the rules of stock exchanges
Capital
Sharehold and public censure by stock exchanges for less
than three months. 2. In case of any violation or
ers,
losses caused to NATIONSTAR
Directors OPTOELECTRONICS, investors, parties to the
and trading and intermediaries participating in this
trading, they will be liable for compensation
Superviso
according to law.
rs of
Listed
Companie
s
1. As of the date of issuance of the Letter of
About the
Electron Commitments, Sigma has signed the Maximum 27 Until this
release of Expire
ics Guarantee Contract (Contract No.: XYYBZ October trading is
credit d
Group (BY) No. 201906280001-1) and the Maximum 2021 completed
guarantee
Pledge Contract for Stocks of Listed
118
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Companies (Contract No.: XXYZZ (BY) No.
201906280001-2) with Guangzhou Branch of
Industrial Bank Co., Ltd. Sigma will provide
the maximum guarantee and pledge guarantee
for the debt of Electronics Group, with the
guarantee amount of RMB400 million (in
words: RMB Four Hundred Million), and the
guarantee will be valid from June 28, 2019 to
June 27, 2022. Electronics Group promises that
on the date of issuance of this Letter of
Commitment, all the loans involved in the
Maximum Guarantee Contract and the
Maximum Pledge Contract for Stocks of Listed
Companies have been repaid, there is no debt
based on the guarantee under the above
contracts, and 39,876,500 shares of
NATIONSTAR OPTOELECTRONICS held by
Sigma have been released from pledge. At the
same time, Electronics Group further makes an
irrevocable commitment that it will not add any
new loans to Guangzhou Branch of Industrial
Bank Co., Ltd. as a borrower before the
expiration date of the Maximum Guarantee
Contract and the Maximum Pledge Contract for
Stocks of Listed Companies, so as to ensure that
Sigma will not actually assume any guarantee
responsibilities due to the above guarantee
contracts. 2. Electronics Group promises that it
will not arrange for Sigma to add any form of
guarantee before the completion of the delivery
of Sigma's equity in this trading. 3. In case of
any violations of the above commitments,
Electronics Group shall solve and eliminate the
above situation within ten days, and bear
corresponding legal responsibilities to Sigma
and FSL.
From the
Key They promise that they will not disclose the
date of the
manage relevant insider information of this trading or issuance
ment About make use of the insider information for insider of the
Commitments 27
personn absence of trading; 2. As of the issuance date of the Report letter of
made during Expire
October commitme
asset el of insider on Major Asset Purchase and Related Party d
2021 nt until
restructuring
Rising trading Trading of Foshan Electrical and Lighting Co., the
Group, Ltd. (Draft), they have not been placed on file completio
n of this
Electron for investigation or criminal investigation due
trading
119
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
ics to suspected insider trading related to this
Group, trading, and have not been subject to
and administrative punishment by the CSRC or
Rising criminal responsibility investigated by judicial
Capital organs according to law for insider trading
related to any major asset restructuring, and
have not been prohibited from engaging in any
major asset restructuring of listed companies
according to Article 13 of the Interim
Provisions on Strengthening the Supervision of
Abnormal Stock Trading Related to Major Asset
Restructuring of Listed Companies in the last
36 months; 3. In case of violation of the above
commitments, they will bear all losses caused
to the listed company and its shareholders.
NATIONSTAR OPTOELECTRONICS has
provided the necessary, true, accurate, complete
and effective documents, materials or oral
statements and explanations for this trading at
this stage, and there is no concealment,
falsehood or material omission. The copies or
photocopies of the documents provided are
consistent with the original materials or
About originals. The signatures and seals on the
statement documents and materials provided are
and authentic, and NATIONSTAR
commitme OPTOELECTRONICS has fulfilled the legal
NATIO nt of procedures required for such signatures and
NSTAR truthfulne seals and obtained legal authorization. All the 27
Ongoi
OPTOE ss, facts stated and explained are consistent with October Long-term
ng
LECTR accuracy the facts that happened. As this transaction 2021
ONICS and proceeds, the Company shall provide needed
completen information and documents as required by
ess of applicable laws, regulations, rules and
informatio requirements of CSRC and the stock exchange,
n provided and continue to guarantee the truthfulness,
accuracy, completeness and validity of the
information and documents provided. The
Company promises and guarantees the
truthfulness, accuracy and completeness of the
information provided or disclosed with respect
to this transaction. It guarantees that there are
no misrepresentations, misleading statements or
material omissions. And it shall be individually
120
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
and jointly liable for that.
Among 79,753,050 shares of tradable shares
with unlimited selling conditions of
NATIONSTAR OPTOELECTRONICS held by
Sigma, 39,876, 500 shares were pledged for
Guangdong Electronics Information Industry
Group Ltd. As of the date of issuance of this
commitment, the pledge of the above shares has
been released. However, the Maximum Pledge
About the Contract for Stocks of Listed Companies (No.:
clarity of XXYZZ (BY) No. 201906280001-2) signed by
the Sigma and Guangzhou Branch of Industrial
ownership Bank Co., Ltd. has not been dissolved.
of the Guangdong Electronics Information Industry 27
Ongoi
Sigma underlyin Group Ltd. has promised that it will not add October Long-term
ng
g assets of any new loans to Guangzhou Branch of 2021
this major Industrial Bank Co., Ltd. as a borrower during
asset the validity period of the guarantee, and that it
restructuri will not substantially assume any guarantee
ng responsibility due to the Maximum Pledge
Contract for Stocks of Listed Companies.
Except as aforesaid, the asset ownership of
Sigma is clear, there is no dispute or potential
dispute, and there is no situation affecting the
legal existence. There is no entrusted
shareholding or trust shareholding, restriction
or prohibition of transfer of the above-
mentioned equity controlled by Rising Group.
1. Sigma promises that all its registered capital
has been paid in. 2. Sigma promises that all
About no
existing shareholders contribute their own 27
ownership Ongoi
Sigma funds to hold shares, there is no situation such October Long-term
dispute in ng
as holding shares on behalf of them, and there 2021
equity
is no dispute or potential dispute between
shareholders over their shares.
Commitments
About 1. Sigma has provided relevant information and
made during
documents (including but not limited to original
asset statement
written materials, duplicate materials or oral
restructuring
and testimony, etc.) related to this trading to the
commitme intermediaries providing professional services 27
of auditing, valuation, legal and financial Ongoi
Sigma nt of October Long-term
consultancy for this trading. Sigma promises ng
truthfulne that the copies or photocopies of the documents 2021
ss, and materials provided are consistent with the
accuracy originals, and that the signatures and seals of
the documents and materials are authentic, and
and the signatories of the documents have been
121
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
completen legally authorized and effectively signed the
documents; that the provided information and
ess of
documents are authentic, accurate and complete
informatio and that there are no false records, misleading
n provided statements or material omissions. Sigma also
promises to bear individual and joint and
several liability. 2. Sigma promises that the
information provided is true, accurate and
complete. In case of any losses caused to
investors due to any false presentations,
misleading statements or material omissions in
the information provided, Sigma will be liable
for compensation according to law.
Commitments
made to About FSL’s profit distributed in cash shall not be less 27 May Ongoi
minority FSL cash than 30% of the distributable profit realized in Long-term
2009 ng
shareholders of dividends the year.
the Company
Whether the
commitments
Yes
were timely
performed
2. Where there had been an earnings forecast for an asset or project and the Reporting Period was still
within the forecast period, explain why the forecast has been reached for the Reporting Period.
□ Applicable Not applicable
II Occupation of the Company’s Capital by the Controlling Shareholder or Its Related
Parties for Non-Operating Purposes
□ Applicable Not applicable
No such cases in the Reporting Period.
III Irregularities in the Provision of Guarantees
□ Applicable Not applicable
No such cases in the Reporting Period.
IV Explanations Given by the Board of Directors Regarding the Independent Auditor's
“Modified Opinion” on the Financial Statements of the Latest Period
□ Applicable Not applicable
122
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
V Explanations Given by the Board of Directors, the Supervisory Board and the
Independent Directors (if any) Regarding the Independent Auditor's “Modified Opinion” on
the Financial Statements of the Reporting Period
□ Applicable Not applicable
VI YoY Changes to Accounting Policies, Estimates and Correction of Material Accounting
Errors
Applicable □ Not applicable
Refer to Part X Financial Statements-V Important Accounting Policies and Estimations-44. Changes in Main
Accounting Policies and Estimates for details.
VII YoY Changes to the Scope of the Consolidated Financial Statements
Applicable □ Not applicable
Compared with the previous period, the consolidated scope of financial statements in this period is increased,
including two subsidiaries of Foshan NationStar Optoelectronics Co., Ltd. and Foshan Sigma Venture Capital
Co., Ltd., as well as six sub-subsidiaries of Foshan Guoxing Electronic Manufacture Co., Ltd., Foshan
NationStar Semiconductor Co., Ltd., Nanyang Baoli Vanadium Industry Co., Ltd., Guangdong New Electronics
Information Ltd. and NationStar Optoelectronics (Germany) Co., Ltd. For details, see note VIII "change of
consolidation scope" and note IX "equity in other entities".
VIII Engagement and Disengagement of Independent Auditor
Current independent auditor:
Name of the domestic independent auditor WUYIGE Certified Public Accountants LLP
The Company’s payment to the domestic independent auditor
100
(RMB’0,000)
How many consecutive years the domestic independent auditor
1
has provided audit service for the Company
Names of the certified public accountants from the domestic
He Xiaojuan, Xialing
independent auditor writing signatures on the auditor’s report
How many consecutive years the certified public accountants
from the domestic independent auditor have provided audit 1
service for the Company
Indicate by tick mark whether the independent auditor was changed for the Reporting Period.
123
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Yes □ No
Whether the independent auditor was replaced during the audit period.
□Yes No
Whether the replacement of the independent auditor has fulfilled the review and approval procedures.
Yes □ No
Detailed explanations on the replacement and change of the independent auditor.
(I) Review situation
The Company held the 37th Meeting of the 9th Board of Directors and the 4th Extraordinary Shareholders’
General Meeting of 2022 on 14 November 2022 and 30 November 2022, respectively, reviewing and passing
the Proposal on Proposed Change of Accounting Firm and agreeing WUYIGE Certified Public Accountants
LLP to be appointed as the Company's financial audit department and internal control audit department in
2022, with a term of one year.
(II) The situation of the previous accounting firm and the audit opinion of the previous year
Zhongzheng Tiantong Certified Public Accountants LLP which was originally appointed by the Company, has
provided audit services for the Company for six consecutive years and issued a standard unqualified audit report
for the Company for the year 2021. Zhongzheng Tiantong Certified Public Accountants LLP has effectively
performed its due duties as the audit department, successfully completed the audit work of the Company and
safeguarded the legitimate equity and interests of the Company and its shareholders from a professional
perspective during employment. There is no case that the Company has appointed the former accounting firm to
carry out part of the audit work and then terminated the appointment of the former accounting firm. The
Company has communicated with the former accounting firm regarding the change of accounting firm and has
not received any objection from the former accounting firm regarding the change.
(III) Reasons for the proposed change of the independent auditor
In view of the expiration of the audit service contract between the Company and Zhongzheng Tiantong
Certified Public Accountants LLP, and in view of the business development needs of the Company, the
Company changed the audit department for the year 2022 to WUYIGE Certified Public Accountants LLP after
fulfilling the procurement bidding procedures of the Company, and the review and approval of board meeting
and shareholders’ meeting.
Independent auditor, financial advisor or sponsor engaged for the audit of internal controls:
Applicable □ Not applicable
124
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
In the Reporting Period, the Company engaged WUYIGE Certified Public Accountants LLP as its internal
control auditor with the total audit fees of RMB200,000.
IX Possibility of Delisting after Disclosure of this Report
□ Applicable Not applicable
X Insolvency and Reorganization
□ Applicable Not applicable
No such cases in the Reporting Period.
XI Major Legal Matters
Applicable □ Not applicable
Amount Whether Execution
Basic information Lawsuit Lawsuit
involved there are of lawsuit Date of Disclosure
on lawsuit (arbitration) (arbitration) results
(RMB’0,00 accrued (arbitration) disclosure index
(arbitration) progress and influences
0) liabilities judgment
30 cases
52 other litigation
have been
matters that did No significant
closed;
not meet 4653.46 No influence on the N/A N/A N/A
22cases is
litigation Company
not closed.
standards
XII Punishments and Rectifications
□ Applicable Not applicable
No such cases in the Reporting Period.
XIII Credit Quality of the Company as well as Its Controlling Shareholder and Actual
Controller
Applicable □ Not applicable
In the Reporting Period, the Company and its controlling shareholder and actual controller were not involved in
any unsatisfied court judgments, large-amount overdue liabilities or the like.
125
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
XIV Major Related-Party Transactions
1. Continuing Related-Party Transactions
Applicable □ Not applicable
Obtai
nable
As %
Appro marke
of Index
Relati ved Over t price
Trans Total total to
onshi Type Specif Pricin transa the Metho for
Relate action value value Disclo disclo
p with of ic g ction appro d of same-
d price( (RMB of all sure sed
the transa transa princi line ved settle type
party RMB’ ’0,000 same- date infor
Comp ction ction ple (RMB line or ment transa
0,000) ) type matio
any ’0,000 not ctions
transa n
) (RMB
ctions
’0,000
)
Purch
Guan asing
gdong produ
Fengh cts
ua and Bank
Under
Adva receiv Purch transf
same www.
nced ing ase of Marke ers or
569.5 569.5 1,550. 2021- cninfo
actual 0.10% Not bank 569.5
Techn labor materi t price 8 8 00 12-30 .com.
contro accept 8
cn
ology servic als ance
ller
Holdi e notes
ng from
Co., relate
Ltd. d
party
Purch
asing
Contr produ
olled cts
Prosp
by and Bank
erity
Purch transf
Lamp relate receiv www.
ase of Marke ers or
s& 600.0 2021- cninfo
d ing 77.35 0.01% Not bank
Comp materi t price 77.35 0 77.35 12-30 .com.
natura labor accept
onents cn
als ance
Limit l servic
notes
ed perso e
n from
relate
d
126
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
party
Purch
asing
Hangz produ
Contr
hou cts
olled Bank
Times and
by Purch transf
Lighti receiv
relate ase of Marke ers or
ng ing
d 22.23 0.00% bank N/A
and labor materi t price 22.23 22.23
natura accept
Electr servic
l als ance
ical e
perso notes
Co., from
n
Ltd. relate
d
party
Purch
asing
produ
cts
Shenz and
Under Recei Bank
hen
receiv transf
Yuepe same ving
ing Marke ers or
ng 338.6
actual labor 338.6 0.55% bank 338.6 N/A
Const labor t price 2
contro servic 2 accept 2
ructio
servic ance
n Co., ller e
e notes
Ltd.
from
relate
d
party
Purch
asing
produ
Guan cts
gdong and
Under Recei Bank
Electr
receiv transf
onic same ving www.
ing Marke ers or
Techn 2021- cninfo
actual labor 82.30 0.38% 97.00 Not bank
ology labor t price 82.30 82.30 12-30 .com.
contro servic accept
Resea cn
servic ance
rch ller e
e notes
Institu
te from
relate
d
party
Fosha Bank
Under Purch Recei
n transf
Fulon same asing ving Marke ers or
58.44 0.43% N/A
g actual produ labor t price 58.44 bank 58.44
Envir accept
contro cts servic
onme ance
127
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
ntal ller and e notes
Techn
receiv
ology
Co., ing
Ltd. labor
servic
e
from
relate
d
party
Purch
asing
produ
Jiang
cts
men
Dongj and Bank
Under Recei
iang receiv transf
same ving www.
Envir ing Marke ers or
300.0 2021- cninfo
onme actual labor 53.46 0.40% Not bank
labor t price 53.46 0 53.46 12-30 .com.
ntal contro servic accept
cn
Techn servic ance
ller e
ology e notes
Co,
from
Ltd.
relate
d
party
Purch
asing
Dong produ
guan
cts
Hengj
ian and Bank
Under Recei
Envir receiv transf
onme same ving ers or
ing Marke
ntal actual labor 41.11 0.30% bank N/A
labor t price 41.11 41.11
Protec contro servic accept
tion servic ance
ller e
Techn e notes
ology
from
Co.,
Ltd. relate
d
party
Shenz Purch
Under Recei Bank
hen
asing transf
Longg same ving
produ Marke ers or
ang
actual labor 24.34 0.18% bank N/A
Dongj cts t price 24.34 24.34
contro servic accept
iang
and ance
Indust ller e
receiv notes
rial
128
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Waste ing
Treat
labor
ment
Co., servic
Ltd. e
from
relate
d
party
Zhuha
i
Doum
en
Purch
Distri
ct asing
Yongx produ
ingshe
cts
ng
Envir and Bank
Under Recei
onme receiv transf
ntal same ving ers or
ing Marke
Indust actual labor 19.40 0.14% bank N/A
labor t price 19.40 19.40
ry contro servic accept
Waste servic ance
ller e
Recov e notes
ery
from
and
Comp relate
rehens d
ive
party
Treat
ment
Co.,
Ltd.
Purch
asing
produ
cts
Guan
gdong and Bank
Under Recei
The receiv transf
Great same ving ers or
ing Marke
Wall actual labor 6.86 6.86 0.05% bank 6.86 N/A
labor t price
Buildi contro servic accept
ng servic ance
ller e
Co., e notes
Ltd.
from
relate
d
party
Prosp Contr Sellin Sellin Bank www.
g Marke 2,196. transf 2021- cninfo
erity olled g 2,196. 0.25% 2,196.
produ t price 65 ers or 12-30 .com.
Lamp by produ 65 65
cts bank cn
129
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
s& relate and cts accept
provid ance
Comp d
ing notes
onents natura labor
Limit l servic
ed perso e to
relate
n
d
party
Sellin
Guan
g
gdong
produ
Fengh
cts Bank
ua
Under and Sellin transf
Adva
same provid g Marke ers or
nced 1,462. 1,462.
actual ing 1,462. 0.17% bank N/A
Techn produ t price 98 98
contro labor 98 accept
ology
ller servic cts ance
Holdi
e to notes
ng
relate
Co.,
d
Ltd.
party
Sellin
g
Shenz
produ
hen
cts Bank
Zhong
Under and Sellin transf
jin www.
same provid g Marke ers or
Lingn 132.5 1,550. 2021- cninfo
actual ing 132.5 0.02% Not bank 132.5
an produ t price 6 00 12-30 .com.
contro labor 6 accept 6
Nonfe cn
ller servic cts ance
met
e to notes
Co.
relate
Ltd.
d
party
Sellin
Guan g
gzhou produ
Wans cts Bank
hun Under and Sellin transf
Invest same provid g Marke ers or
ment actual ing 53.82 0.01% bank N/A
produ t price 53.82 53.82
Mana contro labor accept
geme ller servic cts ance
nt e to notes
Co., relate
Ltd. d
party
Sellin
Guan
g
gdong Bank
produ
Yixin Under Sellin transf
cts www.
Chang same g Marke ers or
and 1,000. 2021- cninfo
cheng actual 44.12 0.01% Not bank
provid produ t price 44.12 00 44.12 12-30 .com.
Const contro accept
ing cn
ructio ller cts ance
labor
n notes
servic
Group
e to
130
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
relate
d
party
Sellin
Guan g
gzhou produ
Sheng cts Bank
du Under and Sellin transf
Invest same provid g Marke ers or
ment actual ing 28.19 0.00% bank N/A
produ t price 28.19 28.19
Devel contro labor accept
opme ller servic cts ance
nt e to notes
Co., relate
Ltd. d
party
Sellin
g
produ
Guan
cts Bank
gdong
Under and Sellin transf
Rising www.
same provid g Marke ers or
South 600.0 2021- cninfo
actual ing 17.41 0.00% Not bank
Const produ t price 17.41 0 17.41 12-30 .com.
contro labor accept
ructio cn
ller servic cts ance
n Co.,
e to notes
Ltd.
relate
d
party
Sellin
Guan
g
gdong
produ
Zhong
cts Bank
jin
Under and Sellin transf
Lingn www.
same provid g Marke ers or
an 1,500. 2021- cninfo
actual ing 12.29 0.00% Not bank
Equip produ t price 12.29 00 12.29 12-30 .com.
contro labor accept
ment cn
ller servic cts ance
Techn
e to notes
ology
relate
Co.,
d
Ltd.
party
Sellin
Guan
g
gdong
produ
Zhong
cts Bank
jin
Under and Sellin transf
Lingn
same provid g Marke ers or
an
actual ing 10.33 0.00% Not bank N/A
Engin produ t price 10.33 10.33
contro labor accept
eering
ller servic cts ance
Techn
e to notes
ology
relate
Co.,
d
Ltd.
party
Prosp Under Sellin Sellin Marke Bank
erity contro g 6.63 6.63 0.00% transf 6.63 N/A
g t price
Electr l of produ ers or
131
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
ical relate cts produ bank
(Chin d and accept
cts
a) natura provid ance
Co., l ing notes
Ltd. perso labor
n servic
e to
relate
d
party
Sellin
g
produ
Guan
cts Bank
gdong
Under and Sellin transf
Zhong www.
same provid g Marke ers or
nan 12,00 2021- cninfo
actual ing 4.44 4.44 0.00% Not bank 4.44
Const produ t price 0.00 12-30 .com.
contro labor accept
ructio cn
ller servic cts ance
n Co.,
e to notes
Ltd.
relate
d
party
Sellin
Guan g
gdong produ
Electr cts Bank
onics Under and Sellin transf
Infor same provid g Marke ers or
matio actual ing 2.78 2.78 0.00% bank 2.78 N/A
produ t price
n contro labor accept
Indust ller servic cts ance
ry e to notes
Group relate
Ltd. d
party
Guan
Sellin
gdong
g
Zhong
produ
jin
cts Bank
Lingn
Under and Sellin transf
an
same provid g Marke ers or
Junpe
actual ing 2.37 2.37 0.00% bank 2.37 N/A
ng produ t price
contro labor accept
Intelli
ller servic cts ance
gent
e to notes
Equip
relate
ment
d
Co.,
party
Ltd.
Guan Sellin
Bank
gdong g
Under Sellin transf
Electr produ
same g Marke ers or
onic cts
actual 0.88 0.88 0.00% bank 0.88 N/A
Techn and produ t price
contro accept
ology provid
ller cts ance
Resea ing
notes
rch labor
132
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Institu servic
te e to
relate
d
party
5,269. 19,19
Total -- -- -- -- -- -- -- --
14 7.00
Large-amount sales return in detail N/A
In December 2022, the Company estimated the total value of its continuing transactions
with related parties Guangdong Fenghua Advanced Technology Holding Co., Ltd.,
Prosperity Lamps & Components Limited and its majority-owned subsidiaries, Guangdong
Give the actual situation in the Rising Investment Group and its majority-owned subsidiaries, Guangdong Huajian
Enterprise Group Co., Ltd. and its majority-owned subsidiaries, Shenzhen Zhongjin
Reporting Period (if any) where an
Lingnan Nonfemet Co. Ltd. and its majority-owned subsidiaries, Guangdong Construction
estimate had been made for the Engineering Group Co., Ltd. and its majority-owned subsidiaries, Guangzhou Rising Non-
total value of continuing related- ferrous Metal Group Co., Ltd. and its majority-owned subsidiaries, Guangdong Rising Real
Estate Group Co., Ltd. and its majority-owned subsidiaries, Guangdong Electronic
party transactions by type to occur
Technology Research Institute, Guangdong Rising Property Group Co., Ltd. and its
in the Reporting Period majority-owned subsidiaries. Concerning the purchases from related parties, the actual
amount in 2022 was RMB12.9367 million, accounting for 22.67% of the estimate for 2022.
As for the sales to related parties, the actual amount in 2022 was RMB39.7541 million,
accounting for 17.17% of the estimate for 2022.
Reason for any significant
difference between the transaction
N/A
price and the market reference
price (if applicable)
2. Related-Party Transactions Regarding Purchase or Sales of Assets or Equity Interests
Applicable □ Not applicable
Estimat
Book
ed Transac
Content value of
value of Transac tion
of the
Related Related the tion Settlem gains Date of Disclos
Related related Pricing transfer
relation party transfer price ent and disclos ure
party party policy red
ship name red (RMB’ method losses ure index
transact assets
assets 0,000) (RMB’
ion (RMB’
(RMB’ 0,000)
0,000)
0,000)
The Refer to Announ
Rising cement
Guangd Compa the
Group on
ong ny valuatio Comple
is the
Rising acquire n in the tion of
actual Equity 50,099.
Holdin d Valuati 26 Transfe
27,824. 60- 53,245.
controll acquisit Cash 1,976.5 Februar r of
gs 46,260, on 28 55,974. 28
er of ion 8 y 2022 Assets
63
Group 021 Report in a
the
Co., shares on the Major
Compa Asset
Ltd. of Valuati
ny Acquisi
Nation on tion
133
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Star Project disclose
d on
Optoele in
http://w
ctronics which ww.cni
held by Foshan nfo.co
Rising Electric m.cn/
Group al and
Lightin
g Co.,
Ltd.
Plans to
Purchas
e
52,051,
945
Shares
of
Foshan
Nation
Star
Optoele
ctronics
Co.,
Ltd.
Held by
Guangd
ong
Rising
Holdin
gs
Group
Co.,
Ltd.
and
Guangd
ong
Rising
Finance
Holdin
g Co.,
Ltd.
issued
by
China
United
134
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Internat
ional
Apprais
al
Consult
ing Co.,
Ltd.,
and
shall be
determi
ned by
both
parties
through
negotiat
ion
Refer to
the
valuatio
n in the
Valuati
on
The Report
Announ
Compa on the
cement
ny Valuati on
Rising acquire on Comple
tion of
Capital d Project
Guangd Transfe
is a 5,791,9 in r of
ong
majorit 24 which Assets
Rising Equity 6,272.6
y- shares Foshan 26 in a
5-
Capital acquisit 3,483.7 6,666.5 Cash Februar Major
owned of Electric 7,008.2
Investm ion y 2022 Asset
3
subsidi Nation al and Acquisi
ent Co.,
ary of Star Lightin tion
Ltd. disclose
Rising Optoele g Co.,
d on
Group ctronics Ltd. http://w
held by Plans to ww.cni
nfo.co
Rising Purchas
m.cn/
Capital e
52,051,
945
Shares
of
Foshan
Nation
135
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Star
Optoele
ctronics
Co.,
Ltd.
Held by
Guangd
ong
Rising
Holdin
gs
Group
Co.,
Ltd.
and
Guangd
ong
Rising
Finance
Holdin
g Co.,
Ltd.
issued
by
China
United
Internat
ional
Apprais
al
Consult
ing Co.,
Ltd.,
and
shall be
determi
ned by
both
parties
through
negotiat
ion
Guangd Electro Equity The Value 86,372. 26 Announ
47,969. 91,798.
55- Cash Februar cement
ong nics acquisit Compa of 53 02
96,501. y 2022 on
136
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Electro Group ion ny shares 19 Comple
tion of
nics is a acquire of
Transfe
Informa majorit d 100% Nation r of
tion y- of Star Assets
Industr owned equity Optoele in a
Major
y subsidi of ctronics
Asset
Group ary of Sigma held by Acquisi
Ltd. Rising (holdin Sigma tion
disclose
Group g
d on
79,753, http://w
050 ww.cni
nfo.co
shares
m.cn/
of
Nation
Star
Optoele
ctronics
) held
by
Electro
nics
Group
The Announ
Compa cement
ny’s on
majorit Acquisi
y- tion of
owned Equity
Guangd
subsidi of
ong
ary Guangd
Fenghu
Nation ong
a
Guangd Star Fenghu
Advanc
ong Optoele a
ed
Fenghu ctronics Semico
Technol
a acquire Based nductor
ogy
Advanc Equity d on the 13 Technol
Holdin 18,762. 26,881. 26,881.
ed acquisit 99.8769 evaluati Cash August ogy
g Co., 51 93 93
Technol ion 5% of ve 2022 Co.,
Ltd. is a
ogy equity value Ltd. by
majorit
Holdin of a
y-
g Co., Guangd Majorit
owned
Ltd. ong y-
subsidi
Fenghu owned
ary of
a Subsidi
Rising
Semico ary
Group
nductor and
Technol Related
ogy -party
Co., Transac
Ltd. tions
held by disclose
137
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Guangd d on
ong http://w
Fenghu ww.cni
a nfo.co
Advanc m.cn/
ed
Technol
ogy
Holdin
g Co.,
Ltd.
Reasons for considerable differences
between the transaction price and the None
book value or estimated value (if any)
Upon the acquisition, the Company and its wholly-owned subsidiary combined holds
a total of 132,819,895 shares in NationStar Optoelectronics, accounting for 21.48% of
NationStar Optoelectronics’s total share capital, and indirectly holds 21.45% of
Fenghua Semiconductor’ shares. As such, the Company has become the controlling
shareholder of NationStar Optoelectronics, Sigma and Fenghua Semiconductor,
Impact on the Company's operating
which have been included in the Company’s consolidated financial statements.
results and financial conditions
During the Reporting Period, NationStar Optoelectronics and Sigma combined
increased the Company’s operating revenue, net profit attributable to the Company as
the parent, total assets and equity attributable to the Company as the parent by
RMB3.52 billion, RMB19,765,800, RMB5.713 billion and RMB2.925 billion
respectively.
The actual performance during the
Reporting Period if the related-party
N/A
transaction is conditioned on the
performance.
3. Related Transactions Regarding Joint Investments in Third Parties
□ Applicable Not applicable
No such cases in the Reporting Period.
4. Amounts Due to and from Related Parties
Applicable □ Not applicable
Non-operating amounts due to and from related parties or not
□ Yes No
No such cases in the Reporting Period.
5. Transactions with Related Finance Companies
Applicable □ Not applicable
Deposit business:
138
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Daily Actual amount
Beginning Ending
maximum Interest rate Total Total
Related party Relationship balance balance
limits range deposited in withdrawn
(RMB’0,000) (RMB’0,000)
(RMB’0,000) (RMB’0,000) (RMB’0,000)
Guangdong Controlled
Rising by the same 0.35%-
120,000 88,649.09 485,214.90 454,691.71 119,172.28
Finance Co., controlling 3.30%
Ltd. shareholder
Credit or other financial business:
Total amount Actual amount
Related party Relationship Type of business
(RMB’0,000) (RMB’0,000)
Guangdong Rising Controlled by the same
Credit granting 150,000 2,018
Finance Co., Ltd. actual controller
6. Transactions with Related Parties by Finance Company Controlled by the Company
□ Applicable Not applicable
No finance company controlled by the Company was involved in making deposits, borrowing, credit granting or
any other financial business with any related party.
7. Other Major Related-Party Transactions
Applicable □ Not applicable
1. List of major infrastructure related-party transactions:
Relations Transacti
Method
hip with Type of on
Specific Pricing of Disclos Disclosure
Related party the transact amount
transaction principle settleme ure date website
Compan ion (RMB’0,0
nt
y 00)
Purchas
ing 9 July
Bank
product 2021,
Under transfer
s and 17
same s or
Guangdong Zhongnan Construction receivin Receiving labor Market August www.cninfo.co
actual 10,367.72 bank
Co., Ltd. g labor service price 2021, m.cn
controlle accepta
service and 12
r nce
from March
notes
related 2022
party
Under Purchas Bank
Guangdong Yixin Changcheng same ing Receiving labor Market transfer 6 May www.cninfo.co
11,147.53
Construction Group actual product service price s or 2021 m.cn
controlle s and bank
139
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
r receivin accepta
g labor nce
service notes
from
related
party
Purchas
ing
Bank www.cninfo.co
product
Under transfer m.cn
s and 1
same s or (announcemen
Guangdong Zhongren Group receivin Receiving labor Market Decem
actual 28,993.09 bank t of subsidiary
Construction Co., Ltd. g labor service price ber
controlle accepta NationStar
service 2020
r nce Optoelectronic
from
notes s)
related
party
2. The Company put out to tender the EPC project for the smart LED plants 1~3 at the Gaoming production
base in November 2021. Upon bidding, review, and announcement, the consortium composed of Guangdong
Yixin Changcheng Construction Group Co., Ltd. (primary) and Guangdong Architectural Design & Research
Institute Co., Ltd. (member) won the project at RMB129,991,380. Guangdong Yixin Changcheng Construction
Group Co., Ltd. is a tier-2 wholly owned subsidiary of Guangdong Rising Holdings Group Co., Ltd. which is
the controlling shareholder of the Company. The Company had a related-party transaction regarding the "EPC
project for the smart LED plants 1~3 at the Gaoming production base of Foshan Electrical and Lighting Co.,
Ltd." won by the consortium of Guangdong Yixin Changcheng Construction Group Co., Ltd., in accordance
with relevant regulations.
3. The Company put out to tender the EPC project for the plant and ancillary facilities at Mei’an High-tech
Zone, Hainan Province of Fozhao (Hainan) Technology Co., Ltd. in January 2022. Upon bidding, review, and
announcement, the consortium composed of Guangdong Zhongnan Construction Co., Ltd. (primary) and
Guangdong Architectural Design & Research Institute Co., Ltd. (member) won the project at the offer of
RMB179,051,600. Guangdong Zhongnan Construction Co., Ltd. is a tier-2 wholly owned subsidiary of
Guangdong Rising Holdings Group Co., Ltd. which is the controlling shareholder of the Company. The
Company had a related-party transaction regarding the "EPC project for the plant and ancillary facilities at
Mei’an High-tech Zone, Hainan Province of Fozhao (Hainan) Technology Co., Ltd." won by the consortium of
Guangdong Zhongnan Construction Co., Ltd., in accordance with relevant regulations.
4. In August 2022, Foshan Kelian issued the Bidding Announcement for Operation and Investment Attraction
and Property Management Services of Kelian Building, and conducted public bidding for the operation and
investment attraction and property management services of Kelian Building. After the corresponding
procedures of qualification inspection, accreditation and publicity, the winning bidder was determined to be
Guangdong Huajian Enterprise Group Co. Ltd. (hereinafter referred to as "Huajian Group"). Huajian Group is a
wholly-owned subsidiary of Guangdong Rising Holdings Group Co., Ltd., the controlling shareholder of the
Company. Huajian Group is a related party of the Company, and the bid for operation and investment attraction
140
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
and property management services of Kelian Building constitutes a related transaction according to the relevant
regulations. The average guaranteed rental income paid by Huajian Group to Foshan Kelian is not less than
RMB30 million per year, and the guaranteed rental income paid by Huajian Group to Foshan Kelian during the
investment attraction period is not less than RMB300 million. If the total income during the operation and
investment attraction period exceeds the guaranteed total income, Huajian Group shall commit to give Foshan
Kelian a share of not less than 30%.
Index to the current announcement about the said related-party transaction disclosed:
Title of announcement Disclosure date Disclosure website
Announcement on a Related-Party
28 January 2022 www.cninfo.com.cn
Transaction Due to a Call for Public Bids
Announcement on a Related-Party
12 March 2022 www.cninfo.com.cn
Transaction Due to a Call for Public Bids
Announcement on a Related-Party
11 October 2022 www.cninfo.com.cn
Transaction Due to a Call for Public Bids
XV Major Contracts and Execution thereof
1. Entrustment, Contracting and Leases
(1) Entrustment
□ Applicable Not applicable
No such cases in the Reporting Period.
(2) Contracting
□ Applicable Not applicable
No such cases in the Reporting Period.
(3) Leases
Applicable □ Not applicable
No such cases in the Reporting Period.
Lease items with a greater-than-10% impact on the Company’s gross profit during the Reporting Period:
□ Applicable Not applicable
No such cases in the Reporting Period.
2. Major guarantees
Applicable □ Not applicable
Unit: RMB'0,000
Guarantees provided by the Company and its subsidiaries for external parties (exclusive of those for subsidiaries)
141
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Disclosu
re date Guarante
Actual
of the Line of Actual Type of Counter Term of Having e for a
guarante Collatera
Obligor guarante guarante occurren guarante guarante guarante expired related
e l (if any)
e line e ce date e e (if any) e or not party or
amount
announc not
ement
Total approved line Total actual balance
for such guarantees of such guarantees at
at the end of the the end of the 0
Reporting Period Reporting Period
(A3) (A4)
Guarantees provided by the Company as the parent for its subsidiaries
Disclosu
re date Guarante
Actual
of the Line of Actual Type of Counter Term of Having e for a
guarante Collatera
Obligor guarante guarante occurren guarante guarante guarante expired related
e l (if any)
e line e ce date e e (if any) e or not party or
amount
announc not
ement
Total approved line Total actual balance
for such guarantees of such guarantees at
at the end of the the end of the 0
Reporting Period Reporting Period
(B3) (B4)
Guarantees provided between subsidiaries
Disclosu
re date Guarante
Actual
of the Line of Actual Type of Counter Term of Having e for a
guarante Collatera
Obligor guarante guarante occurren guarante guarante guarante expired related
e l (if any)
e line e ce date e e (if any) e or not party or
amount
announc not
ement
Foshan
NationSt
ar 12 June
20
Semicon 12 June Joint- 2018-27
Septemb 30,000 10,000 None None Yes No
ductor 2018 liability May
er 2017
Technol 2022
ogy Co.,
Ltd.
Nanning 30
Liaowan 1 Decemb
24 June Joint-
g Auto 20,000 February 4,770 None None er 2019- Yes No
2021 liability
Lamp 2021 1
Co., Ltd. February
142
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
2022
30
Liuzhou
Decemb
Guige 26
Lighting 24 June Joint- er 2019-
January 1,000 None None Yes No
Technol 2021 liability 26
ogy Co., 2021
January
Ltd.
2022
Liuzhou 30
Guige Decemb
15,000 21 April Joint-
Lighting 24 June
2,000 None None er 2019- Yes No
Technol 2021 2021 liability
ogy Co., 21 April
Ltd. 2022
Liuzhou
30
Guige
22 April Joint- Decemb
Lighting 24 June
2,000 None None er 2019- Yes No
Technol 2021 2021 liability
22 April
ogy Co.,
2022
Ltd.
Nanning
Liaowan
g Auto
Lamp
Co.,
Ltd.,
23 June
Liuzhou
2020-24
Guige
24 June 11 April
Foreshin
2021, 19 2022, 25
e 4,500 February 4,500 Secured Yes None No No
January April
Technol 2022
2022 2022-31
ogy Co.,
Decemb
Ltd.,
er 2025
Liuzhou
Guige
Lighting
Technol
ogy Co.,
Ltd.
Nanning
Liaowan
g Auto
Lamp
Co., 15 June
Ltd., 11
24 June 2020-15
Chongqi 8,100 February 6,510.64 Secured Yes None No No
2021 June
ng 2022
Guinuo 2023
Lighting
Technol
ogy Co.,
Ltd.
Nanning 24 June 30
Liaowan 2021, 19 7 May
9,100 9,100 Secured Yes None Decemb No No
g Auto January 2022
Lamp 2022 er 2019-
143
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Co., 23 April
Ltd.,
2022, 24
Liuzhou
Guige April
Foreshin 2022-31
e Decemb
Technol
er 2025
ogy Co.,
Ltd.,
Liuzhou
Guige
Lighting
Technol
ogy Co.,
Ltd.
Total approved line Total actual amount
for such guarantees of such guarantees in
15,000 39,880.64
in the Reporting the Reporting Period
Period (C1) (C2)
Total approved line Total actual balance
for such guarantees of such guarantees at
at the end of the 15,000 the end of the 20,110.64
Reporting Period Reporting Period
(C3) (C4)
Total guarantee amount (total of the three kinds of guarantees above)
Total guarantee line Total actual
approved in the guarantee amount in
15,000 39,880.64
Reporting Period the Reporting Period
(A1+B1+C1) (A2+B2+C2)
Total actual
Total approved
guarantee balance at
guarantee line at the
15,000 the end of the 20,110.64
end of the Reporting
Reporting Period
Period (A3+B3+C3)
(A4+B4+C4)
Total actual guarantee amount (A4+B4+C4)
3.89%
as % of the Company’s net assets
Of which:
Notes:
1. Chongqing Guinuo Lighting Technology Co., Ltd. (referred to as “Chongqing Guinuo”), Qingdao Guige
Lighting Technology Co., Ltd. (referred to as “Qingdao Lighting”), Liuzhou Guige Foreshine Technology Co.,
Ltd. (referred to as “Liuzhou Foreshine”), and Liuzhou Guige Lighting Technology Co., Ltd. (referred to as
“Liuzhou Lighting”) are all wholly-owned subsidiaries of Nanning Liaowang Auto Lamp Co., Ltd. (referred to
as “Nanning Liaowang”). Foshan NationStar Semiconductor Co., Ltd. (“NationStar Semiconductor”) is a
wholly-owned subsidiary of Foshan NationStar Optoelectronics Co., Ltd. (“NationStar Optoelectronics”). As of
31 December 2022, guarantees between Nanning Liaowang and its subsidiaries, as well as between NationStar
Optoelectronics and its subsidiaries, and collaterals are set out in “3. Other” under “XIV Commitments and
Contingencies” in Part X of this Report.
144
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
2. The balance of the guarantee amount at the end of the Reporting Period was RMB201,106,400, of which
RMB65,106,400 was the guarantee amount approved before the acquisition.
3. Cash Entrusted to Other Entities for Management
(1) Cash Entrusted for Wealth Management
Applicable □ Not applicable
Overview of cash entrusted for wealth management during the Reporting Period
Unit: RMB'0,000
Provision for
Unrecovered impairment on
Type Funding source Amount Undue amount
overdue amount unrecovered
overdue amount
Bank financial
Self-owned funds 79,191 26,000 0 0
products
Total 79,191 26,000 0 0
High-risk wealth management transactions with a significant single amount, or with low security and low liquidity:
Applicable □ Not applicable
Unit: RMB'0,000
Inde
x to
trans
Typ Actu Pres actio
Ann Allo
e of al Rec crib Plan n
ualiz wan
weal Dete Exp gain eipt/ ed for sum
Sour ed ce
Typ th Begi Use rmin ecte /loss pay proc mor mar
ce Endi yiel for
ruste e of man Prin nnin of atio d in men edur e y
of ng d imp
e trust age cipal g prin n of yiel Rep t of e trans and
prin date rate airm
ee men date cipal yiel d (if ortin such exec actio othe
cipal for ent
t d any) g gain uted n or r
refer (if
prod Peri /loss or not infor
ence any)
uct od not mati
on
(if
any)
Indu 1 Rep
Brea 3
stria aym
k- Dec To
l Mar ent
Ban even Self- emb be
and 20,0 Othe of 3.30 166.
float fund ch reco 0 Yes Yes
Com k 00 er r prin % 36
ing ed 202 vere
mer cipal
yiel 202 d
cial 3 with
d 2
Ban yiel
145
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
k of d
Chin upo
a n
mat
urity
Rep
aym
ent
Brea 30 of
k- Dec 4 prin To
Ban
even Self- emb July cipal be
k of Ban 4,00 Othe 2.98 60.7
float fund with reco Yes Yes
Chin k 0 er 202 r % 4
ing ed yiel vere
a
yiel 202 3 d d
d 2 upo
n
mat
urity
Rep
aym
ent
Brea 30 of
30
k- Dec prin To
Ping Mar
even Self- emb cipal be
An Ban 2,00 Othe 2.89 14.2
float fund ch with reco Yes Yes
Ban k 0 er r % 5
ing ed 202 yiel vere
k
yiel 202 d d
3
d 2 upo
n
mat
urity
26,0 241.
Total -- -- -- -- -- -- 0 -- 0 -- -- --
00 35
Situation where the principal is expectedly irrecoverable or an impairment may be incurred:
□ Applicable Not applicable
(2) Entrusted Loans
□ Applicable Not applicable
No such cases in the Reporting Period.
4. Other Significant Contracts
□ Applicable Not applicable
No such cases in the Reporting Period.
146
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
XVI Other Significant Events
Applicable □ Not applicable
Retirement of shares:
The Company held the 26th Meeting of the Ninth Board of Directors on 14 January 2022, where the Proposal
on Retirement of Some Shares in the Company's Repurchase Special Securities Account was deliberated and
approved. The Board of Directors agreed to use the repurchased 13 million A shares for the equity incentive
plan. After deducting the 13 million A shares used for the equity incentive plan, the remaining 18,952,995
repurchased A shares and 18,398,512 repurchased B shares would be retired, totalling 37,351,507 shares. On 8
February 2022, the above-mentioned shares were retired, and the total share capital of the Company was
changed from 1,399,346,154 shares to 1,361,994,647 shares.
XVII Significant Events of Subsidiaries
Applicable □ Not applicable
1. Expropriation of land and above-ground housing of Nanjing Fozhao
The Company held the 24th Meeting of the Ninth Board of Directors on 15 December 2021, where the Proposal
on Expropriation of Land and Above-ground Housing of the Wholly-owned Subsidiary Nanjing Fozhao Lighting
Equipment Manufacturing Co., Ltd., was deliberated and adopted. The Board of Directors agreed that Nanjing
Lishui District People's Government expropriates the land use rights and above-land housing of Nanjing Fozhao
Lighting Equipment Manufacturing Co., Ltd. (hereinafter referred to as "Nanjing Fozhao"), a wholly-owned
subsidiary of the Company, at a compensation amount of RMB183,855,895, and Nanjing Fozhao signed an
expropriation and compensation agreement with Lishui County House Dismantling, Moving & Resettling
Development Co., Ltd., the implementing unit of the housing expropriation. As of 31 December 2022, Nanjing
Fozhao has received 30% of the compensation, that is, RMB55,160,000.00, and the land use right certificate and
house ownership certificate of the assets involved have been cancelled. As of the date of this report, the site
handover is still in progress.
2. Cancellation of FSL LIGHTING GmbH
On 22 October 2021, FSL held an office meeting of the general manager, where the proposal for cancellation of its
wholly-owned subsidiary FSL LIGHTING GmbH was deliberated and adopted. As of the end of the reporting
period, the Company is handling the relevant procedures for liquidation and cancellation.
147
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
3. Acquisition of NationStar Optoelectronics and Sigma
The Company has completed in February 2022 the major asset restructuring involving the acquisition of a 21.32%
stake held by Rising Group and its acting-in-concert parties in NationStar Optoelectronics. Upon the acquisition,
the Company eventually holds a 21.48% interest in NationStar Optoelectronics. NationStar Optoelectronics and
Sigma have become majority-owned subsidiaries of the Company. For further information, see “2. Business
combinations involving entities under common control” under Note VIII to the financial statements.
4. The acquisition of 99.87695% equity of Guangdong Fenghua Semiconductor Technology Co., Ltd. by the
subsidiary NationStar Optoelectronics under the same control
In August 2022, NationStar Optoelectronics, the Company’s majority-owned subsidiary, acquire 99.87695%
equity of Guangdong Fenghua Semiconductor Technology Co., Ltd. held by Guangdong Fenghua Advanced
Technology Holding Co., Ltd. with RMB268.8193 million. On 25 November 2022, the transfer of the subject
assets involved in the transaction was completed, and 50% of the purchase price was paid. The Company
indirectly holds 21.45% of shares in Fenghua Semiconductor which will be included in the Company’s
consolidated financial statements. For details, please refer to Note VIII-2. Business Combination under the Same
Control.
148
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Part VII Share Changes and Shareholder Information
I Share Changes
1. Share Changes
Unit: share
Before Increase/decrease in the Reporting Period (+/-) After
Shares as
Shares as
dividend
dividend
Percentag New converted Percentag
Shares converted Other Subtotal Shares
e (%) issues from e (%)
from
capital
profit
reserves
1.
13,169,19 - - 10,753,65
Restricted 0.94% 0.79%
6 2,415,538 2,415,538 8
shares
1.1
Shares
held by
state
1.2
Shares
held by
- -
state- 2,415,539 0.17% 1 0.00%
2,415,538 2,415,538
owned
legal
persons
1.3
Shares
held by
1,826,025 0.13% 1,826,025 0.13%
other
domestic
investors
Among
which:
Shares
held by 1,338,434 0.10% 1,338,434 0.10%
domestic
legal
persons
S
487,591 0.03% 487,591 0.04%
hares held
149
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
by
domestic
natural
persons
1.4
Shares
held by 8,927,632 0.64% 8,927,632 0.66%
foreign
investors
Among
which:
Shares
held by
foreign
legal
persons
Shares
held by
8,927,632 0.64% 8,927,632 0.66%
foreign
natural
persons
2. - -
1,386,176 1,351,240
Unrestrict 99.06% 34,935,96 34,935,96 99.21%
,958 ,989
ed shares 9 9
2.1 RMB-
denomina - -
1,073,038 1,056,501
ted 76.68% 16,537,45 16,537,45 77.57%
,507 ,050
ordinary 7 7
shares
2.2
Domestic - -
313,138,4 294,739,9
ally listed 22.38% 18,398,51 18,398,51 21.64%
51 39
foreign 2 2
shares
2.3
Overseas
listed
foreign
shares
2.4 Other
3. Total - -
1,399,346 1,361,994
100.00% 37,351,50 37,351,50 100.00%
shares ,154 ,647
7 7
150
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Reasons for share changes:
Applicable □ Not applicable
1. During the Reporting Period, the Company has deregistered a total of 37,351,507 shares, including the
repurchased A shares of 18,952,995 and the repurchased B shares of 18,398,512, resulting in the decrease in
total share capital of the Company of 37,351,507 shares.
2. 2,415,538 shares, restricted due to the reform of shareholder structure, were lifted into non-restricted during
the Reporting Period.
Approval of share changes:
Applicable □ Not applicable
1. The Company held the 26th Meeting of the 9th Board of Directors on 14 January 2022, where the Proposal on
Cancelling Some Shares of the Company's Repurchase Special Securities Account was deliberated and adopted.
Meanwhile, the Board of Directors agreed to deregister a total of 37,351,507 shares, including the repurchased
A shares of 18,952,995 and the repurchased B shares of 18,398,512. On 8 February 2022, the above-mentioned
shares for cancellation were canceled, and the total share capital of the Company was changed from
1,399,346,154 shares to 1,361,994,647 shares.
2. The lifting of 2,415,538 shares, restricted due to the reform of shareholder structure, into non-restricted
during the Reporting Period was approved by Shenzhen Stock Exchange and CSDC.
Transfer of share ownership:
□Applicable Not applicable
Effects of share changes on the basic and diluted earnings per share, equity per share attributable to the
Company’s ordinary shareholders and other financial indicators of the prior year and the prior accounting period,
respectively:
□Applicable Not applicable
Other information that the Company considers necessary or is required by the securities regulator to be
disclosed:
151
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
□Applicable Not applicable
2. Changes in Restricted Shares
Applicable □ Not applicable
Unit: share
Restricted Restricted
Restricted Restricted
Name of the shares amount Restricted shares amount Restricted
shares
shares relieved shares relieved
shareholders at the period- increased of the at the period- reasons
of the period date
period
begin end
Pre-IPO
Foshan Branch
2,415,538 2,415,538 0 0 restricted 26 April 2022
of ABC
shares
Total 2,415,538 2,415,538 0 0 -- --
II. Issuance and Listing of Securities
1. Securities (Exclusive of Preferred Shares) Issued in the Reporting Period
□Applicable Not applicable
2. Changes to Total Shares, Shareholder Structure and Asset and Liability Structures
Applicable □ Not applicable
During the Reporting Period, the Company has deregistered a total of 37,351,507 shares, including the
repurchased A shares of 18,952,995 and the repurchased B shares of 18,398,512, resulting in the change of total
share capital of the Company from 1,399,346,154 shares to 1,361,994,647 shares.
3. Existing Staff-Held Shares
□Applicable Not applicable
III Shareholders and Actual Controller
1. Shareholders and Their Shareholdings at the Period-End
Unit: share
Number of Number of Number of preferred
Number of
ordinary preferred shareholders with
ordinary
68,126 shareholder 68,995 shareholder 0 resumed voting rights at 0
shareholder
s at the s with the month-end prior to the
s
month-end resumed disclosure of this Report
152
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
prior to the voting (if any) (see note 8)
disclosure rights (if
of this any) (see
Report note 8)
5% or greater shareholders or top 10 shareholders
Increase/de Shares in pledge, marked
Total
Shareholdi crease in Unrestricte or frozen
Name of Nature of shares held Restricted
ng the d shares
shareholder shareholder at the shares held
percentage Reporting held Status Shares
period-end
Period
Hongkong
Wah Shing Foreign
188,496,43
Holding legal 13.84% 0 0 In pledge 92,363,251
0
Company person
Limited
Prosperity
Foreign
Lamps & 146,934,85
legal 10.79% 0 0
Component 7
person
s Limited
Guangdong
State-
Electronics
owned 122,694,24
Informatio 9.01% 0 0 In pledge 32,532,815
legal 6
n Industry
person
Group Ltd.
Guangdong
State-
Rising
owned
Holdings 6.10% 83,130,898 0 0
legal
Group Co.,
person
Ltd.
Essence
Internation
al Foreign
Securities legal 2.65% 36,138,459 552,422 0 0
(Hong person
Kong) Co.,
Ltd.
Central
State-
Huijin
owned
Asset 2.43% 33,161,800 0 0
legal
Manageme
person
nt Co., Ltd.
Rising
Foreign
Investment
legal 1.87% 25,482,252 0 0
Developme
person
nt Limited
153
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
China
Merchants
Foreign
Securities
legal 0.96% 13,139,602 -1,308,705 0 0
(Hong
person
Kong) Co.,
Ltd
Foreign
Zhuang
natural 0.87% 11,903,509 8,927,632 0
Jianyi
person
Domestic
Zhang
natural 0.79% 10,700,050 1,400,000 0 0
Shaowu
person
Strategic investors or
general corporations
becoming top-ten
Naught
shareholders due to
placing of new shares (if
any) (see note 3)
Among the top 10 shareholders, Hongkong Wah Shing Holding Company Limited, Guangdong
Rising Holdings Group Co., Ltd., Guangdong Electronics Information Industry Group Ltd. and
Related or acting-in-
Rising Investment Development Limited are acting-in-concert parties; and Prosperity Lamps &
concert parties among the
Components Limited and Zhuang Jianyi are acting-in-concert parties. Apart from that, it is unknown
shareholders above
whether there is among the top 10 shareholders any other related parties or acting-in-concert parties
as defined in the Administrative Measures for the Acquisition of Listed Companies.
Above shareholders
involved in
entrusting/being entrusted Naught
with voting rights and
giving up voting rights
Special account for share
repurchases (if any) As of the period-end, the Company had 13,000,000 A-shares of it in its special account for share
among the top 10 repurchases, accounting for 0.95% of the Company’s total share capital.
shareholders (see note 10)
Top 10 unrestricted shareholders
Type of shares
Name of shareholder Unrestricted shares at the Period-end
Type Shares
Hongkong Wah Shing RMB-
Holding Company 188,496,430 denominated 188,496,430
Limited ordinary stock
RMB-
Prosperity Lamps &
146,934,857 denominated 146,934,857
Components Limited
ordinary stock
Guangdong Electronics RMB-
Information Industry 122,694,246 denominated 122,694,246
Group Ltd. ordinary stock
154
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
RMB-
Guangdong Rising
83,130,898 denominated 83,130,898
Holdings Group Co., Ltd.
ordinary stock
Essence International Domestically
Securities (Hong Kong) 36,138,459 listed foreign 36,138,459
Co., Ltd. stock
RMB-
Central Huijin Asset
33,161,800 denominated 33,161,800
Management Co., Ltd.
ordinary stock
Domestically
Rising Investment
25,482,252 listed foreign 25,482,252
Development Limited
stock
China Merchants Domestically
Securities (Hong Kong) 13,139,602 listed foreign 13,139,602
Co., Ltd stock
RMB-
Zhang Shaowu 10,700,050 denominated 10,700,050
ordinary stock
RMB-
Zhao Xiyi 7,319,073 denominated 7,319,073
ordinary stock
Related or acting-in-
concert parties among the Among the top 10 unrestricted ordinary shareholders, Hong Kong Wah Shing Holding Company
top 10 unrestricted Limited, Guangdong Rising Holdings Group Co., Ltd., Guangdong Electronics Information Industry
ordinary shareholders, as Group Ltd., and Rising Investment Development Limited are acting-in-concert parties; Apart from
well as between the top 10 that, it is unknown whether there is among the top 10 shareholders any other related parties or
unrestricted ordinary acting-in-concert parties as defined in the Administrative Measures for the Acquisition of Listed
shareholders and the top Companies.
10 ordinary shareholders
Top 10 ordinary
shareholders involved in
None
securities margin trading
(if any) (see note 4)
Indicate by tick mark whether any of the top 10 ordinary shareholders or the top 10 unrestricted ordinary
shareholders of the Company conducted any promissory repo during the Reporting Period.
□Yes No
No such cases in the Reporting Period.
2. Controlling Shareholder
Nature of the controlling shareholder: Controlled by a local state-owned legal person
155
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Type of the controlling shareholder: legal person
Legal
Name of controlling Unified social credit
representative/person Date of establishment Principal activity
shareholder code
in charge
Asset management and
operation, equity
management and
operation, investment
operation, and
management and re-
investment of
investment earnings;
other business
authorized by the state-
owned assets
administration of the
Guangdong Province;
contractor service for
overseas projects and
domestic projects
Guangdong Rising calling for international
Holdings Group Co., Liu Weidong 23 December 1992 91440000719283849E bids, contractor service
Ltd. for survey, consulting,
design and supervision
of the aforesaid
overseas projects,
export of equipment
and materials for the
aforesaid overseas
projects, and dispatch
of contract workers for
the aforesaid overseas
projects; property
rental service; and
exploitation, sale and
deep processing of rare
earth (operated by the
branches with the
relevant licenses).
Development,
Guangdong Electronics
production and sale of
Information Industry Liu Ke 19 October 2000 91440000725458764N
electronics, IT products
Group Ltd.
and electrical
156
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
appliances, operation
of electronic
information networks
and computers,
electronic computer
technology service, and
equipment and venue
rental service; sale of
electronic computers
and fittings, electronic
components, electron
devices, and electrical
machinery and
equipment; wholesale
of coal; energy
performance
contracting service,
development and
consulting service of
energy-saving
technology, and
manufacture and
installation of energy-
saving equipment;
parking lot operation
(188 Yueken Road,
Tianhe District,
Guangzhou,
Guangdong Province,
P.R.China); import and
export of goods; and
training of professional
and technical personnel
(Limited to branch
operation); .technical
services.
Rising Investment Investment and asset
Yao Shu 11 July 2001 764105
Development Limited management
At the end of the Reporting Period, Guangdong Rising Holdings Group Co., Ltd. and its parties acting
Shareholdings of in concert. directly or indirectly held the following stakes in other listed companies at home or abroad:
controlling shareholder 1. a 40.52% stake of 136,318,684 shares in Rising Nonferrous (stock code: 600259);
in other listed 2. a 35.72% stake of 1,335,060,698 shares in Zhongjin Lingnan Nonfemet (stock code: 000060);
companies at home or 3. a 23.19% stake of 268,311,117 shares in Fenghua Advanced (stock code: 000636);
abroad in reporting 4. a 25.72% stake of 226,147,494 A shares and H shares in Dongjiang Environment (stock code:
period 002672);
5. a 6.14% stake of 5,614,082,653 shares in China Telecom (stock code: 601728).
157
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Change of the controlling shareholder in the Reporting Period:
□Applicable Not applicable
No such cases in the Reporting Period.
3. Actual Controller and Its Acting-in-Concert Parties
Nature of the actual controller: Local institution for state-owned assets management
Type of the actual controller: legal person
Legal
Name of actual Unified social credit
representative/person Date of establishment Principal activity
controller code
in charge
Asset management and
operation, equity
management and
operation, investment
operation, and
management and re-
investment of
investment earnings;
other business
authorized by the state-
owned assets
administration of the
Guangdong Province;
contractor service for
overseas projects and
domestic projects
Guangdong Rising calling for international
Holdings Group Co., Liu Weidong 23 December 1999 91440000719283849E bids, contractor service
Ltd. for survey, consulting,
design and supervision
of the aforesaid
overseas projects,
export of equipment
and materials for the
aforesaid overseas
projects, and dispatch
of contract workers for
the aforesaid overseas
projects; property
rental service; and
exploitation, sale and
deep processing of rare
earth (operated by the
branches with the
relevant licenses).
At the end of the Reporting Period, Guangdong Rising Holdings Group Co., Ltd. and its parties acting
Shareholdings of the
in concert. directly or indirectly held the following stakes in other listed companies at home or abroad:
actual controller in
1. a 40.52% stake of 136,318,684 shares in Rising Nonferrous (stock code: 600259);
other listed companies
2. a 35.72% stake of 1,335,060,698 shares in Zhongjin Lingnan Nonfemet (stock code: 000060);
158
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
at home or abroad in 3. a 23.19% stake of 268,311,117 shares in Fenghua Advanced (stock code: 000636);
this Reporting Period 4. a 25.72% stake of 226,147,494 A shares and H shares in Dongjiang Environment (stock code:
002672);
5. a 6.14% stake of 5,614,082,653 shares in China Telecom (stock code: 601728).
Change of the actual controller during the Reporting Period:
□Applicable Not applicable
No such cases in the Reporting Period.
Ownership and control relations between the actual controller and the Company:
Indicate by tick mark whether the actual controller controls the Company via trust or other ways of asset
management.
□Applicable Not applicable
159
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
4. Number of Accumulative Pledged Shares held by the Company’s Controlling Shareholder or the
Largest Shareholder as well as Its Acting-in-Concert Parties Accounts for 80% of all shares of the
Company held by Them
□Applicable Not applicable
5. Other 10% or Greater Corporate Shareholders
Applicable □ Not applicable
Name of corporate Legal representative /
Date of establishment Registered capital Business scope
shareholder company principal
Import and export of
electronics, electric
lighting products,
Prosperity Lamps & lamps, electric lighting
Zhuang Jianyi 28 April 1978 HKD2 million
Components Limited equipment, etc., and
design, installation and
after-sales service of
lighting solutions
6. Limitations on Shareholding Decrease by the Company’s Controlling Shareholder, Actual Controller,
Reorganizer and Other Commitment Makers
□Applicable Not applicable
IV Specific Implementation of Share Repurchases in the Reporting Period
Progress on any share repurchases
□Applicable Not applicable
Progress on reducing the repurchased shares by means of centralized bidding:
□Applicable Not applicable
160
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Part VIII Preference Shares
□Applicable Not applicable
No preference shares in the Reporting Period.
161
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Part IX Bonds
□Applicable Not applicable
162
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Part X Financial Statements
I Auditor’s Report
Type of the independent auditor’s opinion Unmodified unqualified opinion
Date of signing this report 6 April 2023
Name of the independent auditor WUYIGE Certified Public Accountants LLP
No. of independent auditor’s report WUYIGE Auditor’s Report [2023] No. 2-00020
Names of certified public accountants He Xiaojuan, Xia Ling
Independent Auditor’s Report
To the Shareholders of Foshan Electrical and Lighting Co., Ltd.
I Opinion
We have audited the financial statements of Foshan Electrical and Lighting Co., Ltd. (the “Company”), which
comprise the consolidated balance sheets and balance sheet of the Company as the parent as of 31 December 2022,
the consolidated income statement and income statement of the Company as the parent, consolidated cash flow
statement and cash flow statement of the Company as the parent and consolidated statement of changes in owners’
equity and statement of changes in owners’ equity of the Company as the parent for the year then ended, as well as
the notes to the financial statements.
In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated
and parent company financial position of the Company at 31 December 2022, and the consolidated and the
company as the parent operating results and cash flows for the year then ended, in conformity with the Chinese
Accounting Standards (CAS).
II Basis for Opinion
We conducted our audits in accordance with the Audit Standards for Chinese Registered Accountants. Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for Audit of Financial
Statements section of our report. We are independent of the Company in accordance with the China Code of
Ethics for Certified Public Accountants, and we have fulfilled our other ethical responsibilities in accordance with
the said Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
III Key Audit Matters
(I) Revenue recognition
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of
the financial statements of the current period. These matters were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion
on these matters.
1. Description
163
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
As stated in “VII, 61. Operating Revenue and Cost of Sales” in the notes to the financial statements, the
Company’s operating revenue was RMB8,759,965,275.96 during 2022, with the main business revenue being
RMB8,494,775,305.34, accounting for 96.97% of the total operating revenue. The amount of main business
revenue is significant and is a key performance indicator, so there is inherent risk that management will
manipulate the timing of revenue recognition in order to meet specific targets or expectations. Therefore, we
determined that revenue is recognized as a key audit item.
2. Response to auditing
The countermeasures for revenue recognition are as follows:
(1) Understanding and evaluating the design of internal control related to revenue recognition, and testing the
effectiveness of relevant internal control;
(2) Checking whether the revenue recognition policy is in line with the requirements of the Accounting Standards
for Business Enterprises and is consistently applied;
(3) Selecting the revenue transactions recorded of this year to check invoices, sales contracts, outbound orders and
customer receipt records, and assess whether the relevant revenue recognition conforms to the accounting policies
of the Company for revenue recognition;
(4) Selecting the revenue transactions recorded of this year to carry out independent confirmation procedures and
confirm the authenticity of revenue;
(5) Inquiring about the industrial and commercial registration information of major customers through public
channels, so as to ensure that major customers operate normally and their business scope conforms to the nature of
the Company's downstream customers;
(6) Implementing analysis procedures for operating revenue, including analysing the annual and monthly revenue
of major products, changes in major customers, changes in sales prices and gross profit margins of major products,
and judging the rationality of changes in annual revenue and gross profit margins of this year;
(7) Selecting the revenue transactions recorded around the balance sheet date, checking the outbound order,
customer receipt records and other supporting documents to assess whether the revenue is recorded in the
appropriate accounting period.
(II) Provision for bad debt of accounts receivable
1. Description
As at 31 December 2022, the carrying amount of accounts receivable in the Company’s consolidated financial
statements was RMB2,044,253,865.62 and the balance of provision for bad debts was RMB123,482,923.86. The
Company recognises provision for bad debts on the basis of the recoverability of accounts receivable, and when
objective evidence of impairment exists, management provides a separate provision for impairment based on the
difference between the present value of estimated future cash flows and the carrying amount. For receivables for
which no objective evidence of impairment exists, management evaluates them into certain groups based on their
credit risk characteristics and determines the bad debt provision that should be made based on the actual loss rate
and aging analysis of prior years' groups of receivables with similar credit risk characteristics, taking into account
current circumstances. We consider this to be a key audit matter based on the materiality of the carrying value of
accounts receivable, which involves inherent uncertainties in the application of significant accounting estimates
and judgments by management. See Note VII.5 for the carrying amount of accounts receivable and the provision
for bad debts.
164
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
2. Audit Response
(1) Evaluated and tested the design and operating effectiveness of internal controls related to credit policies and
receivables management;
(2) An analysis of the reasonableness of the accounting estimates for the provision for bad debts in respect of
accounts receivable, including the basis for determining the group of accounts receivable, the judgment of
materiality of amounts, the separate provision for bad debts, and the judgment of expected credit loss rates;
(3) Analysed and calculated the ratio between the amount of provision for bad debts and the balance of accounts
receivable at the balance sheet date, compared the provision for bad debts with the actual amount incurred in prior
periods, and analysed the adequacy of the provision for bad debts for accounts receivable;
(4) Obtained the table of the provisions for bad debts and checked whether the provision making method is
implemented in accordance with the bad debts policy and whether the recalculation of the amount of provision for
bad debts is accurate;
(5) Evaluated the reasonableness of the provision for bad debts for accounts receivable by analysing the aging of
the accounts receivable and the creditworthiness of the customers, and by performing correspondence procedures
for accounts receivable and checking the post-period recovery.
(III) Goodwill impairment tests
1. Description
On 28 February 2022, the Company acquired 21.48% equity interest in Foshan NationStar Optoelectronics Co.,
Ltd. (NationStar Optoelectronics), resulting in goodwill of RMB406 million. We have identified the identification
of goodwill impairment as a key audit matter as the impact of NationStar Optoelectronics's goodwill on the
financial statements is significant and the goodwill impairment test involves significant judgment on important
parameters such as revenue growth rate, gross margin, discount rate, etc.
2. Audit Response
(1) Understanding, evaluating and testing the Company's key internal controls related to goodwill impairment
testing.
(2) For goodwill arising from a business combination, understanding the achievement of performance forecasts
for the acquired company.
(3) Discussing with the management the methodology of goodwill impairment testing, including the asset group
or combination of asset groups related to goodwill, the reasonableness of assumptions such as future earnings
projections and discounted cash flow rates for each asset group or combination of asset groups and the judgment
and assessment of the profitability of each asset group or combination of asset groups.
(4) Evaluating the competency, professional quality and objectivity of the external valuation experts engaged by
management.
(5) Discussing with the external valuation experts engaged by the management to understand the reasonableness
of key assumptions used in the impairment test.
(6) Evaluating the reasonableness of the types of values, valuation methods and valuation parameters such as
discount rates of the asset valuation reports issued by the external valuation experts with the assistance of the
internal valuation experts.
165
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
IV Other Information
The Company’s management is responsible for the other information. The other information comprises all of the
information included in the Company’s 201X Annual Report other than the financial statements and our auditor’s
report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the financial statements or our
knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have
performed, we conclude that there is a material misstatement of this other information, we are required to report
that fact. We have nothing to report in this regard.
V Responsibilities of Management and Those Charged with Governance for Financial Statements
The Company’s management is responsible for the preparation of the financial statements that give a fair view in
accordance with CAS, and for designing, implementing and maintaining such internal control as the management
determines is necessary to enable the preparation of financial statements that are free from material misstatement,
whether due to fraud or error.
In preparing the financial statements, the management is responsible for assessing the Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the management either intends to liquidate the Company or to cease operations,
or have no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company’s financial reporting process.
VI Auditor’s Responsibilities for Audit of Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with CAS will always detect a material misstatement when it exists. Misstatements can arise from fraud or error
and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with CAS, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:
(1) Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
(2) Understand the internal controls relevant to the audit in order to design appropriate audit procedures.
(3) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by the management.
(4) Conclude on the appropriateness of the management’s use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required by CAS to draw users’ attention in our auditor’s report to the related
166
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
disclosures in the financial statements or, if such disclosures are inadequate, we should express modified opinion.
Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future
events or conditions may cause the Company to cease to continue as a going concern.
(5) Evaluate the overall presentation, structure and content of the financial statements, including the disclosures,
and whether the financial statements represent the underlying transactions and events in a manner that achieves
fair presentation.
(6) Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Company to express an opinion on the financial statements. We are responsible for the
direction, supervision and performance of the Company audit. We remain solely responsible for our audit opinion.
We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of
most significance in the audit of the financial statements of the current period and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure
about the matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.
WUYIGE Certified Public Accountants LLP Chinese CPA: He Xiaojuan
(Engagement Partner)
Beijing China Chinese CPA: ,Xia Ling
6 April 2023
167
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
II Financial Statements
Currency unit for the financial statements and the notes thereto: RMB
1. Consolidated Balance Sheet
Prepared by Foshan Electrical and Lighting Co., Ltd.
31 December 2022
Unit: RMB
Item 31 December 2022 1 January 2022
Current assets:
Monetary assets 2,484,508,907.43 2,435,226,244.90
Settlement reserve
Interbank loans granted
Held-for-trading financial assets 261,541,896.45 348,248,125.61
Derivative financial assets
Notes receivable 821,537,774.07 1,688,000,575.74
Accounts receivable 1,920,770,941.76 2,018,106,424.43
Accounts receivable financing 569,868,831.79 10,660,409.19
Prepayments 45,526,548.93 34,005,648.75
Premiums receivable
Reinsurance receivables
Receivable reinsurance contract
reserve
Other receivables 32,902,865.98 37,605,156.73
Including: Interest receivable 0.00 0.00
Dividends receivable 0.00 0.00
Financial assets purchased under resale
agreements
Inventories 2,031,637,401.87 1,989,531,479.77
Contract assets 5,466,875.07 8,561,303.10
Assets held for sale 17,147,339.84 23,831,992.10
Current portion of non-current assets 0.00 0.00
Other current assets 79,438,576.89 125,717,434.52
Total current assets 8,270,347,960.08 8,719,494,794.84
Non-current assets:
Loans and advances to customers
Investments in debt obligations
Investments in other debt obligations
Long-term receivables
Long-term equity investments 181,931,792.66 181,545,123.09
Investments in other equity
864,191,346.40 1,504,980,024.07
instruments
Other non-current financial assets
168
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Investment property 44,611,882.44 47,102,214.34
Fixed assets 3,508,094,282.41 3,514,723,653.20
Construction in progress 1,282,780,335.14 1,087,564,087.47
Productive living assets
Oil and gas assets
Right-of-use assets 13,047,727.73 14,126,206.08
Intangible assets 340,166,852.37 373,822,769.14
Development costs 0.00 0.00
Goodwill 421,831,593.46 421,831,593.46
Long-term prepaid expense 190,126,627.91 152,726,512.56
Deferred income tax assets 88,387,206.25 82,261,788.58
Other non-current assets 81,543,512.85 499,739,861.52
Total non-current assets 7,016,713,159.62 7,880,423,833.51
Total assets 15,287,061,119.70 16,599,918,628.35
Current liabilities:
Short-term borrowings 157,715,359.35 226,779,997.01
Borrowings from the central bank
Interbank loans obtained
Held-for-trading financial liabilities 4,679,000.00 9,367.37
Derivative financial liabilities
Notes payable 1,975,743,568.71 2,067,479,953.98
Accounts payable 2,513,177,458.14 2,455,934,273.28
Advances from customers 2,532,442.44 8,106,923.79
Contract liabilities 125,143,161.61 141,336,712.44
Financial assets sold under repurchase
agreements
Customer deposits and interbank
deposits
Payables for acting trading of
securities
Payables for underwriting of securities
Employee benefits payable 173,034,152.18 182,455,565.41
Taxes payable 64,295,552.10 91,596,891.51
Other payables 440,230,081.05 376,069,180.74
Including: Interest payable 0.00 0.00
Dividends payable 15,646.07 15,646.07
Handling charges and commissions
payable
Reinsurance payables
Liabilities directly associated with
assets held for sale
Current portion of non-current
65,540,510.67 27,600,186.15
liabilities
Other current liabilities 100,192,681.00 10,716,009.78
169
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Total current liabilities 5,622,283,967.25 5,588,085,061.46
Non-current liabilities:
Insurance contract reserve
Long-term borrowings 747,931,023.71 0.00
Bonds payable
Including: Preferred shares
Perpetual bonds
Lease liabilities 7,055,542.18 8,065,560.58
Long-term payables
Long-term employee benefits payable
Provisions 9,587,043.31 17,418,343.01
Deferred income 97,078,233.43 126,304,272.50
Deferred income tax liabilities 202,469,697.60 280,172,789.59
Other non-current liabilities 308,780.61 22,653.46
Total non-current liabilities 1,064,430,320.84 431,983,619.14
Total liabilities 6,686,714,288.09 6,020,068,680.60
Owners’ equity:
Share capital 1,361,994,647.00 1,399,346,154.00
Other equity instruments
Including: Preferred shares
Perpetual bonds
Capital reserves 7,245,971.54 1,051,158,614.18
Less: Treasury stock 82,165,144.15 250,600,874.54
Other comprehensive income 498,141,018.70 982,987,454.08
Specific reserve
Surplus reserves 91,359,027.15 741,353,347.96
General reserve
Retained earnings 3,296,490,575.52 3,111,864,076.86
Total equity attributable to owners of the
5,173,066,095.76 7,036,108,772.54
Company as the parent
Non-controlling interests 3,427,280,735.85 3,543,741,175.21
Total owners’ equity 8,600,346,831.61 10,579,849,947.75
Total liabilities and owners’ equity 15,287,061,119.70 16,599,918,628.35
Legal representative: Wu Shenghui
Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
2. Balance Sheet of the Company as the Parent
Unit: RMB
Item 31 December 2022 1 January 2022
Current assets:
Monetary assets 616,301,656.56 1,017,365,290.91
170
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Held-for-trading financial assets 200,565,014.22 304,385,804.11
Derivative financial assets
Notes receivable 130,473,889.36 72,114,026.44
Accounts receivable 914,875,676.00 1,058,935,664.33
Accounts receivable financing 14,127,710.41
Prepayments 13,129,004.94 9,292,256.82
Other receivables 511,036,345.72 511,056,231.24
Including: Interest receivable
Dividends receivable
Inventories 475,047,674.61 617,905,747.50
Contract assets 5,466,875.07 8,561,303.10
Assets held for sale
Current portion of non-current assets
Other current assets 9,844,377.83 36,097,001.14
Total current assets 2,890,868,224.72 3,635,713,325.59
Non-current assets:
Investments in debt obligations
Investments in other debt obligations
Long-term receivables
Long-term equity investments 2,505,563,031.07 1,243,081,889.11
Investments in other equity
823,131,485.48 1,474,860,785.15
instruments
Other non-current financial assets
Investment property 40,982,686.40 43,347,824.34
Fixed assets 548,743,031.51 576,386,630.08
Construction in progress 187,318,584.50 120,514,314.18
Productive living assets
Oil and gas assets
Right-of-use assets 6,963,639.23 9,827,757.94
Intangible assets 94,698,330.35 123,089,721.51
Development costs
Goodwill
Long-term prepaid expense 37,118,287.24 31,897,595.21
Deferred income tax assets 30,158,303.04 31,373,123.07
Other non-current assets 48,873,160.34 460,618,564.04
Total non-current assets 4,323,550,539.16 4,114,998,204.63
Total assets 7,214,418,763.88 7,750,711,530.22
Current liabilities:
Short-term borrowings 127,596,999.82
Held-for-trading financial liabilities 4,679,000.00
Derivative financial liabilities
Notes payable 826,037,810.34 445,480,718.92
Accounts payable 788,288,700.08 949,520,447.82
Advances from customers 2,285,714.30 6,857,142.86
171
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Contract liabilities 47,498,783.11 64,120,388.15
Employee benefits payable 49,182,531.44 51,520,068.31
Taxes payable 9,700,312.91 57,207,865.54
Other payables 202,509,326.09 223,535,108.76
Including: Interest payable 0.00
Dividends payable 0.00
Liabilities directly associated with
assets held for sale
Current portion of non-current
1,881,117.79 2,800,876.97
liabilities
Other current liabilities 88,215,663.53 5,920,593.62
Total current liabilities 2,020,278,959.59 1,934,560,210.77
Non-current liabilities:
Long-term borrowings 182,912,120.75
Bonds payable
Including: Preferred shares
Perpetual bonds
Lease liabilities 5,082,521.44 7,026,880.97
Long-term payables
Long-term employee benefits payable
Provisions
Deferred income
Deferred income tax liabilities 87,121,409.04 173,532,376.03
Other non-current liabilities
Total non-current liabilities 275,116,051.23 180,559,257.00
Total liabilities 2,295,395,010.82 2,115,119,467.77
Owners’ equity:
Share capital 1,361,994,647.00 1,399,346,154.00
Other equity instruments
Including: Preferred shares
Perpetual bonds
Capital reserves 7,426,635.62 22,568,665.93
Less: Treasury stock 82,165,144.15 250,600,874.54
Other comprehensive income 498,788,284.79 984,695,765.83
Specific reserve
Surplus reserves 322,663,096.39 741,353,347.96
Retained earnings 2,810,316,233.41 2,738,229,003.27
Total owners’ equity 4,919,023,753.06 5,635,592,062.45
Total liabilities and owners’ equity 7,214,418,763.88 7,750,711,530.22
Legal representative: Wu Shenghui
Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
172
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
3. Consolidated Income Statement
Unit: RMB
Item 2022 2021
1. Revenue 8,759,965,275.96 8,726,241,053.50
Including: Operating revenue 8,759,965,275.96 8,726,241,053.50
Interest revenue
Insurance premium income
Handling charge and
commission income
2. Costs and expenses 8,360,248,566.32 8,273,302,440.05
Including: Cost of sales 7,223,971,501.53 7,242,659,061.75
Interest costs
Handling charge and
commission expense
Surrenders
Net insurance claims paid
Net amount provided as
insurance contract reserve
Expenditure on policy
dividends
Reinsurance premium
expense
Taxes and surcharges 62,027,216.12 68,139,402.49
Selling expense 256,820,593.82 235,995,457.89
Administrative expense 408,119,409.22 351,939,272.35
R&D expense 440,787,934.06 374,974,941.64
Finance costs -31,478,088.43 -405,696.07
Including: Interest
22,311,206.70 11,811,659.37
expense
Interest
29,169,641.75 30,522,913.04
income
Add: Other income 84,894,793.92 73,941,657.49
Return on investment (“-” for loss) 10,633,954.02 33,313,980.81
Including: Share of profit or loss
2,467,060.07 2,260,497.27
of joint ventures and associates
Income from the
derecognition of financial assets at
amortized cost (“-” for loss)
Exchange gain (“-” for loss)
Net gain on exposure hedges (“-”
for loss)
Gain on changes in fair value (“-”
-9,518,428.58 4,495,539.89
for loss)
173
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Credit impairment loss (“-” for
-15,404,763.61 -8,752,883.56
loss)
Asset impairment loss (“-” for
-91,517,378.38 -94,093,604.99
loss)
Asset disposal income (“-” for
968,273.19 77,714,217.87
loss)
3. Operating profit (“-” for loss) 379,773,160.20 539,557,520.96
Add: Non-operating income 18,757,057.63 24,880,499.82
Less: Non-operating expense 16,812,534.08 6,324,738.00
4. Profit before tax (“-” for loss) 381,717,683.75 558,113,282.78
Less: Income tax expense 30,874,328.03 58,361,715.94
5. Net profit (“-” for net loss) 350,843,355.72 499,751,566.84
5.1 By operating continuity
5.1.1 Net profit from continuing
350,843,355.72 499,751,566.84
operations (“-” for net loss)
5.1.2 Net profit from discontinued
operations (“-” for net loss)
5.2 By ownership
5.2.1 Net profit attributable to
230,394,235.91 299,614,354.88
owners of the Company as the parent
5.2.1 Net profit attributable to non-
120,449,119.81 200,137,211.96
controlling interests
6. Other comprehensive income, net of
-383,701,554.10 -325,243,687.14
tax
Attributable to owners of the
-383,929,211.19 -325,251,118.67
Company as the parent
6.1 Items that will not be
-383,579,545.85 -325,189,154.60
reclassified to profit or loss
6.1.1 Changes caused by
remeasurements on defined benefit
schemes
6.1.2 Other comprehensive
income that will not be reclassified to
profit or loss under the equity method
6.1.3 Changes in the fair value of
-383,579,545.85 -325,189,154.60
investments in other equity instruments
6.1.4 Changes in the fair value
arising from changes in own credit risk
6.1.5 Other 0.00 0.00
6.2 Items that will be reclassified to
-349,665.34 -61,964.07
profit or loss
6.2.1 Other comprehensive
income that will be reclassified to profit
or loss under the equity method
174
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
6.2.2 Changes in the fair value of
investments in other debt obligations
6.2.3 Other comprehensive
income arising from the reclassification
of financial assets
6.2.4 Credit impairment
allowance for investments in other debt
obligations
6.2.5 Reserve for cash flow
hedges
6.2.6 Differences arising from the
translation of foreign currency- -349,665.34 -61,964.07
denominated financial statements
6.2.7 Other
Attributable to non-controlling
227,657.09 7,431.53
interests
7. Total comprehensive income -32,858,198.38 174,507,879.70
Attributable to owners of the
-153,534,975.28 -25,636,763.79
Company as the parent
Attributable to non-controlling
120,676,776.90 200,144,643.49
interests
8. Earnings per share
8.1 Basic earnings per share 0.1708 0.2221
8.2 Diluted earnings per share 0.1692 0.2200
Where business combinations under common control occurred in the current period, the net profit achieved by the acquirees before
the combinations was RMB9,568,639.83, with the amount for last year being RMB233,275,576.92.
Legal representative: Wu Shenghui
Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
4. Income Statement of the Company as the Parent
Unit: RMB
Item 2022 2021
1. Operating revenue 3,314,037,139.28 3,718,308,372.46
Less: Cost of sales 2,684,105,565.79 3,154,039,179.53
Taxes and surcharges 22,878,262.76 33,093,843.08
Selling expense 148,184,632.71 147,260,099.98
Administrative expense 156,902,439.16 148,755,543.99
R&D expense 148,634,853.78 141,658,884.16
Finance costs -4,648,251.30 -176,513.65
Including: Interest costs 11,637,904.69 1,265,956.56
Interest revenue 6,836,685.73 15,062,071.87
175
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Add: Other income 10,475,710.63 9,664,951.38
Return on investment (“-” for loss) 19,058,287.08 78,883,660.55
Including: Share of profit or loss
2,467,060.07 2,260,497.27
of joint ventures and associates
Income from the
derecognition of financial assets at
amortized cost (“-” for loss)
Net gain on exposure hedges (“-”
for loss)
Gain on changes in fair value (“-”
-8,945,900.00 4,266,900.00
for loss)
Credit impairment loss (“-” for
-16,035,761.65 -5,389,224.73
loss)
Asset impairment loss (“-” for
-25,904,176.29 -13,439,357.01
loss)
Asset disposal income (“-” for
-84,087.53 76,410,098.79
loss)
2. Operating profit (“-” for loss) 136,543,708.62 244,074,364.35
Add: Non-operating income 7,433,114.60 11,385,484.38
Less: Non-operating expense 12,232,901.96 552,333.59
3. Profit before tax (“-” for loss) 131,743,921.26 254,907,515.14
Less: Income tax expense 13,888,953.87 13,758,825.78
4. Net profit (“-” for net loss) 117,854,967.39 241,148,689.36
4.1 Net profit from continuing
117,854,967.39 241,148,689.36
operations (“-” for net loss)
4.2 Net profit from discontinued
operations (“-” for net loss)
5. Other comprehensive income, net of
-384,990,256.85 -323,650,643.28
tax
5.1 Items that will not be reclassified
-384,990,256.85 -323,650,643.28
to profit or loss
5.1.1 Changes caused by
remeasurements on defined benefit
schemes
5.1.2 Other comprehensive income
that will not be reclassified to profit or
loss under the equity method
5.1.3 Changes in the fair value of
-384,990,256.85 -323,650,643.28
investments in other equity instruments
5.1.4 Changes in the fair value
arising from changes in own credit risk
5.1.5 Other
5.2 Items that will be reclassified to
profit or loss
176
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
5.2.1 Other comprehensive income
that will be reclassified to profit or loss
under the equity method
5.2.2 Changes in the fair value of
investments in other debt obligations
5.2.3 Other comprehensive income
arising from the reclassification of
financial assets
5.2.4 Credit impairment allowance
for investments in other debt obligations
5.2.5 Reserve for cash flow hedges
5.2.6 Differences arising from the
translation of foreign currency-
denominated financial statements
5.2.7 Other
6. Total comprehensive income -267,135,289.46 -82,501,953.92
7. Earnings per share
7.1 Basic earnings per share
7.2 Diluted earnings per share
Legal representative: Wu Shenghui
Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
5. Consolidated Cash Flow Statement
Unit: RMB
Item 2022 2021
1. Cash flows from operating activities:
Proceeds from sale of commodities
8,205,869,081.25 8,359,256,408.94
and rendering of services
Net increase in customer deposits and
interbank deposits
Net increase in borrowings from the
central bank
Net increase in loans from other
financial institutions
Premiums received on original
insurance contracts
Net proceeds from reinsurance
Net increase in deposits and
investments of policy holders
Interest, handling charges and
commissions received
177
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Net increase in interbank loans
obtained
Net increase in proceeds from
repurchase transactions
Net proceeds from acting trading of
securities
Tax rebates 228,641,448.24 146,840,329.47
Cash generated from other operating
224,376,200.78 248,940,851.06
activities
Subtotal of cash generated from
8,658,886,730.27 8,755,037,589.47
operating activities
Payments for commodities and
5,492,158,956.70 6,186,563,079.83
services
Net increase in loans and advances to
customers
Net increase in deposits in the central
bank and in interbank loans granted
Payments for claims on original
insurance contracts
Net increase in interbank loans granted
Interest, handling charges and
commissions paid
Policy dividends paid
Cash paid to and for employees 1,398,058,450.95 1,335,333,353.02
Taxes paid 337,132,030.63 477,172,576.63
Cash used in other operating activities 366,648,971.30 322,494,631.65
Subtotal of cash used in operating
7,593,998,409.58 8,321,563,641.13
activities
Net cash generated from/used in
1,064,888,320.69 433,473,948.34
operating activities
2. Cash flows from investing activities:
Proceeds from disinvestment 364,902,240.66 1,813,239,683.85
Return on investment 10,965,289.74 45,553,497.73
Net proceeds from the disposal of fixed
assets, intangible assets and other long- 2,340,973.60 125,845,737.23
lived assets
Net proceeds from the disposal of
subsidiaries and other business units
Cash generated from other investing
54,990,047.00
activities
Subtotal of cash generated from
378,208,504.00 2,039,628,965.81
investing activities
Payments for the acquisition of fixed
593,230,455.33 640,625,303.50
assets, intangible assets and other long-
178
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
lived assets
Payments for investments 131,695,763.31 130,000,000.00
Net increase in pledged loans granted
Net payments for the acquisition of
0.00 131,348,644.27
subsidiaries and other business units
Cash used in other investing activities 0.00
Subtotal of cash used in investing
724,926,218.64 901,973,947.77
activities
Net cash generated from/used in
-346,717,714.64 1,137,655,018.04
investing activities
3. Cash flows from financing activities:
Capital contributions received 0.00 0.00
Including: Capital contributions by
non-controlling interests to subsidiaries
Borrowings raised 1,136,936,000.00 127,386,000.00
Cash generated from other financing
19,142,320.59 0.00
activities
Subtotal of cash generated from
1,156,078,320.59 127,386,000.00
financing activities
Repayment of borrowings 526,743,238.15 147,278,730.91
Interest and dividends paid 174,723,549.79 181,634,371.44
Including: Dividends paid by
26,131,133.89 0.00
subsidiaries to non-controlling interests
Cash used in other financing activities 1,200,170,498.73 790,931,944.68
Subtotal of cash used in financing
1,901,637,286.67 1,119,845,047.03
activities
Net cash generated from/used in
-745,558,966.08 -992,459,047.03
financing activities
4. Effect of foreign exchange rates
33,150,614.37 -7,780,091.51
changes on cash and cash equivalents
5. Net increase in cash and cash
5,762,254.34 570,889,827.84
equivalents
Add: Cash and cash equivalents,
1,940,209,052.92 1,369,319,225.08
beginning of the period
6. Cash and cash equivalents, end of the
1,945,971,307.26 1,940,209,052.92
period
Legal representative: Wu Shenghui
Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
6. Cash Flow Statement of the Company as the Parent
Unit: RMB
179
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Item 2022 2021
1. Cash flows from operating activities:
Proceeds from sale of commodities
3,237,208,695.89 3,675,366,946.16
and rendering of services
Tax rebates 120,903,979.22 87,497,039.45
Cash generated from other operating
86,562,699.07 90,141,698.38
activities
Subtotal of cash generated from
3,444,675,374.18 3,853,005,683.99
operating activities
Payments for commodities and
1,933,543,212.27 3,127,675,269.69
services
Cash paid to and for employees 517,926,952.08 598,949,378.79
Taxes paid 157,918,324.75 264,570,561.48
Cash used in other operating activities 139,013,449.48 158,324,765.43
Subtotal of cash used in operating
2,748,401,938.58 4,149,519,975.39
activities
Net cash generated from/used in
696,273,435.60 -296,514,291.40
operating activities
2. Cash flows from investing activities:
Proceeds from disinvestment 292,992,240.66 1,700,278,266.95
Return on investment 18,264,046.87 45,162,968.14
Net proceeds from the disposal of fixed
assets, intangible assets and other long- 42,771.45 114,426,514.66
lived assets
Net proceeds from the disposal of
0.00
subsidiaries and other business units
Cash generated from other investing
0.00
activities
Subtotal of cash generated from
311,299,058.98 1,859,867,749.75
investing activities
Payments for the acquisition of fixed
assets, intangible assets and other long- 106,842,452.24 116,516,470.65
lived assets
Payments for investments 1,193,664,444.95 1,123,715,946.11
Net payments for the acquisition of
0.00
subsidiaries and other business units
Cash used in other investing activities 0.00
Subtotal of cash used in investing
1,300,506,897.19 1,240,232,416.76
activities
Net cash generated from/used in
-989,207,838.21 619,635,332.99
investing activities
3. Cash flows from financing activities:
Capital contributions received 0.00
Borrowings raised 382,336,000.00 127,386,000.00
180
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Cash generated from other financing
0.00
activities
Subtotal of cash generated from
382,336,000.00 127,386,000.00
financing activities
Repayment of borrowings 367,956,000.00
Interest and dividends paid 141,558,638.42 135,847,668.70
Cash used in other financing activities 2,716,690.66 250,814,566.13
Subtotal of cash used in financing
512,231,329.08 386,662,234.83
activities
Net cash generated from/used in
-129,895,329.08 -259,276,234.83
financing activities
4. Effect of foreign exchange rates
22,065,861.60 -5,283,585.19
changes on cash and cash equivalents
5. Net increase in cash and cash
-400,763,870.09 58,561,221.57
equivalents
Add: Cash and cash equivalents,
861,826,014.29 803,264,792.72
beginning of the period
6. Cash and cash equivalents, end of the
461,062,144.20 861,826,014.29
period
Legal representative: Wu Shenghui
Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
7. Consolidated Statements of Changes in Owners’ Equity
2022
Unit: RMB
2022
Equity attributable to owners of the Company as the parent
Other equity Othe
Non-
instruments r Total
contr
Shar Capi Less: com Spec Surp Gene Retai own
Item ollin
e Prefe Perp tal Trea preh ific lus ral ned Othe Subt ers’
g
capit rred etual Othe reser sury ensiv reser reser reser earni r otal equit
inter
al share bond r ves stock e ve ves ve ngs y
ests
s s inco
me
1.
Bala 10,5
1,39 1,05 250, 982, 741, 3,11 7,03 3,54
nce 79,8
9,34 1,15 600, 987, 353, 1,86 6,10 3,74
49,9
as at 6,15 8,61 874. 454. 347. 4,07 8,77 1,17
47.7
4.00 4.18 54 08 96 6.86 2.54 5.21
the 5
end
181
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
of
the
prior
year
Add:
Adju
stme
nt
for
chan
ge in
acco
untin
g
polic
y
Adju
stme
nt
for
corre
ction
of
previ
ous
error
Adju
stme
nt
for
busi
ness
com
binat
ion
unde
r
com
mon
contr
ol
182
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Othe
r
2.
Bala
nce
as at 10,5
1,39 1,05 250, 982, 741, 3,11 7,03 3,54
the 79,8
9,34 1,15 600, 987, 353, 1,86 6,10 3,74
49,9
begi 6,15 8,61 874. 454. 347. 4,07 8,77 1,17
47.7
4.00 4.18 54 08 96 6.86 2.54 5.21
nnin 5
g of
the
year
3.
Incre
ase/
decr
ease - - - - - - - -
184,
in 37,3 1,04 168, 484, 649, 1,86 116, 1,97
626,
51,5 3,91 435, 846, 994, 3,04 460, 9,50
the 498.
07.0 2,64 730. 435. 320. 2,67 439. 3,11
66
perio 0 2.64 39 38 81 6.78 36 6.14
d (“-
” for
decr
ease)
3.1
Total
com - - -
230, 120,
preh 383, 153, 32,8
394, 676,
929, 534, 58,1
ensiv 235. 776.
211. 975. 98.3
91 90
e 19 28 8
inco
me
3.2
Capi
tal
incre
- - - - - - -
ased 37,3 1,04 168, 661, 1,57 211, 1,78
and 51,5 3,91 435, 779, 4,60 006, 5,61
redu 07.0 2,64 730. 817. 8,23 082. 4,31
0 2.64 39 55 6.80 37 9.17
ced
by
own
ers
- - - -
3
37,3 4,82 168, 126,
183
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
.2.1 51,5 5,94 435, 258,
07.0 8.60 730. 274.
Ordi
0 39 79
nary
share
s
incre
ased
by
own
ers
3
.2.2
Capi
tal
incre
ased
by
hold
ers
of
other
equit
y
instr
ume
nts
3
.2.3
Shar
e-
base
d
pay
ment
s
inclu
ded
in
own
ers’
equit
y
3 - - - - -
1,03 535, 1,57 211, 1,78
.2.4
9,08 521, 4,60 006, 5,61
184
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Othe 6,69 542. 8,23 082. 4,31
4.04 76 6.80 37 9.17
r
3.3
Profi - - - -
11,7
t 146, 134, 26,1 161,
85,4
684, 899, 31,1 030,
distri 96.7
961. 464. 33.8 598.
4
butio 44 70 9 59
n
3.3.1
Appr
opria -
11,7
tion 11,7
85,4
85,4
to 96.7
96.7
4
surpl 4
us
reser
ves
3.3.2
Appr
opria
tion
to
gene
ral
reser
ve
3.3.3
Appr
opria
tion - - - -
to 134, 134, 26,1 161,
899, 899, 31,1 030,
own
464. 464. 33.8 598.
ers 70 70 9 59
(or
share
hold
ers)
3.3.4
Othe
r
185
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
3.4
Tran
sfers
-
withi 100,
100,
917,
n 917,
224.
own 224.
19
19
ers’
equit
y
3.4.1
Incre
ase
in
capit
al (or
share
capit
al)
from
capit
al
reser
ves
3.4.2
Incre
ase
in
capit
al (or
share
capit
al)
from
surpl
us
reser
ves
3.4.3
Loss
offse
t by
186
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
surpl
us
reser
ves
3.4.4
Chan
ges
in
defin
ed
bene
fit
sche
mes
trans
ferre
d to
retai
ned
earni
ngs
3.4.5
Othe
r
com
preh
ensiv
-
e 100,
100,
917,
inco 917,
224.
me 224.
19
19
trans
ferre
d to
retai
ned
earni
ngs
3.4.6
Othe
r
3.
187
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
5
Spec
ific
reser
ve
3.5.1
Incre
ase
in
the
perio
d
3.5.2
Used
in
the
perio
d
3.
6
Othe
r
4.
Bala
nce
as at
1,36 82,1 498, 91,3 3,29 5,17 3,42 8,60
the 7,24
1,99 65,1 141, 59,0 6,49 3,06 7,28 0,34
5,97
end 4,64 44.1 018. 27.1 0,57 6,09 0,73 6,83
1.54
7.00 5 70 5 5.52 5.76 5.85 1.61
of
the
perio
d
2021
Unit: RMB
2021
Equity attributable to owners of the Company as the parent Non-
Total
Other equity Othe contr
Shar Capi Less: Spec Surp Gene Retai own
Item instruments r ollin
e tal Trea ific lus ral ned Othe Subt ers’
Prefe Perp com g
capit Othe reser sury reser reser reser earni r otal equit
rred etual preh inter
al r ves stock ve ves ve ngs y
share bond ensiv ests
188
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
s s e
inco
me
1.
Bala
nce
as at
1,39 15,1 2,34 741, 1,75 6,26 48,2 6,31
the 9,34 57,5 9,38 567, 8,46 3,92 58,8 2,18
end 6,15 14.9 8,53 039. 2,06 1,30 34.5 0,13
4.00 0 3.61 55 2.48 4.54 3 9.07
of
the
prior
year
Add:
Adju
stme
nt
for
chan
ge in
acco
untin
g
polic
y
Adju
stme
nt
for
corre
ction
of
previ
ous
error
Adju
stme
1,04 - 148, 1,19 2,92 4,12
nt 8,48 106, 592, 6,97 7,99 4,96
for 8,80 711. 079. 4,17 3,68 7,86
4.72 74 08 2.06 8.55 0.61
busi
ness
com
189
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
binat
ion
unde
r
com
mon
contr
ol
Othe
r
adjus
tmen
ts
2.
Bala
nce
as at 10,4
1,39 1,06 2,34 741, 1,90 7,46 2,97
the 37,1
9,34 3,64 9,28 567, 7,05 0,89 6,25
47,9
begi 6,15 6,31 1,82 039. 4,14 5,47 2,52
99.6
4.00 9.62 1.87 55 1.56 6.60 3.08
nnin 8
g of
the
year
3.
Incre
ase/
decr
ease - - -
250, - 1,20 567, 142,
in 12,4 1,36 424,
600, 213, 4,80 488, 701,
87,7 6,29 786,
the 874. 691. 9,93 652. 948.
05.4 4,36 704.
54 59 5.30 13 07
perio 4 7.79 06
d (“-
” for
decr
ease)
3.1
Total
com - -
299, 200, 174,
preh 325, 25,6
614, 144, 507,
251, 36,7
ensiv 354. 643. 879.
118. 63.7
88 49 70
e 67 9
inco
me
190
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
3.2
Capi
tal
incre
- -
ased 250, - 410, 147,
12,4 263,
600, 213, 356, 054,
and 87,7 302,
874. 691. 392. 120.
redu 05.4 271.
54 59 39 82
4 57
ced
by
own
ers
3
.2.1
Ordi
nary
share 250, 250, 250,
600, 600, 600,
s
874. 874. 874.
incre 54 54 54
ased
by
own
ers
3
.2.2
Capi
tal
incre
ased
by
hold
ers
of
other
equit
y
instr
ume
nts
3
.2.3
Shar
e-
base
d
191
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
pay
ment
s
inclu
ded
in
own
ers’
equit
y
3 - -
- 410, 397,
.2.4 12,4 12,7
213, 356, 654,
87,7 01,3
Othe 691. 392. 995.
05.4 97.0
59 39 36
r 4 3
3.3
Profi - - - -
t 135, 135, 43,0 178,
847, 847, 12,3 860,
distri
668. 668. 83.7 052.
butio 70 70 5 45
n
3.3.1
Appr
opria
tion
to
surpl
us
reser
ves
3.3.2
Appr
opria
tion
to
gene
ral
reser
ve
- - - -
3.3.3 135, 135, 70,3 206,
847, 847, 93,4 241,
Appr
668. 668. 47.1 115.
opria 70 70 4 84
192
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
tion
to
own
ers
(or
share
hold
ers)
27,3 27,3
3.3.4 81,0 81,0
Othe 63.3 63.3
9 9
r
3.4
Tran
sfers
-
withi 1,04
1,04
1,04
n 1,04
3,24
own 3,24
9.12
9.12
ers’
equit
y
3.4.1
Incre
ase
in
capit
al (or
share
capit
al)
from
capit
al
reser
ves
3.4.2
Incre
ase
in
capit
al (or
share
193
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
capit
al)
from
surpl
us
reser
ves
3.4.3
Loss
offse
t by
surpl
us
reser
ves
3.4.4
Chan
ges
in
defin
ed
bene
fit
sche
mes
trans
ferre
d to
retai
ned
earni
ngs
3.4.5
Othe
r -
1,04
com 1,04
1,04
1,04
preh 3,24
3,24
9.12
ensiv 9.12
e
inco
me
194
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
trans
ferre
d to
retai
ned
earni
ngs
3.4.6
Othe
r
3.
5
Spec
ific
reser
ve
3.5.1
Incre
ase
in
the
perio
d
3.5.2
Used
in
the
perio
d
3.
6
Othe
r
4.
Bala
nce 10,5
1,39 1,05 250, 982, 741, 3,11 7,03 3,54
as at 79,8
9,34 1,15 600, 987, 353, 1,86 6,10 3,74
49,9
the 6,15 8,61 874. 454. 347. 4,07 8,77 1,17
47.7
4.00 4.18 54 08 96 6.86 2.54 5.21
end 5
of
the
195
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
perio
d
Legal representative: Wu Shenghui
Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
8. Statements of Changes in Owners’ Equity of the Company as the Parent
2022
Unit: RMB
2022
Other equity instruments Other
Less: compr Surplu Retain Total
Capital Specifi
Item Share Preferr Perpet Treasu ehensi s ed owners
reserve c Other
capital ed ual Other ry ve reserve earnin ’
s reserve
shares bonds stock incom s gs equity
e
1.
Balanc
e as at 1,399 2,738 5,635
22,56 250,6 984,6 741,3
,346, ,229, ,592,
the end 8,665 00,87 95,76 53,34
154.0 003.2 062.4
of the .93 4.54 5.83 7.96
0 7 5
prior
year
Add:
Adjust
ment
for
change
in
accoun
ting
policy
Adjust
ment
for
correct
ion of
previo
us
error
196
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Other
adjust
ments
2.
Balanc
e as at
1,399 2,738 5,635
the 22,56 250,6 984,6 741,3
,346, ,229, ,592,
8,665 00,87 95,76 53,34
beginn 154.0 003.2 062.4
.93 4.54 5.83 7.96
0 7 5
ing of
the
year
3.
Increas
e/
decrea
se in - - - - - -
72,08
37,35 15,14 168,4 485,9 418,6 716,5
the 7,230
1,507 2,030 35,73 07,48 90,25 68,30
period .14
.00 .31 0.39 1.04 1.57 9.39
(“-”
for
decrea
se)
3.1
Total
compr - -
117,8
384,9 267,1
ehensi 54,96
90,25 35,28
ve 7.39
6.85 9.46
incom
e
3.2
Capital
increas - - - - -
37,35 15,14 168,4 430,4 314,5
ed and
1,507 2,030 35,73 75,74 33,55
reduce .00 .31 0.39 8.31 5.23
d by
owners
3.
2.1
Ordina
- - - -
ry 37,35 4,825 168,4 126,2
0.00
shares 1,507 ,948. 35,73 58,27
.00 60 0.39 4.79
increas
ed by
owners
197
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
3.
2.2
Capital
increas
ed by
holder
s of
other
equity
instru
ments
3.
2.3
Share-
based
payme
nts
includ
ed in
owners
’
equity
3. - - -
10,31 304,2 314,5
2.4
6,081 17,47 33,55
Other .71 3.52 5.23
3.3
- -
Profit 11,78
146,6 134,8
5,496
distrib 84,96 99,46
.74
1.44 4.70
ution
3.3.1
Appro
-
priatio 11,78
11,78
5,496
n to 5,496
.74
.74
surplus
reserve
s
3.3.2
Appro - -
134,8 134,8
priatio
99,46 99,46
n to 4.70 4.70
owners
(or
198
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
shareh
olders)
3.3.3
Other
3.4
Transf
ers -
100,9
100,9
within 17,22 0.00
17,22
owners 4.19
4.19
’
equity
3.4.1
Increas
e in
capital
(or
share
capital
) from
capital
reserve
s
3.4.2
Increas
e in
capital
(or
share
capital
) from
surplus
reserve
s
3.4.3
Loss
offset
by
surplus
reserve
s
199
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
3.4.4
Chang
es in
define
d
benefit
schem
es
transfe
rred to
retaine
d
earnin
gs
3.4.5
Other
compr
ehensi
ve
-
incom 100,9
100,9
17,22 0.00
e 17,22
4.19
4.19
transfe
rred to
retaine
d
earnin
gs
3.4.6
Other
3.5
Specifi
c
reserve
3.5.1
Increas
e in
the
period
3.5.2
200
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Used
in the
period
3.6
Other
4.
Balanc
1,361 2,810 4,919
e as at 17,74 82,16 498,7 312,3
,994, ,316, ,023,
2,717 5,144 88,28 47,01
the end 647.0 233.4 753.0
.33 .15 4.79 4.68
0 1 6
of the
period
2021
Unit: RMB
2021
Other equity instruments Other
Less: compr Surplu Retain Total
Capital Specifi
Item Share Preferr Perpet Treasu ehensi s ed owners
reserve c Other
capital ed ual Other ry ve reserve earnin ’
s reserve
shares bonds stock incom s gs equity
e
1.
Balanc
e as at 1,399 2,349 1,591 6,089
7,426 741,5
,346, ,389, ,884, ,614,
the end ,635. 67,03
154.0 658.2 733.4 220.8
of the 62 9.55
0 3 9 9
prior
year
Add:
Adjust
ment
for
change
in
accoun
ting
policy
Adjust
ment
for
correct
ion of
previo
201
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
us
error
Other
2.
Balanc
e as at
1,399 2,349 1,591 6,089
the 7,426 741,5
,346, ,389, ,884, ,614,
,635. 67,03
beginn 154.0 658.2 733.4 220.8
62 9.55
0 3 9 9
ing of
the
year
3.
Increas
e/
decrea
-
se in 1,146 -
15,14 250,6 1,364 -
,344, 454,0
the 2,030 00,87 ,693, 213,6
269.7 22,15
period .31 4.54 892.4 91.59
8 8.44
0
(“-”
for
decrea
se)
3.1
Total
compr - -
241,1
323,6 82,50
ehensi 48,68
50,64 1,953
ve 9.36
3.28 .92
incom
e
3.2
Capital
increas -
15,14 250,6 -
235,6
ed and 2,030 00,87 213,6
72,53
reduce .31 4.54 91.59
5.82
d by
owners
3.
2.1
Ordina -
250,6
250,6
ry 00,87
00,87
shares 4.54
4.54
increas
ed by
202
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
owners
3.
2.2
Capital
increas
ed by
holder
s of
other
equity
instru
ments
3.
2.3
Share-
based
payme
nts
includ
ed in
owners
’
equity
3. 15,14 - 14,92
2.4 2,030 213,6 8,338
Other .31 91.59 .72
3.3
- -
Profit 135,8 135,8
distrib 47,66 47,66
8.70 8.70
ution
3.3.1
Appro
priatio
n to
surplus
reserve
s
3.3.2
- -
Appro 135,8 135,8
priatio 47,66 47,66
8.70 8.70
n to
owners
203
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(or
shareh
olders)
3.3.3
Other
3.4
Transf
-
ers 1,041
1,041
,043,
within ,043,
249.1
owners 249.1
2
2
’
equity
3.4.1
Increas
e in
capital
(or
share
capital
) from
capital
reserve
s
3.4.2
Increas
e in
capital
(or
share
capital
) from
surplus
reserve
s
3.4.3
Loss
offset
by
surplus
reserve
204
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
s
3.4.4
Chang
es in
define
d
benefit
schem
es
transfe
rred to
retaine
d
earnin
gs
3.4.5
Other
compr
ehensi
ve -
1,041
incom 1,041
,043,
,043,
e 249.1
249.1
2
transfe 2
rred to
retaine
d
earnin
gs
3.4.6
Other
3.5
Specifi
c
reserve
3.5.1
Increas
e in
the
period
205
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
3.5.2
Used
in the
period
3.6
Other
4.
Balanc
1,399 2,738 5,635
e as at 22,56 250,6 984,6 741,3
,346, ,229, ,592,
8,665 00,87 95,76 53,34
the end 154.0 003.2 062.4
.93 4.54 5.83 7.96
0 7 5
of the
period
Legal representative: Wu Shenghui
Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
III Company profile
(I) Basic information
Foshan Electrical and Lighting Co., Ltd. (hereinafter referred to as “the Company”), a joint-stock limited
company jointly founded by Foshan Electrical and Lighting Company, Nanhai Wuzhuang Color Glazed Brick
Field, and Foshan Poyang Printing Industrial Co. on 20 October 1992 by raising funds under the approval of
YGS (1992) No. 63 Document issued by the Joint Examination Group for Experimental Enterprises in Stock
System of Guangdong Province and the Economic System Reform Commission of Guangdong Province, is an
enterprise with its shares held by both the corporate and the natural persons. As approved by China Securities
Regulatory Commission with Document (1993) No. 33, the Company publicly issued 19.3 million shares of
social public shares (A shares) to the public in October 1993, and was listed in Shenzhen Stock Exchange for
trade on 23 November 1993. The Company was approved to issue 50,000,000 B shares on 23 July 1995. And,
as approved to change into a foreign-invested stock limited company on 26 August 1996 by (1996) WJMZEHZ
No. 466 Document issued by the Ministry of Foreign Trade and Economic Cooperation of the People’s
Republic of China. On 11 December 2000, as approved by China Securities Regulatory Commission with ZJGS
Zi [2000] No. 175 Document, the Company additionally issued 55,000,000 A shares. At approved by the
Shareholders’ General Meeting 2006, 2007, 2008, 2014 and 2017 the Company implemented the plan of
capitalization of capital reserve, after the transfer, the registered capital of the Company has increased to
RMB1,399,346,154.00. The Company held the 26th Meeting of the 9th Board of Directors on 14 January 2022,
where the Proposal on Cancelling Some Shares of the Company's Repurchase Special Securities Account was
deliberated and adopted. The repurchased 13 million A shares were used for the equity incentive plan. The
remaining 18,952,995 A shares and the repurchased 18,398,512 B shares, totaling 37,351,507 shares, were all
deregistered. On 8 February 2022, it was confirmed by Shenzhen Branch of CSDC that the number of
repurchased public shares canceled this time was 37,351,507, accounting for 2.67% of the total share capital of
the Company before the cancellation, including 18,952,995 A shares and 18,398,512 B shares. Upon the
cancellation of the shares, the total share capital of the Company was changed from 1,399,346,154 shares to
1,361,994,647 shares. The Company's registered capital was changed to RMB1,361,994,647.00.
206
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Credibility code of the Company: 91440000190352575W.
Legal representative: Mr. Wu Shenghui
Address: No. 64, Fenjiang North Road, Foshan, Guangdong Province
Main business of the company and its subsidiaries (hereinafter referred to as “the Company”): lighting products,
electro technical products, vehicle lamp products, epitaxy and chip products, LED packaging and component
products, trade and application products.
The business term of the Company is long-term, which was calculated from the date of issuance of License of
Business Corporation.
The Financial Report was approved and authorized for issue by the Board of Directors on 6 April 2023.
(II) Consolidation scope of financial statements
The consolidation scope of the financial statement during the Reporting Period including the Company and FSL
Chanchang Optoelectronics Co., Ltd. ( referred to as “Chanchang Company”), Foshan Taimei Times Lamps and
Lanterns Co., Ltd. ( referred to as “Taimei Company”), Nanjing Fozhao Lighting Components Co., Ltd.
( referred to as “Nanjing Fozhao”), FSL (Xinxiang) Lighting Co., Ltd. ( referred to as “Xinxiang Company”),
Foshan Fozhao Zhicheng Technology Co., Ltd. ( referred to as “Zhicheng Technology Company”), FSL Zhida
Electric Technology Co., Ltd ( referred to as “Zhida Company”), FSL LIGHTING GMBH (referred to as “FSL
Europe Company”), Foshan Hortilite Optoelectronics Co.,Ltd. (referred to as “Hortilite Company”), Fozhao
(Hainan) Technology Co., Ltd. (referred to as “Hainan Technology”), Foshan Kelian New Energy Technology
Co., Ltd. (referred to as “Foshan Kelian”), Nanning Liaowang Auto Lamp Co., Ltd. (referred to as “Nanning
Liaowang”), Foshan NationStar Optoelectronics Co., Ltd. (referred to as “NationStar Optoelectronics”) and
Foshan Sigma Venture Capital Co., Ltd. (referred to as “Sigma”) in total 13 subsidiaries and Liuzhou Guige
Lighting Technology Co., Ltd. (referred to as “Liuzhou Lighting”), Liuzhou Guige Foreshine Technology Co.,
Ltd. (referred to as “Liuzhou Foreshine”), Chongqing Guinuo Lighting Technology Co., Ltd. (referred to as
“Chongqing Guinuo”), Qingdao Guige Lighting Technology Co., Ltd. (referred to as “Qingdao Lighting”),
Indonesia Liaowang Auto Lamp Co., Ltd. (referred to as “Indonesia Liaowang”), Foshan NationStar Electronic
Manufacturing Co., Ltd. (referred to as “Guoxing Electronic”), Foshan NationStar Semiconductor Co., Ltd.
(referred to as “NationStar Semiconductor”), Nanyang Baoli Vanadium Industry Co., Ltd. (referred to as
“Baoli Vanadium Industry”), Guangdong New Electronic Information Ltd. (referred to as “New Electronic”),
NationStar Optoelectronics (Germany) Co., Ltd. (referred to as “Germany NationStar”) and Guangdong
Fenghua Semiconductor Technology Co., Ltd. (referred to as “Fenghua Semiconductor”)in total 11 sub-
subsidiary.
Given that Nanyang Baoli Vanadium Industry Co., Ltd., a subsidiary of NationStar Optoelectronics, is in a state
of non-continuous operations, the Annual Report 2022 of Baoli Vanadium Industry for the current period was
formulated at fair value or costs whichever was lower.
Compared with the previous period, the consolidated scope of financial statements in this period is increased,
including two subsidiaries of Foshan NationStar Optoelectronics Co., Ltd. and Foshan Sigma Venture Capital
Co., Ltd., as well as six sub-subsidiaries of Foshan Guoxing Electronic Manufacture Co., Ltd., Foshan
NationStar Semiconductor Co., Ltd., Nanyang Baoli Vanadium Industry Co., Ltd., Guangdong New Electronics
Information Ltd., NationStar Optoelectronics (Germany) Co., Ltd. and Fenghua Semiconductor. For details, see
note VIII "change of consolidation scope" and note IX "equity in other entities".
207
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
IV Basis for Preparation of Financial Statements
1. Preparation Basis
The financial statements of the Company have been prepared in accordance with the "Accounting Standards for
Business Enterprises - Basic Standards" and various specific accounting standards, guidelines for the
application of accounting standards for business enterprises, interpretations of accounting standards for business
enterprises and other relevant regulations (hereinafter collectively referred to as "Accounting Standards for
Business Enterprises") issued by the Ministry of Finance, as well as the relevant provisions of "No. 15 of the
Rules Governing the Preparation of Information Disclosures by Companies Offering Securities to the Public -
General Provisions on Financial Reporting" of the China Securities Regulatory Commission.
2. Going Concern
The Company has the ability to continue as a going concern for at least 12 months from the end of the
Reporting Period and there are no material matters affecting its ability to continue as a going concern.
V Important Accounting Policies and Estimations
Reminders of the specific accounting policies and accounting estimations:
The following significant accounting policies and accounting estimates of the Company have been formulated
in accordance with ASBEs. Operations not mentioned are treated in accordance with the relevant accounting
policies in the ASBE.
1. Statement of Compliance with the Accounting Standards for Business Enterprises
The financial statements prepared by the Company are in compliance with the Accounting Standards for
Business Enterprises, which factually and completely present the Company’s and the consolidated financial
positions on 31 December 2022, business results and cash flows, as well as other relevant information for 2022.
2. Fiscal Year
A fiscal year starts on January 1st and ends on December 31st according to the Gregorian calendar.
3. Operating Cycle
An operating cycle for the Company is 12 months, which is also the classification criterion for the liquidity of
its assets and liabilities.
4. Recording Currency
Renminbi is the recording currency for the statements of the Company, and the financial statements are listed
and presented by Renminbi.
208
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
5. Accounting Methods for Business Combination Involving Enterprises under and not under the Same
Control
1. Business combination under the same control
In case of a long-term equity investment resulting from a business combination under the same control, if the
acquirer pays cash, transfers non-cash assets, assumes debts as merger consideration, the share of the Company's
equity of the acquiree obtained on combination date in the carrying value of the financial statements of the
ultimate controlling party is deemed as an initial investment cost of long-term equity investments. If the acquirer
issues equity instruments as consideration for a combination, the total par value of the shares issued is treated as
equity. The difference between the initial investment cost of a long-term equity investment and the carrying
amount of the consideration for consolidation (or the total nominal value of shares issued) shall be adjusted to
capital surplus; if capital surplus is not sufficient to offset the difference, retained earnings shall be adjusted.
2. Business combination not involving entities under the same control
The Company measured the paid assets as the consideration of business combination and liabilities happened or
undertaken by fair value. The difference between fair value and its book value shall be included into the current
losses and gains. The Company distributed combined cost on the purchasing date.
The difference of the combination cost greater than the fair value of the identifiable net assets of the acquiree
acquired is recognized as goodwill; the difference of the combination cost less than the fair value of the
identifiable net assets of the acquiree acquired is included into current losses and gains.
As for the assets other than intangible assets acquired from the acquiree in a business combination (not limited to
the assets which have been recognized by the acquiree), if the economic benefits brought by them are likely to
flow into the Company and their fair values can be measured reliably, they shall be separately recognized and
measured in light of their fair values; intangible asset whose fair value can be measured reliably shall be
separately recognized as an intangible asset and shall be measured in light of its fair value; As for the liabilities
other than contingent liabilities acquired from the acquiree, if the performance of the relevant obligations is likely
to result in any out-flow of economic benefits from the Company, and their fair values can be measured reliably,
they shall be separately recognized and measured in light of their fair values; As for the contingent liabilities of
the acquiree, if their fair values can be measured reliably, they shall separately recognized as liabilities and shall
be measured in light of their fair values.
6. Preparation Methods for Consolidated Financial Statements
1. Scope of consolidated financial statements
The Company includes all subsidiaries (including separate entities controlled by the Company) in the scope of the
consolidated financial statements, including enterprises controlled by the Company, divisible portions of investees
and structured entities.
2. Unification of accounting policies, balance sheet dates and accounting periods of parent and subsidiary
companies
If the accounting policies and accounting period adopted by the subsidiaries are inconsistent with those of the
Company, necessary adjustments are made in accordance with the accounting policies and accounting period of
the Company when preparing the consolidated financial statements.
3. Offsetting items in the consolidated financial statements
The consolidated financial statements are based on the financial statements of the Company and its subsidiaries
and have been offset by internal transactions that occurred between the Company and its subsidiaries and between
subsidiaries. The share of owners' equity of subsidiaries that do not belong to the Company is presented as
minority interests in the consolidated balance sheet under the item of shareholders' equity as "minority interests".
Long-term equity investments held by subsidiaries are deemed as the Company's treasury stock and presented as a
deduction from shareholders' equity in the consolidated balance sheet under the item "Less: treasury stock".
4. Accounting treatment of the acquisition of subsidiaries through consolidation
For subsidiaries acquired through a business combination under common control, the assets, liabilities, operating
results, and cash flows are included in the consolidated financial statements from the beginning of the period of
209
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
consolidation as if the business combination had occurred at the time the ultimate controlling party began to
exercise control; for subsidiaries acquired through a business combination, not under the same control, the fair
value of the identifiable net assets on the acquisition date is used as the basis for preparing the consolidated
financial statements. The financial statements are adjusted based on the fair value of the identifiable net assets on
the acquisition date.
5. Accounting treatment of disposal of subsidiaries
If a long-term equity investment in a subsidiary is partially disposed of without loss of control, the difference
between the disposal price and the share of the net assets of the subsidiary corresponding to the disposal of the
long-term equity investment calculated on an ongoing basis from the acquisition date or the consolidation date is
adjusted to capital surplus (capital surplus or share premium) in the consolidated financial statements, and retained
earnings is adjusted if the capital surplus is not sufficient to cover the reduction.
If the control over the investee is lost due to the disposal of part of equity investments, the residual equity are re-
measured at fair value on the date of loss of control. The aggregate of the consideration obtained by disposing of
the equity and the fair value of the remaining equity less the portion of the net assets of the subsidiary that has
been measured, as calculated at the original shareholding proportion, from the acquisition date or combination
date is recognized in profit and loss of the current period on investments in which the control is lost, and goodwill
shall be offset. Other comprehensive income related to the equity investments in the former subsidiary shall be
included in the return on investment for the current period when the Company lost the control.
7. Classification of Joint Operation Arrangements and Accounting Methods for Joint Operations
1. Classification of joint arrangements
Joint arrangements are divided into joint operations and joint ventures. The joint arrangements not reached
through separate entities are classified as joint operations. Separate entities refer to entities with separate
identifiable financial structures, including separate legal entities and entities that do not have legal entity status but
are recognized by law. The joint arrangements reaching through separate entities are usually classified as joint
ventures. Where changes in relevant facts and circumstances result in changes in the rights and obligations of the
joint venture parties in the joint venture arrangement, the joint venture parties shall reassess the classification of
the joint venture arrangement.
2. Accounting treatment of joint operations
As a participant in a joint operation, the Company recognizes the following items related to its share of interest in
the joint operations. It accounts for them following the relevant Accounting Standards for Business Enterprises:
Recognition of assets or liabilities held separately, and recognition of assets or liabilities held jointly on a share
basis; recognition of revenue from the sale of the share of output from the joint operation to which it is entitled;
recognition of revenue from the joint operation arising from the sale of output on a share basis; and recognition of
expenses incurred separately, and recognition of expenses incurred in the joint operation on a share basis.
If the Company is a participant in a joint operation that does not enjoy joint control, and it owns the underlying
assets of the joint operation and assumes the liabilities related to the joint operation, the accounting treatment of
the joint operation partner shall be referred to; otherwise, the accounting treatment shall be carried out in
accordance with the relevant enterprise accounting standards.
3. Accounting treatment of joint ventures
If the Company is a joint venture partner, it shall account for its investment in joint ventures following the
provisions of Accounting Standards for Business Enterprises No. 2-Long-term Equity Investments; if the
Company is a non-joint venture partner, it shall account for its investment in such joint ventures based on the
extent of its influence on such joint ventures.
8. Recognition Criteria of Cash and Cash Equivalents
Cash, as determined by the Company in preparing the statement of cash flows, represents the Company's cash on
hand and deposits that are readily available for disbursement. Cash equivalents identified in the preparation of the
statement of cash flows are investments that are held for a short period of time, are highly liquid, are readily
convertible to known amounts of cash and are subject to an insignificant risk of change in value.
210
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
9. Translation of Transactions and Financial Statements Denominated in Foreign Currencies
1. Conversion of foreign currency business
Foreign currency shall be recognized by employing systematic and reasonable methods, and shall be translated
into the amount in the functional currency at the exchange rate which is approximate to the spot exchange rate of
the transaction date. On the balance sheet date, the monetary items in foreign currencies are translated at the spot
exchange rate. Exchange differences arising from the difference between the spot rate on that date and the spot
rate at initial recognition or on the previous balance sheet date are recognized in profit or loss, except for
exchange differences on special borrowings in foreign currencies that qualify for capitalization, which are
capitalized in the period in which they are capitalized and charged to the cost of the related assets. Non-monetary
items measured at historical costs in foreign currencies are still translated at the spot exchange rate on the
transaction date with the amount of standard currency for accounting unchanged. Non-monetary items measured
at fair value in foreign currencies are translated at the spot exchange rate on the date when the fair value is
determined. The difference between the amount of standard currency for accounting after translation and the
original amount shall be treated as a change in fair value (including exchange rate changes) and recognized in
current profit or loss or in other comprehensive income.
2. Conversion of foreign currency financial statements
If the Company's subsidiaries, joint ventures, and affiliated business use a different bookkeeping base currency
from the Company's, they need to convert their foreign currency financial statements before conducting
accounting and preparing consolidated financial statements. The assets and liabilities in the balance sheet shall be
translated at the spot rate on the balance sheet date. All items of owners' equity, except for "undistributed profit",
shall be translated at the spot exchange rate at the time of occurrence. Items under revenue and expenses in the
income statement are translated at the spot exchange rate on the transaction date. The exchange difference in
translating foreign operations arising from the translation are shown under other comprehensive income in the
owner's equity line in the balance sheet. Cash flows in foreign currencies shall be translated at the spot exchange
rate on the date of occurrence of the cash flows. The impact of exchange rate changes on cash is presented
separately in the cash flow statement. When an overseas operation is disposed of, the foreign currency statement
translation difference related to the overseas operation is transferred to the current profit and loss of the disposal in
full or in proportion to the disposal of the overseas operation.
10. Financial Instruments
1. Classification and reclassification of financial instruments
Financial instruments refer to contracts that form the financial assets of a party and form financial liabilities or
equity instruments of other parties.
(1) Financial assets
The Company classifies financial assets as financial assets measured at amortized cost if they meet both of the
following conditions: a) The Company's business model of managing financial assets aims at obtaining
contractual cash flows; b) and, as stipulated by term contract of the financial assets, the cash flows generated on a
specific date are merely for the payment of principal or the interest from the unpaid principal.
The Company classifies financial assets as financial assets at fair value through other comprehensive income if
they meet both of the following conditions: a) The Company's business model of managing the financial assets
aims at obtaining contractual cash flows as well as selling financial assets; b) and, as stipulated by contract clauses
of the financial assets, the cash flows generated on a specific date are merely for the payment of principal or
interest from the unpaid principal.
For instruments in non-business equity instruments, the Company may irrevocably assign such investments as
financial assets (equity instruments) measured at fair value through other comprehensive income at initial
recognition. The assignment is made based on investments by item, and the relevant investments meet the
definition of an equity instrument from the issuer's perspective.
The financial assets measured at amortized cost and financial assets other than those measured at fair value
through other comprehensive income are classified by the Company as financial assets measured at fair value
through profit and loss for the current period. At initial recognition, if the accounting mismatch can be eliminated
211
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
or reduced, the Company shall designate the financial assets as financial assets measured at fair value through the
profit or loss for the current period.
When the Company changes its business model for managing financial assets, it will reclassify all affected
relevant financial assets as of the first day of the first reporting period following the change in business model,
and the prospective application shall be adopted for accounting treatment. The previously recognized profits,
losses (inclusive of impairment losses or profits), or interest shall not be traced and adjusted.
(2) Financial liabilities
Financial liabilities are classified into the following four categories when they are initially recognized: Financial
liabilities at fair value through current profit or loss; financial liabilities arising from the transfer of financial asset
not meeting the derecognition criteria or from the continuing involvement in the transferred asset; financial
guarantee contracts that do not fall within the categories above; financial liabilities measured at amortized cost.
All financial liabilities are not reclassified.
2. Measurement of financial instruments
The Company's financial instruments are measured at fair value upon initial recognition. For financial assets or
liabilities measured at fair value through profit or loss, relevant transaction expenses are directly included in the
profit or loss of the current period; for other categories of financial assets or liabilities, relevant transaction
expenses are included in the initial recognition amount. For notes receivable and accounts receivable arising from
sales of goods or provision of service which do not include or consider the compositions of major assets, the
Company takes the consideration expected to be received as the initial recognition amount. The follow-up
measurement of financial instruments depends on their categories:
(1) Financial assets
a) Financial assets are measured at the amortized cost. After initial recognition, the effective interest method
measures such financial assets at amortized cost. Gains or losses arising from a financial asset measured at
amortized cost which does not form any hedging relationship are recorded in current profit or loss at the time of
derecognition, reclassification, amortization according to the effective interest method or recognition of
impairment.
b) Financial assets are measured at fair value through profit and loss for the current period. After initial
recognition, such financial assets (except for a portion of financial assets that are part of a hedging relationship)
are subsequently measured at fair value. The resulting gains or losses (including interest and dividend revenue)
are included in the profit or loss for the period.
c) Investments in debt instruments are measured at fair value through other comprehensive income. After initial
recognition, the financial assets are subsequently measured at fair value for this category. Interest, impairment loss
or gain and exchange gain/loss calculated using the effective interest method are recorded in current profit or loss,
other gains or losses are recorded in other comprehensive income. The accumulative gains or losses which are
previously included in other comprehensive income are transferred out from other comprehensive income and
included in current profit or loss upon derecognition.
d) Investments in non-business equity instruments are designated as fair value through other comprehensive
income. After initial recognition, the financial assets are subsequently measured at fair value for this category.
Except for dividends received (except for the portion which forms part of investment cost recovered), which are
recognized in profit or loss, all other related gains and losses are recognized in other comprehensive income and
are not subsequently transferred to current profit or loss.
(2) Financial liabilities
a) Financial liabilities measured at fair value through profit and loss for the current period. These financial
liabilities include trading financial liabilities (including the derivative instruments belonging to financial liabilities)
and financial liabilities designated to be measured by the fair value and their changes are recorded in the current
profit or loss. After initial recognition, such financial liabilities are subsequently measured at fair value, and gains
or losses resulting from changes in the fair value of the financial liabilities held for trading (including interest
expense) are recognized in profit or loss, except for a portion of financial assets that are part of a hedging
relationship. For financial liabilities designated as measured at fair value through profit or loss, changes in fair
value arising from the change of the company's credit risk shall be included in other comprehensive income, and
212
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
other changes in fair value are included in profit or loss for the current period. If the treatment made for the impact
of the changes in the financial liability's credit risk may cause or expand the accounting mismatch in profit or loss,
the Company shall include all gains or losses of such financial liabilities in profit and loss for the current period.
b) Financial liabilities measured at amortized cost. After initial recognition, such financial liabilities are measured
at amortized cost using the effective interest method.
3. The Company's method for recognizing the fair value of financial instruments
For a financial instrument with an active market, its fair value is determined by its quoted price in the active
market; for a financial instrument without an active market, its fair value is determined by valuation techniques.
Valuation techniques mainly include the market approach, the income approach and the cost approach. Under
limited circumstances, if the information used to determine fair value is insufficient, or if the range of possible
estimates of fair value is wide and the cost represents the best estimate of fair value within that range, the cost
may represent its appropriate estimate of fair value within that range of distribution. The Company uses all
information available after the initial recognition date about the investee's performance and operations to
determine whether the cost represents fair value.
4. Determination basis and measuring methods for transfer of financial assets and financial liabilities
(1) Financial assets
The Company's financial assets shall be derecognized when meeting any of the following conditions: a) The
contractual right to charge the cash flow of the financial assets is terminated; b) The financial assets have been
transferred and the Company has transferred almost all risks and remuneration of the financial assets ownership to
the transferee; and c) The financial assets have been transferred and the Company does neither transfer nor retain
almost all remuneration of the financial assets ownership but retain the control over the financial assets.
The Company does neither transfer nor retain almost all remuneration of the financial assets ownership but retain
the control over the financial assets, the relevant financial assets shall be continuously recognized according to the
extent of involving in the financial assets transferred and relevant liabilities shall be recognized accordingly.
If the overall transfer of financial assets meets the conditions for derecognition, the difference between the
following two amounts shall be recorded in profit and loss of the current period: a) The carrying value of the
transferred financial asset as of the date of derecognition; b) Sum of the consideration received for the transfer of
the financial asset, and the portion of the cumulative amount of fair value changes previously recorded in other
comprehensive income that corresponds with the portion of the asset de-recognized (the transferred financial asset
is an investment in debt instruments at fair value through other comprehensive income).
If a portion of the financial asset has been transferred and the transferred portion as a whole satisfies the
derecognition criteria, the carrying value of the financial asset as a whole prior to its transfer is allocated between
the portion of the asset derecognized and the portion that remains recognized, according to their relative fair value
as of the transfer date, and the difference between the two amounts mentioned below is recorded in current profit
or loss: a) The carrying value of the derecognized portion; b) Sum of the consideration received for the
derecognition portion, and the portion of the cumulative amount of fair value changes previously recorded in other
comprehensive income, which corresponds with the derecognized portion (the transferred financial asset is an
investment in debt instruments at fair value through other comprehensive income).
When the Company's investments in non-trading equity instruments designated as at fair value through other
comprehensive income are derecognized, the accumulative gain or loss previously included in other
comprehensive income shall be transferred from other comprehensive income to retained earnings upon
derecognition.
(2) Financial liabilities
If current obligations of the financial liability (or part of the liability) have been released, the Company shall
derecognize the financial liability (or the part of the liability).
If a financial liability (or a portion thereof) is derecognized, the Company includes the difference between the
book value and the consideration paid (inclusive of the transferred non-cash assets or the liabilities assumed) in
the profit or loss of the current period.
213
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
11. Notes Receivable
The determination methods and accounting methods of notes receivable are detailed in Note 12, Accounts
Receivable, under this note.
12. Accounts Receivable
The Company's financial assets subject to impairment loss recognition are financial assets measured at amortized
cost, investments in debt instruments measured at fair value through other comprehensive income, and lease
receivables, which mainly include notes receivable, accounts receivable, receivables financing, other receivables,
debt investments, other debt investments, and long-term receivables. In addition, provision for impairment and
recognition of credit impairment losses should also be made for contract assets and certain financial guarantee
contracts in accordance with the accounting policies described in this section.
1. Determination and accounting methods of the expected credit losses of contract assets
The Company provides for impairment and recognises credit impairment losses for each of the above items on the
basis of expected credit losses in accordance with its applicable expected credit loss measurement method.
Credit loss refers to the difference between all contractual cash flow receivable by the Company under contracts
which are discounted according to the original effective interest rate, and all the cash flow expected to be received,
namely, the present value of all cash short. In particular, for financial assets purchased or originated by the
Company that are credit impaired, they should be discounted at the credit-adjusted effective interest rate of the
financial assets.
The general approach to measuring expected credit losses is that the Company assesses at each balance sheet date
whether the credit risk of a financial asset (including other applicable items such as contract assets, etc., the same
below) has increased significantly since initial recognition, and if the credit risk has increased significantly since
initial recognition, the Company measures the allowance for losses at an amount equal to the expected credit
losses over the entire life of the asset; if the credit risk has not increased significantly since initial recognition, the
Company measures the allowance for losses at an amount equal to the expected credit losses over the next 12
months. The Company considers all reasonable and substantiated information, including forward-looking
information, in assessing expected credit losses.
For financial instruments with low credit risk at the balance sheet date, the Company assumes that the credit risk
has not increased significantly since initial recognition and elects to measure the allowance for losses at an
amount equal to the expected credit losses over the next 12 months.
2. Criteria for determining whether there has been a significant increase in credit risk since initial recognition
The credit risk of a financial asset increases significantly if the probability of default over the expected life of the
financial asset as at the balance sheet date is significantly higher than the probability of default over the expected
life of the financial asset as at initial recognition. Except in exceptional circumstances, the Company uses the
change in the risk of default occurring within the next 12 months as a reasonable estimate of the change in the risk
of default occurring over the entire duration to determine whether there has been a significant increase in credit
risk since initial recognition.
3. Portfolio approach to assessing expected credit risk on a portfolio basis
The Company evaluates credit risk for individual items of notes receivable, accounts receivable and other
receivables that have significantly different credit risks with the following characteristics. For example,
receivables from related parties; receivables that are in dispute with the other party or involved in litigation or
arbitration; and notes and accounts receivable for which there are clear indications that the debtor is likely to fail
to meet its repayment obligations.
In addition to financial assets for which credit risk is assessed individually, the Company classifies financial assets
into different groups based on common risk characteristics and assesses credit risk on a portfolio basis.
4. Accounting method for impairment of financial assets
To reflect changes in the credit risk of a financial instrument since the initial recognition, the Company
remeasures the expected credit losses on each balance sheet date. The resulting increase or reversal of the
provision for losses shall be recognized as an impairment loss or gain in profit or loss and, depending on the type
214
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
of financial instrument, offset against the carrying amount of the financial asset presented in the balance sheet or
recorded as provisions (loan commitments or financial guarantee contracts) or recorded in other comprehensive
income (investments in debt obligations measured at fair value through other comprehensive income).
5. Recognition method for credit losses on financial assets
The Company accounts for financial assets measured at amortized cost (including receivables), financial assets
classified as at fair value through other comprehensive income (including receivables financing), and lease
receivables based on expected credit losses, and recognizes impairment accounting and provision for losses.
The Company assesses whether the credit risk of the relevant financial instruments has increased significantly
since the initial recognition on each balance sheet date, divides the process of credit impairment of financial
instruments into three stages, and applies different accounting treatments to the impairment of financial
instruments at different stages: (1) in the first stage, if the credit risk of a financial instrument has not increased
significantly since the initial recognition, the Company will measure the loss reserves according to the amount
equivalent to the expected credit losses in the next 12 months, and calculate the interest revenue according to the
book balance (i.e., before deducting the provision for impairment) and the actual interest rate; (2) In the second
stage, if the credit risk of a financial instrument has increased significantly since the initial recognition but no
credit impairment has occurred, the Company will measure the loss reserves based on the expected credit loss
over the entire life of the financial instrument and calculates interest revenue based on the carrying amount of the
financial instrument and the effective interest rate; (3) In the third stage, if credit impairment occurs after the
initial recognition, the Company will measure the loss reserves based on the expected credit loss over the life of
the financial instrument and calculates interest revenue based on the amortized cost (carrying amount less
provision for impairment) and the effective interest rate.
(1) Method of the provision for losses on the measurement of financial instruments with lower credit risk
For financial instruments with lower credit risk on the balance sheet date, the Company makes a direct assumption
that the credit risk of the instrument has not increased significantly since the initial recognition without comparing
it with the credit risk at the time of its initial recognition.
If the financial instruments have low default risk, the debtor's ability to meet its contractual cash flow obligations
in the short term is strong, and even if adverse changes in economic conditions and business environment in the
longer term don't necessarily reduce the borrower's ability to meet its contractual cash flow obligations, the
financial instruments are considered to have low credit risk.
(2) Receivables and contract assets with no significant financing component
For receivables or contract assets arising from transactions governed by Accounting Standard for Business
Enterprises No. 14 - Revenue that do not have a significant financing component, the Company uses a simplified
approach whereby the allowance for losses is always measured on the basis of expected credit losses throughout
their lives.
Depending on the nature of the financial instrument, the Company assesses whether there is a significant increase
in credit risk on an individual financial asset or a portfolio of financial assets basis. The Company classifies notes
receivable and accounts receivable into certain portfolios based on credit risk characteristics, and calculates
expected credit losses on a portfolio basis, which is determined on the following basis:
a) Accounts Receivable with a Single Significant Amount and a Separate Provision for Expected Credit Losses
Judgment basis or amount criteria for Accrual method of expected credit losses that are individually significant
significant individual amounts and accrued
The impairment tests are conducted separately for accounts receivable
Accrual method of expected credit with individually significant amounts. If there is objective evidence of
losses that are individually significant impairment, an impairment loss is recognized based on the difference
and accrued between the present value of future cash flows and their carrying amount,
and an expected credit loss is recorded
b) Accounts Receivable with Expected Credit Losses Provision Based on Credit Risk Portfolio
215
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Portfolio name Determination method of expected credit losses
General business portfolio Aging analysis
Internal business portfolio Other methods
Accounts Receivable for which the Expected Credit Loss is Withdrawn by Credit Risk Characteristics
Portfolio name Basis for portfolio recognition Determination method of expected credit losses
Portfolio 1 Bank acceptance bill Low credit risk with no provision for bad debts
Portfolio 2 Trade acceptance Aging analysis
The aging analyses are based on their date of entry into the accounts.
Among portfolios, expected credit losses accrued by aging analysis:
Aging Accrual rate of expected credit losses
Within 1 year (including 1 year) 2-3% (Note)
1 to 2 years 10%
2 to 3 years 30%
3 to 4 years 50%
4 to 5 years 80%
Over 5 years 100%
Note: NationStar, a subsidiary of the Company, is a subsidiary formed in a business combination under the same
control during the period. The accrual rate for expected credit losses for NationStar within one year (including one
year) is 2%.
c) Accounts Receivable with an Insignificant Single Amount but for which the Expected Credit Loss is Made
Independently
Reasons for a separate provision for
Conclusive evidence of significant differences in recoverability
expected credit losses
An impairment loss is recognized for expected credit losses based on
Determination method of expected credit
the difference between the present value of expected future cash flows
losses
and their carrying amount
(3) Method of measuring loss provision for other financial assets
216
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
For financial assets other than those mentioned above, such as debt investments, other debt investments, other
receivables and long-term receivables other than lease receivables, the Company measures the allowance for
losses in accordance with the general method, i.e. the "three-stage" model.
The Company considers the following factors in assessing whether there has been a significant increase in credit
risk when measuring credit impairment on financial instruments:
The Company divides other receivables into certain combinations based on the nature of the amounts. It calculates
expected credit losses based on the combinations, and the basis for determining the combinations is as below:
Other receivables portfolio 1: Deposit, antecedent money
Other receivables portfolio 2: Related party money
Other receivables portfolio 3: Advance money
Of this, the expected credit loss rate for the ageing portfolio is:
Aging Accrual rate of expected credit losses
Within 1 year (including 1 year) 2-3% (Note)
1 to 2 years 10%
2 to 3 years 30%
3 to 4 years 50%
4 to 5 years 80%
Over 5 years 100%
Note: NationStar, a subsidiary of the Company, is a subsidiary formed in a business combination under the same
control during the period. The accrual rate for expected credit losses for NationStar within one year (including one
year) is 2%.
13. Accounts Receivable Financing
The determination methods and accounting methods of receivables financing are detailed in Note 12, Accounts
Receivable, under this note.
14. Other Receivables
Determination methods and accounting methods of expected credit losses on other receivables
The determination methods and accounting methods of expected credit losses of other receivables is the same as
that of accounts receivable, as detailed in Note 12, Accounts Receivable, in this note.
15. Inventory
1. Classification of inventories
Inventories refer to the Company's finished goods or commodities for sale held in daily activities, unfinished
goods in manufacturing process, and materials and supplies consumed in process of manufacturing products or
providing services, etc. Inventories mainly include raw materials, goods in process, materials in transit, finished
goods, commodities, turnover materials, materials commissioned for processing, etc. Turnover materials include
low-value consumables and packaging materials.
2. Pricing method of issuing inventories
217
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Inventories are valuated at the actual cost of the acquisition, and the inventory costs include procurement costs
and processing costs. Inventories are valuated using the weighted average method when being issued.
3. Accrual method of provision for decline in value of inventories
Net realizable value refers to the amount after deducting the cost estimated until completion, estimated selling
expenses, and relevant taxes from the estimated selling price of the inventory. The Company determines the net
realizable value of inventories based on solid evidence obtained and after taking into consideration the purpose for
which the inventory is held, and the impact of post-balance sheet events.
The net realizable value of finished goods, materials for sale, and other merchandise inventories used directly for
sale is determined in the normal course of production and operation as the estimated selling price of such
inventories, less estimated selling expenses, and related taxes.
The net realizable value of material inventories subject to processing is determined in the normal course of
production operations as the estimated selling price of the finished goods produced, less the estimated costs to be
incurred to completion, estimated selling expenses, and related taxes.
4. Inventory system of inventories
The perpetual inventory system is adopted for the inventories of the Company.
5. Amortization of low-value consumables and packing materials
The one-off charge-off method is used for low-value consumables and packaging materials.
16. Contract Assets
The Company presents the right to receive consideration for goods or services that have been transferred to the
customer (and which is dependent on factors other than time-lapse) as a contract asset. Provision for impairment
of contract assets is made with reference to the expected credit loss method for financial instruments. For contract
assets that do not contain significant financing components, the Company uses a simplified measurement method
to measure the loss reserves. For contract assets containing significant financing components, the Company uses a
general measurement method to measure the loss reserves.
When an impairment loss is incurred on a contract asset, the amount to be written down is debited to "impairment
losses on assets" and credited to provision for impairment of contract assets; the reverse entry is made when the
provision for impairment is reversed.
17. Contract Costs
not applicable
18. Assets Held for Sale
The Company classifies non-current assets or disposal groups that meet both of the following conditions as assets
held for sale: First, the assets or disposal groups can be sold immediately under current conditions based on the
practice of selling such assets or disposal groups in similar transactions; and second, the sales are highly likely to
occur, that is, the Company has already made a resolution on a sale plan and obtained a certain purchase
commitment, and the sale is expected to be completed within one year. The relevant regulations require the
approval of the relevant or regulatory authority of the enterprise before the sale shall have been approved.
When the Company initially measures or remeasures non-current assets or disposal groups held for sale on the
balance sheet date, if the carrying value is higher than the fair value minus the net amount of the sale costs, the
carrying value will be written down to the net amount of fair value minus the sale costs. The amount written down
will be recognized as asset impairment loss and included in current profit and loss, and provision for impairment
of assets held for sale will be made.
Assets in the balance sheet in the non-current assets held for sale or disposal groups held for sale are presented as
assets held for sale, and liabilities in the disposal groups held for sale are presented as liabilities held for sale.
A discontinued operation is a separately distinguishable component meeting one of the following conditions and
which has been disposed of by the Company or is classified by the Company as held for sale:
218
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
1. The component represents a separate primary business or a separate primary operating area;
2. The component is part of an associated plan for the proposed disposal of a separate primary business or a
separate major operating area;
3. The component is a subsidiary acquired exclusively for resale.
19. Investment in Debt Obligations
Not applicable
20. Other Investment in Debt Obligations
Not applicable
21. Long-term Receivables
Not applicable
22. Long-term Equity Investments
1. Determination of initial investment cost
For long-term equity investments acquired through a business combination, in the case of a business combination
under the same control, the initial investment cost of the long-term equity investment shall be the share of the
owners' equity of the party being combined in the consolidated financial statements of the ultimate controlling
party on the combination date; in the case of a business combination not under the same control, the initial
investment cost of the long-term equity investment shall be the cost of combination determined on the acquisition
date; for long-term equity investments acquired by paying cash, the initial investment cost is the actual purchase
price paid; for long-term equity investments acquired by issuing equity securities, the initial investment cost is the
fair value of the equity securities issued; for long-term equity investments acquired through debt restructuring, the
initial investment cost is determined in accordance with the relevant provisions of Accounting Standards for
Business Enterprises No. 12-Debt Restructuring; for long-term equity investments acquired through exchange of
non-monetary assets, the initial investment cost is determined in accordance with the relevant provisions of
Accounting Standards for Business Enterprises No. 7-Exchange of Non-monetary Assets.
2. Method of subsequent measurement and recognition of profit or loss
Long-term equity investments in which the Company can exercise control over the investees are accounted for by
the cost method, and long-term equity investments in associates and joint ventures are accounted for by the equity
method. If a portion of the Company's equity investments in affiliates is held indirectly through venture capital
institutions, mutual funds, trust companies, or similar entities, including investment-linked funds, regardless of
whether the above entities have significant influence over this portion of the investment, the Company treats it in
accordance with the relevant provisions of Accounting Standards for Business Enterprises No. 22-Recognition
and Measurement of Financial Instruments and accounts for the remaining portion with the equity method.
3. Determination basis of the same control and significant influence on the investee
Having the same control over an investee refers to that the activities that significantly affect the return on an
arrangement can only be decided with the unanimous consent of the participants sharing control, including sales
and purchases of goods or services, management of financial assets, acquisitions and disposals of assets, research
and development activities, and financing activities; having significant influence over an investee refers to having
a considerable impact when more than 20% to 50% of the investee's voting capital is held. Or, although less than
20%, having a considerable impact when one of the following conditions is met: Representation on the board of
directors or similar authority of the investee; participation in the policy-making process of the investee;
assignment of management personnel to the investee; reliance of the investee on the technology or technical
information of the investee; and major transactions with the investee.
23. Investment Properties
Measurement model of investment property
Measurement of cost method
219
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Depreciation or amortization method
The Company's investment property include leased land use rights, leased buildings, and land use rights held and
ready to be transferred after appreciation. Investment property is initially measured according to cost, and then
measured by cost model.
The Company uses the composite life depreciation method for buildings leased out of investment properties, and
the specific accounting policies are the same as those for fixed assets. Land use rights leased out of investment
properties and land use rights held and intended to be transferred after appreciation are amortized through the
straight-line method with the same accounting policies as those for the intangible assets segment.
24. Fixed Assets
(1) Recognition conditions
The fixed assets refer to tangible assets held for production of goods, provision of labour services, lease or
business with a service life of over a fiscal year. Recognition is made when the following conditions are met: The
economic benefits associated with the fixed-asset will probably flow to the enterprise; the cost of the fixed-asset
can be measured reliably.
(2) Depreciation method
Annual depreciation
Category Depreciation method Depreciable life Residual value rate
rate
Straight-line
Houses and buildings 3-30 years 1%-5% 31.67%-3.17%
depreciation method
Straight-line
Machinery equipment 2-10 years 1%-5% 47.50%-9.50%
depreciation method
Transportation Straight-line
5-10 years 1%-5% 19.00%-9.50%
equipment depreciation method
Straight-line
Electronic equipment 2-8 years 1%-5% 47.50%-11.88%
depreciation method
(3) Impairment testing methods for fixed assets and provision for impairment
For details, see Note 31 “Impairment of long-term assets”.
(4) Disposal of fixed assets
Fixed assets are derecognised when they are disposed of, or when no economic benefits are expected to arise from
their use or disposal. Proceeds from the disposal of fixed assets on sale, transfer, retirement or destruction, net of
their carrying amount and related taxes, are recorded in current profit or loss.
25. Construction in Progress
The cost of construction in progress is determined on the basis of actual construction expenditure, including all
construction expenditure incurred during the period of construction, borrowing costs capitalised before the
construction reaches its intended useable state and other related costs.
Construction in progress is transferred to fixed assets when it reaches its intended useable state and depreciation
commences from the following month. If the construction in progress has reached its intended useable state but
has not yet been finalised, it is transferred to fixed assets at its estimated value from the date it reaches its intended
220
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
useable state, based on the project budget, cost or actual cost of the project, and is depreciated in accordance with
the Company's policy on depreciation of fixed assets, and the original provisional estimated value is adjusted to
the actual cost after the finalisation of the project.
See Note 31, "Impairment of long-term assets" for details of the impairment testing method and provision for
impairment for construction in progress.
26. Borrowing Costs
1. Recognition principles for the capitalization of borrowing costs
If the borrowing costs incurred by the Company can be directly attributable to the acquisition, construction or
production of assets that meet the capitalization conditions, they shall be capitalized and included in the costs of
the underlying assets; other borrowing costs recognized as costs according to the amount incurred shall be
included in the profit and loss for the current period. Assets eligible for capitalization refer to assets, such as fixed
assets, investment properties, and inventories that require a long period for their acquisition or production
activities to reach the expected usable or saleable status.
2. Calculation of capitalization amount
The capitalization period refers to the period from when the capitalization of borrowing costs starts to when the
capitalization stops. The period during which capitalization of borrowing costs is suspended is not included.
Capitalization of borrowing costs shall be suspended if there is an abnormal interruption in the course of
acquisition or production and the interruption lasts for more than three consecutive months.
Borrowing of special borrowings is determined by the interest expense incurred in the period of the special
borrowings, less the interest revenue expenditure earned by depositing the unused borrowed funds in banks or the
investment income earned by making temporary investments; the appropriation of general borrowings is
determined by multiplying the weighted average amount of asset expenses over the portion of special borrowings
by the capitalization rate of the general borrowings appropriated, which is the weighted average interest rate of
general borrowings; if there is a discount or premium on borrowings, the amount of discount or premium to be
amortized in each accounting period is determined by the effective interest rate method. The amount of interest is
adjusted for each period.
The effective interest rate method is a method of calculating the amortized discount or premium or interest
expense on a borrowing based on its effective interest rate. The effective interest rate method calculates the
amortized discount or premium or interest expense on a borrowing based on its effective interest rate.
27. Living Assets
Not applicable
28. Oil and Gas Assets
Not applicable
29. Right-of-use Assets
The determination methods and accounting methods of right-of-use assets are detailed in Note 42, Leases, under
this note.
30. Intangible Assets
(1) Pricing method, useful life and impairment test
1. Recognition criteria of intangible assets
Intangible assets are identifiable non-monetary assets that are owned or controlled by the Company without
physical form. The intangible assets are recognized when all the following conditions are met: (1) Conform to the
definition of intangible assets; (2) Expected future economic benefits related to the assets are likely to flow into
the Company; (3) The costs of the assets can be measured reliably.
2. Initial measurement of intangible assets
221
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Intangible assets are initially measured at cost. Actual costs are determined by the following principles:
(1) The cost of the acquisition of intangible assets, including the purchase price, relevant taxes and other expenses
directly attributable to the intended use of the asset. If the amount paid for the purchase of intangible assets
witnesses postponed payment due to that the normal credit conditions are exceeded and is actually financing in
nature, the costs of such intangible assets shall be determined on the basis of the present value of the purchase
price. The difference between the actual payment price and the present value of the purchase price shall be
recorded into the current profits and losses in the credit period except that can be capitalized in accordance with
the Accounting Standard for Business Enterprises No. 17 - Borrowing Cost.
(2) The cost of investing in intangible assets shall be recognized according to the value agreed upon in the
investment contract or agreement, except that the value of the contract or agreement is unfair.
3. Subsequent measurement of intangible assets
The Company shall determine the useful life when it obtains intangible assets. The useful life of intangible assets
is limited, and the years of the useful life or output that constitutes the useful life or similar measurement units
shall be estimated. The intangible assets are regarded as intangible assets with uncertain useful life if the term that
brings economic benefits to the Company is unforeseeable
Intangible assets with limited useful life shall be amortized by straight line method from the time when the
intangible assets are available until can’t be recognized as intangible assets; intangible assets with uncertain useful
life shall not be amortized. The Company reviews the estimated useful life and amortization method of intangible
assets with limited useful life at the end of each year, and reviews the estimated useful life of intangible assets
with uncertain useful life in each accounting period. For intangible assets that evidence shows the useful life is
limited, the useful life shall be estimated and the intangible assets shall be amortized in the estimated useful life.
4. Recognition criteria and withdrawal method of intangible asset impairment provision
The impairment test method and withdrawal method for impairment provision of intangible assets are detailed in
Note 3, (20): “Long-term asset impairment”.
(2) Accounting policy for internal research and development expenditures
The expenditures in internal research and development projects of the Company are classified into expenditures in
research stage and expenditures in development stage. The expenditures in research stage are included in the
current profits and losses when incurred. The expenditures in development stage are recognized as intangible
assets when meeting the following conditions:
(1) The completion of the intangible assets makes it technically feasible for using or selling;
(2) Having the intention to complete and use or sell the intangible assets;
(3) The way in which an intangible asset generates economic benefits, including the proof that the products
produced with the intangible assets can be sold in a market or the proof of its usefulness if the intangible assets
can be sold in a market and will be used internally;
(4) Having sufficient technical, financial resources and other resources to support the development of the
intangible assets and the ability to use or sell the intangible assets;
(5) Expenditure attributable to the development stage of intangible assets can be measured reliably.
The cost of self-developed intangible assets includes the total expenditure incurred after meeting intangible assets
recognition criterion and before reaching intended use. Expenditures that have been expensed in previous periods
are no longer adjusted.
The cost of intangible assets acquired by non-monetary assets exchange, debt restructuring, government subsidies
and business combination are recognized according to relevant provisions of Accounting Standards for Business
Enterprises No. 7 - Non-monetary Assets Exchange, Accounting Standards for Business Enterprises No. 12 - Debt
Restructuring, Accounting Standards for Business Enterprises No. 16 - Government Subsidies, Accounting
Standards for Business Enterprises No. 20 - Business Combination respectively.
222
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
31. Impairment of Long-term Assets
For long-term assets having the indication of impairment on balance sheet date such as long-term equity
investments, investment property measured in cost mode, fixed assets, construction in progress, productive living
assets measured in cost mode, oil and gas assets, and intangible assets, the Company shall test the impairment. If
the impairment test results indicate that the recoverable amount of the asset is lower than its book value, the
impairment provision shall be made at the difference and included in the impairment loss.
The recoverable amount is the higher of the fair value of the asset minus the disposal cost and the present value of
the expected future cash flow of the asset. The provision for impairment of assets is calculated and recognized on
the basis of individual assets. If it is difficult to estimate the recoverable amount of individual assets, the
recoverable amount of the asset group shall be recognized by the asset group to which the asset belongs. The asset
group is the smallest portfolio of assets that can generate cash inflows independently.
Goodwill presented separately in the financial statements shall be tested for impairment every year, whether or not
there is any indication of impairment. The book value of the goodwill shall be apportioned to the asset group or
portfolio of asset groups that is expected to benefit from the synergies of the business combination when the
impairment test is conducted. The corresponding impairment loss is recognized if the test results indicate that the
recoverable amount of the asset group or portfolio of asset groups containing the apportioned goodwill is lower
than its book value. The amount of the impairment loss shall offset the book value of the goodwill apportioned to
the asset group or portfolio of asset groups, and offset the book value of other assets in proportion according to the
proportion of the book value of other assets except the goodwill in the asset group or portfolio of asset groups.
Once the impairment loss of the above asset is recognized, the portion that the value is restored will not be written
back in subsequent periods.
32. Long-term Prepaid Expense
Long-term prepaid expense refers to general expenses with the apportioned period over one year (excluding one
year) that have occurred but are attributable to the current and future periods. Long-term prepaid expense shall be
amortized averagely within benefit period. In case of no benefit in the future accounting period, the amortized
value of such item that fails to be amortized shall be transferred into the current profits and losses.
33. Contract Liabilities
The Company presents the obligation of transferring goods to or providing services for customers for
consideration received or receivable as a contract liability.
The Company presents contract asset and contract liability under the same contract on a net basis.
34. Payroll
Employee benefits refer to all forms of remuneration or compensation given by the Company for services
rendered by employees or for the termination of employment relationships. Employee benefits mainly include
short-term benefits, post-employment benefits, termination benefits and other long-term employee benefits.
(1) Accounting treatments for short-term benefits The short-term compensation actually happened during the
accounting period when the active staff offering the service for the Company should be recognized as liabilities
and is included in the current profits and losses except for those required or allowed to be included in the assets
cost by the Accounting Standards for Business Enterprises. The employee services benefits actually happened in
the Company shall be included in the current profits and losses or relevant assets cost according to the actual
amount. Of which the non-monetary benefits should be measured according to the fair value. During the
accounting term in which employees provide service, the Company calculates and determines the corresponding
payroll amount in accordance with the withdrawal basis and withdrawal proportion specified in regulations with
the social insurance premiums such as medical insurance premiums, industrial injury insurance premium and birth
insurance premium, housing fund, and the labour union budget and employee education budget withdrawn in
regulations, and then recognizes it as liabilities that are included in the current profits and losses or relevant assets
cost.
223
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(2) Accounting treatment of the welfare after demission
The payable and deposit amount calculated according to the defined contribution plan during the accounting
period when the active staff offering the service for the Company is recognized as liabilities and is included in the
current profits and losses or relevant assets cost. The benefit obligations arising from the defined benefit plan shall
be attributable to the period in which the employees provide services based on the formula determined by
expected cumulative welfare unit method and included in current profits and losses or cost of relevant asset.
(3) Accounting treatment of the demission welfare
When offering the demission welfare, the Company shall recognize the payroll liabilities incurred from the
demission welfare on the earlier of the date when the Company could not unilaterally withdraw the demission
welfare offered by the plan or layoff proposal owing to termination of the labour relationship or the date when the
Company recognizes the cost related to the reorganization of the payment of the demission welfare, and include
the payroll liabilities into the current profits and losses:
(4) Accounting treatment of the welfare of other long-term staffs
The other long-term welfare that the Company offers to the staff, if met with the setting drawing plan, shall be
disposed of according to the relevant setting drawing plan; except for that, net liabilities or net assets of the
welfare of other long-term staff shall be recognized and measured according to the setting drawing plan.
35. Lease Liabilities
The determination methods and accounting methods of leases are detailed in Note 42, Leases, under this note.
36. Provisions
The obligation pertinent to contingencies shall be recognized as provisions when that obligation is a current
obligation of the Company, and it is likely to cause any economic benefit to flow out of the enterprise as a result
of performance of the obligation, while the amount of the obligation can be measured in a reliable way. The
Company conducts the initial measurement in accordance with the best estimate of the necessary expenses for the
performance of the current obligation. If there is a sequent range for the necessary expenses and if all the
outcomes within this range are equally likely to occur, the best estimate shall be determined in accordance with
the midpoint estimate within the range; if the contingencies concern two or more items, the best estimate shall be
calculated and determined in accordance with all possible outcomes and the relevant probabilities.
Review of the book value of provisions shall be conducted on the balance sheet date. The book value shall be
adjusted in accordance with the current best estimate when there is definite evidence indicating that the book
value cannot reflect the current best estimate in faithfulness.
37. Share-based Payment
Not applicable
38. Other Financial Instruments such as Preferred Shares and Perpetual Bonds
Not applicable
39. Revenue
The Accounting Policy Adopted for Recognition and Measurement of Revenue
The Company recognizes revenue when it has satisfied its performance obligations under the contract, i.e., when
the customer has obtained control of relevant goods or services. Obtaining control of relevant goods or services
means being able to direct the use of them and obtain substantially all benefits from them.
Where the contract contains two or more performance obligations, the Company, at the inception date of the
contract, allocates the transaction price to each performance obligation in accordance with the relative proportion
of the stand-alone selling price of the goods or services promised by each performance obligation. The Company
measures revenue on the basis of the transaction price allocated to each performance obligation.
Transaction price is the amount of consideration to which the Company expects to be entitled in exchange for
transferring goods or services to a customer, excluding amounts collected on behalf of third parties and amounts
224
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
expected to be returned to the customer. The Company determines the transaction price in accordance with the
terms of the contract, with past business practices taken into account. When determining the transaction price, it
considers the impact of variable consideration, the existence of a significant financing component in the contract,
non-cash consideration, consideration payable to a customer and other factors. The transaction price is recognized
only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue
recognized will not occur when the relevant uncertainty is resolved. Where a contract contains a significant
financing component, the Company determines the transaction price on the basis of the amount presumably
payable in cash when the customer obtains control of the goods or services, and uses the actual interest method to
amortize the difference between the transaction price and the contract consideration during the contract period.
A performance obligation is satisfied over time if one of the following conditions is met; otherwise, it is treated as
satisfied at a point in time:
(1) The customer simultaneously receives and consumes the benefits provided by the Company's performance as
the Company performs.
(2) The customer can control the goods as they are created during the Company's performance.
(3) The goods produced by the Company's performance have no alternative use, and the Company has the right to
collect payment for performance completed to date during the entire contract period.
Where a performance obligation is to be satisfied over time, the Company recognizes revenue in accordance with
the progress of performance during the period, except when the progress cannot be reasonably determined. In
determining the progress of performance, the Company takes into account the nature of the goods or services and
adopts the output methods or the input methods.
Where the performance progress cannot be reasonably determined, and the costs incurred are expected to be
recovered, the Company recognizes revenue according to the amount of the costs incurred until the progress can
be reasonably determined.
Where the performance obligation is to be satisfied at a certain point in time, the Company recognizes revenue at
the point when the customer obtains control of the relevant goods or services. When judging whether the customer
has obtained control of goods or services, the Company considers the following indicators:
(1) The Company has a present right to receive payment for the goods or services, i.e., the customer has a present
obligation to pay for the goods or services.
(2) The Company has transferred the legal ownership of the goods to the customer, i.e., the customer has obtained
the legal ownership of the goods.
(3) The Company has transferred physical possession of the goods to the customer, i.e., the customer has taken
physical possession of the goods.
(4) The Company has transferred significant risks and rewards of ownership of the goods to the customer, i.e., the
customer has obtained significant risks and rewards of ownership of the goods.
(5) The customer has accepted the goods or services.
2. Specific methods
(1) Recognition of domestic sales revenue: Under the conventional settlement mode, the Company has delivered
goods that have passed inspection to the purchaser as required by the purchaser; the amount of revenue has been
determined, a sales invoice has been issued and the payment has been received or is expected to be recovered;
under the consignment sales settlement mode, the Company recognizes sales revenue when the product is issued
and the settlement notice is issued after the customer inspection is qualified.
(2) Recognition of export sales revenue: The Company has produced goods according to the requirements
stipulated in the sales contract, and completed the export declaration procedures after the goods have passed
inspection; the freight company has shipped the goods, the amount of revenue has been determined, an export
sales invoice has been issued, and the payment has been received or is expected to be recovered.
Differences in accounting policies for the recognition of revenue caused by different business models for the same
type of business
225
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
40. Government Subsidies
1. Category of and accounting treatment for government subsidies
Government subsidies refer to the monetary assets or non-monetary assets obtained by the Company from the
government (excluding the capital invested by the government as an equity holder). If a government subsidy is a
monetary asset, it shall be measured according to the amount received or receivable. If a government subsidy is a
non-monetary asset, it shall be measured at its fair value, and shall be measured at a nominal amount when the fair
value cannot be obtained reliably.
Government subsidies related to the daily activities are included in other income in accordance with the nature of
economic business. Government subsidies unrelated to the daily activities are included in non-operating revenue.
Government subsidies are recognized as asset-related subsidies when stipulated by government documents to be
used for acquisition, construction or otherwise formation long-term assets. Government subsidies without subsidy
object specified by the government document, able to form a long-lived asset, and corresponding to the asset
value are asset-related government subsidies, while the rest are government subsidies related to income. For
government subsidies containing both part related to asset and part related to income, the Company shall conduct
the accounting treatment respectively to the different part; if the part is difficult to distinguish, it shall be classified
as government subsidy related to income; government subsidies related to assets are recognized as deferred
income. The amount recognized as deferred income is included in the current profits and losses in accordance
with reasonable and systematic method in the useful life of relevant assets.
Government subsidies other than asset-related government subsidies are recognized as government subsidies
related to income. Government subsidies related to income used to compensate the relevant costs, expenses or
losses of the Company in the subsequent period shall be recognized as deferred income, and shall be included in
the current profit and loss during the period of confirming the relevant cost, expenses or losses; subsidies used to
compensate the relevant costs, expenses or losses incurred by the Company shall be directly included in the
current profits and losses (subsidies related to the daily activities of the Company are included in other income;
while subsidies unrelated to the daily activities of the Company are included in non-operating revenue).
In the case that the Company obtains a policy favourable loan interest subsidy, and the fiscal system allocates the
fund of interest subsidy to the lending bank, who provides loans to the Company at a policy favourable interest
rate, the actual loan amount received is recognized as the recorded value of the loan, and the relevant borrowing
costs are calculated based on the loan principal and the policy favourable interest rate; if the fiscal system
allocates the fund of interest subsidy to the Company directly, the Company reduces the corresponding interest
subsidy against relevant borrowing costs.
2. Recognition time of government subsidies
Government subsidies shall be recognized when the Company satisfies the conditions attached to the government
subsidies and is able to receive them. Government subsidies measured according to the receivable amount shall be
recognized when there is positive evidence at the end of the period that they can meet the relevant conditions
stipulated by the financial support policies and are expected to receive financial support funds. Other government
subsidies other than government subsidies measured by amount receivable are recognized when the Company
actually receives the subsidies.
41. Deferred Income Tax Assets/Deferred Income Tax Liabilities
1. The Company recognizes the deferred income tax assets or deferred income tax liabilities in accordance with
the applicable tax rate during the estimated period of recapturing the assets or paying the liabilities for the
different amount between the book value of assets or liabilities and its tax base (for items not recognized as assets
and liabilities, if its tax basis can be determined according to the tax law, the tax basis is recognized as the
different amount).
2. The recognition of deferred income tax assets is subject to the amount of taxable income obtained to offset the
deductible temporary differences. On the balance sheet date, deferred income tax assets without recognition
during the former accounting period shall be recognized if there are definite indications representing that it is
probable to have sufficient taxable income to offset the deductible temporary differences during the future period.
If it is likely that sufficient taxable income will not be available to offset the benefit of the deferred income tax
assets in the future period, the book value of the deferred income tax assets will be written down.
226
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
3. For taxable temporary differences related to the investment in subsidiaries and associated enterprises, the
deferred income tax liabilities are recognized unless the time of temporary differences reversal can be controlled
by the Company and are probably not to be reversed in foreseeable future. For deductible temporary differences
related to the investment in subsidiaries and associated enterprises, the deferred income tax assets are recognized
if the temporary differences are probably to be reversed in foreseeable future and it is likely to have taxable
income to offset the deductible temporary differences.
42. Lease
(1) Accounting treatment of operating lease
1. Accounting treatment of leased assets
On the start date of the lease term, the Company deems the right-of-use assets and lease liabilities of all the
operating leases except for the short-term leases and low-value leases, and recognizes the depreciation expense
and interest expense respectively within the lease term.
In each period in lease term, the Company includes the lease payment of short-term leases and low-value leases in
the current expense with the straight-line method.
(1) Right-of-use assets
Right-of-use assets refer to the right of the lessees to use the leasehold property in the lease term. At the start date
of the lease term. The Company initially measures the right-of-use assets at cost. The cost includes: a) The initial
measurement amount of the lease liabilities; b) the lease payment paid on or before the start date of the lease term.
If there is a lease incentive, the amount related to the lease incentive taken should be deducted; c) the initial direct
cost incurred by the lessee; d) the estimated cost that the lessee will use to pull down and remove the leasehold
property, and restore the site of the leasehold property or restore the leasehold property to the state agreed in the
lease clauses.
The Company depreciates the right-of-use assets with the straight-line method. If it is reasonably certain that the
ownership of the leasehold property will be obtained at the end of the lease term, the Company will depreciate the
leasehold property over its estimated remaining service life. If it is not reasonably certain that the ownership of the
leasehold property will be obtained at the end of the lease term, the Company will depreciate the leased assets
over the lease term or the remaining service life, whichever is shorter.
The Company will determine the impairment of right-of-use assets and conduct accounting treatment in
accordance with relevant provisions of the Accounting Standards for Business Enterprises No.8 - Asset
Impairment.
(2) Lease liabilities
The Company initially measures the lease liabilities at the current value of the lease payments outstanding at the
start date of the lease term. Lease payments include: a) fixed payment (including substantial fixed payment), and
the relevant amount after deducting the lease incentive if any; b) variable lease payments depending on index or
ratio; c) estimated payments due to the guaranteed residual value provided by the lessee; d) exercise price of the
purchased option, provided that the lessee reasonably determines that the option will be exercised; and e) the
amount to be paid for the exercise of the lease termination options, provided that the lease term reflects that the
lessee will exercise the options to terminate the lease.
The Company uses the interest rate implicit in lease as the rate of discount. If the interest rate implicit in lease
cannot be reasonably determined, the Company's incremental borrowing rate is used as the rate of discount. The
Company calculates the interest expenses of the lease liabilities during each period of the lease term at a fixed
periodic interest rate, and includes them in financial expenses. The periodic interest rate refers to the rate of
discount employed by the Company or the rate of discount after revision.
Variable lease payments that are not covered in the measurement of the lease liabilities are included in current
profit or loss when actually incurred.
When there is a change in the Company's evaluation results of lease renewal options, lease termination options or
purchase options, the Company will re-measure the lease liabilities utilizing the present value of the changed lease
payment and the revised rate of discount, and adjust the book value of right-of-use assets accordingly. Where
227
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
there is a change in substantial lease payment, estimated payments due to the guaranteed residual value, or
variable lease payments depending on index or ratio, the Company will re-measure the lease liabilities leveraging
the present value of the changed lease payment and the original rate of discount, and adjust the book value of
right-of-use assets accordingly.
2. Accounting treatment of lease assets
(1) Accounting treatment of operating leases
The lease receivable of the operating lease in each period in the lease term is deemed as a rental on a straight-line
basis. The Company capitalizes the initial direct cost related to the operating finance, amortizes and includes it in
the current profits on the basis same as the recognition of rentals in the lease term.
(2) Accounting treatment method of financial lease
On the start date of lease, the difference between the sum of finance lease receivable and unguaranteed residual
value and its present value is recognized as unrealised lease income by the Company, which is recognized as lease
income in each period when the rent is received in the future. The initial direct cost incurred related to lease
business is included in the initial recorded value of financial lease receivable.
43. Other Significant Accounting Policies and Estimates
1. In December 2021, the Ministry of Finance (MOF) issued Accounting Standard for Business Enterprises
Interpretation No. 15 (C.K. [2021] No. 35) ("Interpretation No. 15"), in which "Accounting for the sale of
products or by-products produced by an enterprise before the fixed assets reach their intended useable state or in
the course of research and development" and "Judgment on loss-making contracts" shall be effective on 1 January
2022. The Company implemented the policies above, and the change in accounting policy has no impact on the
Company's financial statements.
2. In November 2022, the Ministry of Finance ("MOF") issued Accounting Standard for Business Enterprises
Interpretation No. 16 (C.K. [2022] No. 31) ("Interpretation No. 16"), in which "Accounting method of the income
tax effects of dividends on financial instruments classified as equity instruments by the issuer" and "Accounting
method of the revision of share-based payment settled in cash to share-based payment settled in equity by an
enterprise" shall be effective on the date of publication. The Company implemented the policies above, and the
change in accounting policy has no impact on the Company's financial statements.
44. Changes in Main Accounting Policies and Estimates
(1) Change in accounting policies
□Applicable Not applicable
(2) Changes in accounting estimates
□Applicable Not applicable
45. Other
None
VI. Taxes
1. Main Taxes and Tax Rates
Category of taxes Tax basis Tax rate
Sales volume from goods selling or
VAT 3%, 6%, 9%, 13%
taxable service
228
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Urban maintenance and construction tax Turnover tax payable 7%, 5%
Enterprise income tax Taxable income 10%, 15%, 25%
Education surcharge Turnover tax payable 3%
Local educational surtax Turnover tax payable 2%
Notes of the disclosure situation of the taxpaying bodies with different enterprises income tax rate
Name Income tax rate
The Company, Zhida Company, Chanchang Company,
Haolaite, Nanning Liaowang, Chongqing Guinuo, Liuzhou
Lighting, Liuzhou Foreshine, Qingdao Guige, Headquarters 15%
of NationStar Optoelectronics, NationStar Semiconductor,
Germany NationStar, Fenghua Semiconductor
FSL Lighting GmbH 15%
Indonesia Liaowang 10%
Other subsidiaries 25%
2. Tax Preference
1. The Company passed the re-examination for High-tech Enterprises in 2020, as well as won the “Certificate of
High-tech Enterprise” after approval by Department of Science and Technology of Guangdong Province,
Department of Finance of Guangdong Province, Guangdong Provincial Bureau of State Taxation and Guangdong
Provincial Bureau of Local Taxation. In accordance with relevant provisions in Corporate Income Tax Law of the
People’s Republic of China and the Administration Measures for Identification of High-tech Enterprises
promulgated in 2007, the Company paid the corporate income tax based on a tax rate of 15% within three years
since 1 January 2020.
2. Zhida Company and Chanchang Company passed the examination for High-tech Enterprises respectively in
December 2019 and December 2021, and thus Zhida Company and Chanchang Company paid the corporate
income tax based on a tax rate of 15% within three years respectively since 1 January 2019 and 1 January 2021 in
accordance with relevant provisions in Corporate Income Tax Law of the People’s Republic of China and the
Administration Measures for Identification of High-tech Enterprises promulgated in 2007.
3. According to the Decision on Tax Matters approved by the Local Taxation Bureau of Nanning High-tech
Industrial Development Zone (NGDSSB [2015] No. 1), Nanning Liaowang will enjoy the preferential tax
reduction and exemption of enterprise income tax in the western development from 1 January 2015, and the
enterprise income tax will be levied at a reduced rate of 15%.
4. After being examined and filed by the competent tax authorities, Chongqing Guinuo will enjoy the preferential
tax reduction and exemption of enterprise income tax in the western development from 1 January 2019, and the
enterprise income tax will be levied at a reduced rate of 15%.
5. According to the third batch of high-tech enterprises identified by the relevant authorities of Guangxi Zhuang
Autonomous Region in 2022 publicized on 19 December 2022, Liuzhou Optoelectronics has been certified as a
high-tech enterprise (certificate number: GR202245001221) for 2022 to 2024, with a high-tech enterprise
preferential income tax rate of 15%.
6. According to the letter "Gui Ke Gao Han [2021] No. 237" issued jointly by the Department of Science and
Technology of Guangxi Zhuang Autonomous Region, the Department of Finance and the Taxation Bureau of
229
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Guangxi Zhuang Autonomous Region of the State Administration of Taxation on 30 November 2021, Liuzhou
Fuxuan has been certified as a high-tech enterprise (certificate number: GR202145001045) for 2021 to 2023, with
a high-tech enterprise preferential income tax rate of 15%.
7. Subsidiary NationStar Optoelectronics was recognized as a high-tech enterprise on 16 December 2008 with
certificate number GR200844000097. In 2020, the company was re-certified as a high-tech enterprise with
certificate number GR202044006337, issued on 9 December 2020, and the corporate income tax rate of the
company is 15% for the years 2020 - 2022.
8. Foshan NationStar Semiconductor Co., Ltd., a wholly-owned subsidiary of subsidiary NationStar
Optoelectronics, was recognized as a high-tech enterprise with certificate number GR201544001238 on 10
October 10 2015; NationStar Semiconductor was re-certified as a high-tech enterprise with certificate number
GR202144008779 in 2021, issued on 20 December 2021, and the corporate income tax rate of the company is 15%
for the years 2021-2023.
9. The subsidiary, Haolaite, passed the certification of high-tech enterprise in 2022 and obtained the certificate of
high-tech enterprise (Certificate No. GR202244003711) approved by the Department of Science and Technology
of Guangdong Province, the Department of Finance of Guangdong Province, the State Taxation Bureau of
Guangdong Province and the Local Taxation Bureau of Guangdong Province. In accordance with the relevant
provisions of the Enterprise Income Tax Law of the People's Republic of China promulgated in 2007 and the
Administrative Measures for the Recognition of High-tech Enterprises, the Company is entitled to a reduced
corporate income tax rate of 15% for three years commencing from 1 January 2022.
10. On 14 December 2022, Qingdao Guige Lighting Technology Co., Ltd. was recognized as a high-tech
enterprise and subject to the preferential tax rate of 15% for high-tech enterprise income tax in accordance with
the relevant provisions of the Administrative Measures for the Recognition of High-tech Enterprises (Guo Ke Fa
Huo [2016] No. 32) and the Administrative Guidelines for the Recognition of High-tech Enterprises (Guo Ke Fa
Huo [2016] No. 195).
11. Fenghua Semiconductor, a majority-owned subsidiary of subsidiary NationStar Optoelectronics, was
recognized as a high-tech enterprise on 31 December 2021 with certificate number GR202144008851, which is
valid for three years and the applicable corporate income tax rate is 15% from 2022 to 2024.
12. The subsidiary, Zhicheng, is a small and micro enterprise. From 1 January 2022 to 31 December 2024, the
people's governments of provinces, autonomous regions and municipalities directly under the Central
Government shall determine, in accordance with the actual situation in the region and the needs of
macroeconomic regulation and control, that resource tax, urban maintenance and construction tax, property tax,
urban land use tax, stamp duty (excluding stamp duty on securities transactions), arable land occupation tax and
education surcharge and local education surcharge may be reduced within a tax range of 50% for small and
micro enterprises.
3. Other
Pay in accordance with the relevant provisions of the tax law
VII. Notes to Main Items of Consolidated Financial Statements
1. Monetary Assets
Unit: RMB
230
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Item Ending balance Beginning balance
Cash on hand 52,093.54 24,635.14
Bank deposits 1,957,903,758.15 1,854,162,196.17
Other monetary assets (note 1) 522,361,684.92 578,256,164.30
To-be-received interest (note 2) 4,191,370.82 2,783,249.29
Total 2,484,508,907.43 2,435,226,244.90
Of which: Total amount deposited
34,169,227.46 27,310,928.58
overseas
Total amount with
restrictions on use due to mortgage, 534,826,528.99 493,000,085.20
pledge or freeze
Other notes
Note 1: Other monetary assets were security deposits for notes and performance bonds, as well as investments
placed with security firm and the balance with e-commerce platforms, of which the security deposits for notes
and performance bonds were restricted assets (see “81. Assets with Restricted Ownership or Right of Use” in
Note “VII Notes to Consolidated Financial Statements”).
Note 2: To-be-received interest was interest receivable on undue bank deposits and term deposits as of the end
of the Reporting Period, which is not recognized as cash and cash equivalents.
2. Trading Financial Assets
Unit: RMB
Item Ending balance Beginning balance
Financial assets at fair value through
261,541,896.45 348,248,125.61
profit or loss
Including:
Wealth management products 260,569,863.53 342,422,447.43
Equity instrument investments 972,032.92 1,558,778.18
Others 4,266,900.00
Including:
Total 261,541,896.45 348,248,125.61
3. Derivative Financial Assets
Naught
4. Notes Receivable
(1) Notes Receivable Listed by Category
Unit: RMB
Item Ending balance Beginning balance
Bank acceptance bill 786,244,513.66 1,657,197,186.66
Commercial acceptance bill 35,293,260.41 30,803,389.08
231
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Total 821,537,774.07 1,688,000,575.74
Unit: RMB
Ending balance Beginning balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Categor
Withdra Carrying Withdra Carrying
y Proporti wal Proporti wal
Amount Amount value Amount Amount value
on proporti on proporti
on on
Of
which:
Notes
receivab
le
withdra 1,688,6 1,688,0
822,258 720,270 821,537 628,640
wn bad 100.00% 100.00% 29,216. 100.00% 100.00% 00,575.
,044.69 .62 ,774.07 .59
debt 33 74
provisio
n by
group
Of
which:
Bank 1,657,1 1,657,1
786,244 786,244
acceptan 95.62% 0.00 0.00% 97,186. 98.14% 0.00 0.00% 97,186.
,513.66 ,513.66
ce bill 66 66
Commer
cial 36,013, 720,270 35,293, 31,432, 628,640 30,803,
4.38% 100.00% 1.86% 100.00%
acceptan 531.03 .62 260.41 029.67 .59 389.08
ce bill
1,688,6 1,688,0
822,258 720,270 821,537 628,640
Total 100.00% 100.00% 29,216. 100.00% 100.00% 00,575.
,044.69 .62 ,774.07 .59
33 74
Withdrawal of bad debt provision by group: 720,270.62
Unit: RMB
Ending balance
Name
Carrying amount Bad debt provision Withdrawal proportion
Within 1 year 36,013,531.03 720,270.62 2.00%
Total 36,013,531.03 720,270.62
Note:
Please refer to the relevant information of disclosure of bad debt provision of other receivables if adopting the
general mode of expected credit loss to withdraw bad debt provision of notes receivable:
□Applicable Not applicable
(2) Bad Debt Provision Withdrawn, Reversed or Collected during the Reporting Period
Withdrawal of bad debt provision:
Unit: RMB
232
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Increase/decrease
Beginning
Category Reversed or Ending balance
balance Withdrawn Verified Other
collected
Notes
receivable
withdrawn bad 628,640.59 91,630.03 720,270.62
debt provision
by group
Total 628,640.59 91,630.03 720,270.62
Of which, bad debt provision collected or reversed with significant amount:
□Applicable Not applicable
(3) Notes Receivable Pledged by the Company at the Period-end
Unit: RMB
Item Amount pledged at the period-end
Bank acceptance bill 665,593,722.65
Total 665,593,722.65
(4) Notes Receivable which Had Endorsed by the Company or Had Discounted and Had not Due on the
Balance Sheet Date at the Period-end
Unit: RMB
Amount of recognition termination at the Amount of not recognition termination at
Item
period-end the period-end
Bank acceptance bill 780,866,698.44 85,686,916.85
Total 780,866,698.44 85,686,916.85
(5) Notes Transferred to Accounts Receivable because Drawer of the Notes Fails to Executed the Contract
or Agreement
Naught
(6) Notes Receivable with Actual Verification for the Reporting Period
Naught
5. Accounts Receivable
(1) Accounts Receivable Disclosed by Category
Unit: RMB
Ending balance Beginning balance
Categor Carrying amount Bad debt provision Carrying amount Bad debt provision
Carrying Carrying
y Withdra Withdra
Proporti Proporti
Amount Amount wal value Amount Amount wal value
on on
proporti proporti
233
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
on on
Account
s
receivab
le
withdra
25,123, 25,123, 33,870, 31,481, 2,389,1
wn bad 1.23% 100.00% 0.00 1.59% 92.95%
263.57 263.57 795.83 638.85 56.98
debt
provisio
n
separatel
y
Of
which:
Account
s
receivab
le
withdra 2,019,1 1,920,7 2,101,9 2,015,7
98,359, 86,282,
30,602. 98.77% 4.87% 70,941. 99,881. 98.41% 4.10% 17,267.
wn bad 660.29 613.68
05 76 13 45
debt
provisio
n by
group
Of
which:
(1)
General 2,019,1 1,920,7 2,101,9 2,015,7
98,359, 86,282,
30,602. 98.77% 4.87% 70,941. 99,881. 98.41% 4.10% 17,267.
business 660.29 613.68
05 76 13 45
portfolio
2,044,2 1,920,7 2,135,8 2,018,1
123,482 117,764
Total 53,865. 100.00% 6.04% 70,941. 70,676. 100.00% 5.51% 06,424.
,923.86 ,252.53
62 76 96 43
Individual withdrawal of bad debt provision: RMB25,123,263.57
Unit: RMB
Ending balance
Name
Carrying amount Bad debt provision Withdrawal proportion Withdrawal reason
Involved in the lawsuit,
the Company won the
lawsuit in the second
Customer A 11,220,827.14 11,220,827.14 100.00%
instance, which had not
yet executed
completely
Less likely to be
Customer B 5,711,450.39 5,711,450.39 100.00%
recovered
Customer C 4,687,053.33 4,687,053.33 100.00% The customer is
234
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
insolvent, a judgment
has been filed and
enforcement has been
applied for
Expectedly unlikely to
Customer D 815,484.27 815,484.27 100.00%
recover
Expectedly
Customer E 761,769.31 761,769.31 100.00%
irrecoverable
The customer is
bankrupt, a judgment
Customer F 526,858.54 526,858.54 100.00% has been filed and
enforcement has been
applied for
The customer is
Customer G 523,448.92 523,448.92 100.00%
bankrupt
The other party is
bankrupt and going
Customer H 521,689.32 521,689.32 100.00%
through legal
proceedings
Expected to be
Customer I 171,282.32 171,282.32 100.00%
unrecoverable
Expected to be
Customer J 145,321.00 145,321.00 100.00%
unrecoverable
Expected to be
Customer K 21,928.68 21,928.68 100.00%
unrecoverable
Expected to be
Customer L 16,150.35 16,150.35 100.00%
unrecoverable
Total 25,123,263.57 25,123,263.57
Withdrawal of bad debt provision by group: RMB98,359,660.29
Unit: RMB
Ending balance
Name
Carrying amount Bad debt provision Withdrawal proportion
Credit risk group 2,019,130,602.05 98,359,660.29 4.87%
Total 2,019,130,602.05 98,359,660.29
Note:
Please refer to the relevant information of disclosure of bad debt provision of other receivables if adopting the
general mode of expected credit loss to withdraw bad debt provision of accounts receivable.
□Applicable Not applicable
Disclosure by aging
Unit: RMB
Aging Ending balance
Within 1 year (including 1 year) 1,799,959,881.31
1 to 2 years 161,368,649.46
2 to 3 years 25,396,115.75
Over 3 years 57,529,219.10
3 to 4 years 9,748,535.08
4 to 5 years 30,412,705.43
235
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Over 5 years 17,367,978.59
Total 2,044,253,865.62
(2) Bad Debt Provision Withdrawn, Reversed or Collected during the Reporting Period
Bad debt provision withdrawn in the Reporting Period:
Unit: RMB
Increase/decrease
Beginning
Category Reversed or Ending balance
balance Withdrawn Verified Other
collected
Bad debt
provision 31,481,638.8 25,123,263.5
2,364,455.12 1,203,963.23 7,518,867.17
separately 5 7
accrued
Bad debt
provision
86,282,613.6 12,324,508.9 98,359,660.2
withdrawn 0.00 247,462.34
8 5 9
according to
groups
117,764,252. 14,688,964.0 123,482,923.
Total 1,203,963.23 7,766,329.51
53 7 86
Of which, bad debt provision collected or reversed with significant amount:
Unit: RMB
Name of the entity Amount collected or reversed Way
No. 1 1,188,965.28 Bank transfer
No. 2 14,997.95 Bank transfer
Total 1,203,963.23
The amount of expected credit losses accrued during the current period was RMB14,688,964.07 and the amount
of expected credit losses recovered or reversed during the current period was RMB1,203,963.23, which was
RMB7,101.14 different from the amount of credit impairment loss on accounts receivable accrued during the
current period of RMB13,492,101.98, which was due to the difference in translation of foreign currency
statements at the end of the current period.
(3) Accounts Receivable with Actual Verification for the Reporting Period
Unit: RMB
Item Amount
No. 1 7,400,681.91
No. 2 133,711.50
No. 3 117,018.83
No. 4 113,400.28
Other retails accounts 1,516.99
236
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Of which, verification of significant accounts receivable:
Unit: RMB
Whether occurred
Name of the entity Nature Amount Reason Procedure because of related-
party transactions
No. 1 Expectedly
irrecoverable due
Payment for goods 7,400,681.91 Unrecoverable to the insolvency Not
of the relevant
company
No. 2 Historical
Payment for goods 133,711.50 Irrecoverable Not
litigation payments
No. 3 Payment for goods 117,018.83 Unrecoverable Irrecoverable Not
No. 4 Payment for goods 113,400.28 Unrecoverable Irrecoverable Not
Other retails
Payment for goods 1,516.99 Unrecoverable Irrecoverable Not
accounts
Total 7,766,329.51
Note:
The approval procedure for the verification of accounts receivable during the Reporting Period had been
performed in accordance with provisions of the bad debt management system of the Company.
(4) Top 5 of the Ending Balance of the Accounts Receivable Collected according to the Arrears Party
Unit: RMB
Proportion to total ending
Ending balance of accounts Ending balance of bad debt
Name of units balance of accounts
receivable provision
receivable (%)
No. 1 131,509,845.75 6.43% 3,945,295.37
No. 2 109,279,237.01 5.35% 3,278,377.11
No. 3 76,600,163.00 3.75% 2,298,004.89
No. 4 76,077,621.37 3.72% 2,282,328.64
No. 5 52,602,563.16 2.57% 1,052,051.26
Total 446,069,430.29 21.82%
(5) The Amount of the Assets and Liabilities Formed due to the Transfer and the Continued Involvement
of Accounts Receivable
Naught
(6) Derecognition of Accounts Receivable due to the Transfer of Financial Assets
Naught
237
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
6. Accounts Receivable Financing
Unit: RMB
Item Ending balance Beginning balance
Bank acceptance 569,868,831.79 10,660,409.19
Total 569,868,831.79 10,660,409.19
The changes of accounts receivable financing in the Reporting Period and the changes in fair value
□Applicable Not applicable
Please refer to the relevant information of disclosure of bad debt provision of other accounts receivable if
adopting the general mode of expected credit loss to withdraw bad debt provision of accounts receivable
financing.
□Applicable Not applicable
Other notes:
The Company's business model for the management of notes receivable changed in 2022 to target both the
collection of contractual cash flows and the sale of notes receivable (endorsed or discounted) and is therefore
classified as a financial asset at fair value through other comprehensive income and presented in receivables
financing.
7. Prepayment
(1) Listed by Aging
Unit: RMB
Ending balance Beginning balance
Aging
Amount Proportion Amount Proportion
Within 1 year 36,419,452.21 80.00% 26,750,375.88 78.66%
1 to 2 years 3,345,048.70 7.35% 4,740,511.32 13.94%
2 to 3 years 3,313,296.20 7.28% 557,418.69 1.64%
Over 3 years 2,448,751.82 5.38% 1,957,342.86 5.76%
Total 45,526,548.93 34,005,648.75
Notes of the reasons of the prepayment aging over 1 year with significant amount but failed settled in time:
Naught
(2) Top 5 of the Ending Balance of the Prepayments Collected according to the Prepayment Target
Unit: RMB
Rela
N E Proportion to total P
tionship with the
ame of units nding balance prepayments (%) repayment time
Company
No. 1 Non-related party 9,083,410.92 19.95% Within 1 year
No. 2 Non-related party 2,540,646.17 5.58% 2 to 3 years
238
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
No. 3 Non-related party 2,281,714.08 5.01% Within 1 year
No. 4 Non-related party 2,092,681.22 4.60% Within 1 year
No. 5 Non-related party 1,981,680.20 4.35% Within 1 year
Total 17,980,132.59 39.49%
8. Other Receivables
Unit: RMB
Item Ending balance Beginning balance
Interest receivable
Dividends receivable
Other receivables 32,902,865.98 37,605,156.73
Total 32,902,865.98 37,605,156.73
(1) Interest Receivable
1) Category of Interest Receivable
Unit: RMB
Item Ending balance Beginning balance
Total 0.00 0.00
2) Significant Overdue Interest
Naught
3) Withdrawal of Bad Debt Provision
□Applicable Not applicable
(2) Dividends Receivable
1) Category of Dividends Receivable
Unit: RMB
Project (or investee) Ending balance Beginning balance
Total 0.00 0.00
2) Significant Dividends Receivable Aged over 1 Year
Naught
3) Withdrawal of Bad Debt Provision
□Applicable Not applicable
239
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(3) Other Receivables
1) Other Receivables Disclosed by Account Nature
Unit: RMB
Nature Ending carrying amount Beginning carrying amount
Other receipts and payments 45,041,494.42 46,700,271.18
Performance bonds 14,472,948.78 12,126,403.00
Export VAT rebates 10,011,271.72 4,674,335.06
Rents and utilities 1,220,591.91 2,564,557.87
Staff loans and imprests 1,164,918.15 4,018,439.87
Total 71,911,224.98 70,084,006.98
2) Information of Withdrawal of Bad Debt Provision
Unit: RMB
First stage Second stage Third stage
Expected loss in the
Expected loss in the
Bad debt provision Expected credit loss of duration (credit Total
duration (credit
the next 12 months impairment not
impairment occurred)
occurred)
Balance of 1 January
937,268.37 6,189,279.95 25,352,301.93 32,478,850.25
2022
Balance of 1 January
2022 in the Current
Period
Withdrawal of the
-346,762.17 -1,129,673.37 3,316,365.74 1,839,930.20
Current Period
Reversal of the Current
Period
Verification of the
-6,100.00 -274,321.45 -30,000.00 -310,421.45
Current Period
Other 5,000,000.00 5,000,000.00
Balance of 31
584,406.20 4,785,285.13 33,638,667.67 39,008,359.00
December 2022
Changes of carrying amount with significant amount changed of loss provision in the current period
□Applicable Not applicable
Disclosure by aging
aging Ending balance
Within 1 year (including 1 year) 30,536,942.63
1 to 2 years 2,955,796.80
2 to 3 years 8,142,805.16
240
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Over 3 years 30,275,680.39
3 to 4 years 4,691,584.24
4 to 5 years 1,234,886.46
Over 5 years 24,349,209.69
Total 71,911,224.98
3) Bad Debt Provision Withdrawn, Reversed or Recovered in the Reporting Period
Bad debt provision withdrawn in the Reporting Period:
Unit: RMB
Increase/decrease
Beginning
Category Reversed or Ending balance
balance Withdrawn Verified Other
collected
Other 32,478,850.2 39,008,359.0
1,839,930.20 310,421.45 5,000,000.00
receivables 5 0
32,478,850.2 39,008,359.0
Total 1,839,930.20 310,421.45 5,000,000.00
5 0
The expected credit losses accrued in the current period amounted to RMB1,839,930.20, the expected credit
losses recovered or reversed in the current period was RMB0.00 and the expected credit losses written off in the
current period was RMB310,421.45, which was different from the credit impairment loss on other receivables
accrued in the current period of RMB1,839,930.20, mainly due to the impairment provision of
RMB5,000,000.00 made by subsidiary NationStar Optoelectronics for its long-term equity investment in
Jiangsu Fozhao Contract Energy Management Development Co., Ltd., which had been previously recorded in
asset impairment provisions, was reclassified as other receivables with the carrying amount of the said long-
term equity investment and the provision for bad debt.
Of which the important Bad debt provision reversal or recoverable amount in the Reporting period
Naught
4) Particulars of the Actual Verification of Other Receivables during the Reporting Period
Unit: RMB
Item Amount
Customer A 246,628.45
Tender deposits and security deposits 32,743.00
Other 31,050.00
Of which significant actual verification of other receivables:
Unit: RMB
Whether occurred
Name of the entity Nature Amount Reason Procedure because of related-
party transactions
The approval
Litigation costs are
procedure shall be
No. 1 Current money 246,628.45 high and there is a Not
carried out
risk of losing
according to the
241
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Company’s rules
for managing bad
debts regarding to
verification
application before
accounts can be
verified
The approval
procedure shall be
carried out
according to the
The statute of
Company’s rules
Security and limitations has
No. 2 30,000.00 for managing bad Not
deposit expired and there
debts regarding to
is a risk of losing
verification
application before
accounts can be
verified
The approval
procedure shall be
carried out
according to the
The statute of
Company’s rules
Security and limitations has
No. 3 10,000.00 for managing bad Not
deposit expired and there
debts regarding to
is a risk of losing
verification
application before
accounts can be
verified
The approval
procedure shall be
carried out
according to the
The statute of
Company’s rules
limitations has
No. 4 Current money 9,693.00 for managing bad Not
expired and there
debts regarding to
is a risk of losing
verification
application before
accounts can be
verified
The statute of The approval
Security and limitations has procedure shall be
No. 5 5,050.00 Not
deposit expired and there carried out
is a risk of losing according to the
242
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Company’s rules
for managing bad
debts regarding to
verification
application before
accounts can be
verified
The approval
procedure shall be
carried out
according to the
The statute of
Company’s rules
Security and limitations has
No. 6 5,000.00 for managing bad Not
deposit expired and there
debts regarding to
is a risk of losing
verification
application before
accounts can be
verified
The approval
procedure shall be
carried out
according to the
The statute of
Company’s rules
limitations has
No. 7 Current money 3,000.00 for managing bad Not
expired and there
debts regarding to
is a risk of losing
verification
application before
accounts can be
verified
The approval
procedure shall be
carried out
according to the
The statute of
Company’s rules
limitations has
No. 8 Current money 1,050.00 for managing bad Not
expired and there
debts regarding to
is a risk of losing
verification
application before
accounts can be
verified
Total 310,421.45
243
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
5) Top 5 of the Ending Balance of the Other Receivables Collected according to the Arrears Party
Unit: RMB
Proportion to total
ending balance of Ending balance of
Name of the entity Nature Ending balance Aging
other receivables bad debt provision
(%)
Other intercourse
No. 1 20,000,000.00 Over 5 years 27.81% 20,000,000.00
accounts
VAT export tax
No. 2 10,011,271.72 Within 1 year 13.92% 300,338.15
refunds
Other intercourse
No. 3 5,938,549.43 Within 2 years 8.26% 179,845.37
accounts
Other intercourse
No. 4 5,000,000.00 Within 1 year 6.95% 5,000,000.00
accounts
Other intercourse
No. 5 4,289,457.98 Within 3 years 5.96% 4,289,457.98
accounts
Total 45,239,279.13 62.90% 29,769,641.50
6) Accounts Receivable Involving Government Grants
Naught
7) Derecognition of Other Receivables due to the Transfer of Financial Assets
Naught
8) The Amount of the Assets and Liabilities Formed due to the Transfer and the Continued Involvement
of Other Receivables
Naught
9. Inventory
Whether the Company needs to comply with disclosure requirements for real estate industry
No
(1) Category of Inventory
Unit: RMB
Ending balance Beginning balance
Falling price Falling price
reserves of reserves of
Item Carrying Carrying
inventory or Carrying value inventory or Carrying value
amount amount
depreciation depreciation
reserves of reserves of
244
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
contract contract
performance performance
cost cost
414,134,452. 407,241,210. 384,214,026. 375,467,179.
Raw materials 6,893,242.38 8,746,846.57
55 17 01 44
Goods in 239,412,167. 239,412,167. 320,205,615. 320,205,615.
process 33 33 06 06
Inventory 1,019,990,15 139,368,445. 880,621,713. 975,145,274. 120,166,259. 854,979,014.
goods 9.16 90 26 51 74 77
391,149,213. 381,344,043. 337,255,469. 330,125,746.
Goods in transit 9,805,170.06 7,129,722.56
49 43 51 95
Semi-finished 113,621,240. 112,706,998. 100,723,505. 100,345,745.
914,242.37 377,760.65
goods 54 17 66 01
Low-value
2,742,435.82 2,742,435.82 3,231,115.87 3,231,115.87
consumables
Others 7,568,833.69 7,568,833.69 5,177,062.67 5,177,062.67
2,188,618,50 156,981,100. 2,031,637,40 2,125,952,06 136,420,589. 1,989,531,47
Total
2.58 71 1.87 9.29 52 9.77
(2)Falling Price Reserves of Inventory and Depreciation Reserves of Contract Performance Cost
Unit: RMB
Increase Decrease
Beginning
Item Reversal or Ending balance
balance Withdrawal Other Other
write-off
Raw materials 8,746,846.57 5,965,516.32 7,819,120.51 6,893,242.38
Goods in
process
Inventory 120,166,259. 67,243,195.3 48,041,009.2 139,368,445.
goods 74 9 3 90
Semi-finished
377,760.65 960,653.50 424,171.78 914,242.37
goods
Goods in transit 7,129,722.56 7,795,594.80 5,120,147.30 9,805,170.06
136,420,589. 81,964,960.0 61,404,448.8 156,981,100.
Total
52 1 2 71
(3) Notes to the Ending Balance of Inventories Including Capitalized Borrowing Expense
Naught
(4) Amortization Amount of Contract Performance Cost during the Reporting Period
Naught
245
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
10. Contract Assets
Unit: RMB
Ending balance Beginning balance
Item Carrying Depreciation Carrying Depreciation
Carrying value Carrying value
amount reserves amount reserves
Contract assets 6,074,305.63 607,430.56 5,466,875.07 8,826,085.67 264,782.57 8,561,303.10
Total 6,074,305.63 607,430.56 5,466,875.07 8,826,085.67 264,782.57 8,561,303.10
Amount of significant changes in carrying value of contract assets in the Reporting Period and reasons thereof:
Naught
If the bad debt provision for contract assets in accordance with the general model of expected credit losses, the information related
to the bad debt provision shall be disclosed by reference to the disclosure method of other receivables:
□Applicable Not applicable
Withdrawal of impairment provision for contract assets in the Reporting Period
Unit: RMB
Item Withdrawal Reversal Verification Reason
Normal withdrawal at
Contract assets 342,647.99
aging
Total 342,647.99 ——
11. Held-for-Sale Assets
Unit: RMB
Ending Estimated
Depreciation Ending Estimated
Item carrying Fair value disposal
reserves carrying value disposal time
amount expense
Houses,
buildings and 31 December
17,147,339.84 17,147,339.84 183,855,895.00 55,718,333.95
land involved 2023
in expropriation
Total 17,147,339.84 0.00 17,147,339.84 183,855,895.00 55,718,333.95
Other notes:
Note: For details, see Part X-XVI.Other Major Events-8.Other: "Demolition Matters of Nanjing Fozhao" of this
Report. The estimated disposal costs include employee resettlement fees, compensation for the termination of
the original tenant's contract, and taxes related to the proceeds of demolition.
12. Current Portion of Non-current Assets
Naught
246
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
13. Other Current Assets
Unit: RMB
Item Ending balance Beginning balance
Input tax of VAT to be certified and
72,851,826.53 111,647,463.39
deducted
Advance payment of enterprise income
3,676,607.32 10,562,615.78
tax
Others 2,910,143.04 3,507,355.35
Total 79,438,576.89 125,717,434.52
14. Investments in debt obligations
Naught
15. Other Investments in Debt Obligations
Naught
16. Long-term Accounts Receivable
Naught
17. Long-term Equity Investment
Unit: RMB
Increase/decrease
Gains
Ending
and Cash
Beginni Adjust Withdra balance
losses bonus Ending
ng Additio Reduce ment of Change wal of of
Investe recogni or balance
balance nal d other s of depreci depreci
es zed profits Other (carryin
(carryin investm investm compre other ation ation
under announ g value)
g value) ent ent hensive equity reserve reserve
the ced to
income s s
equity issue
method
I. Joint ventures
II. Associated enterprises
Jiangsu
Fozhao
Contrac
247
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
t
Energy
Manage
ment
Develo
pment
Co.,
Ltd.
Shenzh
en
Primatr
onix
181,545 2,467,0 2,080,3 181,931
(Nanho
,123.09 60.07 90.50 ,792.66
)
Electro
nics
Ltd.
Subtota 181,545 2,467,0 2,080,3 181,931
l ,123.09 60.07 90.50 ,792.66
181,545 2,467,0 2,080,3 181,931
Total
,123.09 60.07 90.50 ,792.66
Other notes:
1. The Company's subsidiary, NationStar Optoelectronics, entered into the Contribution Agreement of Jiangsu
Fozhao Contract Energy Management Development Co., Ltd. with the natural persons, Ye Zongcai and Zhao
Qiaoyue, on 3 August 2012, to jointly establish Jiangsu Fozhao Contract Energy Management Development Co.,
Ltd. (Jiangsu Fozhao) with the registered capital of RMB20 million, wherein NationStar Optoelectronics
contributed RMB5 million, representing 25.00% of the total investment.Since its inception, Jiangsu Fozhao has
been in a loss-making position, has ceased production and has low realisable value of its assets. The investment
has obvious signs of impairment. In accordance with the relevant provisions of ASBE No. 8 - Impairment of
Assets, etc., full provision for impairment was made. In 2022, NationStar Optoelectronics applied for the
dissolution of the company, and the dispute resulted in the judgment of the Hefei Intermediate People's Court in
Anhui Province, and the subsidiary NationStar Optoelectronics exited its investment in Jiangsu Fozhao on 20
September 2022. Due to the financial difficulties of the shareholders of the company, NationStar
Optoelectronics made a full bad debt provision against its receivables.
18. Other Equity Instrument Investment
Unit: RMB
Item Ending balance Beginning balance
Hefei Guoxuan High-Tech Power Energy
493,967,194.53 887,464,218.75
Co., Ltd.
Xiamen Bank Co.,Ltd. 328,664,290.95 575,955,944.40
China Guangfa Bank Co.,Ltd. 500,000.00 500,000.00
Beijing Guangrong Lianmeng
Semiconductor lighting Industry 8,059,860.92 8,059,860.92
Investment Center(L.P.)
Guangdong Rising Finance Co., Ltd. 30,000,000.00 30,000,000.00
Foshan Nanhai District United 3,000,000.00 3,000,000.00
248
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Guangdong New Light Source Industry
Innovation Center
Total 864,191,346.40 1,504,980,024.07
Disclosure of non-trading equity instrument investment by items
Unit: RMB
Reason for
Amount of assigning to Reason for
other measure in fair other
Dividend comprehensive value and the comprehensive
Accumulative Accumulative
Item income income changes income
gains losses
recognized transferred to included in transferred to
retained other retained
earnings comprehensive earnings
income
Not satisfied
Hefei Guoxuan with the
High-Tech Sale of
1,715,644.18 410,952,709.40 6,804,316.24 condition of
Power Energy shareholdings
Co., Ltd. trading equity
instrument
Not satisfied
with the
Xiamen Bank Sale of
14,339,628.75 175,706,684.12 94,112,907.95 condition of
Co.,Ltd. shareholdings
trading equity
instrument
Beijing
Guangrong Not satisfied
Lianmeng with the
Semiconductor
601,263.41 condition of Not applicable
lighting
Industry trading equity
Investment instrument
Center(L.P.)
Not satisfied
Guangdong with the
Rising Finance 4,080.96 4,080.96 condition of Not applicable
Co., Ltd. trading equity
instrument
Total 16,059,353.89 587,264,737.89 100,917,224.19
19. Other Non-current Financial Assets
Naught
249
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
20. Investment Property
(1)Investment Property Adopting the Cost Measurement Mode
Applicable □ Not applicable
Unit: RMB
Construction in
Item Houses and buildings Land use right Total
progress
I. Original carrying
value
1. Beginning balance 54,404,787.78 54,404,787.78
2. Increased amount of
the period
(1) Outsourcing
(2) Transfer from
inventories/fixed
assets/construction in
progress
(3) Enterprise
combination increase
3. Decreased amount of
the period
(1) Disposal
(2) Other transfer
4. Ending balance 54,404,787.78 54,404,787.78
II. Accumulative
depreciation and
accumulative
amortization
1. Beginning balance 7,302,573.44 7,302,573.44
2. Increased amount of
2,490,331.90 2,490,331.90
the period
(1) Withdrawal or
2,490,331.90 2,490,331.90
amortization
3. Decreased amount of
the period
(1) Disposal
(2) Other transfer
4. Ending balance 9,792,905.34 9,792,905.34
III. Depreciation
reserves
1. Beginning balance
2. Increased amount of
the period
250
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(1) Withdrawal
3. Decreased amount of
the period
(1) Disposal
(2) Other transfer
4. Ending balance
IV. Carrying value
1. Ending carrying
44,611,882.44 44,611,882.44
value
2. Beginning carrying
47,102,214.34 47,102,214.34
value
(2) Investment Property Adopting the Fair Value Measurement Mode
□Applicable Not applicable
(3) Investment Property Failed to Accomplish Certification of Property
Naught
21. Fixed Assets
Unit: RMB
Item Ending balance Beginning balance
Fixed assets 3,505,729,627.80 3,514,558,966.21
Disposal of fixed assets 2,364,654.61 164,686.99
Total 3,508,094,282.41 3,514,723,653.20
(1) List of Fixed Assets
Unit: RMB
Houses and Machinery Transportation Electronic
Item Other(Note:1) Total
buildings equipment equipment equipment
I. Original
carrying value
1. Beginning 1,845,382,179. 4,842,806,253. 6,887,093,506.
45,166,265.31 68,041,654.21 85,697,154.74
balance 08 19 53
2. Increased
amount of the 158,499,978.63 371,451,717.67 1,136,854.89 6,995,439.27 2,312,469.93 540,396,460.39
period
(1) Purchase 688,612.51 55,567,715.66 1,126,677.90 5,632,354.77 471,238.37 63,486,599.21
(2) Transfer
from
157,593,282.48 312,650,703.35 10,176.99 1,257,780.96 1,533,948.21 473,045,891.99
construction in
progress
251
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(3) Others (note
218,083.64 3,233,298.66 105,303.54 307,283.35 3,863,969.19
2)
3. Decreased
amount of the 58,376,198.96 187,732,226.78 3,369,032.26 3,490,714.51 777,133.35 253,745,305.86
period
(1) Disposal or
58,365,421.75 172,369,242.62 3,360,983.98 3,475,757.96 776,575.89 238,347,982.20
scrap
(2) Equipment
12,193,769.71 12,193,769.71
transformation
(3) Others (note
10,777.21 3,169,214.45 8,048.28 14,956.55 557.46 3,203,553.95
2)
4. Ending 1,945,505,958. 5,026,525,744. 7,173,744,661.
42,934,087.94 71,546,378.97 87,232,491.32
balance 75 08 06
II.
Accumulative
depreciation
1. Beginning 2,529,306,663. 3,365,030,058.
689,409,014.96 33,757,191.68 51,265,111.78 61,292,077.18
balance 11 71
2. Increased
amount of the 78,992,657.69 418,418,098.14 2,504,766.80 4,973,224.58 8,667,469.28 513,556,216.49
period
(1) Withdrawal 78,206,249.53 412,961,302.76 2,504,766.80 4,955,677.35 8,574,685.64 507,202,682.08
(2) Transfer
from
5,456,795.38 5,456,795.38
construction in
progress
(3) Others (note
786,408.16 17,547.23 92,783.64 896,739.03
2)
3. Decreased
amount of the 46,619,060.98 167,972,125.72 2,867,042.08 3,316,759.43 1,271,197.74 222,046,185.95
period
(1) Disposal or
46,614,504.24 156,777,911.13 2,865,540.66 3,298,743.55 736,792.81 210,293,492.39
scrap
(2)
Equipment 8,593,503.06 8,593,503.06
transformation
(3) Others
4,556.74 2,600,711.53 1,501.42 18,015.88 534,404.93 3,159,190.50
(note)
4. Ending 2,779,752,635. 3,656,540,089.
721,782,611.67 33,394,916.40 52,921,576.93 68,688,348.72
balance 53 25
III.
Depreciation
reserves
1. Beginning 7,503,053.68 1,427.93 7,504,481.61
252
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
balance
2. Increased
amount of the 3,651,651.37 69.83 342,427.13 1,587.18 3,995,735.51
period
(1) Withdrawal 3,651,651.37 69.83 342,427.13 1,587.18 3,995,735.51
3. Decreased
amount of the 25,273.11 25,273.11
period
(1) Disposal or
25,273.11 25,273.11
scrap
4. Ending
11,129,431.94 69.83 343,855.06 1,587.18 11,474,944.01
balance
IV. Carrying
value
1. Ending 1,223,723,347. 2,235,643,676. 3,505,729,627.
9,539,101.71 18,280,946.98 18,542,555.42
carrying value 08 61 80
2. Beginning 1,155,973,164. 2,305,996,536. 3,514,558,966.
11,409,073.63 16,775,114.50 24,405,077.56
carrying value 12 40 21
Note 1: Fixed assets-Other refers to the cooling system and sewage treatment station of NationStar
Optoelectronics and tools of Nanning Liaowang, etc.
Note 2: Other increases or decreases in gross amount and accumulated depreciation are due to the addition of
building accessories and adjustments made to the fixed asset classes during the current period.
(2) List of Temporarily Idle Fixed Assets
Unit: RMB
Original carrying Accumulated Depreciation
Item Carrying value Note
value depreciation reserves
Machinery
50,680,329.86 40,037,101.10 3,651,651.37 6,991,577.39 Idle
equipment
Electronic
7,785,983.92 7,353,662.39 342,427.13 89,894.40 Idle
equipment
Transportation
137,560.60 130,682.57 69.83 6,808.20 Idle
equipment
Others 3,645.30 1,875.86 1,587.18 182.26 Idle
Total 58,607,519.68 47,523,321.92 3,995,735.51 7,088,462.25
253
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(3) Fixed Assets Leased out by Operation Lease
Naught
(4) Fixed Assets Failed to Accomplish Certification of Property
Other notes:
The Company's Fuwan Standard Workshop J3, Fuwan Standard Workshop K1, Building 8 of Gaoming Family
Dormitory, Fuwan Staff Dormitory Building 7, Family Dormitory Building 3 to 6, Staff Village Dormitory
Building A, Staff Village Dormitory Building 2, 3, 5, 6, 10 to 13, Staff Dormitory Building 1 to 4, Fuwan
Energy Saving Lamp Workshop 2, Glass Workshop 8, Glass Workshop 9, Fluorescent Lamp Workshop,
Standard Workshop A and led Workshop have been completed and put into use and carried forward fixed assets.
As of 31 December 2022, the relevant real estate licenses are being processed. The management believed that
there are no substantive legal barriers to the handling of these title certificates, and it will not have a significant
adverse impact on the normal operation of the Company.
In addition, the T5 warehouse in the North Zone, the equipment warehouse, the materials warehouse (east end
of the single-end workshop), the storage tank pond of the gas station in the North Zone, the LPG station in the
North Zone, the subsidiary warehouse of the new finished goods warehouse, the 3662M2 new finished goods
warehouse and the assembly plant of Gaoming LED lamps have no property ownership certificates due to
historical matters, and these buildings and constructions are involved in the "pending expropriation" project,
which is planned to be implemented by the relevant government departments, as detailed in Note Ⅶ (31) Other
non-current assets.
(5) Proceeds from Disposal of Fixed Assets
Unit: RMB
Item Ending balance Beginning balance
Applying for scrapping updisposed
2,364,654.61 164,686.99
equipment
Total 2,364,654.61 164,686.99
22. Construction in progress
Unit: RMB
Item Ending balance Beginning balance
Construction in progress 1,282,780,335.14 1,087,564,087.47
Total 1,282,780,335.14 1,087,564,087.47
(1) List of Construction in Progress
Unit: RMB
Ending balance Beginning balance
Item Carrying Depreciation Carrying Depreciation
Carrying value Carrying value
amount reserves amount reserves
254
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Construction in 1,284,307,890. 1,282,780,335. 1,088,882,887. 1,087,564,087.
1,527,554.99 1,318,800.00
progress 13 14 47 47
1,284,307,890. 1,282,780,335. 1,088,882,887. 1,087,564,087.
Total 1,527,554.99 1,318,800.00
13 14 47 47
(2) Changes in Significant Construction in Progress during the Reporting Period
Unit: RMB
Of
Propor
which:
tion of Capital
Accum amoun
accum ization
ulative t of
Transf Other ulative rate of
Beginn Increas amoun capital
erred decrea Ending invest Job interes Capital
ing ed t of ized
Item Budget in sed balanc ment schedu ts for resour
balanc amoun interes interes
fixed amoun e in le the ces
e t t ts for
assets t constr Report
capital the
uctions ing
ization Report
to Period
ing
budget
Period
Self-
Kelian 726,7 501,5 64,65 566,2 36,64 financi
88.05 90.00
Buildi 38,90 94,85 9,894 54,74 0,953 ng and
% %
ng 0.00 2.04 .57 6.61 .02 Borro
wing
The
Project Self-
1,714
of the 234,3 191,7 4,743 421,3 financi
,546, 27.06 27.06 37,83 37,83
Geely 19,70 32,17 ,362. 08,50 3.09% ng and
700.0 % % 5.82 5.82
Industr 1.33 0.02 80 8.55 Borro
0
ial wing
Park
Gaomi
ng 115,0 22,20 51,01 73,22 Self-
63.67 65.00
office 00,00 9,451 2,788 2,239 financi
% %
buildin 0.00 .41 .28 .69 ng
g
The
smart
LED
Lighti
ng
Produc
tion
148,2 68,27 68,27 Self-
Plant 46.05 80.00
71,90 5,373 5,373 financi
in the % %
0.00 .87 .87 ng
Gaomi
ng
Produc
tion
Base
(1-3
buildin
255
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
gs)
FSLHa
inan 310,4 37,52 37,52 Self-
12.09 60.00
Industr 00,00 2,769 2,769 financi
% %
ial 0.00 .10 .10 ng
Park I
FSL
intellig
ent
89,68 23,80 23,80 Self-
manuf 26.55 30.00
0,000 8,849 8,849 financi
acturin % %
.00 .57 .57 ng
g
factory
project
The
LED
R&D
and
Produc
tion
Base
on 75,63 7,348 40,32 35,04 12,62 Self-
60.25 60.25
Jihua 0,000 ,850. 2,208 1,414 9,643 financi
% %
Secon .00 20 .01 .44 .77 ng
d
Road.
Others
(spora
dic
equip
ment)
The
Project
of
Produc
tion
Expan
sion of
Packag
913,4 107,9 120,6 216,8 11,80 Self-
ing 97.72 97.72
12,50 86,24 66,22 48,63 3,833 financi
Comp % %
0.00 4.68 1.42 2.41 .69 ng
onents
and
Chips
of
New-
genera
tion
LEDs
Gaomi
ng
Intellig
ent 26,18 7,854 7,854 Self-
30.00 30.00
Wareh 0,000 ,436. ,436. financi
% %
ouse .00 33 33 ng
phase
II
constr
256
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
uction
project
New
electro
nic
9,782 6,220 6,220 Self-
works 64.00 64.00
,438. ,339. ,339. financi
hop % %
76 01 01 ng
decora
tion
project
Gaomi
ng
R&D
71,69 53,53 7,400 57,10 3,831 Self-
Works 100.0 100.0
0,000 1,061 ,900. 0,118 ,842. 0.00 financi
hop 0% 0%
.00 .32 23 .79 76 ng
11, 12,
13, 14
and 18
Overh
aul of
Gaomi
ng No.
8 tank
furnac
10,89 6,242 6,330 Self-
e Work 87,80 100.0 100.0
0,000 ,799. ,604. financi
order: 5.31 0% 0%
.00 53 84 ng
20029
Gaomi
ng
tank
furnac
e
15th
and
16th
floors 115,7 106,1 2,896 109,0 Self-
100.0 100.0
office 52,76 95,22 ,780. 92,00 financi
0% 0%
buildin 3.00 2.94 26 3.20 ng
gs of
R&F
Center
4,327 1,063 1,228
598,6 429,1 3,831 36,67
,975, ,237, ,900, 37,83
Total 51,68 56,13 ,842. 8,788
201.7 033.0 740.1 5.82
6.41 6.48 76 .84
6 2 9
(3) List of the Withdrawal of the Depreciation Reserves for Construction in Progress
Unit: RMB
Item Amount withdrawn Reason for withdrawal
The project was suspended from Y2021,
Pad printing machine loading conveyor
208,754.99 and there is no plan to continue using it
belt (19030) general bulb workshop
for the time being.
Total 208,754.99 --
257
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(4) Engineering Materials
Naught
23. Productive Living Assets
(1) Productive Living Assets Adopting Cost Measurement Mode
□Applicable Not applicable
(2) Productive Living Assets Adopting Fair Value Measurement Mode
□Applicable Not applicable
24. Oil and Gas Assets
□Applicable Not applicable
25. Right-of-use Assets
Unit: RMB
Item Houses and buildings Land use right Total
I. Original carrying value
1. Beginning balance 17,864,418.29 25,688,364.03 43,552,782.32
2. Increased amount of the
6,528,499.16 6,528,499.16
period
(1) Business combination
6,528,499.16 6,528,499.16
increase
3. Decreased amount of the
2,675,514.50 6,597,603.65 9,273,118.15
period
4. Ending balance 21,717,402.95 19,090,760.38 40,808,163.33
II. Accumulated amortization
1. Beginning balance 5,377,288.39 24,049,287.85 29,426,576.24
2. Increased amount of the
6,040,111.33 1,085,371.48 7,125,482.81
period
(1) Withdrawal 1,661,609.93 1,085,371.48 2,746,981.41
(2) Business combination
4,378,501.40 4,378,501.40
increase
3. Decreased amount of the
2,311,157.10 6,480,466.35 8,791,623.45
period
4. Ending balance 9,106,242.62 18,654,192.98 27,760,435.60
IV. Carrying value
1. Ending carrying value 12,611,160.33 436,567.40 13,047,727.73
2. Beginning carrying value 12,487,129.90 1,639,076.18 14,126,206.08
258
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
26. Intangible Assets
(1) List of Intangible Assets
Unit: RMB
Non-patent
Item Land use right Patent Software Others (note 1) Total
technology
I. Original
carrying
value
1.
536,130,
Beginning 456,550,796.29 25,339,982.16 29,895,792.52 24,344,062.26
633.23
balance
2.
Increased 5,415,75
5,428,033.42 -12,277.36
amount of 6.06
the period
(1) 5,415,75
5,428,033.42 -12,277.36
Purchase 6.06
3.
Decreased 73,966,6
48,537,036.60 1,141,509.42 5,421.50 24,282,675.00
amount of 42.52
the period
(1) 48,542,4
48,537,036.60 5,421.50
Disposal 58.10
(2)
Lapsed
25,424,1
and 1,141,509.42 24,282,675.00
84.42
derecogni
zed parts
4. Ending 467,579,
408,013,759.69 24,198,472.74 35,318,404.44 49,109.90
balance 746.77
II.
Accumula
ted
amortizati
on
1.
161,919,
Beginning 99,103,256.74 24,618,597.10 13,864,588.55 24,332,807.83
250.22
balance
2.
Increased 12,154,7
8,960,274.04 313,922.07 2,881,532.11 -1,022.93
amount of 05.29
the period
259
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(1)
12,154,7
Withdraw 8,960,274.04 313,922.07 2,881,532.11 -1,022.93
05.29
al
3.
Decreased 47,049,6
21,837,047.45 929,952.53 24,282,675.00
amount of 74.98
the period
(1) 21,837,0
21,837,047.45
Disposal 47.45
(2)
Lapsed
25,212,6
and 929,952.53 24,282,675.00
27.53
derecogni
zed parts
4. Ending 127,024,
86,226,483.33 24,002,566.64 16,746,120.66 49,109.90
balance 280.53
III.
Depreciati
on
reserves
1.
388,613.
Beginning 388,613.87
87
balance
2.
Increased
amount of
the period
3.
Decreased
amount of
the period
4. Ending 388,613.
388,613.87
balance 87
IV.
Carrying
value
1. Ending
340,166,
carrying 321,787,276.36 195,906.10 18,183,669.91 0.00
852.37
value
2.
Beginning 373,822,
357,447,539.55 721,385.06 15,642,590.10 11,254.43
carrying 769.14
value
The proportion of intangible assets formed from the internal R&D of the Company at the period-end to the ending balance of
260
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
intangible assets was 0.00%.
(2) Land Use Right with Certificate of Title Uncompleted
Naught
Other notes:
Note 1: Intangible assets-others mainly included the customer relationships and sales networks obtained through
the accounting of acquired enterprises, which were amortised in 2021 and liquidated in 2022.
Note 2: The original value and the increase in cumulated amortisation of “intangible assets-others” in the
current period were negative, because Nanning Liaowang’s emission right estimated and recorded in 2021 was
confirmed to have no such asset in 2022 and the estimated original value and amortisation were offset.
27. Development Costs
Naught
28. Goodwill
(1) Original Carrying Value of Goodwill
Unit: RMB
Name of the Increase Decrease
invested units
Beginning Formed by
or events Ending balance
balance business Disposal
generating
combination
goodwill
Nanning
Liaowang Auto 16,211,469.82 16,211,469.82
Lamp Co., Ltd.
Foshan
NationStar
405,620,123.64 405,620,123.64
Optoelectronics
Co., Ltd.
Total 421,831,593.46 421,831,593.46
Note: Guangdong Electronics Information Industry Group Ltd., a wholly-owned subsidiary of Guangdong Rising
Holdings Group Co., Ltd., acquired NationStar Optoelectronics in 2014, and the difference between the fair value
and the net assets attributable to shareholders of the listed company at the date of acquisition of NationStar
Optoelectronics resulted in a goodwill of RMB405,620,123.64.
(2) Goodwill impairment provisions
Naught
Information on the Assets Groups or Combination of Assets Groups which Goodwill Belongs to
The Company's management uses the smallest combination of assets that can independently generate cash inflows
261
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
under the management or control of production and operating activities as the criteria for identifying an asset
group or combination of asset groups.
Goodwill impairment testing process and key parameters
In testing goodwill for impairment, the Company compares the carrying amount of the relevant asset group
(including goodwill) with its recoverable amount, and if the recoverable amount is less than the carrying amount,
the relevant difference is recognized in profit or loss for the current period. The recoverable amount of an asset
group is determined as the present value of the estimated future cash flows. The present value of cash flows is
based on the Company's management's projections of future cash flows over a five-year detailed forecast period
and subsequent stabilisation periods. The projected future cash flows for the detailed forecast period are based on
the business plan developed by management; the projected future cash flows for the subsequent stabilisation
period are determined at the level of the last year of the detailed forecast period. The key assumptions used by the
Company in projecting the present value of future cash flows include business volume growth rates and discount
rates, with pre-tax discount rates ranging from 9.52% to 11.14% for 2022 and growth rates ranging from 2% to
15.31% for the detailed forecast period. The Company's management determined the parameters associated with
each key assumption in a manner consistent with the Company's historical experience or external sources of
information.
Influence of goodwill impairment testing:
The goodwill impairment testing of the Company has no influence on statements.
Other notes:
Naught
29. Long-term Prepaid Expense
Unit: RMB
Amortization
Other decreased
Item Beginning balance Increased amount amount of the Ending balance
amount
period
Mould 87,127,962.04 120,854,878.97 49,500,170.13 34,781,315.04 123,701,355.84
Expense on
maintenance and 53,715,154.13 19,852,103.36 19,630,249.81 53,937,007.68
decoration
Boarding box 2,991,248.46 332,672.57 2,952,192.39 371,728.64
Other 8,892,147.93 10,257,340.57 7,032,952.75 12,116,535.75
Total 152,726,512.56 151,296,995.47 79,115,565.08 34,781,315.04 190,126,627.91
262
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
30. Deferred Income Tax Assets/Deferred Income Tax Liabilities
(1) Deferred Income Tax Assets that Had not Been Off-set
Unit: RMB
Ending balance Beginning balance
Deductible
Item Deferred income tax Deductible temporary Deferred income tax
temporary
assets difference assets
difference
Provision for impairment of
355,634,218.16 53,741,627.33 336,793,647.28 51,513,913.81
assets
Unrealized profit of internal
52,989,043.64 7,948,356.52 21,583,736.24 3,237,560.44
transactions
Deductible loss 72,901,011.65 12,503,679.82 36,016,962.39 7,312,677.73
Depreciation of fixed assets 57,459,943.55 8,618,991.55 63,273,361.51 9,491,004.25
Accrued liabilities 9,579,783.06 1,436,967.46 7,671,948.69 1,150,792.30
Change in fair value of trading
5,013,923.26 752,088.49
financial assets
Long-term deferred expenses 3,888,860.58 583,329.09
Payroll payable 51,262,888.11 7,689,433.22
Change in fair value of trading
154,129.55 23,119.43
financial liabilities
Others 18,675,496.41 2,802,165.99 11,486,383.38 1,843,287.40
Total 576,142,280.31 88,387,206.25 528,243,057.15 82,261,788.58
(2) Deferred Income Tax Liabilities Had not Been Off-set
Unit: RMB
Ending balance Beginning balance
Item Taxable temporary Deferred income tax Taxable temporary Deferred income tax
difference liabilities difference liabilities
Assets assessment
appreciation from
business consolidation 88,576,232.73 13,286,434.92 93,485,366.87 14,022,805.03
not under the same
control
Changes in fair value
of other investments in 580,809,393.51 87,121,409.03 1,152,615,606.86 172,892,341.03
equity instruments
Changes in the fair
value of trading
financial instruments 14,216.68 2,132.50 4,912,265.32 776,194.13
and derivative financial
instruments
One-off depreciation of
680,398,140.98 102,059,721.15 616,542,996.01 92,481,449.40
fixed assets
Total 1,349,797,983.90 202,469,697.60 1,867,556,235.06 280,172,789.59
263
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(3) Deferred Income Tax Assets or Liabilities Listed by Net Amount after Off-set
Unit: RMB
Mutual set-off amount Amount of deferred Mutual set-off amount Amount of deferred
of deferred income tax income tax assets or of deferred income tax income tax assets or
Item
assets and liabilities at liabilities after off-set assets and liabilities at liabilities after off-set
the period-end at the period-end the period-begin at the period-begin
Deferred income tax
88,387,206.25 82,261,788.58
assets
Deferred income tax
202,469,697.60 280,172,789.59
liabilities
(4) List of Unrecognized Deferred Income Tax Assets
Naught
(5) Deductible Losses of Unrecognized Deferred Income Tax Assets will Due in the Following Years
Naught
31. Other Non-current Assets
Unit: RMB
Ending balance Beginning balance
Item Carrying Depreciation Carrying Depreciation
Carrying value Carrying value
amount reserve amount reserve
Advance
payment for
44,132,869.26 44,132,869.26 43,706,539.24 43,706,539.24
equipment and
project
Long-term
assets to be 36,553,212.64 36,553,212.64
disposed (note)
Prepayments
for equity 10,000,000.00 10,000,000.00 465,129,434.98 10,000,000.00 455,129,434.98
acquisition
Assets of
subsidiaries to
613,072.43 613,072.43 903,887.30 903,887.30
be cleared and
cancelled
Other 244,358.52 244,358.52
Total 91,543,512.85 10,000,000.00 81,543,512.85 509,739,861.52 10,000,000.00 499,739,861.52
Other notes:
1. The other non-current assets of RMB455 million at the beginning of the period was the advance payment for
the equity acquisition (such payment accounted for 30% of the total price of the equity acquisition) paid by
NationStar Optoelectronics to the original shareholders of NationStar Optoelectronics, in accordance with the
Share Transfer Agreement. The merger under the same control for the current period has been completed.
264
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
2. The Company's subsidiary, NationStar Optoelectronics, entered into the Capital Injection Agreement with
Nanyang Xicheng Technology Co., Ltd. (Xicheng Tech). NationStar Optoelectronics paid RMB10 million for
capital injection. Later, the agreement was re-signed to change the investment method. In order to address
issues related to the above payment, NationStar Optoelectronics filed a lawsuit with the court, claiming the
return of the above payment for capital injection. Currently, the court has rejected the claim. As of the end of
the Reporting Period, the impairment provision had been set aside in full.
3. Note: The Company intends to hand over the plots of land located on the south and north sides of the Gongye
Road to the government for revitalisation in the form of "pending expropriation". When the government
successfully sells the plots through a public auction, the Company will be given the compensation for the land
transfer according to the policy. The buildings and constructions to be revitalized include the plant of LED
Workshop 3, the added plant of LED Workshop 3, South Plant (single-end workshop), North Plant (4 buildings),
spark plug workshop of energy-saving lamps warehouse, T8 Workshop 1 (Building 2), LED Workshop 2,
Iodine Lamp Workshop 3155m (building 14), the Company's new finished goods warehouse 3662M2, materials
warehouse (east end of single-end workshop), North Zone LPG station , T5 warehouse in the North Zone, etc.
32. Short-term Borrowings
(1) Category of Short-term Borrowings
Unit: RMB
Item Ending balance Beginning balance
Mortgage loans 100,000,000.00
Guarantee loans 97,700,000.00
Credit loans 37,596,526.02 128,914,000.00
Acceptance bill discount 20,000,000.00
Interest from short-term borrowings 118,833.33 165,997.01
Total 157,715,359.35 226,779,997.01
Note: For details about the collateral for mortgage loans please refer to XIV-(III) Other in Part X.
Letter of credit
(2) List of the Short-term Borrowings Overdue but not Returned
Naught
33. Trading Financial Liabilities
Unit: RMB
Item Ending balance Beginning balance
Trading financial liabilities 4,679,000.00 9,367.37
Including:
Other 4,679,000.00 9,367.37
Including:
Total 4,679,000.00 9,367.37
Other notes:
265
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
As of 31 December 2022, the loss from changes in fair value of hedge instrument of the Company was
RMB4,679,000.00 which was recorded into the trading financial liabilities to account.
34. Derivative Financial Liabilities
Naught
35. Notes Payable
Unit: RMB
Item Ending balance Beginning balance
Bank acceptance bill 1,923,641,752.28 2,067,479,953.98
letter of credit 52,101,816.43
Total 1,975,743,568.71 2,067,479,953.98
The total amount of the due but not paid notes payable at the end of the period was of RMB0.00.
36. Accounts Payable
(1) List of Accounts Payable
Unit: RMB
Item Ending balance Beginning balance
Accounts payable 2,513,177,458.14 2,455,934,273.28
Total 2,513,177,458.14 2,455,934,273.28
(2) Significant Accounts Payable Aging over One Year
Unit: RMB
Item Ending balance Unpaid/ Un-carry-over reason
It has not reached the settlement
Supplier A 52,949,523.64
period
Supplier B 11,091,509.09 Unsettled for bankruptcy
Supplier C 6,460,648.00 Equipment has not been accepted
It has not reached the settlement
Supplier D 3,484,654.24
period
It has not reached the settlement
Supplier E 3,435,466.98
period
Supplier F 3,407,500.00 Equipment has not been accepted
Failed to settle since part of the
Supplier G 2,563,292.33 product pricing failed to reach an
agreement
Supplier H 2,110,178.88 Unsettled
Total 85,502,773.16
266
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
37. Advances from Customer
(1) List of Advances from Customers
Unit: RMB
Item Ending balance Beginning balance
Advances from customers 2,532,442.44 8,106,923.79
Total 2,532,442.44 8,106,923.79
(2) Significant Advances from Customers Aging over One Year
Naught
38. Contract Liabilities
Unit: RMB
Item Ending balance Beginning balance
Advances on sales 125,143,161.61 141,336,712.44
Total 125,143,161.61 141,336,712.44
39. Employee Benefits Payable
(1) List of Employee Benefits Payable
Unit: RMB
Item Beginning balance Increase Decrease Ending balance
I. Short-term salary 181,785,253.31 1,297,265,600.67 1,310,115,734.49 168,935,119.49
II. Post-employment
benefit-defined 670,312.10 103,889,334.63 100,669,575.22 3,890,071.51
contribution plans
III. Termination
2,621,830.38 2,412,869.20 208,961.18
benefits
IV. Current portion of
0.00
other benefits
Total 182,455,565.41 1,403,776,765.68 1,413,198,178.91 173,034,152.18
(2) List of Short-term Salary
Unit: RMB
Item Beginning balance Increase Decrease Ending balance
1. Salary, bonus,
178,777,798.91 1,136,389,060.85 1,150,510,888.93 164,655,970.83
allowance, subsidy
2. Employee welfare 793,469.95 63,353,308.12 63,479,853.04 666,925.03
3. Social insurance 477,866.35 51,145,609.34 50,255,777.12 1,367,698.57
Of which: Medical
409,349.38 48,655,317.26 47,864,025.86 1,200,640.78
insurance premiums
267
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Work-related
68,516.97 2,490,292.08 2,391,751.26 167,057.79
injury insurance
4. Housing fund 242,880.71 34,068,543.35 33,852,467.68 458,956.38
5. Labor union budget
and employee 1,493,237.39 12,309,079.01 12,016,747.72 1,785,568.68
education budget
Total 181,785,253.31 1,297,265,600.67 1,310,115,734.49 168,935,119.49
(3) List of Defined Contribution Plans
Unit: RMB
Item Beginning balance Increase Decrease Ending balance
1. Basic pension
435,529.62 97,346,651.90 94,124,158.60 3,658,022.92
benefits
2. Unemployment
14,782.48 1,983,229.54 1,866,368.03 131,643.99
insurance
3. Annuity 220,000.00 4,559,453.19 4,679,048.59 100,404.60
Total 670,312.10 103,889,334.63 100,669,575.22 3,890,071.51
Other notes:
The Company participates in the scheme of pension insurance and unemployment insurance established by
government agencies as required. According to the scheme, fees are paid to it on a monthly basis and at the rate
of stipulated by government agencies. In addition to the above monthly deposit fees, the Company no longer
assumes further payment obligations. Corresponding expenses are recorded into the current profits or losses or
the cost of related assets when incurred.
(4) Termination Benefits
Unit: RMB
Item Beginning balance Increase Decrease Ending balance
1. Compensation for termination of
2,621,830.38 2,412,869.20 208,961.18
labor relations
2. Estimated internal staff
expenditure
Total 2,621,830.38 2,412,869.20 208,961.18
40. Taxes Payable
Unit: RMB
Item Ending balance Beginning balance
VAT 35,832,025.02 19,366,830.68
Corporate income tax 9,503,893.79 55,204,098.83
Personal income tax 2,569,142.68 3,613,227.79
Urban maintenance and construction tax 2,934,691.53 2,589,765.78
Property tax 8,147,187.30 855,233.46
Education surcharge 2,015,767.71 1,915,052.36
Land use tax 1,817,585.50 545,215.31
Other 1,475,258.57 7,507,467.30
268
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Total 64,295,552.10 91,596,891.51
41. Other Payables
Unit: RMB
Item Ending balance Beginning balance
Interest payable 0.00 0.00
Dividends payable 15,646.07 15,646.07
Other payables 440,214,434.98 376,053,534.67
Total 440,230,081.05 376,069,180.74
(1) Interest Payable
Unit: RMB
Item Ending balance Beginning balance
Total 0.00 0.00
(2) Dividends Payable
Unit: RMB
Item Ending balance Beginning balance
Ordinary share dividends 15,646.07 15,646.07
Total 15,646.07 15,646.07
(3) Other Payables
1) Other Payables Listed by Nature
Unit: RMB
Item Ending balance Beginning balance
Payment for equity transfer 134,409,650.00 -
Account current 133,618,069.56 220,566,219.57
Performance bond 67,039,416.12 59,185,869.60
Payments for demolition 36,734,144.44 54,990,047.00
Relevant expense of sales 29,232,738.55 12,531,559.28
Other 39,180,416.31 28,779,839.22
Total 440,214,434.98 376,053,534.67
2) Significant Other Payables Aging over One Year
Unit: RMB
Item Ending balance Reason for not repayment or carry-over
Unit A 120,352,181.20 Unsettled
Unit B 5,752,000.00 Unsettled for involving in lawsuits
Total 126,104,181.20
269
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
42. Liabilities Held for sale
Naught
43. Current Portion of Non-current Liabilities
Unit: RMB
Item Ending balance Beginning balance
Current portion of long-term borrowings 60,322,923.28
Current portion of long-term payables 19,423,561.38
Current portion of lease liabilities 5,217,587.39 8,176,624.77
Total 65,540,510.67 27,600,186.15
44. Other Current Liabilities
Unit: RMB
Item Ending balance Beginning balance
Pending changerover output VAT and
8,370,764.15 10,716,009.78
others
Reversed notes that are endorsed and
91,821,916.85
undue
Total 100,192,681.00 10,716,009.78
45. Long-term Borrowings
(1) Category of Long-term Borrowings
Unit: RMB
Item Ending balance Beginning balance
Credit borrowings 808,253,946.99
Less: Current portion of long-term
60,322,923.28
borrowings
Total 747,931,023.71 0.00
46. Bonds Payable
Naught
47. Lease Liabilities
Unit: RMB
Item Ending balance Beginning balance
Lease liabilities 12,273,129.57 16,242,185.35
Less: current portion of lease liabilities 5,217,587.39 8,176,624.77
Total 7,055,542.18 8,065,560.58
270
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
48. Long-term Payables
Naught
49. Long-term Employee Benefits Payable
Naught
50. Provisions
Unit: RMB
Item Ending balance Beginning balance Reason for formation
Withdrawal of customers’
Product quality assurance 9,587,043.31 17,418,343.01 claims for quality and product
quality assurance expenses
Total 9,587,043.31 17,418,343.01
51. Deferred Income
Unit: RMB
Reason for
Item Beginning balance Increase Decrease Ending balance
formation
Government grants 126,304,272.50 22,636,696.87 51,862,735.94 97,078,233.43
Total 126,304,272.50 22,636,696.87 51,862,735.94 97,078,233.43 --
Item involving government grants:
Unit: RMB
Amount
Amount
recorded
recorded Amount
into non- Related to
Amount of into other offset cost
Beginning operating Other Ending assets/relat
Item newly income in in the
balance income in changes balance ed to
subsidy the Reporting
the income
Reporting Period
Reporting
Period
Period
Governmen
t grants 99,798,518. 10,582,700. 35,196,150. 75,185,068.
related to 52 00 45 07
assets
Of which:
The
Subsidy for
Metal- 42,090,261. 19,999,999. 22,090,261. Related to
organic 19 20 99 assets
Chemical
Vapour
271
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Deposition
(MOCVD)
The
Projects of
the
Production
Expansion
and
Technologi
cal 22,197,600. 4,064,551.6 18,133,049. Related to
Transforma 80 8 12 assets
tion of
Component
s of Small-
spacing and
Outdoor
LED
Displays
The Project
of the
Innovation
in
Packaging
Technology
and
Technologi
cal
Transforma 4,590,348.8 6,822,700.0 1,990,360.9 9,422,687.8 Related to
tion of Key 0 0 9 1 assets
Packaging
Equipment
of LEDs
with High
Colour
Rendering
Index for
Illuminatio
n
The Project
of the
Innovation 6,299,718.3 1,020,885.8 5,278,832.4 Related to
in 0 4 6 assets
Packaging
Technology
272
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
and
Technologi
cal
Transforma
tion of Key
Packaging
Equipment
of LEDs
with Small
Spacing for
Display
The Project
of
Resource
Conservati 6,059,215.8 1,809,367.4 4,249,848.4 Related to
on and 8 4 4 assets
Environme
ntal
Protection
The First
Batch of
2022
Special
Funds for
Industrial
Technologi 2,560,000.0 2,304,000.0 Related to
255,999.99
cal 0 1 assets
Transforma
tion by the
Finance
Bureau of
Liang Jiang
New Area
The 2019
Second
Batch of
Special
Funds for
2,100,000.0 1,800,000.0 Related to
the 300,000.00
0 0 assets
Industrial
and
Informatio
n
Developme
273
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
nt of the
City
The 2019
14th Batch
of 1,050,000.0 Related to
150,000.00 900,000.00
Industrial 0 assets
Support
Funds
The Light-
converting
Films and
Component 1,322,376.2 Related to
588,076.92 734,299.34
s of Highly 6 assets
Efficient
White-light
LEDs
Research
and
Developme
nt and
1,714,151.2 1,329,277.6 Related to
Industrializ 384,873.61
9 8 assets
ation of
TD-LTE
Terminal
Rf Chip
Research
and
Developme
nt and
Industrializ
ation of 2,229,614.8 1,864,300.0 Related to
365,314.79
LGBT, the 2 3 assets
Key Power
Electronic
Device of
Electric
Vehicle
10,145,231. 1,200,000.0 1,823,330.6 9,521,900.5 Related to
Others
18 0 8 0 assets
Governmen
t grants 26,505,753. 12,053,996. 16,666,585. 21,893,165.
related to 98 87 49 36
income
Of which:
274
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
The
Research
on the Key
Technology
of 4K/8K
Full-colour 3,900,000.0 3,407,456.5 Related to
492,543.45
Micro-LED 0 5 income
Displays
with Ultra
High
Definition
(UHD)
The
Research
on Full-
colour and
Integrated
Packaging
2,096,708.4 1,098,996.8 2,234,709.8 Related to
of Micro- 960,995.46
5 7 6 income
LED
Display
with High
Brightness
and
Contrast
Research
Project on
Key
Technologi
es of the
Third
Generation
of High 1,661,468.9 1,575,000.0 1,464,522.7 1,771,946.2 Related to
Efficiency 8 0 2 6 income
and
Frequency
Semicondu
ctor
Electronic
Power
Module
The First
2,166,666.8 1,766,666.8 Related to
Batch of 399,999.96
5 9 income
Special
275
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Funds for
the
Industrial
and
Informatio
n
Developme
nt for the
Guangxi
Zhuang
Autonomo
us Region
for 2017
(Technolog
ical
Transforma
tion) for
Liuzhou
Guige
The Second
Batch of
Support
Funds for
the
“Technolog
ical
Transforma
tion of 1,966,666.6 1,766,666.6 Related to
200,000.04
Thousands 6 2 income
of
Enterprises
” in the
Guangxi
Zhuang
Autonomo
us Region
for 2021
The Project
of the First
Batch of
1,800,000.0 1,500,000.0 Related to
Support 300,000.00
0 0 income
Funds for
Enterprises
in Liuzhou
276
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
City for
2017 for
Liuzhou
Guige
Research
and
Developme
nt and
Industrializ
ation of
Potassium
Nitride- 1,143,201.2 1,800,000.0 1,972,219.1 Related to
970,982.10
based Rf 4 0 4 income
Devices in
the Field of
Next
Generation
Mobile
Communic
ation
The Key
Labs of
Semicondu
ctor Micro
Display 1,216,601.5 Related to
706,601.56 510,000.00
Enterprises 6 income
in
Guangdong
Province
(for 2020)
The
Research
on the Key
Technology
and
Innovative 1,067,475.4 Related to
875,475.44 192,000.00
Application 4 income
of Deep
Ultraviolet
Solid-state
Light
Sources
The 1,537,498.0 1,387,498.0 Related to
150,000.00
Research 9 9 income
277
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
and
Industrializ
ation of
New and
High-
performanc
e Display
Component
s
The
Research
and
Developme
nt of Chip-
on-Board
(COB)
Integrated
1,100,000.0 1,112,123.3 Related to
Packaging 84,920.52 72,797.16
0 6 income
and
Systems of
LED
Displays
with High
Density
and Small
Spacing
The
Research
on the Key
Technology
of High-
lumen
Compound
Reflex 1,800,000.0 2,122,534.4 Related to
367,534.48 45,000.00
LED Chips 0 8 income
for
Automobil
es and
High-
density
Matrix
Packaging
11,397,011. 4,672,071.7 7,504,939.9 Related to
Others 780,000.00
71 9 2 income
278
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
126,304,27 22,636,696. 51,862,735. 97,078,233.
Total
2.50 87 94 43
52. Other Non-current Liabilities
Unit: RMB
Item Ending balance Beginning balance
Pending changerover output VAT 307,696.87
Liabilities of subsidiaries to be cleared
1,083.74 22,653.46
and cancelled
Total 308,780.61 22,653.46
53. Share Capital
Unit: RMB
Increase/decrease (+/-)
Beginning Ending
New shares Bonus issue
balance Bonus shares Other (note) Subtotal balance
issued from profit
- -
The sum of 1,399,346,15 1,361,994,64
37,351,507.0 37,351,507.0
shares 4.00 7.00
0 0
Other notes:
Unit: RMB
Item/Investor Beginning balance Increase Decrease Ending balance
Invested amount Proportion Invested amount Proportion
Restricted shares 13,169,196.00 0.94% 2,415,538.00 10,753,658.00 0.79%
Unrestricted shares 1,386,176,958.00 99.06% 34,935,969.00 1,351,240,989.00 99.21%
Total 1,399,346,154.00 100.00% 37,351,507.00 1,361,994,647.00 100.00%
Note: Other decrease in share capital was due to deregistration of treasury shares. For details, please refer to
Part VI-XVI. Other Significant Events-Cancellation of Shares of this Report.
54. Other Equity Instruments
Naught
55. Capital Reserves
Unit: RMB
Item Beginning balance Increase Decrease Ending balance
Capital premium
1,043,912,642.64 1,043,912,642.64
(premium on stock)
Other capital reserves 7,245,971.54 7,245,971.54
Total 1,051,158,614.18 1,043,912,642.64 7,245,971.54
Other notes, including changes and reason of change:
279
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
1. The cancellation of treasury shares offset the capital reserve of RMB4,825,948.60.
2. Due to the merger of NationStar Optoelectronics under the same control in the current period, the opening
balance of the capital reserve, upon retroactive adjustment, was RMB1,036,001,099.28. The merger in the
current period decreased by RMB1,039,086,694.04.
56. Treasury Shares
Unit: RMB
Item Beginning balance Increase Decrease (note) Ending balance
Treasury shares (A-
201,955,572.33 119,790,428.18 82,165,144.15
share)
Treasury shares (B-
48,645,302.21 48,645,302.21
share)
Total 250,600,874.54 168,435,730.39 82,165,144.15
Other notes, including changes and reason of change:
Note: The decrease in treasury shares for the Reporting Period was due to deregistration of treasury shares. For
details, please refer to Part VI-XVI. Other Significant Events-Cancellation of Shares of this Report.
57. Other Comprehensive Income
Unit: RMB
Reporting Period
Less: Less:
Recorded Recorded
in other in other
comprehen comprehen Attributabl
Income sive sive e to owners Attributabl
Beginning before income in income in Less: of the e to non- Ending
Item
balance taxation in prior period prior period Income tax Company controlling balance
the Current and and expense as the interests
Period transferred transferred parent after after tax
to profit or to retained tax
loss in the earnings in
Current the Current
Period Period
I. Other
comprehen
sive
income that - - -
983,157,2 100,917,2 498,660,4
451,270,0 67,690,50 484,496,7
may not 54.51 24.19 84.47
53.94 8.09 70.04
subsequentl
y be
reclassified
280
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
to profit or
loss
Changes in
fair value - - -
983,157,2 100,917,2 498,660,4
of other 451,270,0 67,690,50 484,496,7
54.51 24.19 84.47
equity 53.94 8.09 70.04
instrument
investment
II. Other
comprehen
sive
income that
may - - - -
227,657.0
169,800.4 122,008.2 349,665.3 519,465.7
subsequentl 9
3 5 4 7
y be
reclassified
to profit or
loss
Differences
arising
from
translation - - - -
227,657.0
169,800.4 122,008.2 349,665.3 519,465.7
of foreign 9
3 5 4 7
currency-
denominate
d financial
statements
Total of
other - - -
982,987,4 100,917,2 227,657.0 498,141,0
comprehen 451,392,0 67,690,50 484,846,4
54.08 24.19 9 18.70
sive 62.19 8.09 35.38
income
58. Specific Reserve
Naught
59. Surplus Reserves
Unit: RMB
Item Beginning balance Increase Decrease Ending balance
Statutory surplus 699,673,077.00 11,785,496.74 661,779,817.55 49,678,756.19
281
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
reserves
Discretionary surplus
41,680,270.96 41,680,270.96
reserves
Total 741,353,347.96 11,785,496.74 661,779,817.55 91,359,027.15
Notes including changes and reasons thereof:
1. The increase for the Reporting Period refers to the accrued surplus reserves of RMB11,785,496.74.
2. The decrease in surplus reserves for the Reporting Period is mainly due to the de-registration of treasury
shares and the combination of NationStar Optoelectronics under the same control in the Reporting Period.
60. Retained Earnings
Unit: RMB
Item Reporting Period Same period of last year
Beginning balance of retained earnings
1,758,462,062.48
before adjustments
Beginning balance of total retained
earnings of adjustments (“+” for 148,592,079.08
increase, “-“ for decrease)
Beginning balance of retained earnings
3,111,864,076.86 1,907,054,141.56
after adjustments
Add: Net profit attributable to owners of
230,394,235.91 299,614,354.88
the Company as the parent
Less: Withdrawl of statutory surplus
11,785,496.74
reserves
Dividend of ordinary shares
134,899,464.70 135,847,668.70
payable
Add: Others (note) 100,917,224.19 1,041,043,249.12
Ending retained earnings 3,296,490,575.52 3,111,864,076.86
Note: When selling stocks in the Reporting Period, the accumulative fair value changes previously included in other
comprehensive income were transferred into retained earnings.
List of adjustment of beginning retained earnings:
(1) RMB0.00 beginning retained earnings was affected by retrospective adjustment conducted according to the Accounting
Standards for Business Enterprises and relevant new regulations.
(2) RMB0.00 beginning retained earnings was affected by changes in accounting policies.
(3) RMB0.00 beginning retained earnings was affected by correction of significant accounting errors.
(4) RMB148,592,079.08 beginning retained earnings was affected by changes in combination scope arising from same control.
(5) RMB0.00 beginning retained earnings was affected totally by other adjustments.
61. Operating Revenue and Cost of Sales
Unit: RMB
Reporting Period Same period of last year
Item
Operating revenue Cost of sales Operating revenue Cost of sales
Main operations 8,494,775,305.34 7,040,206,010.36 8,495,224,683.73 7,059,866,653.21
Other operations 265,189,970.62 183,765,491.17 231,016,369.77 182,792,408.54
282
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Total 8,759,965,275.96 7,223,971,501.53 8,726,241,053.50 7,242,659,061.75
Whether the lower of the net profit before and after deduction of non-recurring gains and losses through audit is negative
□Yes No
Relevant information of revenue:
Unit: RMB
Category of contracts Total
Types of products 8,759,965,275.96
Of which:
General lighting products 3,136,174,210.72
LED packaging and component products 2,562,831,923.06
Vehicle lamp products 1,729,839,032.11
Trade and other products 1,331,120,110.07
By operating places 8,759,965,275.96
Of which:
Domestic 6,625,258,201.57
Overseas 2,134,707,074.39
Information related to performance obligations:
Naught
Information in relation to the transaction price apportioned to the residual contract performance obligation:
The amount of revenue corresponding to performance obligations of contracts signed but not performed or not fully performed yet
was RMB312,334,915.47 .
62. Taxes and Surtaxes
Unit: RMB
Item Reporting Period Same period of last year
Urban maintenance and construction tax 16,433,160.03 22,722,495.15
Education surcharge 8,648,196.05 12,429,031.47
Property tax 21,704,695.10 15,987,326.40
Land use tax 6,829,390.37 6,557,198.44
Vehicle and vessel use tax 45,539.98 36,967.26
Stamp duty 7,098,838.10 5,984,571.34
Local education surcharge 2,959,947.15 3,900,946.03
Environmental protection tax 129,730.62 127,434.40
VAT of land -2,047,738.45
Others 225,457.17 393,432.00
Total 62,027,216.12 68,139,402.49
Other notes:
Note: It was mainly because of the land appreciation tax accrued for the sale of real estate in the previous period.
The over-accrued land appreciation tax of RMB2,047,738.45 was released, when the actual payment was made
this year.
283
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
63. Selling Expense
Unit: RMB
Item Reporting Period Same period of last year
Employee benefits 124,898,336.26 110,595,613.31
Business propagandize fees and
54,868,902.89 47,924,059.61
advertizing fees
After-sales expenses 15,001,278.36 39,986.89
Sales promotion fees 12,365,392.75 12,840,438.91
Office expenses 10,546,333.93 13,040,259.46
Business travel charges 8,486,981.36 12,521,726.49
Commercial insurance premium 5,802,490.36 4,762,651.65
Other 24,850,877.91 34,270,721.57
Total 256,820,593.82 235,995,457.89
64. Administrative Expense
Unit: RMB
Item Reporting Period Same period of last year
Employee benefits 253,446,528.98 217,818,947.11
Depreciation charge 48,169,909.92 41,691,181.03
Office expenses 23,802,294.29 20,489,882.18
Intermediary agency fee 10,681,650.48 9,686,674.93
Utilities 8,318,833.90 5,070,688.64
Amortization of intangible assets 7,406,254.55 6,856,771.02
Engineering decoration cost 6,308,994.29 6,980,479.30
Labor cost 3,790,883.26 2,802,839.41
Security fund for the disabled 2,773,339.56 2,722,348.51
Rent of land and management charge 1,636,038.99 4,477,445.47
Others 41,784,681.00 33,342,014.75
Total 408,119,409.22 351,939,272.35
65. Development Costs
Unit: RMB
Item Reporting Period Same period of last year
Employee benefits 196,235,469.02 152,596,071.77
Material consumption 144,117,100.51 143,852,260.60
Depreciation and long-term prepaid
50,965,688.04 38,423,035.97
expense
Certification and testing fee 14,678,874.32 10,471,002.67
Expense on equipment debugging 8,256,764.80 9,255,666.89
Charges related to patents 2,525,432.48 1,169,438.63
Others 24,008,604.89 19,207,465.11
284
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Total 440,787,934.06 374,974,941.64
Other notes:
In respect of R&D expense incurred by the Company, expense other than that on bench-scale and pilot-scale
production is included in R&D expense; and sales revenue of products from bench-scale and pilot-scale
production is included in core business revenue and the relevant costs are included in cost of sales of core
business.
66. Finance Costs
Unit: RMB
Item Reporting Period Same period of last year
Interest expense 22,311,206.70 11,811,659.37
Less: Interest income 29,169,641.75 30,522,913.04
Foreign exchange gains or losses -26,718,075.66 15,599,915.72
Others 2,098,422.28 2,705,641.88
Total -31,478,088.43 -405,696.07
67. Other Income
Unit: RMB
Sources Reporting Period Same period of last year
The Subsidy for Metal-organic Chemical
19,999,999.20 19,999,999.20
Vapour Deposition (MOCVD)
One-time Stay Allowance 5,257,845.00
The Subsidy for Employees' On-the-job
4,887,500.00 2,663,240.00
Training
The Projects of the Production
Expansion and Technological
4,064,551.68 4,064,551.68
Transformation of Components of Small-
spacing and Outdoor LED Displays
Grants for High-tech Enterprises 2,870,936.00 5,845,000.00
The Special Fund for Promoting High-
2,865,247.03 2,438,064.00
quality Economic Development
Science and Technology Fund Allocated
2,484,900.99
by the Government
The Research on the Key Technology of
High-lumen Compound Reflex LED
2,122,534.48
Chips for Automobiles and High-density
Matrix Packaging
The 2021 Support Fund of the Foshan
Municipal Financial Bureau for
Promoting the Digital Intelligent 2,000,000.00
Transformation of the Manufacturing
Industry in Foshan City
285
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
The Project of the Innovation in
Packaging Technology and
Technological Transformation of Key
1,990,360.99
Packaging Equipment of LEDs with
High Colour Rendering Index for
Illumination
Research and Development and
Industrialization of Potassium Nitride-
1,972,219.14 1,051,721.76
based Rf Devices in the Field of Next
Generation Mobile Communication
Research and Development and
Industrialization of LGBT, the Key
1,864,300.03 379,098.36
Power Electronic Device of Electric
Vehicle
The Project of Resource Conservation
1,809,367.44 1,809,367.44
and Environmental Protection
Research on Key Technologies of the
Third Generation of High Frequency
1,464,522.72 85,485.02
Semiconductor Electronic Power Module
in Colleges and Universities
The Subsidy for Stabilizing Employment 1,440,668.72 2,993,359.27
The Research and Industrialization of
New and High-performance Display 1,387,498.09
Components
Research and Development and
Industrialization of TD-LTE Terminal Rf 1,329,277.68 315,537.48
Chip
The Special Support Fund for the
Industrial Internet of Things (IIOT) 1,320,000.00 809,900.00
Development
Refund of Individual Income Tax 1,146,553.80 501,207.64
The Research and Development of Chip-
on-Board (COB) Integrated Packaging
1,112,123.36
and Systems of LED Displays with High
Density and Small Spacing
The Demonstration of Industrial Internet
of Things (IIOT) Applications for LED 441,702.63 1,097,962.93
Production Control
The Research and Application of
Epitaxial Wafers, Chips, and Packaging
369,238.72 5,987,959.60
of Near-ultraviolet Silica-based AlGaN
Vertical LEDs with High Power
2020 Supporting Fund for Guangdong
3,000,000.00
Provincial Science and Technology
286
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Award of Foshan Municipal Government
The Research and Application on the
Key Technology of High-lumen
Compound Reflex LED Chips for 1,518,820.56
Automobiles and High-density Matrix
Packaging
Support Funds for Industrial Design
Industry Development in Chancheng 1,000,000.00
District, Foshan City
Other 20,693,446.22 18,380,382.55
Total 84,894,793.92 73,941,657.49
68. Investment Income
Unit: RMB
Item Reporting Period Same period of last year
Long-term equity investment income
2,467,060.07 2,260,497.27
accounted by equity method
Investment income from disposal of
-995,989.54
long-term equity investment
Investment income from holding of
-9,764,664.95 6,357,117.65
trading financial assets
Investment income from disposal of
285,376.51
trading financial assets
Dividend income from holding of other
16,059,353.89 23,643,370.02
equity instrument investment
Income received from financial products
1,586,828.50 2,048,985.41
and structural deposits
Total 10,633,954.02 33,313,980.81
69. Net Gain on Exposure Hedges
Naught
70. Gain on Changes in Fair Value
Unit: RMB
Sources Reporting Period Same period of last year
Trading financial assets -4,839,428.58 4,523,330.79
Of which: gains on changes in fair
-4,839,428.58 4,523,330.79
value of derivative financial instrument
Trading financial liabilities -4,679,000.00 -27,790.90
Total -9,518,428.58 4,495,539.89
287
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
71. Credit Impairment Loss
Unit: RMB
Item Reporting Period Same period of last year
Bad debt loss on other receivables -1,839,930.20 64,660.67
Expected credit loss on accounts
-13,492,101.98 -8,552,761.66
receivable
Expected credit loss on contract assets -264,782.57
Others -72,731.43
Total -15,404,763.61 -8,752,883.56
72. Asset Impairment Loss
Unit: RMB
Item Reporting Period Same period of last year
II. Loss on inventory valuation and
-79,344,281.60 -72,264,251.24
contract performance cost
V. Loss on impairment of fixed assets -3,995,735.51 -398,525.90
VII. Loss on impairment of construction
-208,754.99 -1,318,800.00
in progress
X. Loss on impairment of intangible
-388,613.87
assets
XII. Loss on impairment of contract
-342,647.99
assets
XIII. Others -7,625,958.29 -19,723,413.98
Total -91,517,378.38 -94,093,604.99
73. Assets Disposal Income
Unit: RMB
Sources Reporting Period Same period of last year
Disposal income of fixed assets 968,273.19 77,714,217.87
74. Non-operating Income
Unit: RMB
Amount recorded in the
Item Reporting Period Same period of last year current non-recurring profit or
loss
Government grants 976,090.45 0.00 976,090.45
Total income from scrap of
1,324,933.00 2,003,455.62 1,324,933.00
non-current assets
Of which: income from scrap
1,324,933.00 2,003,455.62 1,324,933.00
of fixed assets
Income from default money 5,810,061.05 7,060,000.00 5,810,061.05
Confiscated income 65,728.35 14,228,534.73 65,728.35
Other 10,580,244.78 15,817,044.20 10,580,244.78
Total 18,757,057.63 24,880,499.82 18,759,974.73
288
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Government grants recorded into current profit or loss:
Unit: RMB
Whether
influence
Special Same Related to
Distributio Distributio the profits Reporting
Item Nature subsidy or period of assets/relat
n entity n reason or losses of Period
not last year ed income
the year or
not
Supporting
fund for
Related to
industrial Subsidy No No 976,090.45 0.00
income
developme
nt
75. Non-operating Expense
Unit: RMB
Amount recorded in the
Item Reporting Period Same period of last year current non-recurring profit or
loss
Loss on non-monetary assets
10,610,248.46 1,618,655.31 10,610,248.46
exchange
Donations 100,000.00
Losses on inventories 311,858.32
Penalty and delaying payment 701,242.02 190,278.72 701,242.02
Others 5,501,043.60 4,103,945.65 5,501,043.60
Total 16,812,534.08 6,324,738.00 16,812,534.08
76. Income Tax Expense
(1) List of Income Tax Expense
Unit: RMB
Item Reporting Period Same period of last year
Current income tax expense 28,931,905.70 33,326,112.43
Deferred income tax expense 1,942,422.33 25,035,603.51
Total 30,874,328.03 58,361,715.94
(2) Adjustment Process of Accounting Profit and Income Tax Expense
Unit: RMB
Item Reporting Period
Profit before taxation 381,717,683.75
Current income tax expense accounted at statutory/applicable
57,257,652.56
tax rate
Influence of applying different tax rates by subsidiaries 2,373,228.24
289
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Influence of income tax before adjustment 5,724,192.96
Influence of non-taxable income -3,248,653.74
Influence of non-deductable costs, expenses and losses 2,487,911.51
The effect of using deductible losses of deferred income tax
-1,602,765.18
assets that have not been recognized in the previous period
Influence of unrecognized deductible temporary differences
12,138,013.09
and deductible losses
Influence of deduction -45,841,241.76
Regarded as sales 1,465,678.68
Change in beginning deferred income tax asset/liability balance
120,311.67
due to tax rate adjustment
Income tax expense 30,874,328.03
77. Other Comprehensive Income
Refer to Note VII Notes to Main Items of Consolidated Financial Statements-57 for details.
78. Cash Flow Statement
(1) Cash Generated from Other Operating Activities
Unit: RMB
Item Reporting Period Same period of last year
Income from subsidy 62,131,715.65 51,478,912.74
Margin income 35,275,803.41 40,666,019.15
Income from waste 33,443,489.15 27,289,018.10
Deposit interest 27,525,377.17 34,906,276.94
Rental income from property and
7,071,449.02 12,980,397.19
equipment, utility
Income from insurance compensation 25,003.20
Collection of tax on transfer of equity
interests of the original shareholders of 48,637,165.49
Nanning Liaowang
Others 58,928,366.38 32,958,058.25
Total 224,376,200.78 248,940,851.06
(2) Cash Used in Other Operating Activities
Unit: RMB
Item Reporting Period Same period of last year
Administrative expense paid in cash 130,797,239.14 127,589,873.25
Selling expense paid in cash 89,476,822.32 61,331,324.84
Returned cash deposit 27,259,278.23 42,863,242.64
Finance costs paid in cash 1,887,258.78 1,302,431.92
Payment of tax on transfer of equity
interests of the original shareholders of 48,637,165.49
Nanning Liaowang
Others 117,228,372.83 40,770,593.51
Total 366,648,971.30 322,494,631.65
290
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(3) Cash Generated from Other Investing Activities
Unit: RMB
Item Reporting Period Same period of last year
Compensation received for demolition 54,990,047.00
Total 54,990,047.00
(4) Cash Used in Other Investing Activities
Naught
(5) Cash Generated from Other Financing Activities
Unit: RMB
Item Reporting Period Same period of last year
Receipt of financing notes 12,225,701.60
Cash deposit collected 6,916,618.99
Total 19,142,320.59 0.00
(6) Cash Used in Other Financing Activities
Unit: RMB
Item Reporting Period Same period of last year
Cash paid for acquisition of NationStar
1,061,968,681.64 464,531,545.66
Optoelectronics under the same control
Cash paid for acquisition of Fenghua
134,409,650.00
Semiconductor under the same control
Finance lease rental 49,995,876.21
Repurchase of treasury shares 250,814,566.13
Payment for cash deposit of bank
25,540,463.98
acceptance bills
Others 3,792,167.09 49,492.70
Total 1,200,170,498.73 790,931,944.68
79. Supplemental Information for Cash Flow Statement
(1) Supplemental Information for Cash Flow Statement
Unit: RMB
Supplemental information Reporting Period Same period of last year
1. Reconciliation of net profit to net cash
flows generated from operating
activities:
Net profit 350,843,355.72 499,751,566.84
Add: Provision for impairment of assets 106,922,141.99 102,846,488.55
Depreciation of fixed assets, oil-gas
509,693,013.98 438,529,743.34
assets, and productive living assets
Depreciation of right-of-use assets 7,125,482.81 7,338,716.52
291
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Amortization of intangible assets 12,154,705.29 14,504,737.18
Amortization of long-term prepaid
79,115,565.08 57,320,573.64
expenses
Loss from disposal of fixed assets,
intangible assets and other long-term -968,273.19 -77,714,217.87
assets (gains: negative)
Losses from scrapping of fixed assets
9,285,315.46 -251,165.05
(gains: negative)
Losses from changes in fair value (gains:
9,518,428.58 -4,495,539.89
negative)
Finance costs (gains: negative) 22,311,206.70 12,729,250.18
Investment loss (gains: negative) -10,633,954.02 -33,313,980.81
Decrease in deferred income tax assets
-6,125,417.67 16,357,779.25
(increase: negative)
Increase in deferred income tax liabilities
-77,703,091.99 8,757,301.94
(“-” for decrease)
Decrease in inventory (“-” for increase) -62,666,433.29 -41,037,550.29
Decrease in operating receivables (“-”
434,804,727.86 -492,603,920.16
for increase)
Increase in operating payables (“-” for
-318,788,452.62 -75,245,835.03
decrease)
Others
Net cash generated from/used in
1,064,888,320.69 433,473,948.34
operating activities
2. Significant investing and financing
activities without involvement of cash
receipts and payments
Transfer of debts into capital
Current portion of convertible
corporate bonds
Fixed assets leased in for financing
3.Net increase/decrease of cash and cash
equivalents:
Ending balance of cash 1,945,971,307.26 1,940,209,052.92
Less: Beginning balance of cash 1,940,209,052.92 1,369,319,225.08
Add: Ending balance of cash
equivalents
Less: Beginning balance of cash
equivalents
Net increase in cash and cash equivalents 5,762,254.34 570,889,827.84
(2) Net Cash Paid For Acquisition of Subsidiaries
Unit: RMB
292
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Amount
Cash or cash equivalents paid in the current period for the
1,199,095,022.30
business combination occurring in the current period
Of which:
Foshan NationStar Optoelectronics Co., Ltd. 1,061,968,681.64
Guangdong Fenghua Semiconductor Technology Co., Ltd. 134,409,650.00
Of which:
Of which:
Net cash paid for acquisition of subsidiaries 1,199,095,022.30
(3) Net Cash Received from Disposal of the Subsidiaries
Naught
(4) Cash and Cash Equivalents
Unit: RMB
Item Ending balance Beginning balance
I. Cash 1,945,971,307.26 1,940,209,052.92
Including: Cash on hand 52,093.54 24,635.14
Bank deposit on demand 1,944,304,141.61 1,840,860,114.33
Other monetary assets on
1,615,072.11 99,324,303.45
demand
III. Ending balance of cash and cash
1,945,971,307.26 1,940,209,052.92
equivalents
80. Notes to Items of the Statements of Changes in Owners’ Equity
Notes to the name of “Other” of ending balance of the same period of last year adjusted and the amount adjusted:
Not applicable
81. Assets with Restricted Ownership or Right of Use
Unit: RMB
Item Ending carrying value Reason for restriction
Security deposit of notes, letter of
Monetary assets 534,826,528.99 guarantee, pre-sale house payment, L/C
guarantee deposits, etc.
Endorsed outstanding notes receivable,
Notes receivable 751,280,639.50
pledged notes receivable
Mortgaged for short-term borrowings
Fixed assets 149,146,773.04 from banks and borrowings by related
parties
Lands mortgaged for short-term
Intangible assets 10,963,743.21
borrowings from banks
293
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Total 1,446,217,684.74
82. Foreign Currency Monetary Items
(1) Foreign Currency Monetary Items
Unit: RMB
Ending foreign currency Ending balance converted to
Item Exchange rate
balance RMB
Monetary assets 141,775,489.42
Of which: USD 16,913,082.96 6.9646 117,792,972.64
EUR 829,331.00 7.4229 6,156,041.08
HKD 51,802.62 0.8933 46,273.73
IDR 39,955,510,046.82 0.000445 17,780,201.97
Accounts receivable 290,496,511.21
Of which: USD 41,006,458.60 6.9646 285,593,581.59
EUR 261,766.21 7.4229 1,943,064.41
HKD 40,459.39 0.8933 36,141.09
IDR 6,570,166,561.80 0.000445 2,923,724.12
Long-term borrowings 181,079,600.00
Of which: USD 26,000,000.00 6.9646 181,079,600.00
Other receivables 1,210,226.93
Of which: EUR 3,428.15 7.4229 25,446.81
IDR 2,662,427,225.50 0.000445 1,184,780.12
Accounts payable 12,261,879.17
Of which: USD 524,630.87 6.9646 3,653,844.16
EUR 600.00 7.4229 4,453.74
IDR 19,333,890,494.38 0.000445 8,603,581.27
Other non-current assets 512,409.25
Of which: EUR 69,030.87 7.4229 512,409.25
Other non-current liabilities 932,202.67
Of which: EUR 125,584.70 7.4229 932,202.67
Other current assets 693,021.22
Of which: IDR 1,557,351,052.71 0.000445 693,021.22
(2) Notes to Overseas Entities Including: for Significant Oversea Entities, Main Operating Place,
Recording Currency and Selection Basis Shall Be Disclosed; if there Are Changes in Recording Currency,
Relevant Reasons Shall Be Disclosed.
□Applicable Not applicable
83. Arbitrage
Qualitative and quantitative information of relevant arbitrage instruments, hedged risk in line with the type of arbitrage to disclose:
Naught
294
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
84. Government Grants
(1) Basic Information on Government Grants
Unit: RMB
Amount recorded in the
Category Amount Listed items
current profit or loss
The Project of the Innovation
in Packaging Technology and
Technological Transformation
of Key Packaging Equipment 6,822,700.00 Deferred income 1,333,317.79
of LEDs with High Colour
Rendering Index for
Illumination (Phase II)
One-time Stay Allowance 5,271,945.00 Other income 5,271,945.00
The Research on the Key
Technology of 4K/8K Full-
3,900,000.00 Deferred income 492,543.45
colour Micro-LED Displays
with Ultra High Definition
Technical Transformation
Project of Chongqing Liang 2,560,000.00 Deferred income 255,999.99
Jiang New Area
The 2021 Support Fund of the
Foshan Municipal Financial
Bureau for Promoting the
Digital Intelligent 2,000,000.00 Other income 2,000,000.00
Transformation of the
Manufacturing Industry in
Foshan City
The Fund of Foshan City for
Promoting the Robot 2,000,000.00 Other income 2,000,000.00
Application and Industry
The Special Fund for
Promoting High-quality 1,922,388.51 Other income 1,922,388.51
Economic Development
The Research on the Key
Technology of High-lumen
Compound Reflex LED Chips 1,800,000.00 Deferred income 1,779,018.22
for Automobiles and High-
density Matrix Packaging
Research and Development
and Industrialization Project
of Potassium Nitride-based Rf
1,800,000.00 Deferred income 1,800,000.00
Devices in the Field of Next
Generation Mobile
Communication
Research Project on Key
Technologies of the Third
Generation of High Efficiency 1,575,000.00 Deferred income 1,575,000.00
and Frequency
Semiconductor Electronic
295
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Power Module
The Subsidy for Stabilizing
2,004,363.49 Other income 2,004,363.49
Employment
The Special Support Fund for
the Industrial Internet of
Things (IIOT) Development
in Foshan City for 2021 (the 1,320,000.00 Other income 1,320,000.00
Special Project of IIOT
Demonstration) (the First
Batch)
The Subsidy of the
Chancheng District Human
Resources and Social Security
1,148,000.00 Other income 1,148,000.00
Bureau, Foshan City, for the
Skill Training of Millions of
Workers for March 2022
The Research and
Development of Chip-on-
Board (COB) Integrated
1,100,000.00 Deferred income 1,100,000.00
Packaging and Systems of
LED Displays with High
Density and Small Spacing
The Research on the Key
Technology of Full-colour
1,098,996.87 Deferred income 93,365.93
Micro-LED Displays with
High Brightness and Contrast
Special Funds for High-
quality Economic
Development in Foshan in
1,000,000.00 Other income 1,000,000.00
2022 (Foreign Trade
Direction) Import Discount
Project Funds
The 2021 Annual Research
919,061.00 Other income 919,061.00
and Development Subsidy
The Special Support Fund for
the Industrial Internet of
892,500.00 Other income 892,500.00
Things (IIOT) Development
in Foshan City
The Special Fund for the
Vocational Skill Improvement 848,000.00 Other income 848,000.00
Campaign
Foshan Chancheng District
Market Supervision Bureau
750,000.00 Other income 750,000.00
obtain the 2022 quality award
project incentive (Township)
Intelligent Transformation
Incentive Subsidy of Small
and Medium-sized
Manufacturing Enterprises in
Chongqing (The First Batch 700,000.00 Deferred income 70,000.00
of Special Funds for
Industrial Technological
Transformation by the
Finance Bureau of Liang
296
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Jiang New Area in 2022)
The Research and
Development Subsidy for
High-tech Enterprises of 670,414.00 Other income 670,414.00
Foshan Science and
Technology Bureau
Industrial Support Fund of the
Finance Bureau of Liang
Jiang New Area, Chongqing
(The L.J.C.Y. [2021] No. 557 610,000.00 Other income 610,000.00
Industrial Support Fund of the
Finance Bureau of Liang
Jiang New Area, Chongqing)
The Annual Incentive for
Developing Technological
Innovation Platforms in
Nanhai District —Large 504,068.20 Other income 504,068.20
Outstanding Enterprises—
Research and Development
Subsidies
2021 Guangxi Digital
500,000.00 Other income 500,000.00
Workshop Incentive Funds
The Management Committee
of the Liuzhou High-tech
Industrial Development Zone
500,000.00 Other income 500,000.00
10 Enterprises After the First
Batch of Electricity Subsidy
in 2020
Guangxi Industrial Leading
Award in 2021 from Nanning
City of the Management
500,000.00 Non-operating income 500,000.00
Committee of the Nanning
New & High-tech Industrial
Development Zone
Chongqing Liang Jiang New
Area Resumption of Work
449,488.45 Other income 449,488.45
and Production Incentive
Funds
Special Fund for Advanced
427,200.00 Other income 427,200.00
Manufacturing Development
2021 Management
Contribution Award (10
410,000.00 Other income 410,000.00
Advanced Manufacturing
Industries 2.0)
Policy Enjoyment of
Preferential Reduction and
369,850.00 Other income 369,850.00
Exemption for the Poor with
Set up Files
The Visible Light
Communication and
Positioning System for the 360,000.00 Deferred income
Industrial Internet of Things
(IIOT)
297
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
The Technology Research and
Industrialization of the Micro
Display Module Based on 340,000.00 Deferred income 285,998.55
Highly Efficient Colour
Conversion
Supplementary Awards for the
22nd China Patent Award The 300,000.00 Other income 300,000.00
8th Guangdong Patent Award
N.C.G.J. [2021] No. 452
"Fund for Specialized and
Refined Projects" in Nanning
City of the Management 300,000.00 Other income 300,000.00
Committee of the Nanning
New & High-tech Industrial
Development Zone
N.C.G.J. [2022] No.235 “the
Subsidy for Electricity
Consumption of Enterprises
in the First Quarter of 2022”
in Nanning City of the 300,000.00 Other income 300,000.00
Management Committee of
the Nanning New & High-
tech Industrial Development
Zone
Other income, non-operating
Others 8,036,347.17 7,139,313.17
income, deferred income
Total 56,010,322.69 41,841,835.75
(2) Return of Government Grants
□Applicable Not applicable
85. Other
Naught
VIII. Changes of Consolidation Scope
1. Business Combination Not under the Same Control
(1) Business Combination Not under the Same Control in the Reporting Period
Naught
(2) Combination Cost and Goodwill
Naught
298
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(3) The Identifiable Assets and Liabilities of Acquiree on Purchase Date
Naught
(4) Gains or losses from Re-measurement of Equity Held before the Purchase Date at Fair Value
Whether there is a transaction that through multiple transaction step by step to realize business combination and gaining the
control during the Reporting Period
□Yes No
(5) Notes to Reasonable Consideration or Fair Value of Identifiable Assets and Liabilities of the Acquiree that Cannot Be
Determined on the Acquisition Date or during the Period-end of the Merger
Naught
(6) Other Notes
Naught
2. Business Combination under the Same Control
(1) Business Combination under the Same Control during the Reporting Period
Unit: RMB
Income Net profits
from the from the Income of Net profits
Recognitio period- period- the of the
Proportion
Combined Combinatio n basis of begin to the begin to the acquiree acquiree
of the Basis
party n date combinatio combinatio combinatio during the during the
equity
n date n date of n date of period of period of
the the comparison comparison
acquiree acquiree
Under the
The actual
control of
control has
the
achieved
Foshan Company’s
and the
NationStar actual 28
industrial 453,644,7 9,568,639 580,345,8 29,049,59
Optoelectro 21.48% controller February
and 80.94 .83 30.39 7.07
nics Co., both before 2022
commercial
Ltd. and after
changes
the
have been
combinatio
completed
n
Under the The actual
Foshan control of control has
Sigma the 28 achieved
Venture 100.00% Company’s February and the -700.00
Capital actual 2022 industrial
Co., Ltd. controller and
both before commercial
299
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
and after changes
the have been
combinatio completed
n
Under the
The actual
control of
control has
the
Guangdong achieved
Company’s
Fenghua and the
actual 30
Semicondu industrial 136,258,5 12,935,60 216,574,8 28,593,06
21.45% controller November
ctor and 89.74 5.25 92.37 0.57
both before 2022
Technology commercial
and after
Co., Ltd. changes
the
have been
combinatio
completed
n
Other notes:
1. The Company held the 19th meeting of the ninth Board of Directors and the Third Extraordinary General
Meeting in 2021 on 27 October 2021 and 31 December 2021 respectively, where the untport on Major Asset
Purchase and Related Party Trading of Foshan Electrical and Lighting Co., Ltd. (Draft) and Its Summary" and
other proposals related to this trading was deliberated and adopted. It was agreed that the Company will
purchase 100% equity of Sigma held by Electronics Group (Sigma holds 79,753,050 shares of NationStar
Optoelectronics) and 52,051,945 tradable shares of NationStar Optoelectronics held by Rising Group and
Rising Capital in total by paying cash. Before the spin-off, FSL held 1,014,900 shares of NationStar
Optoelectronics, accounting for 0.16% of the total share capital of NationStar Optoelectronics. Upon
completion of the spin-off, FSL and its wholly-owned subsidiary will hold 132,819,895 shares of NationStar
Optoelectronics in total, accounting for 21.48% of the total share capital of NationStar Optoelectronics, making
FSL the controlling shareholder of NationStar Optoelectronics. As of the end of February 2022, the Company
has paid 100% of the equity acquisition amount, and the industrial and commercial change registration of Sigma
has been completed.
2. Reviewed and approved by the general meetings of the Company and its majority-owned subsidiary
NationStar Optoelectronics, NationStar Optoelectronics acquired 99.87695% equity of Guangdong Fenghua
Semiconductor Technology Co., Ltd. held by Guangdong Fenghua Advanced Technology Holding Co., Ltd.
with RMB268.8193 million. On 25 November 2022, the transfer of the subject assets involved in the transaction
was completed. Henceforth, the Company indirectly holds 24.45% equity of Guangdong Fenghua
Semiconductor Technology Co., Ltd. in total
As the Company, NationStar Optoelectronics, Sigma and Fenghua Semiconductor are all controlled by the
actual controller Guangdong Rising Holdings Group Co., Ltd. before and after the equity change and such
control is not temporary, the merger falls under the previous data of retrospective adjustment of business
combination under the same control.
(2) Combination Cost
Unit: RMB
Foshan NationStar Optoelectronics Co.,
Guangdong Fenghua Semiconductor
Combination cost Ltd., Foshan Sigma Venture Capital Co.,
Technology Co., Ltd.
Ltd.
--Cash 1,517,098,116.62 268,819,271.98
--Carrying value of non-cash assets
--Carrying value of debts issued or
assumed
--Face value of equity securities issued
--Contingent consideration
300
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Contingent consideration and changes thereof:
Naught
Other notes:
Naught
(3) The Carrying Value of Assets and Liabilities of the Combined Party on the Combination Date
Unit: RMB
Guangdong Fenghua
Foshan NationStar Optoelectronics Foshan Sigma Venture Capital Co.,
Semiconductor Technology Co.,
Co., Ltd. Ltd.
Ltd.
Combination Period-end of Combination Period-end of Combination Period-end of
date the last period date the last period date the last period
Assets:
Monetary 921,042,415. 997,688,184. 46,578,599.9 53,314,589.5
4,226.45 4,926.45
assets 96 63 0 5
Accounts 525,596,155. 554,384,717. 21,692,360.8 36,567,580.1
receivable 73 05 4 7
894,257,346. 905,045,064. 19,098,236.5 15,873,522.6
Inventories
12 13 0 3
2,035,468,55 2,037,263,58 139,179,341. 154,383,742.
Fixed assets
9.47 4.35 12 25
Intangible 103,117,840. 103,886,463.
5,133,659.92 4,868,606.80
assets 45 82
Held-for-
20,000,000.0 20,000,000.0
trading
0 0
financial assets
Notes 1,000,511,99 1,102,333,51
receivable 1.86 5.11
Accounts
10,660,409.1
receivable 7,650,917.92
9
financing
13,259,667.2 13,354,147.3
Prepayments 397,325.47 531,544.43
7 0
Other
2,748,733.29 3,451,162.14 399,345.10 289,084.71
receivables
Other current 41,339,558.1 39,981,159.4
47,374.91 42,286.35
assets 2 3
Long-term
16,852,876.1 16,852,876.1 73,096,690.0 73,096,690.0
equity
9 9 0 0
investments
Other
investments in 41,059,860.9 41,059,860.9
equity 2 2
instruments
Construction in 326,952,490. 356,665,733.
315,034.84 303,034.84
progress 30 21
Right-of-use 574,365.58 629,067.08
301
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
assets
Long-term
26,736,143.9 27,487,572.5
prepaid
6 1
expense
Deferred
28,064,526.7 28,064,526.7
income tax
7 7
assets
Investment
3,639,628.87 3,754,390.00
property
Other non- 30,051,607.6 29,197,939.6
781,708.31 390,091.11
current assets 6 6
Liabilities:
Borrowings
Accounts 717,846,900. 899,927,502. 29,133,036.7 25,318,591.2
payable 05 97 0 8
Held-for-
trading
2,224.02 9,367.37
financial
liabilities
1,184,541,82 1,247,131,98
Notes payable
3.20 8.05
Contract 75,559,067.8 55,409,842.6
920,910.83 1,108,584.60
liabilities 8 2
Employee
50,815,459.8 78,858,200.4 14,671,475.7
benefits 5,963,148.10
8 4 7
payable
Taxes payable 9,532,874.37 8,970,415.15 2,649,790.65 615,416.91
31,251,670.0 34,566,878.6 42,931,543.4
Other payables 1,429,418.90
1 5 3
Current portion
of non-current 323,784.42 320,912.61 123,133.72
liabilities
Other current
1,983,259.30 2,538,611.14 138,927.49
liabilities
Lease liabilities 166,405.64 202,757.36
Provisions 8,545,934.02 9,746,394.32
Deferred 100,184,002. 102,346,903.
5,106,849.15 9,542,702.15
income 53 64
Deferred
92,481,449.4 92,481,449.4
income tax
0 0
liabilities
3,754,399,28 3,744,834,35 73,100,916.4 73,101,616.4 199,587,245. 186,651,640.
Net assets
4.93 0.58 5 5 65 40
Less: Non-
controlling -117,113.13 -117,113.13 245,592.11
interests
Net assets 3,754,516,39 3,744,951,46 73,100,916.4 73,101,616.4 199,341,653.
acquired 8.06 3.71 5 5 54
Contingent liabilities of the combined party undertaken in the business combination:
302
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Naught
Other notes:
Naught
3. Counter Purchase
Basic information of trading, the basis of transactions constitute counter purchase, the retain assets , liabilities
of the listed companies whether constituted a business and its basis, the determination of the combination costs,
the amount and calculation of adjusted rights and interests in accordance with the equity transaction process:
Naught
4. Disposal of Subsidiary
Whether there is a single disposal of the investment to the subsidiary and lost control?
□Yes No
Whether there are several disposals of the investment to the subsidiary and lost controls?
□Yes No
5. Changes in Combination Scope for Other Reasons
Note to changes in combination scope for other reasons (such as newly establishment or liquidation of
subsidiaries, etc.) and relevant information:
Naught
6. Other
Naught
IX. Equity in Other Entities
1. Equity in Subsidiary
(1) Subsidiaries
Main operating Registration Nature of Holding percentage
Name Way of gaining
place place business Directly Indirectly
Foshan Fozhao
Zhicheng Production and Newly
Foshan Foshan 100.00%
Technology sales established
Co., Ltd.
303
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
FSL Chanchang
Production and Newly
Optoelectronics Foshan Foshan 100.00%
sales established
Co., Ltd.
Foshan Taimei
Times Lamps Production and Newly
Foshan Foshan 70.00%
and Lanterns sales established
Co., Ltd.
Foshan
Electrical &
Production and Newly
Lighting Xinxiang Xinxiang 100.00%
sales established
(Xinxiang) Co.,
Ltd.
Nanjing Fozhao
Lighting
Production and
Components Nanjing Nanjing 100.00% Acquired
sales
Manufacturing
Co., Ltd.
FSL Zhida
Electric Production and Newly
Foshan Foshan 51.00%
Technology sales established
Co., Ltd.
FSL
Production and Newly
LIGHTING Germany Germany 100.00%
sales established
GMBH
Foshan
Haolaite Production and Newly
Foshan Foshan 51.00% 10.53%
Lighting Co., sales established
Ltd.
NationStar Business
Optoelectronics combination
Germany Germany Trade 61.53%
(Germany) Co., under the same
Ltd. control
Foshan Kelian
New Energy Property
Foshan Foshan 100.00% Acquired
Technology development
Co., Ltd.
Fozhao Haikou Haikou Production and
(Hainan) sales Newly
100.00%
Technology established
Co., Ltd.
Nanning Manufacturing
Liaowang Auto Nanning Nanning of vehicle 53.79% Acquired
Lamp Co., Ltd. lamps
Liuzhou Guige Liuzhou Liuzhou Manufacturing 53.79% Acquired
304
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Lighting of vehicle
Technology lamps
Co., Ltd.
Liuzhou Guige Manufacturing
Foreshine of automotive
Liuzhou Liuzhou 53.79% Acquired
Technology electronic
Co., Ltd. products
Chongqing
Guinuo Manufacturing
Lighting Chongqing Chongqing of vehicle 53.79% Acquired
Technology lamps
Co., Ltd.
Qingdao Guige
Manufacturing
Lighting
Qingdao Qingdao of vehicle 53.79% Acquired
Technology
lamps
Co., Ltd.
Indonesia Manufacturing
Liaowang Auto Indonesia Indonesia of vehicle 53.79% Acquired
Lamp Co., Ltd. lamps
Business
Foshan Sigma
Business combination
Venture Capital Foshan Foshan 100.00%
services under the same
Co., Ltd.
control
Foshan Business
NationStar Electronic combination
Foshan Foshan 21.48%
Optoelectronics manufacturing under the same
Co., Ltd. (note) control
Foshan
Business
NationStar
Electronic combination
Semiconductor Foshan Foshan 21.48%
manufacturing under the same
Technology
control
Co., Ltd.
Foshan
Business
NationStar
Electronic combination
Electronic Foshan Foshan 21.48%
manufacturing under the same
Manufacturing
control
Co., Ltd.
Nanyang Baoli Business
Vanadium combination
Henan Nanyang Mining 12.89%
Industry Co., under the same
Ltd. control
Guangdong Business
New Electronic combination
Guangzhou Guangzhou Trade 21.48%
Information under the same
Ltd. control
Guangdong
Business
Fenghua
Electronic combination
Semiconductor Guangzhou Guangzhou 21.45%
manufacturing under the same
Technology
control
Co., Ltd.
Notes to holding proportion in subsidiary different from voting proportion:
305
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Naught
Basis of holding half or less voting rights but still controlling the investee and holding more than half of the
voting rights but not controlling the investee:
Naught
Significant structural entities and controlling basis in the scope of combination:
Naught
Basis of determining whether the Company is the agent or the principal:
Naught
Other notes:
Note: Foshan Guoxing Electronic Manufacture Co., Ltd., Foshan NationStar Semiconductor Co., Ltd. Nanyang
Baoli Vanadium Industry Co., Ltd., Guangdong New Electronics Information Ltd. and Guangdong Fenghua
Semiconductor Technology Co., Ltd. are subsidiaries of Foshan NationStar Optoelectronics Co., Ltd.
(2) Significant Non-wholly-owned Subsidiary
Unit: RMB
Shareholding The profit or loss Declaring dividends Balance of non-
Name proportion of non- attributable to the non- distributed to non- controlling interests at
controlling interests controlling interests controlling interests the period-end
Foshan Taimei Times
Lamps and Lanterns 30.00% 904,663.00 12,355,214.98
Co., Ltd.
FSL Zhida Electric
49.00% 4,907,076.81 29,533,842.68
Technology Co., Ltd.
Foshan Haolaite
38.47% 1,023,597.00 14,256,475.38
Lighting Co., Ltd.
Nanning Liaowang
46.21% 18,484,083.51 1,848,270.19 439,367,591.89
Auto Lamp Co., Ltd.
Foshan NationStar
Optoelectronics Co., 78.52% 95,129,699.49 24,282,863.70 2,931,767,610.92
Ltd.
Holding proportion of non-controlling interests in subsidiary different from voting proportion:
Naught
Other notes:
Naught
306
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(3) The Main Financial Information of Significant Not Wholly-owned Subsidiary
Unit: RMB
Ending balance Beginning balance
Curren Non- Curren Non-
Non- Total Non- Total
Name Curren Total t current Curren Total t current
current liabiliti current liabiliti
t assets assets liabiliti liabilit t assets assets liabiliti liabilit
assets es assets es
es y es y
Foshan
Taimei
Times
Lamps 72,33 14,29 86,62 45,43 45,43 135,8 17,57 153,4 115,2 115,2
0,352 3,589 3,942 9,892 9,892 29,00 3,437 02,44 33,93 33,93
and
.64 .70 .34 .42 .42 8.12 .36 5.48 8.88 8.88
Lanter
ns Co.,
Ltd.
FSL
Zhida
Electri
c 148,9 8,928 157,9 85,32 85,32 126,7 12,49 139,2 76,67 76,67
99,06 ,180. 27,24 0,425 0,425 77,94 4,211 72,15 9,776 9,776
Techn
6.65 94 7.59 .79 .79 3.85 .78 5.63 .30 .30
ology
Co.,
Ltd.
Foshan
Haolai
te 65,96 10,22 76,18 39,26 39,26 62,81 12,89 75,71 41,06 41,06
Lighti 0,025 4,679 4,704 8,890 8,890 9,525 0,560 0,085 9,777 9,777
ng .19 .49 .68 .83 .83 .66 .24 .90 .21 .21
Co.,
Ltd.
Nanni
ng
Liaow
1,587 2,452 1,547 1,576 1,346 2,164 1,305 1,328
ang 864,8 29,23 817,3 23,05
,631, ,478, ,730, ,962, ,863, ,227, ,420, ,478,
46,56 1,051 63,83 8,696
Auto 841.2 410.1 991.0 042.8 737.1 577.1 077.1 773.9
8.82 .82 9.98 .78
8 0 4 6 4 2 9 7
Lamp
Co.,
Ltd.
Foshan
Nation
3,793 2,786 6,579 2,079 2,826 3,753 2,804 6,558 2,412 2,626
Star 746,5 214,3
,005, ,809, ,814, ,712, ,270, ,516, ,807, ,324, ,518, ,838,
Optoel 57,86 20,20
331.6 474.9 806.6 881.2 746.0 966.8 489.5 456.3 258.4 465.3
ectroni 4.73 6.87
7 6 3 7 0 2 1 3 8 5
cs Co.,
Ltd.
307
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
5,667 3,685 9,353 3,797 4,573 5,425 3,665 9,090 3,950 4,188
775,7 237,3
,926, ,102, ,029, ,473, ,261, ,807, ,129, ,936, ,921, ,300,
Total 88,91 78,90
617.4 493.9 111.3 081.3 997.9 181.5 538.8 720.4 828.0 731.7
6.55 3.65
3 1 4 5 0 9 7 6 6 1
Unit: RMB
Reporting Period Same period of last year
Total Cash flows Total Cash flows
Name Operating comprehen from Operating comprehen from
Net profit Net profit
revenue sive operating revenue sive operating
income activities income activities
Foshan
Taimei
Times 137,883,0 3,015,543 3,015,543 218,572.6 147,525,0 2,474,926 2,474,926 3,103,173
Lamps and 02.63 .32 .32 6 74.10 .17 .17 .55
Lanterns
Co., Ltd.
FSL Zhida
Electric -
211,155,1 10,014,44 10,014,44 1,675,831 164,800,9 5,129,689 5,129,689
10,852,47
Technology 80.35 2.47 2.47 .36 10.54 .55 .55
8.65
Co., Ltd.
Foshan
Haolaite -
61,703,12 2,718,786 2,534,205 15,893,97 109,953,1 3,027,751 3,000,758
191,537.0
Lighting 0.95 .93 .16 5.30 00.11 .57 .76
5
Co., Ltd.
Nanning
Liaowang 1,559,021 44,172,94 43,767,41 24,278,30 707,022,7 28,862,88 28,924,93 13,797,86
Auto Lamp ,639.99 4.70 9.46 2.67 57.31 8.63 0.33 7.21
Co., Ltd.
Foshan
NationStar
3,579,885 121,273,7 121,801,2 391,449,1 4,044,638 233,275,5 233,248,5 710,512,4
Optoelectro
,727.44 11.19 28.10 55.58 ,683.41 76.92 84.11 16.91
nics Co.,
Ltd.
5,549,648 181,195,4 181,132,8 433,515,8 5,173,940 272,770,8 272,778,8 716,369,4
Total
,671.36 28.61 38.51 37.57 ,525.47 32.84 88.92 41.97
(4) Significant Restrictions on Using the Assets and Liquidating the Liabilities of the Company
Naught
(5) Financial Support or Other Supports Provided to Structural Entities Incorporated into the Scope of Consolidated
Financial Statements
Naught
308
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
2. The Transaction of the Company with Its Owner’s Equity Share Changed but Still Controlling the
Subsidiary
(1) Note to the Owner’s Equity Share Changed in Subsidiary
Naught
(2) The Transaction’s Influence on the Equity of Non-controlling Interests and the Owner's Equity Attributable to the
Company as the Parent
Naught
3. Equity in Joint Ventures or Associated Enterprises
(1) Significant Joint Ventures or Associated Enterprises
Naught
(2) Main Financial Information of Significant Joint Ventures
Naught
(3) Main Financial Information of Significant Associated Enterprises
Naught
(4) Summary Financial Information of Insignificant Joint Ventures or Associated Enterprises
Unit: RMB
Beginning balance/Same period of last
Ending balance/Reporting Period
year
Joint ventures:
The total of following items according to
the shareholding proportions
Associated enterprises:
Total carrying value of investment 181,931,792.66 181,545,123.09
The total of following items according to
the shareholding proportions
--Net profit 2,467,060.07 2,260,497.27
--Total comprehensive income 2,467,060.07 2,260,497.27
(5) Note to the Significant Restrictions on the Ability of Joint Ventures or Associated Enterprises to
Transfer Funds to the Company
Naught
309
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(6) The Excess Loss of Joint Ventures or Associated Enterprises
Naught
(7) The Unrecognized Commitment Related to Investment to Joint Ventures
Naught
(8) Contingent Liabilities Related to Investment to Joint Ventures or Associated Enterprises
Naught
4. Significant Common Operation
Naught
5. Equity in the Structured Entity Excluded in the Scope of Consolidated Financial Statements
Notes to the structured entity excluded in the scope of consolidated financial statements:
Naught
6. Other
Naught
X. The Risk Related to Financial Instruments
The financial instruments of the Company included: equity investment, notes receivable, accounts receivable,
accounts payable, etc. The details of each financial instrument see relevant items of Note V.
The main risks of the Company due to financial instruments were credit risk, liquidity risk and market risk. The
operating management of the Company was responsible for the risk management target and the recognition of the
policies.
(I) Credit risk
Credit risk was one party of the contract failed to fulfill the obligations and causes loss of financial assets of the
other party. The credit risk the Company faced was selling on credit which leads to customer credit risk.
The Company will evaluate credit risk of new customer, and set credit limit, once the balance of account
receivable over credit limit, require the customer to pay or producing and delivering goods shall be approved by
the management of the Company.
The Company through monthly aging analysis of account receivable and monitoring the collection situation of the
customer ensured the overall credit risk of the Company was in control scope. Once appear abnormal situation,
the Company should conduct necessary measures to requesting the payment timely.
(II) Liquidity Risk
Liquidity risk is referred to their risk of incurring capital shortage when performing settlement obligation in the
way of cash payment or other financial assets. The policies of the Company are to ensure that there was sufficient
cash to pay the due liabilities. The liquidity risk is centralized controlled by the Financial Department of the
310
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Company. The financial department through supervising the balance of the cash and securities can be convert to
cash at any time and the rolling prediction of cash flow in future 12 months to ensure the Company have sufficient
cash to pay the liabilities under the case of all reasonable prediction.
(III) Market risk
Market risk was referred to risk of the fair value or future cash flow of financial instrument changed due to the
change of market price, including: exchange rate risk, interest rate risk and other price risk.
1. Exchange rate risk
Exchange rate risk refers to the risk of loss due to exchange rate changes. The Company's exposure to foreign
exchange risk is mainly related to the US dollar and the euro. As of 31 December 2022, the Company's assets and
liabilities were in RMB, except for the balances of usd, euro, Hong Kong dollar and rupiah as set out in this Note
VII-82, Foreign Currency Monetary Items. Foreign exchange risk arising from the assets and liabilities of such
foreign currency balances may have a certain impact on the Company's operating results. The Company made
efforts to avoid exchange rate risk through forward exchange settlement, improving operation management and
promoting the international competitiveness of the Company, etc.
2. Interest rate risk
Interest rate risk is refers to fluctuation risk of the fair value or future cash flow of financial instrument change due
to the change of market interest rates. The interest rate risk faced by the Company mainly comes from bank
borrowings. By establishing a good bank-enterprise relationship, the Company reasonably designed the credit line,
credit variety and credit period, ensured sufficient credit line of banks, and met various short-term financing needs
of the Company with preferential loan interest rates. As of 31 December 2022, the Company's fixed interest rate
loan balance was RMB945,969,306.34, accounting for 100% of the total loan balance, and the risks in this part
were controllable.
3. Other price risk
Naught
XI. The Disclosure of Fair Value
1. Ending Fair Value of Assets and Liabilities at Fair Value
Unit: RMB
Ending fair value
Fair value Fair value Fair value
Item
measurement items at measurement items at measurement items at Total
level 1 level 2 level 3
I. Consistent fair value
-- -- -- --
measurement
(I) Trading financial
972,032.92 260,569,863.53 261,541,896.45
assets
1. Financial assets at
fair value through 972,032.92 260,569,863.53 261,541,896.45
profit or loss
(1) Wealth
260,569,863.53 260,569,863.53
management products
(2) Investments in 972,032.92 972,032.92
311
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
equity instruments
(II) Other equity
822,631,485.48 41,559,860.92 864,191,346.40
instrument investment
(III) Receivable
569,868,831.79 569,868,831.79
financing
Total assets measured
at fair value on a 823,603,518.40 260,569,863.53 41,559,860.92 1,125,733,242.85
recurring basis
(VII) Refer as financial
liabilities measured by
fair value and the
4,679,000.00 4,679,000.00
changes included in the
current gains and
losses
Total liabilities of
consistent fair value 4,679,000.00 4,679,000.00
measurement
II. Inconsistent fair
-- -- -- --
value measurement
2. Basis for determining the market value of continuing and discontinuing level 1 fair value measurement
items
Level 1 fair value measurements are determined based on the market price of equities at the balance sheet date
and the mid-price of the RMB exchange rate published by the State Administration of Foreign Exchange as
quoted prices in an active market.
3. Continuing and discontinuing Level 2 fair value measurement items, qualitative and quantitative
information on the valuation techniques used and significant parameters
The fair value of financial products subscribed by the Group that are measured at fair value is determined by
reference to the expected rate of return provided by the financial institutions.
4. Continuing and discontinuing Level 3 fair value measurement items, qualitative and quantitative
information on the valuation techniques used and significant parameters
(1) The Company measured the investment at cost as a reasonable estimate of fair value because there were no
significant changes in the business environment and operating and financial conditions of the investee, GF Bank.
(2) The Company measured the investee, Shenzhen Zhonghao (Group) Company Limited, at nil as a reasonable
estimate of fair value due to the deterioration of its business environment and operating and financial conditions.
(3) The Company measured the investment at cost as a reasonable estimate of fair value because there were no
significant changes in the business environment and operating and financial conditions of the investee companies,
312
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Foshan Nanhai District United Guangdong New Light Source Industry Innovation Center, Beijing Guang Rong
Union Semiconductor Lighting Industry Investment Center and Guangdong Rising Finance Co., Ltd.
(4) The receivables financing represents bank acceptance notes held by the Company with a short remaining
maturity, the face value of which approximates the fair value and the face amount is used to recognize the fair value
at the statement date.
5. Sensitiveness Analysis on Unobservable Parameters and Adjustment Information between Beginning
and Ending Carrying Value of Consistent Fair Value Measurement Items at Level 3
Naught
6. Explain the Reason for Conversion and the Governing Policy when the Conversion Happens if
Conversion Happens among Consistent Fair Value Measurement Items at Different Levels
Naught
7. Changes in the Valuation Technique in the Current Period and the Reason for Such Changes
Naught
8. Fair Value of Financial Assets and Liabilities Not Measured at Fair Value
Financial assets and liabilities not measured at fair value include: monetary assets, accounts receivable and
accounts payable, etc. There is small difference between the carrying value of above financial assets and liabilities
and fair value.
9. Other
Naught
XII. Related Party and Related-party Transactions
1. The parent company of the Company
Proportion of
Proportion of share
voting rights
held by the
owned by the
Name Registration place Nature of business Registered capital Company as the
Company as the
parent against the
parent against the
Company (%)
Company (%)
Hongkong Wah Hong Kong Investment HKD110,000
Shing Holding 13.84% 13.84%
Company Limited
313
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Guangdong Guangzhou Production and RMB462 million
Electronics sales
Information 9.01% 9.01%
Industry Group
Ltd.
Guangdong Rising Guangzhou Investment RMB10 billion
Holdings Group 6.10% 6.10%
Co., Ltd.
Rising Investment Hong Kong Investment RMB200 million
Development and HKD1 million 1.87% 1.87%
Limited
Total 30.82% 30.82%
Notes: Information on parent company of the Company
Hongkong Wah Shing Holding Company Limited (hereinafter referred to as "Hongkong Wah Shing"), the
largest shareholder of the Company, is a wholly-owned subsidiary of Guangdong Electronics Information
Industry Group Ltd. (hereinafter referred to as "Electronics Group"), and Electronics Group, Shenzhen Rising
Investment Development Co., Ltd. (hereinafter referred to as "Shenzhen Rising"), Guangdong Rising Holdings
Group Co., Ltd. (renamed Guangdong Rising Capital Investment Co., Ltd. on 13 December 2021, hereinafter
referred to as “Rising Capital”) and Rising Investment Development Limited (hereinafter referred to as “Rising
Investment”) are wholly-owned subsidiaries of Guangdong Rising Holdings Group Co., Ltd. (hereinafter
referred to as “Rising Holdings Group”). According to the relevant provisions of the Company Law and the
Measures for the Administrative Measures on Acquisition of Listed Companies, Electronics Group, Shenzhen
Rising, Rising Capital and Rising Investment are concerted actors, and Rising Holdings Group becomes the
actual controller of the Company. On 15 December 2021, Shenzhen Rising and Rising Capital transferred all
their shares of the Company to Rising Holdings Group. After the transfer, Rising Holdings Group, Electronics
Group and Rising Investment acted in concert with each other. As of 31 December 2022, the above-mentioned
persons acting in concert held a total of 419,803,826.00 A and B shares of the Company, accounting for 30.82%
of the total share capital of the Company.
The final controller of the Company is Guangdong Rising Holdings Group Co., Ltd.
2. Subsidiaries of the Company
Refer to Note IX Equity in Other Entities-1. Equity in Subsidiaries for details.
3. Information on the Joint Ventures and Associated Enterprises of the Company
Refer to Note IX Equity in Other Entities-3. Equity in Joint Ventures or Associated Enterprises for details of significant joint
ventures or associated enterprises of the Company.
4. Information on Other Related Parties
Name Relationship with the Company
Prosperity Lamps & Components Limited Shareholder owning over 5% shares
Guangdong Fenghua Advanced Technology (Holding) Co., Ltd. Under same actual controller
Guangdong Electronic Technology Research Institute Under same actual controller
314
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Guangdong Zhongnan Construction Co., Ltd. Under same actual controller
Guangdong Yixin Changcheng Construction Group Under same actual controller
Guangdong Zhongren Group Construction Co., Ltd Under same actual controller
Shenzhen Yuepeng Construction Co., Ltd. Under same actual controller
Foshan Fulong Environmental Technology Co., Ltd. Under same actual controller
Jiangmen Dongjiang Environmental Company Limited Under same actual controller
Zhuhai Doumen District Yongxingsheng Environmental
Industry Waste Recovery and Comprehensive Treatment Co., Under same actual controller
Ltd.
Shenzhen Zhongjin Lingnan Nonfemet Co., Ltd. Under same actual controller
Guangdong Zhongjin Lingnan Equipment Technology Co., Ltd. Under same actual controller
Guangdong Rising South Construction Co., Ltd. Under same actual controller
Guangdong Electronics Information Industry Group Ltd. Under same actual controller
Guangdong Zhongjin Lingnan Junpeng Intelligent Equipment
Under same actual controller
Co., Ltd.
Guangdong Rising Rare Metals and New Photoelectric
Under same actual controller
Materials Co., Ltd.
Guangdong Heshun Property Management Co., Ltd. Under same actual controller
Guangdong Zhongjin Construction and Installation
Under same actual controller
Engineering Co., Ltd.
Guangzhou Huajian Engineering Construction Co., Ltd. Under same actual controller
Guangdong Heshun Property Management Co., Ltd. The
Under same actual controller
Pinnacle Branch
Guangdong Zhongjin Lingnan Engineering Technology Co.,
Under same actual controller
Ltd.
Guangdong Huajian Enterprise Group Co., Ltd. Under same actual controller
Guangdong Rising Capital Investment Co., Ltd. Under same actual controller
MTM Semiconductor Equipment Co., Ltd. Under same actual controller
Dongguan Hengjian Environmental Protection Technology Co.,
Under same actual controller
Ltd.
Shenzhen Longgang Dongjiang Industrial Waste Treatment
Under same actual controller
Co., Ltd.
Guangdong Electronic Technology Research Institute Under same actual controller
Guangzhou Wanshun Investment Management Co., Ltd. Under same actual controller
Guangdong The Great Wall Building Co., Ltd. Under same actual controller
Guangzhou Shengdu Investment Development Co., Ltd. Under same actual controller
Guangdong Rising Finance Co., Ltd. Under same actual controller
Primatronix Nanho Technology Ltd. Under same actual controller
Fenghua Research Institute (Guangzhou) Limited Under same actual controller
Guangdong Rising Research and Development Institute Co.
Under same actual controller
Ltd.
Zhaoqing Fenghua Machinery and Electronic Import & Export
Under same actual controller
Co., Ltd.
Hangzhou Times Lighting Electric Appliances Co., Ltd. Enterprise controlled by related natural person
315
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Prosperity (China) Electrical Company Limited Enterprise controlled by related natural person
Nanning Ruixiang Industrial Investment Co., Ltd. Enterprise significantly affected by related natural person
5. List of Related-party Transactions
(1) Information on Acquisition of Goods and Reception of Labor Service
Information on acquisition of goods and reception of labor service
Unit: RMB
The approval trade Whether exceed Same period of
Related party Content Reporting Period
credit trade credit or not last year
Guangdong
Fenghua Advanced
Purchase of
Technology 5,695,752.29 26,100,000.00 Not 8,358,519.13
materials
(Holding) Co.,
Ltd.
Prosperity Lamps
Purchase of
& Components 773,460.05 6,000,000.00 Not 2,654,442.36
materials
Limited
Hangzhou Times
Lighting Electric Purchase of
222,265.48 646,501.00
Appliances Co., materials
Ltd.
Prosperity (China)
Purchase of
Electrical 1,394,588.50
materials
Company Limited
MTM
Semiconductor Purchase of
128,389.38
Equipment Co., materials
Ltd.
Guangdong
Electronic Purchase of
1,151,902.67
Technology equipment
Research Institute
Guangdong
Zhongren Group Receiving labor
289,930,912.14 218,330,275.23
Construction Co., service
Ltd
Guangdong Yixin
Changcheng Receiving labor
111,475,305.10 16,489,569.63
Construction service
Group
Guangdong Receiving labor
103,677,209.29 60,430,362.16
Zhongnan service
316
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Construction Co.,
Ltd.
Shenzhen Yuepeng
Receiving labor
Construction Co., 3,386,152.77 611,333.38
service
Ltd.
Guangdong
Electronic Receiving labor
823,008.85 2,734.91
Technology service
Research Institute
Foshan Fulong
Environmental Receiving labor
584,364.15 52,830.19
Technology Co., service
Ltd.
Jiangmen
Dongjiang Receiving labor
534,608.11 3,000,000.00 Not 1,088,182.44
Environmental service
Company Limited
Dongguan
Hengjian
Environmental Receiving labor
411,123.02 358,241.80
Protection service
Technology Co.,
Ltd.
Shenzhen
Longgang
Dongjiang Receiving labor
243,366.03
Industrial Waste service
Treatment Co.,
Ltd.
Zhuhai Doumen
District
Yongxingsheng
Environmental
Receiving labor
Industry Waste 194,018.86 5,660.38
service
Recovery and
Comprehensive
Treatment Co.,
Ltd.
Guangdong The
Receiving labor
Great Wall 68,616.45 3,396.23
service
Building Co., Ltd.
Total 518,020,162.59 35,100,000.00 311,706,929.39
Information of sales of goods and provision of labor service
Unit: RMB
317
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Related party Content Reporting Period Same period of last year
Prosperity Lamps &
Sale of products 21,966,484.49 25,442,505.36
Components Limited
Guangdong Fenghua
Advanced Technology Sale of products 14,629,816.41 19,106,120.12
Holding Co., Ltd.
Shenzhen Zhongjin Lingnan
Sale of products 1,325,641.06 3,104,398.07
Nonfemet Co., Ltd.
Guangzhou Wanshun
Investment Management Co., Sale of products 538,207.40
Ltd.
Guangdong Yixin
Changcheng Construction Sale of products 441,210.93 3,089,642.46
Group
Guangzhou Shengdu
Investment Development Co., Sale of products 281,946.91
Ltd.
Guangdong Rising South
Sale of products 174,054.95 14,356.46
Construction Co., Ltd.
Guangdong Zhongjin Lingnan
Equipment Technology Co., Sale of products 122,855.75 225,710.62
Ltd.
Guangdong Zhongjin Lingnan
Engineering Technology Co., Sale of products 103,340.71
Ltd.
Prosperity (China) Electrical
Sale of products 66,276.48 26,984.56
Company Limited
Guangdong Zhongnan
Sale of products 44,383.37 1,863,057.74
Construction Co., Ltd.
Guangdong Electronics
Information Industry Group Sale of products 27,796.46 8,013.27
Ltd.
Guangdong Zhongjin Lingnan
Junpeng Intelligent Sale of products 23,742.48 49,674.33
Equipment Co., Ltd.
Guangdong Electronic
Sale of products 8,792.92
Technology Research Institute
Guangdong Rising Rare
Metals and New Photoelectric Sale of products 8,100,954.40
Materials Co., Ltd.
Guangdong Heshun Property
Sale of products 73,458.68
Management Co., Ltd.
Guangdong Heshun Property
Management Co., Ltd. Rising Sale of products 619,220.36
International Building Branch
Guangdong Zhongjin
Construction and Installation Sale of products 108,592.02
Engineering Co., Ltd.
Guangdong Rising Holdings
Sale of products 30,226.55
Group Co., Ltd.
Guangzhou Huajian
Engineering Construction Sale of products 6,145.47
Co., Ltd.
Primatronix Nanho
Sale of products 857.79
Technology Ltd.
Total 39,754,550.32 61,869,918.26
318
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Notes:
1. The pricing policy for related-party transactions between the Company and its related parties is as follows:
The pricing of related-party transactions should be market-oriented and subject to the market prices when such a
transaction occurs. The relevant funds should be paid on time according to the actual transaction.
2. The related-party transactions between the Company and its subsidiaries and between subsidiaries have been
offset during report consolidation.
(2) Information on Related-party Trusteeship/Contract
Lists of trusteeship/contract:
Naught
Lists of entrust/contractee:
Unit: RMB
Charge
Name of the Name of the
recognized in
entruster/contra entrustee/ Type Start date Due date Pricing basis
this Reporting
ctee contractor
Period
Guangdong
Foshan
Zhongren
NationStar 30 December 31 December
Group
Optoelectronics 2020 2022
Construction
Co., Ltd.
Co., Ltd
Fozhao Guangdong
(Hainan) Zhongnan
30 March 2022 24 April 2023
Technology Construction
Co., Ltd. Co., Ltd.
Guangdong
Foshan
Yixin
Electrical and 28 February
Changcheng 28 May 2021
Lighting Co., 2023
Construction
Ltd.
Group
Foshan Kelian Guangdong
New Energy Zhongnan 23 December
23 june 2021
Technology Construction 2022
Co., Ltd. Co., Ltd.
Notes to entrust/contractee:
1. The Company’s subsidiary Foshan NationStar Optoelectronics Co., Ltd. entered into the General Contracting
Contract of NationStar Optoelectronics for the Survey, Design, and Construction of the Geely Industrial Park
with Guangdong Zhongren Group Construction Co., Ltd., Guangdong Architectural Design & Research
Institute Co., Ltd., and CSIC International Engineering Co., Ltd. on 30 December 2020. The above parties take
charge of the survey, design, and construction of the Geely Industrial Park. The total price of the contract is
RMB509,292,500. The project is in progress now.
319
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
2. The Company’s subsidiary Fozhao (Hainan) Technology Co., Ltd. entered into the General Contracting
Contract for Design and Construction of FSL Hainan Industrial Park Phase I with Guangdong Zhongnan
Construction Co., Ltd. and Guangdong Architectural Design & Research Institute Co., Ltd. on 30 March 2022.
The above parties take charge of the design and construction of FSL Hainan Industrial Park. The total price of
the contract is RMB179,051,600, and the planned total construction period is 390 calendar days (50 days for
design and 340 days for construction). The project is in progress now.
3. The Company entered into the General Contracting Contract of Foshan Electrical and Lighting Co., Ltd. for
the Design and Construction of the Office Buildings of Gaoming Headquarters Production Base Phase II with
Guangdong Yixin Changcheng Construction Group Co., Ltd. and Guangdong Architectural Design & Research
Institute Co., Ltd. on 28 May 2021. The above parties take charge of the design and construction of Gaoming
office buildings. The total price of the contract is RMB175,025,600, and the planned total construction period is
650 calendar days (90 days for design and 560 days for construction). The overall project is expected to be
completed, accepted and filed by 28 February 2023. The project is in progress now.
4. The Company’s subsidiary Foshan Kelian New Energy Technology Co., Ltd. entered into the General
Contracting Contract for Design and Construction of the Foshan Kelian Building Decoration Engineering with
Guangdong Zhongnan Construction Co., Ltd. and Guangdong Architectural Design & Research Institute Co.,
Ltd. on 23 June 2021. The above parties take charge of the survey, design and construction of Kelian Building.
The total price of the contract is RMB189,070,200, and the planned total construction period is 240 calendar
days. The overall project is expected to be completed, accepted and filed by 23 December 2022. Among them,
except for the self-used layers, the construction period shall be counted from the date when the construction
actually begins. The project is in progress now.
(3) Information on Related-party Lease
The Company was lessor:
Unit: RMB
The lease income confirmed The lease income confirmed
Name of lessee Category of leased assets
in the Reporting Period in the same period of last year
Guangdong Rising Research
and Development Institute
Plant 1,194,370.76 885,499.49
Co., Ltd. and its majority-
owned subsidiaries
The Company served as the lessee:
Unit: RMB
Rental expenses of Variable lease
short-term lease payments not
Income expense of
simplified treated included in the Increased right-of-
Paid rent lease liabilities
Name Type of and low-value measurement of use assets
undertaken
asset lease (if lease liabilities (if
of assets
applicable) applicable)
lessor leased
The The The The The
Reporti Reporti Reporti Reporti Reporti
same same same same same
ng ng ng ng ng
period period period period period
Period Period Period Period Period
of last of last of last of last of last
320
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
year year year year year
Guangd
ong
Great
Operati 237,451 18,285 1,557. 15,572 54,673 428,49
Wall
ng lease .34 .71 46 .39 .41 6.18
Buildin
g Co.,
Ltd.
(4) Information on Related-party Guarantee
Naught
(5) Information on Inter-bank Lending of Capital of Related Parties
Naught
(6) Information on Assets Transfer and Debt Restructuring by Related Party
Naught
(7) Information on Remuneration for Key Management Personnel
Unit: RMB
Item Reporting period Same period of last year
Chairman of the Board 1,284,350.64 1,503,487.93
General Manager 1,215,545.40 1,425,147.02
Chairman of the Supervisory Committee 778,048.20 1,328,797.52
Secretary of the Board 483,110.98 306,708.16
Chief Financial Officer 982,355.46 1,302,654.16
Other 7,936,351.27 10,793,083.07
Total 12,679,761.95 16,659,877.86
(8) Other Related-party Transactions
(8.1) Share acquisition from related parties
In October 2021, Electronics Group signed the Equity Transfer Agreement with the Company on Foshan Sigma
Venture Capital Co., Ltd., and transferred its 100% equity of Sigma (Sigma holds 79,753,050 shares of
NationStar Optoelectronics) to the Company at a consideration of RMB917,980,229.67. In the same month,
Rising Holdings Group and Rising Capital respectively signed the Share Transfer Agreement on Foshan
NationStar Optoelectronics Co., Ltd. with the Company, and transferred their total 52,051,945 tradable shares
of NationStar Optoelectronics with unlimited selling conditions to the Company at a consideration of
RMB599,117,886.95 (RMB11.51/share). As of 31 December 2022, the Company has paid 100% of the equity
acquisition amount. For details of the equity acquisition, please refer to Note VIII-2. Business Combination
under the Same Control.
(8.2) Related-party deposits and loans
In accordance with the Financial Service Agreement signed by the Company in 2022, the total maximum daily
321
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
deposit balance of the Company and its majority-owned subsidiaries deposited in Guangdong Rising Finance
Co., Ltd. shall not exceed RMB1.2 billion, and the general credit limit provided by Guangdong Rising Finance
Co., Ltd. for the Company and its majority-owned subsidiaries shall not exceed RMB2 billion. As of 31
December 2022, the deposit balance of the Company and its subsidiaries deposited in Guangdong Rising
Finance Co., Ltd. is RMB1,191,722,800. The Company and its majority-owned subsidiaries have signed a
credit agreement of RMB1.5 billion with Guangdong Rising Finance Co., Ltd., of which RMB20.18 million has
been used.
(8.3) Equity acquisition by the subsidiary NationStar Optoelectronics from the related party
In August 2022, NationStar Optoelectronics, the Company’s majority-owned subsidiary, planned to acquire
99.87695% equity of Guangdong Fenghua Semiconductor Technology Co., Ltd. held by Guangdong Fenghua
Advanced Technology Holding Co., Ltd. with RMB268.8193 million. On 25 November 2022, the transfer of
the subject assets involved in the transaction was completed, and 50% of the purchase price was paid. The
Company indirectly holds 21.45% of shares in Fenghua Semiconductor which will be included in the
Company’s consolidated financial statements. For details, please refer to Note VIII-2. Business Combination
under the Same Control.
6. Accounts Receivable and Payable of Related Party
(1) Accounts Receivable
Unit: RMB
Ending balance Beginning balance
Item Related party
Carrying amount Bad debt provision Carrying amount Bad debt provision
Monetary capital- Guangdong Rising
3,774,186.39 1,514,111.47
accrued interest Finance Co., Ltd.
Guangdong
Accounts Fenghua Advanced
2,805,991.79 56,119.84 4,615,675.06
receivable Technology
Holding Co., Ltd.
Prosperity Lamps
Accounts
& Components 2,754,557.10 82,636.71 7,536,111.98 226,083.36
receivable Limited
Guangdong Yixin
Accounts Changcheng
2,049,187.54 266,394.38 5,752,518.74 172,575.56
receivable Construction
Group
Guangdong
Zhongjin Lingnan
Accounts
Equipment 703,256.00 103,815.51 670,784.00 46,301.49
receivable Technology Co.,
Ltd.
Guangdong
Heshun Property
Accounts Management Co.,
669,790.40 66,979.04 669,790.40 20,093.71
receivable Ltd. Rising
Internatioal
Building Branch
Fenghua Research
Accounts Institute
582,275.60 11,645.51 93,811.81 4,690.59
receivable (Guangzhou)
Limited
Shenzhen
Accounts
Zhongjin Lingnan 546,626.00 16,398.78 2,621,178.80 78,635.36
receivable Nonfemet Co.,
322
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Ltd.
Guangdong Rising
Accounts Rare Metals and
457,703.96 45,770.40 6,455,385.93 193,661.58
receivable New Photoelectric
Materials Co., Ltd.
Guangdong
Accounts Zhongnan
218,038.46 18,816.26 1,095,727.04 32,871.81
receivable Construction Co.,
Ltd.
Guangdong
Zhongjin Lingnan
Accounts
Engineering 116,775.00 3,503.25 10,118.00 303.54
receivable Technology Co.,
Ltd.
Guangzhou
Huajian
Accounts
Engineering 44,297.00 13,289.10 44,823.00 4,445.48
receivable Construction Co.,
Ltd.
Guangdong
Zhongjin Lingnan
Accounts
Junpeng Intelligent 20,179.00 605.37
receivable
Equipment Co.,
Ltd.
Guangdong Rising
Accounts Research and
3,080.00 61.60
receivable Development
Institute Co. Ltd.
Guangdong
Accounts Heshun Property
2,303.60 69.11
receivable Management Co.,
Ltd.
Prosperity (China)
Prepayments Electrical 39,428.00
Company Limited
Guangdong
Fenghua Advanced
Prepayments 148.68
Technology
Holding Co., Ltd.
Guangdong
Electronic
Prepayments 194,000.00
Technology
Research Institute
Guangdong Yixin
Changcheng
Prepayments 126,896.06
Construction
Group
Guangdong The
Other receivables Great Wall 53,041.92 4,708.84 45,600.00 912.00
Building Co., Ltd.
Guangdong
Other receivables Huajian Enterprise 7,060,000.00 211,800.00
Group Co., Ltd.
Guangdong
Other non-current Electronics
Information 275,394,068.90
assets Industry Group
Ltd.
Other non-current Guangdong Rising
Holdings Group 159,735,852.51
assets Co., Ltd.
Guangdong Rising
Other non-current 19,999,513.57
Capital Investment
323
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
assets Co., Ltd.
Total 14,838,562.84 690,744.59 493,638,270.87 992,443.59
(2) Accounts Payable
Unit: RMB
Item Related party Ending carrying amount Beginning carrying amount
Guangdong Zhongren Group
Notes payable 52,101,816.43
Construction Co., Ltd
Guangdong Fenghua
Notes payable Advanced Technology 449,283.50 798,496.60
Holding Co., Ltd.
Guangdong Zhongren Group
Accounts payable 129,250,643.46 163,292,707.38
Construction Co., Ltd
Guangdong Fenghua
Accounts payable Advanced Technology 3,038,287.38 2,417,521.87
Holding Co., Ltd.
Prosperity Lamps &
Accounts payable 773,460.05 1,337,304.32
Components Limited
Guangdong Electronic
Accounts payable 736,000.00
Technology Research Institute
Hangzhou Times Lighting
Accounts payable 99,115.04 178,185.14
Electric Appliances Co., Ltd.
Foshan Fulong Environmental
Accounts payable 64,375.00
Technology Co., Ltd.
Dongguan Hengjian
Accounts payable Environmental Protection 46,520.40 118,352.30
Technology Co., Ltd.
Shenzhen Longgang
Accounts payable Dongjiang Industrial Waste 14,010.00
Treatment Co., Ltd.
Guangdong Zhongnan
Accounts payable 12,370,475.74
Construction Co., Ltd.
Guangdong Yixin
Accounts payable Changcheng Construction 3,825,018.07
Group
Prosperity (China) Electrical
Accounts payable 567,218.00
Company Limited
Nanning Ruixiang Industrial
Other payables 120,352,181.20 120,352,181.20
Investment Co., Ltd.
Guangdong Huajian
Other payables 3,216,344.40 1,726,264.40
Enterprise Group Co., Ltd.
Other payables Shenzhen Yuepeng 2,359,738.14 298,300.64
324
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Construction Co., Ltd.
Guangdong Fenghua
Other payables Advanced Technology 1,037,278.57 1,008,558.26
Holding Co., Ltd.
Guangdong Zhongnan
Other payables 846,938.10
Construction Co., Ltd.
Guangdong Electronic
Other payables 391,025.00
Technology Research Institute
Zhaoqing Fenghua Machinery
Other payables and Electronic Import & 202,103.81
Export Co., Ltd.
Contract liabilities, other Prosperity (China) Electrical
59,428.00 59,428.00
current liabilities Company Limited
Contract liabilities, other Guangdong Rising South
3,233.00
current liabilities Construction Co., Ltd.
Contract liabilities, other Guangdong Heshun Property
2,303.60
current liabilities Management Co., Ltd.
Total 314,445,419.67 308,948,677.33
7. Commitments of Related Party
1. Commitment on Avoidance of Horizontal Competition
(1) Commitment maker: Electronics Group and Hong Kong Rising Investment
Contents of Commitment: Electronics Group and its acting-in-concert parties Hong Kong Rising Investment have
made more commitments as follows to avoid horizontal competition with the Company: 1. They shall conduct
supervision and restraint on the production and operation activities of themselves and their relevant enterprises so
that besides the enterprise above that is in horizontal competition with the Company for now, if the products or
business of them or their relevant enterprises become the same with or similar to those of the Company or its
subsidiaries in the future, they shall take the following measures: (1) If the Company thinks necessary, they and
their relevant enterprises shall reduce and wholly transfer their relevant assets and business; and (2) If the
Company thinks necessary, it is given the priority to acquire first, by proper means, the relevant assets and
business of them and their relevant enterprises. 2. All the commitments made by them to eliminate or avoid
horizontal competition with the Company are also applicable to their directly or indirectly controlled subsidiaries.
They are obliged to urge and make sure that other subsidiaries execute what’s prescribed in the relevant document
and faithfully honor all the relevant commitments. 3. If they or their directly or indirectly controlled subsidiaries
break the aforesaid commitments and thus cause a loss for the Company, they shall compensate the Company on a
rational basis.
Date of commitment making: 4 December 2015
Term of commitment: Long-standing
Fulfillment: In execution
(2) Commitment maker: Rising Group
Contents of Commitment: 1. The Promisor will take active measures to avoid any business or activity that
competes or may compete with the principal business of the Company and its auxiliary enterprises, and urge the
325
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Promisor to control enterprises to avoid any business or activity that competes or may compete with the principal
business of the Company and its auxiliary enterprises. 2. If the Promisor and its controlled enterprises are given
the opportunity to engage in new business that constitutes or may constitute horizontal competition with the
principal businesses of the Company and its auxiliary enterprises, the Promisor will make every effort to make the
business opportunity first available to the Company or its auxiliary enterprises on reasonable and fair terms and
conditions on the premise that conditions permit and in the interest of the listed company.
Date of commitment making: 4 November 2021
Term of commitment: Long-standing
Fulfillment: In execution
(3) Commitment maker: Rising Group, Rising Capital, and Hongkong Wah Shing
Contents of Commitment: 1. They shall conduct supervision and restraint on the production and operation
activities of themselves and their relevant enterprises so that besides the enterprise above that is in horizontal
competition with FSL for now, if the products or business of them or their relevant enterprises become the same
with or similar to those of FSL or its subsidiaries in the future, they shall take the following measures: (1) If FSL
thinks necessary, they and their relevant enterprises shall reduce and wholly transfer their relevant assets and
business; and (2) If FSL thinks necessary, it is given the priority to acquire first, by proper means, the relevant
assets and business of them and their relevant enterprises. 2. All the commitments made by them to eliminate or
avoid horizontal competition with FSL are also applicable to their directly or indirectly controlled subsidiaries.
They are obliged to urge and make sure that other subsidiaries execute what’s prescribed in the relevant document
and faithfully honor all the relevant commitments. 3. If they or their directly or indirectly controlled subsidiaries
break the aforesaid commitments and thus cause a loss for FSL, they shall compensate FSL on a rational basis.
Date of commitment making: 27 October 2021.
Term of commitment: Long-standing.
Fulfillment: In execution.
2. Commitment on Reduction and Regulation of Related-party Transactions
(1) Commitment maker: Electronics Group and Hong Kong Rising Investment
Contents of Commitment: Electronics Group and Hong Kong Rising Investment have made a commitment that
during their direct or indirect holding of the Company’s shares, they shall 1. Strictly abide by the regulatory
documents of the CSRC and the SZSE, the Company’s Articles of Association, etc. and not harm the interests of
the Company or other shareholders of the Company in their production and operation activities by taking
advantage of their position as the controlling shareholder and actual controller; 2. make sure that they or their
other controlled subsidiaries, branch offices, jointly-run or associated companies (the “Relevant Enterprises” for
short) will try their best to avoid or reduce related-party transactions with the Company or the Company’s
subsidiaries; 3. strictly follow the market principle of justness, fairness and equal value exchange for necessary
and unavoidable related-party transactions between them and their Relevant Enterprises and the Company, and
withdraw from voting when a related-party transaction with them or their Relevant Enterprises is being voted on
at a general meeting or a board meeting, and execute the relevant approval procedure and information disclosure
duties pursuant to the applicable laws, regulations and regulatory documents. Where the aforesaid commitments
are broken and a loss is thus caused for the Company, its subsidiaries or the Company’s other shareholders, they
shall be obliged to compensate.
Date of commitment making: 4 December 2015
Term of commitment: Long-standing
Fulfillment: In execution
326
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(2) Commitment maker: Rising Group
Contents of Commitment: 1. Strictly abide by the regulatory documents of the CSRC and the SZSE, the
Company’s Articles of Association, etc; and not harm the interests of the Company or other shareholders of the
Company in their production and operation activities by taking advantage of their position as the controlling
shareholder and actual controller; 2. make sure that they or their other controlled subsidiaries, branch offices,
jointly-run or associated companies (the "Relevant Enterprises" for short) will try their best to avoid or reduce
related-party transactions with the Company or the Company’s subsidiaries; 3. strictly follow the market principle
of justness, fairness and equal value exchange for necessary and unavoidable related-party transactions between
them and their Relevant Enterprises and the Company, and withdraw from voting when a related-party transaction
with them or their Relevant Enterprises is being voted on at a general meeting or a board meeting, and execute the
relevant approval procedure and information disclosure duties pursuant to the applicable laws, regulations and
regulatory documents.
Date of commitment making: 4 November 2021
Term of commitment: Long-standing
Fulfillment: In execution
(3) Commitment maker: Rising Group, Rising Capital, and Hongkong Wah Shing
Contents of Commitment: They have made a commitment that during their direct or indirect holding of FSL
activities of themselvesstrictly abide by the regulatory documents of the CSRC and the SZSE,FSL’s Articles of
Association, etc. and not harm the interests of the Company or other shareholders of FSL in their production and
operation activities by taking advantage of their position as the controlling shareholder and actual controller; 2.
make sure that they or their other controlled subsidiaries, branch offices, jointly-run or associated companies (the
"Relevant Enterprises" for short) will try their best to avoid or reduce related-party transactions with FSL or FSL’s
subsidiaries; 3. strictly follow the market principle of justness, fairness and equal value exchange for necessary
and unavoidable related-party transactions between them and their Relevant Enterprises and FSL, and withdraw
from voting when a related-party transaction with them or their Relevant Enterprises is being voted on at a general
meeting or a board meeting, and execute the relevant approval procedure and information disclosure duties
pursuant to the applicable laws, regulations and regulatory documents. Where the aforesaid commitments are
broken and a loss is thus caused for FSL, its subsidiaries or FSL’s other shareholders, they shall be obliged to
compensate.
Date of commitment making: 27 October 2021.
Term of commitment: Long-standing.
Fulfillment: In execution.
3. Commitment on Independence
(1) Commitment maker: Electronics Group and Hong Kong Rising Investment
Contents of Commitment: In order to ensure the independence of FSL in business, personnel, asset, organization
and finance, Electronics Group and Hong Kong Rising Investment have made the following commitments: 1.
They will ensure the independence of FSL in business: (1) They promise that FSL will have the assets, personnel,
qualifications and capabilities for it to operate independently as well as the ability of independent, sustainable
operation in the market. (2) They promise not to intervene in FSL’s business activities other than the execution of
their rights as FSL’s shareholders. (3) They promise that they and their related parties will not be engaged in
business that is substantially in competition with FSL’s business. And (4) They promise that they and their related
parties will try their best to reduce related-party transactions between them and FSL; for necessary and
unavoidable related-party transactions, they promise to operate fairly following the market-oriented principle and
327
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
at fair prices, and execute the transaction procedure and the duty of information disclosure pursuant to the
applicable laws, regulations and regulatory documents. 2.They will ensure the independence of FSL in personnel:
(1) They promise that FSL’s GM, deputy GMs, CFO, Company Secretary and other senior management personnel
will work only for and receive remuneration from FSL, not holding any positions in them or their other controlled
subsidiaries other than director and supervisor. (2) They promise FSL’s absolute independence from their related
parties in labor, human resource and salary management. And (3) They promise to follow the legal procedure in
their recommendation of directors, supervisors and senior management personnel to FSL and not to hire or
dismiss employees beyond FSL’s Board of Directors and General Meeting. 3. They will ensure the independence
and completeness of FSL in asset: (1) They promise that FSL will have a production system, an auxiliary
production system and supporting facilities for its operation; legally have the ownership or use rights of the land,
plants, machines, trademarks, patents and non-patented technology in relation to its production and operation; and
have independent systems for the procurement of raw materials and the sale of its products. (2) They promise that
FSL will have independent and complete assets all under FSL’s control and independently owned and operated by
FSL. And (3) They promise that they and their other controlled subsidiaries will not illegally occupy FSL’s funds
and assets in any way, or use FSL’s assets to provide guarantees for the debts of themselves or their other
controlled subsidiaries with. 4. They will ensure the independence of FSL in organization: (1) They promise that
FSL has a sound corporate governance structure as a joint-stock company with an independent and complete
organization structure. (2) They promise that the operational and management organs within FSL will
independently execute their functions according to laws, regulations and FSL’s Articles of Association. 5. They
will ensure the independence of FSL in finance: (1) They promise that FSL will have an independent financial
department and financial accounting system with normative, independent financial accounting rules. (2) They
promise that FSL will have independent bank accounts and not share bank accounts with its related parties. (3)
They promise that FSL’s financial personnel do not hold concurrent positions in its related parties. (4) They
promise that FSL will independently pay its tax according to law. And (5) They promise that FSL can make
financial decisions independently and that they will not illegally intervene in FSL’s use of its funds.
Date of commitment making: 4 December 2015
Term of commitment: Long-standing
Fulfillment: In execution
(2) Commitment maker: Rising Group
Contents of Commitment: To maintain the independence of the Company, the Promisor has made the following
commitments: 1. It will ensure the personnel independence of the Company. It promises to ensure personnel
independence with the Company, and GM, deputy GMs, CFO, Secretary of the Board of Directors and other
senior management personnel of the Company will not hold positions other than directors and supervisors in the
enterprises wholly owned, controlled or actually controlled by it and its subsidiaries (hereinafter referred to as
"subsidiaries"), and will not receive salaries from it or its subsidiaries. the Company: To maintain the
independence of the Company, the Promisor has made the following commitments: 1. It will ensure the personnel
independence of the Company. It promises to ensure personnel independence with the Company, and GM, depnd
(2) It promises that it and its subsidiaries will not illegally occupy the Company’s funds and assets in any way. 3.
It will ensure the financial independence of the Company: (1) It promises that the Company will have an
independent financial department and financial accounting system. (2) It promises that the Company will have a
standardized and independent financial accounting system. (3) It promises that the Company will have
independent bank accounts and not share bank accounts with it. (4) It promises that the Company’s financial
personnel do not hold concurrent positions in it or its subsidiaries. And (5) It promises that the Company can
make financial decisions independently and that they will not illegally intervene in the Company’s use of its funds.
328
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
4. It will ensure the independence of the Company in organization: (1) It promises that the Company can operate
independently with an independent and complete organization structure. (2) It promises that the office and
production and business premises of the Company are separated from those of Rising Holdings Group. And (3) It
promises that the Board of Directors, the Supervisory Committee and various functional departments of the
Company operate independently, and there is no subordinate relationship with the functional departments of
Rising Holdings Group. And 5, It will ensure the independence of the Company in business: (1) It promises that
the Company will have independence in business. And (2) It promises that the Company will have the assets,
personnel, qualifications and capabilities for it to operate independently as well as the ability of independent,
sustainable operation in the market.
Date of commitment making: 4 November 2021
Term of commitment: Long-standing
Fulfillment: In execution
4. Commitment on effective performance of measures to fill up returns
Commitment maker: Rising Group, Rising Capital, Electronics Group, Hongkong Wah Shing, Hong Kong Rising
Investment and Shenzhen Rising Investment
Contents of Commitment: 1. They promise not to interfere in the operation and management activities of the listed
company beyond their authority and not to encroach on the interests of the listed company. 2. From the date of
issuance of these commitments to the completion of this trading of the listed company, if the CSRC makes new
regulatory requirements on measures to fill up returns and commitments of relevant personnel, and the above
commitments cannot meet these new regulatory requirements of the CSRC, they promise to issue supplementary
commitments according to the latest regulations of the CSRC at that time. 3. They promise to earnestly fulfill the
measures to fill up returns formulated by the listed company and any commitments made by them. If they violate
these commitments and causes losses to the listed company or investors, they are willing to bear the compensation
responsibility for the listed company or investors according to law. As one of the subjects responsible for the
measures to fill up returns, if they violate the above commitments or refuses to fulfill the above commitments,
they agree that the securities regulatory agencies such as the CSRC and the SZSE will punish them or take
relevant regulatory measures in accordance with the relevant regulations and rules they formulated or issued.
Date of commitment making: 27 October 2021.
Term of commitment: Long-standing.
Fulfillment: In execution.
5. Commitment on non-reduction of FSL shares during major asset restructuring
Commitment maker: Rising Group, Rising Capital, Electronics Group, Hongkong Wah Shing, Hong Kong Rising
Investment and Shenzhen Rising Investment
Contents of Commitment: 1. They promise that there will be no share reduction plan from the date of issuance of
this Letter of Commitments to the completion of this trading, and they will not reduce its FSL shares in any other
way (except the transfer or transfer between Rising Holdings Group and its wholly-owned subsidiaries). 2. If FSL
implements ex-rights behaviors such as share conversion, share offering and share allotment from the date of
issuance of this Letter of Commitments to the completion of this trading, the newly added shares obtained by
them will also be subject to the above commitments related to not reducing share holdings.
Date of commitment making: 28 September 2021.
Term of commitment: Until the completion of this trading.
Fulfillment: Complete
6. Commitment on compensation for possible violations of laws and regulations by NationStar
Optoelectronics
329
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Commitment maker: Rising Holdings Group, Electronics Group, and Rising Capital
Contents of Commitment: If NationStar Optoelectronics is subject to administrative penalties such as
accountability and fines by relevant competent departments after the completion of this trading due to the illegal
acts of NationStar Optoelectronics before the completion of this acquisition, they promise to fully bear the losses
of NATIONSTAR or FSL, as well as the expenses and fees under punishment or recourse, to ensure that
NationStar Optoelectronics or FSL will not suffer any economic losses.
Date of commitment making: 27 October 2021.
Term of commitment: Long-standing.
Fulfillment: In execution.
7. Commitment on explanation of confidentiality measures and confidentiality system adopted for this
trading
Commitment maker: Rising Group, Electronics Group, and Rising Capital
Contents of Commitment: 1. During the preliminary negotiation between the listed company and the counterparty
on this trading, necessary and sufficient confidentiality measures were taken to limit the scope of knowledge of
relevant sensitive information. According to the requirements of the SZSE, the listed company has completed the
submission and online reporting of the memorandum of trading process, relevant materials of insider information
insiders. The listed company has hired independent financial advisers, legal advisers, audit institutions, valuation
institutions and other intermediaries, and signed confidentiality agreements or appointment agreements with
confidentiality clauses with the above intermediaries, clearly stipulating the scope of confidential information and
the confidentiality responsibilities of each intermediary. 2. In communicating with the transaction counterparties,
the listed company made clear to them that they shall be strictly confidential about the relevant information, shall
not leak the information to others, and shall not trading in shares of the listed company with the information. 3.
When discussing the problems, solutions, suggestions, ideas and solutions with respect to the transaction, the
transaction counterparties did not leak the restructuring information to any other irrelevant entities or individuals.
4. Before the listed company discloses information in relation to the transaction, the transaction counterparties
strictly abided by the confidentiality obligation and did not conduct any insider trading using the information.
Date of commitment making: 27 October 2021.
Term of commitment: Until the completion of this trading.
Fulfillment: Complete.
8. Commitment on the truthfulness, accuracy and completeness of the information provided during this
major asset restructuring
(1) Commitment maker: Rising Group, Electronics Group, and Rising Capital
Contents of Commitment: 1. They promise that the information provided is true, accurate and complete, and there
are no false records, misleading statements or material omissions. 2. They have provided relevant information and
documents (including but not limited to original written materials, duplicate materials or oral testimony, etc.)
related to this trading to the intermediaries. They promise that the copies or photocopies of the documents and
materials provided are consistent with the originals, and that the signatures and seals of the documents and
materials are authentic, and the signatories of the documents have been legally authorized and effectively signed
the documents; that there are no false records, misleading statements or material omissions. 3. They promise that
the explanations and confirmations issued by them are true, accurate and complete, and there are no false records,
misleading statements or material omissions. 4. During this trading, they will disclose the information about this
trading in a timely manner in accordance with relevant laws and regulations, the CSRC and the SZSE, and ensure
the authenticity, accuracy and completeness of such information. 5. They shall bear legal responsibility for the
authenticity, accuracy and completeness of the information, documents, materials, explanations and confirmations
330
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
provided. In case of any violation or losses caused to the listed company, investors, parties to the trading and
intermediaries participating in this trading, they will be liable for compensation according to law. 6. Where the
information provided or disclosed by them in this trading is suspected of false records, misleading statements or
material omissions, and they are filed for investigation by the judicial organ or by the CSRC, the shares with
interests in the listed company will not be transferred until the investigation conclusion is formed.
Date of commitment making: 27 October 2021.
Term of commitment: Long-standing.
Fulfillment: In execution.
9. Commitment on the clarity of the underlying assets of this major asset restructuring
(1) Commitment maker: Electronics Group
Contents of Commitment: Electronics Group promises that the 100% equity of Sigma it held is clear in ownership
and is not subject to any dispute or potential dispute, and there is no situation affecting its legal existence; and
there is no pending or potential litigation, arbitration and any other administrative or judicial procedure that may
lead to the seizure, freezing, expropriation or restriction of transfer of the above-mentioned equity by the relevant
judicial or administrative organs. There is no entrusted shareholding or trust shareholding, restriction or
prohibition of transfer of the above-mentioned equity controlled by Electronics Group.
Term of commitment: Long-standing.
Fulfillment: In execution.
(2) Commitment maker: Rising Group and Rising Capital
Contents of Commitment: Rising Group and Rising Capital promise that the shares of NationStar Optoelectronics
it held is clear in ownership and is not subject to any dispute or potential dispute, and there is no situation
affecting its legal existence; the above shares are not subject to any other pledges, guarantees or third-party
interests or restrictions and there is no pending or potential litigation, arbitration and any other administrative or
judicial procedure that may lead to the seizure, freezing, expropriation or restriction of transfer of the above-
mentioned equity by the relevant judicial or administrative organs. There is no entrusted shareholding or trust
shareholding, restriction or prohibition of transfer of the above-mentioned equity controlled by Rising Group and
Rising Capital.
Date of commitment making: 27 October 2021.
Term of commitment: Long-standing.
Fulfillment: In execution.
10. Commitment on compliance of this major asset restructuring with Several Provisions on the Reduction
of Shares by Shareholders, Directors and Supervisors of Listed Companies
Commitment maker: Rising Group and Rising Capital
Contents of Commitment: 1. They are not subject to any securities and futures crimes as stipulated in Article 6 of
Several Provisions on the Reduction of Shares by Shareholders, Directors and Supervisors of Listed Companies.
During the period when the CSRC or the judicial organ filed a case for investigation, and less than six months
after the administrative penalty decision and criminal judgment were made, there was no situation that the shares
of NATIONSTAR could not be reduced due to violation of the rules of stock exchanges and public censure by
stock exchanges for less than three months. 2. In case of any violation or losses caused to NATIONSTAR,
investors, parties to the trading and intermediaries participating in this trading, they will be liable for
compensation according to law.
Date of commitment making: 27 October 2021.
Term of commitment: Until the completion of this trading.
Fulfillment: Complete.
331
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
11. Commitment on the release of credit guarantee
Commitment maker: Electronics Group
Contents of Commitment: 1. As of the date of issuance of the Letter of Commitments, Sigma has signed the
Maximum Guarantee Contract (Contract No.: XYYBZ (BY) No.201906280001-1) and the Maximum Pledge
Contract for Stocks of Listed Companies (Contract No.: XYYZZ (BY) No.201906280001-2) with Guangzhou
Branch of Industrial Bank Co., Ltd. Sigma will provide the maximum guarantee and pledge guarantee for the debt
of Electronics Group, with the guarantee amount of RMB400 million (in words: RMB Four Hundred Million),
and the guarantee will be valid from 28 June 2019 to 27 June 2022. Electronics Group promises that on the date of
issuance of this Letter of Commitment, all the loans involved in the Maximum Guarantee Contract and the
Maximum Pledge Contract for Stocks of Listed Companies have been repaid, there is no debt based on the
guarantee under the above contracts, and 39,876,500 shares of NationStar Optoelectronics held by Sigma have
been released from pledge. At the same time, Electronics Group further makes an irrevocable commitment that it
will not add any new loans to Guangzhou Branch of Industrial Bank Co., Ltd. as a borrower before the expiration
date of the Maximum Guarantee Contract and the Maximum Pledge Contract for Stocks of Listed Companies, so
as to ensure that Sigma will not actually assume any guarantee responsibilities due to the above guarantee
contracts. 2. Electronics Group promises that it will not arrange for Sigma to add any form of guarantee before the
completion of the delivery of Sigma's equity in this trading. 3. In case of any violations of the above commitments,
Electronics Group shall solve and eliminate the above situation within ten days, and bear corresponding legal
responsibilities to Sigma and FSL.
Date of commitment making: 27 October 2021
Term of commitment: Until the completion of this trading.
Fulfillment: Complete.
12．About absence of insider trading
Commitment maker: Key management personnel of Rising Group, Electronics Group, and Rising Capital
Contents of Commitment: They promise that they will not disclose the relevant insider information of this trading
or make use of the insider information for insider trading; 2. As of the issuance date of the Report on Major Asset
Purchase and Related Party Trading of Foshan Electrical and Lighting Co., Ltd. (Draft), they have not been placed
on file for investigation or criminal investigation due to suspected insider trading related to this trading, and have
not been subject to administrative punishment by the CSRC or criminal responsibility investigated by judicial
organs according to law for insider trading related to any major asset restructuring, and have not been prohibited
from engaging in any major asset restructuring of listed companies according to Article 13 of the Interim
Provisions on Strengthening the Supervision of Abnormal Stock Trading Related to Major Asset Restructuring of
Listed Companies in the last 36 months; 3. In case of violation of the above commitments, they will bear all losses
caused to the listed company and its shareholders.
Date of commitment making: 27 October 2021
Term of commitment: From the date of the issuance of the letter of commitment until the completion of this
trading
Fulfillment: Complete.
8. Other
Naught
332
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
XIII. Stock Payment
1. The Overall Situation of Stock Payment
□Applicable Not applicable
2. The Stock Payment Settled in Equity
□Applicable Not applicable
3. The Stock Payment Settled in Cash
□Applicable Not applicable
4. Modification and Termination of the Stock Payment
Naught
5. Other
Naught
XIV. Commitments and Contingency
1. Significant Commitments
Significant commitments on the balance sheet date
(1) Commitment to cash dividends
Commitment maker: The Company.
Contents: The annual profits distributed in cash by the Company shall be not less than 30% of the distributable
profits of the year.
Date of commitment making: 27 May 2009.
Term of commitment: Long-standing.
Fulfilment: In execution.
(2) Commitment to the development of Haikou plot
In November 2021, Hainan Technology, a wholly-owned subsidiary of the Company, acquired an industrial land
located in Mei’an Science and Technology New City, Haikou, with a land area of 34,931.13 square meters and a
land price of RMB26,596,784.43. In the same month, Hainan Technology signed the Agreement on Industrial
Project Development and Land Access with Haikou National High-tech Industrial Development Zone
Management Committee (hereinafter referred to as the “Haikou Development Zone Management Committee”).
The agreement stipulates that the above-mentioned plot is used for the development of marine lighting R&D
and manufacturing base projects, and the investment of fixed assets is approximately RMB314 million
(including plants, equipment, and land, equivalent to RMB6 million per mu (1 mu equals to 666.67 square
meters). Hainan Technology promises to complete the planning scheme design within two months from the date
of signing the Confirmation of Listing and Transferring the Right to Use State-owned Construction Land;
complete the construction drawing design within three months after completing the planning scheme design and
333
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
obtain the Building Construction Permits and start construction at the same time (subject to the foundation
concrete pouring of the main buildings). The project will be put into production within 18 months from the date
of signing the Confirmation of Listing and Transferring the Right to Use State-owned Construction Land. From
the date of signing the contract to the first year after the project is put into production, the accumulated tax
payment is not less than RMB10 million; the accumulated tax payment in the first two years is not less than
RMB27.4 million; the accumulated tax payment in the first three years is not less than RMB67.1 million; the
accumulated tax payment in the first four years is not less than RMB117 million; the accumulated tax payment
in the five years is not less than RMB203 million. The total industrial output value (or revenue) in the first year
after the project is put into production is not less than RMB218 million; the accumulated value in the first two
years is not less than RMB433 million; the accumulated value in the first three years is not less than RMB929
million; the accumulated value in the first four years is not less than RMB1,578 million; the accumulated value
in the five years is not less than RMB2.62 billion. If the project fails to start construction within 12 months from
the date of signing the Confirmation of Listing and Transferring the Right to Use State-owned Construction
Land due to Hainan Technology reasons, the Haikou Development Zone Management Committee has the right
to unilaterally terminate the contract and the municipal government will recover the land use rights according to
law; if the total amount of tax paid in the year after the project is put into production does not reach the total
annual tax payment as agreed, Hainan Technology shall pay liquidated damages to the Haikou Development
Zone Management Committee according to the difference; if Hainan Technology has idle land not due to
government reasons and force majeure, the municipal government shall collect idle land fees or recover the
right to use state-owned construction land.
2. Contingency
(1) Significant Contingency on Balance Sheet Date
1. Litigation between Foshan Kelian and Shenzhen Chuanglian Real Estate Agency Co., Ltd.
The plaintiff Shenzhen Chuanglian Real Estate Agency Co., Ltd. (hereinafter referred to as “Chuanglian”) and
Foshan Kelian New Energy Technology Co., Ltd. (hereinafter referred to as “Foshan Kelian”) signed the
Exclusive Sales Agreement of Property of Foshan Kelian Center Project in August 2019, which was terminated
by both parties through consultation. Chuanglian sued for the refund of the house purchase funds paid before
[Case No.: (2021) Y. 0604 M.CH. No. 42183]. On 16 August 2022, judgment of first instance issued by Foshan
Chancheng District People’s Court was received and as follows: 1. Foshan Kelian shall return the deposit of
RMB3.65 million and pay interest to Chuanglian within ten days from the effective date of the judgment; 2.
other claims of Chuanglian were rejected. Both parties appealed against the ruling [Second Trial Case No.:
(2022) Y. 06 M.ZH. No. 17185] and the judgment of second instance issued by Foshan Intermediate People's
Court was received on 28 March 2023: The appeal is rejected and the original decision is affirmed.
2. Litigation between FSL Zhida Electric Technology Co., Ltd. and Shenzhen Secket Electrician Technology
Co., Ltd.
The plaintiff Shenzhen Secket Electrician Technology Co., Ltd. (hereinafter referred to as “Secket”) claimed
that it enjoyed the utility model patent of a safety socket and that the defendants Chengdu ArGangle Insulated
Electrical Manufacturing Co., Ltd., Chengdu ArGangle Yuanhu Technology Co., Ltd., FSL Zhida Electric
Technology Co., Ltd. and Zhejiang Tmall Network Co., Ltd. produced and sold the products involved without
its authorization. Therefore the plaintiff sued to the court for compensation of RMB11 million. The plaintiff
filed the lawsuit in three cases and Guangzhou Intellectual Property Court heard the three cases together [Case
No.: (2021) Y. 73 M.ZH. No. 1775, 1776 and 1880]. The case was heard on 25 April 2022, for the second time
334
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
on 20 June, for the third time on 23 September and for the fourth time on 22 November, and has not been
concluded as of the date of this report.
3. Litigation between the Company and Kunming Guodong Economic & Trade Co., Ltd.
Kunming Guodong Economic & Trade Co., Ltd. (hereinafter referred to as “Guodong Economic & Trade”) is a
distributor of the Company for many years and defaulted on the payment for goods of the Company totaling
RMB1,987,021.16 as of April 2022. Therefore the Company filed a lawsuit with Chancheng District People’s
Court [(2022) Y. 0604 M.ZH. No. 20844] and the judgment of first instance issued by Foshan Chancheng
District People’s Court on 2 November 2022 was received and as follows: 1. Guodong Economic & Trade shall
pay FSL RMB1,881,849 and interest; 2. Bi Lingqing and Li Peng shall assume joint-and-several liability; 3.
other claims of FSL were rejected. Guodong Economic & Trade appealed against the ruling [Second Trial Case
No.: (2023) Y. 06 M.ZH. No. 1205] and the judgment of second instance issued by Foshan Intermediate
People's Court was received on 27 March 2023: The appeal is rejected and the original decision is affirmed. The
case has concluded as of the date of this report. The Company owns the property of Guodong Economic &
Trade as collateral and provides bad debt allowance of RMB152,339.88 based on expected credit losses.
4. Litigation between the Company and Xuzhou Longxiang Lighting Equipment Sales Co., Ltd.
Xuzhou Longxiang Lighting Equipment Sales Co., Ltd. (hereinafter referred to as “Longxiang”) is a distributor
of the Company for many years and defaulted on the payment for goods of the Company totaling
RMB2,427,830.95 as of August 2022. Therefore the Company filed a lawsuit with Chancheng District People’s
Court [(2022) Y. 0604 M.ZH. No. 32528]. The trial of the case was held on 21 February 2023 in the Foshan
Chancheng District People’s Court. As of the date of this report, the above case has not been concluded. The
Company owns the property of Long Xiang as collateral and has provided a bad debt provision of
RMB184,212.00 based on expected credit losses.
5. Guangzhou CM Punk Optoelectronics Co., Ltd. (hereinafter referred to as "CM Punk") sued the Company in
a dispute over the sales contract, involving an amount of RMB4,361,300, the basic situation and progress of the
case are as follows: CM Punk supplied the Company with light guide plate products, due to the quality defects
of CM Punk's products, resulting in the quality problems of the Company's products. As a result, the Company
withheld a deposit of RMB2 million from CM Punk. CM Punk sued the Company for RMB4,361,300,000 in
arrears of payment and interest, and the Company filed an application for jurisdictional objection. The second
instance ruling rejected CM Punk's request and the jurisdictional objection was upheld and transferred to the
Foshan Chancheng District People's Court. The Foshan Chancheng District People's Court filed a case on 7
May 2022, and the Company filed a counterclaim on 27 May 2022, arguing that CM Punk's claims had no
factual or legal basis and counterclaiming that CM Punk was liable for quality losses of approximately
RMB2.02 million. The case was heard for the first time on 15 June 2022, for the second time on 13 July 2022
and for the third time on 1 September 2022. During the trial, CM Punk applied for an appraisal of the signature
handwriting in the Sales Contract and the Quality Discount Agreement, and the court shook the beads to
determine the appraisal agency in September. The identification agency responded with a letter on 30 December
2022, regarding additional information. As of the date of this report, the case is in the process of first instance
hearing and the court has not yet decided.
6. Litigation between Liuzhou Lighting, Nanning Liaowang and Laster Electronic Tech (Dongguan) Co., Ltd.
Laster Electronic Tech (Dongguan) Co., Ltd. (hereinafter referred to as "Laster Electronic") is the supplier of
Liuzhou Guige and Nanning Liaowang. Laster Electronic requests that: 1. Liuzhou Lighting shall pay the
arrears of RMB77,932.00 and the corresponding interest loss, and compensate for the material loss
RMB405,461.00 caused by the production of the products in question and interest loss of RMB25,337.10, as
well as compensate for the loss of storage fee and labor storage fee of RMB26,000.00 caused by the material
335
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
stagnation; 2, Nanning Liaowang shall pay the arrears of RMB34,822.00 and the corresponding interest loss,
and compensate for the material loss of RMB401,029.00 and interest loss of RMB23,385.81 caused by the
production of the product in question, as well as compensate for the loss of storage fee and manpower storage
fee of RMB24,000.00 caused by the material stagnation; 3. Liuzhou Lighting and Nanning Liaowang shall pay
RMB309,793.00 and RMB1,595,680.00 respectively to Laster Electronic for the apportioned cost of mold test.
The lawsuit is expected to be heard in April 2023, no litigation results yet.
7. Litigation between the Company and Guiyang Zhengtianhe Trading Co., Ltd.
Guiyang Zhengtianhe Trading Co., Ltd. (hereinafter referred to as "Zhengtianhe"), a distributor of the Company
for many years, owed the Company RMB4,384,929.27 for the goods, and the Company filed a lawsuit with
Foshan Chancheng District People's Court [(2022) Yue 0604 Civil No. 21387]. The first instance judgment from
Foshan Chancheng District People's Court was received on 3 November 2022: 1. Zhengtianhe paid the purchase
price of RMB4,364,929.27 and interest to the Company; 2. Meng Qingning, Meng Qingan and Lu Shufen
assumed joint and several liabilities for the settlement; 3. The Company was entitled to a priority right of
payment for one of Meng Qingning's properties; 4. The Company was entitled to a priority right of payment for
two of Meng Qingning's properties; 5. Rejected other litigation requests of the Company. On 9 January 2023,
the Company applied for court enforcement, and Foshan Chancheng District People's Court accepted the case
on 13 February 2023. As of the date of this report, pending the execution of the judgment by Zhengtianhe, the
Company owns Zhengtianhe's properties as collateral and has made a bad debt provision of RMB449,788.82
based on expected credit losses.
(2) In Despite of no Significant Contingency to Disclose, the Company Shall Also Make Relevant
Statements
There was no significant contingency in the Company.
3. Other
As of 31 December 2022, guarantees of subsidiaries were as follows (RMB’0,000):
Principal
Principal debtor Guarantor Type of guarantee Guarantee amount Guarantee balance
debtee
Nanning Nanning Kuang Linchang, Liang Xiaoling, Yang Joint-liability
Liaowang (note Branch of Shiyue, Gu Hanhua, Qingdao Lighting, guarantee
20,000.00 0.00
1) Industrial Liuzhou Lighting, Chongqing Guinuo
Bank
Nanning Far Eastern Nanning Liaowang, Qingdao Lighting, Joint-liability
Liaowang (note International Liuzhou Lighting, Kuang Linchang, guarantee
2) Financial Liang Xiaoling, Yang Shiyue, Gu 2,600.00 0.00
Leasing Co., Hanhua
Ltd.
Liuzhou Lighting Nanning Nanning Liaowang, Liuzhou Lighting, Joint-liability
(note 3) Branch of Kuang Linchang, Liang Xiaoling, Yang guarantee
15,000.00 0.00
Industrial Shiyue, Gu Hanhua
Bank
Chongqing Far Eastern Nanning Liaowang, Qingdao Lighting, Joint-liability
Guinuo (note 4) International Liuzhou Lighting, Kuang Linchang, guarantee 3,999.00 0.00
Financial Liang Xiaoling, Yang Shiyue, Gu
336
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Leasing Co., Hanhua
Ltd.
Nanning
Liaowang, Nanning
Liuzhou Branch of Nanning Liaowang Auto Lamp Co.,
Mortgage 4,500.00 4,500.00
Foreshine, Industrial Ltd.
Liuzhou Lighting Bank
(note 5)
Nanning Nanning
Liaowang (note Branch of Chongqing Guinuo Lighting
Mortgage 8,100.00 6,510.64
6) Industrial Technology Co., Ltd.
Bank
Nanning
Nanning
Liaowang,
Branch of Liuzhou Guige Lighting Technology
Liuzhou Fuxuan, Mortgage 9,100.00 9,100.00
Industrial Co., Ltd.
Liuzhou Lighting
Bank
(note 7)
Foshan Branch
NationStar
of China Foshan NationStar Optoelectronics Co., Joint-liability
Semiconductor 30,000.00 0.00
Merchants Ltd. guarantee
(note 8)
Bank
Total —— —— —— 93,299.00 20,110.64
Note 1: Nanning Liaowang and Nanning Branch of Industrial Bank signed the Working Capital Loan Contract
(XYGCBLJ Zi (2021) No.1001), with a loan amount of RMB47.7 million (from 1 February 2021 to 1 February
2022). This guarantee has been terminated. Kuang Linchang, Liang Xiaoling, Yang Shiyue, Gu Hanhua, Qingdao
Lighting, Liuzhou Guige Lighting and Chongqing Guinuo jointly assume joint and several guarantee liabilities for
all creditor's rights balances under the maximum principal limit of RMB200 million, and the guarantee amount is
valid from 30 December 2019 to 30 December 2024. This guarantee has been terminated on 1 February 2022.
Note 2: On 18 May 2020, Nanning Liaowang and Far East International Financial Leasing Co., Ltd. (hereinafter
referred to as "Far East Leasing") signed the Sale Lease Contract (Contract No.: IFELC20DE24MZT-L-01), with
a financing loan amount of RMB26 million, and the actual loan amount obtained was RMB24 million (the
difference with the financing loan amount was RMB2 million as a deposit, which was withheld by Far East
Leasing), and the loan term of finance lease is 30 months. Liuzhou Guige Lighting, Qingdao Lighting, Yang
Shiyue, Gu Hanhua, Kuang Linchang and Liang Xiaoling provide joint and several liability guarantee for this
financing loan. Nanning Liaowang signed the Ownership Transfer Agreement with Far East Leasing. According
to the General Terms and Conditions of the Sale and Return Lease Contract: Under the condition that Party B
(Nanning Liaowang, the same below) enjoys all the rights under this contract and does not affect Party B's normal
use, Party A (Far East Leasing, the same below) may transfer its ownership of the leased items to any third party,
or mortgage the leased items and other guarantees, and the validity of the contract will not be affected. Party A
undertakes not to adversely affect Party B's rights (especially the performance of this contract) due to the
transfer/mortgage. Party B shall perform this contract according to the contract, and Party A shall guarantee that
Party B shall have the right to use the leased items and the ownership after the expiration of the lease period
according to the contract. This guarantee has been terminated on 26 November 2022.
Note 3: Liuzhou Guige Lighting and Nanning Branch of Industrial Bank signed loan contracts numbered
337
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
WYZH2021012600174, WYZH2021042100164 and WYZH2021042100146, borrowing RMB10 million (from
26 January 2021 to 26 January 2022), RMB20 million (from 21 April 2021 to 21 April 2022), and RMB20 million
(from 22 April 2021 to 22 April 2022) respectively. This guarantee has been terminated. Nanning Liaowang,
Kuang Linchang, Liang Xiaoling, Yang Shiyue and Gu Hanhua provide joint and several liability guarantee with
the maximum balance of principal creditor's rights not exceeding RMB150 million exposure, and the guarantee
amount is valid from 30 December 2019 to 30 December 2024. This guarantee has been terminated on 22 April
2022.
Note 4: On 21 June 2020, Chongqing Guinuo signed the Sale and Return Lease Contract with Far East Leasing
(Contract No.: IFELC20DE2XZXM-L-01), with a financing loan amount of RMB39.9 million and an actual loan
amount of RMB35.99 million (the difference with the financing loan amount is RMB4 million as a deposit, which
is withheld by Far East Leasing), and the loan term of finance lease is 30 months. This financial lease loan is
mortgaged by Chongqing Guinuo with 28 fixed assets and 104 molds owned by itself. Chongqing Guinuo signed
the Ownership Transfer Agreement with Far East Leasing, and Nanning Liaowang, Liuzhou Guige Lighting,
Qingdao Lighting, Liang Xiaoling, Yang Shiyue, Gu Hanhua and Kuang Linchang provided joint and several
liability guarantee for the lease loan. According to the General Terms and Conditions of the Sale and Return
Lease Contract: Under the condition that Party B (Chongqing Guinuo, the same below) enjoys all the rights under
this contract and does not affect Party B's normal use, Party A (Far East Leasing, the same below) may transfer its
ownership of the leased items to any third party, or mortgage the leased items and other guarantees, and the
validity of the contract will not be affected. Party A undertakes not to adversely affect Party B's rights (especially
the performance of this contract) due to the transfer/mortgage. Party B shall perform this contract according to the
contract, and Party A shall guarantee that Party B shall have the right to use the leased items and the ownership
after the expiration of the lease period according to the contract. This guarantee has been terminated on 20
December 2022.
Note 5: Nanning Liaowang Auto Lamp Co., Ltd. (Nanning Liaowang) and Nanning Branch of Industrial Bank
Co., Ltd. entered into the Maximum Financing Agreement (X.Y.G.CH.B.R.Z.Z. [2022] No. (01)) to conduct a bill
transaction of RMB45 million. Nanning Liaowang provides mortgage guarantee with the immovable property
owned as collateral, and the balance of its creditor's rights does not exceed the maximum mortgage principal of
RM72,344,400 in the original guarantee contract. The mortgage amount is valid from 23 June 2020 to 23 June
2025. This guarantee has been terminated on 24 April 2022. In the new guarantee contract, Nanning Liaowang
provides mortgage guarantee with the immovable property owned as collateral, and the balance of its creditor’s
rights does not exceed the maximum mortgage principal of RMB69,139,100. The mortgage amount is valid from
25 April 2022 to 31 December 2025 and the guarantee amount is RMB45 million. The mortgaged real estate is a)
YG (2017) NNSBDCQZ No.0065501; b) EG (2017) NNSBDCQZ No.0065499; c) SG (2017) NNSBDCQZ
No.0065498; d) SG (2017) NNSBDCQZ No.0065497.
Note 6: Nanning Liaowang and Nanning Branch of Industrial Bank Co., Ltd. entered into the Working Capital
Loan Contracts, numbered WYZH2022021100314 and WYZH2022021100248, with the loan amounts of
RMB19.8 million (from 11 February 2022 to 11 February 2023) and RMB30.2 million (from 11 February 2022 to
11 February 2023), respectively. Chongqing Guinuo Lighting Technology Co., Ltd. (Chongqing Guinuo) provide
mortgage guarantee with the immovable property owned as collateral, and the balance of its creditor's rights does
not exceed the maximum mortgage principal of RM122,294,700. The guarantee amount is RMB81 million and
valid from 15 June 2020 to 15 June 2023. The mortgaged real estate is a) YY (2020) LJXQBDCQ No.000436821,
b) EY (2020) LJXQBDCQ No.000437330, c) SY (2020) LJXQBDCQ No.000437429 and d) SY (2020)
LJXQBDCQ No.000437448.
Note 7: Liuzhou Guige Photoelectric Technology Co., Ltd. (Liuzhou Guige) and Nanning Branch of Industrial
338
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Bank Co., Ltd. entered into the Working Capital Loan Contract, numbered WYZH2022050700423, with a loan of
RMB15 million (from 7 May 2022 to 7 May 2023). Liuzhou Guige and Nanning Branch of Industrial Bank Co.,
Ltd. entered into the Agreement on Banker's Acceptance Financing Business Cooperation (X.Y.G.CH.B.SH.X.
[2022] No. 1002), with a loan of RMB15 million (from 7 May 2022 to 7 May 2023), to conduct a bill transaction
of RMB20 million. In the original guarantee contract, Liuzhou Guige provides mortgage guarantee with the
immovable property owned as collateral, and the balance of its creditor's rights does not exceed RMB150 million.
The mortgage amount is valid from 30 December 2019 to 30 December 2024. The guarantee has been terminated
on 23 April 2022. In the new guarantee contract, Liuzhou Guige provides mortgage guarantee with the immovable
property owned as collateral, and the balance of its principal creditor's rights does not exceed RMB139,943,700.
The guarantee amount is RMB91 million and valid from 24 April 2022 to 31 December 2025. The mortgaged real
estate is: a) YG (2019) LZSBDCQ No.0191988, located at No.1 Factory Building, No.12 Hengsi Road, Cheyuan;
b) EG (2019) LZSBDCQ No.0191991, located in the mold center of No.12 Hengsi Road, Cheyuan; c) SG (2019)
LZSBDCQ No.0191994, located in the logistics gate guard room at No.12 Hengsi Road, Cheyuan; d) SG (2019)
LZSBDCQ No.0191995, located in the guard room of Gate 12, Hengsi Road, Cheyuan.
Note 8: Foshan NationStar Optoelectronics Co., Ltd. convened the 9th Meeting of the 4th Board of Directors on
18 September 2017, on which, the Proposal on Providing Guarantee for the Company’s Wholly-owned
Subsidiary was reviewed and approved and the Company was agreed to provide a credit guarantee not
exceeding RMB300 million for the corporation overdraft conducted by its wholly-owned subsidiary NationStar
Semiconductor at China Merchants Bank. NationStar Semiconductor signed the Credit Agreement, numbered
757XY2018015331 with Foshan Branch of China Merchants Bank which agreed to provide the credit line of
RMB100 million for NationStar Semiconductor within the credit period stipulated in the Credit Agreement
(from 28 May 2018 to 27 May 2019). The guarantor Foshan NationStar Optoelectronics Co., Ltd. has given the
Letter of Irrevocable Guarantee for Maximum Amount, numbered 757XY201801533101 to undertake joint
liability guarantee for the principal debtor valid from 12 June 2018 to 27 May 2022. This guarantee has expired
on 27 May 2022.
XV. Events after Balance Sheet Date
1. Significant Non-adjusted Events
Naught
2. Distribution of Profit
Unit: RMB
Profit or
dividend to be 134,899,464.70
distributed
Based on the share capital of 1,348,994,647 shares (the total share capital of 1,361,994,647 shares minus the
remaining 13,000,000 A-shares repurchased in the share repurchase account at the disclosure date of the 2022
Annual Report, a cash dividend of RMB1 (tax inclusive) per 10 shares is to be distributed to the shareholders,
Profit
with no bonus issue from either profit or capital reserves. Where any change occurs to the total shares entitled to
distribution plan
the final dividend due to any new issue, grant of equity incentives, etc. when the final dividend plan is
implemented, the dividend per share shall remain the same while the total payout amount shall be adjusted
accordingly.This profit distribution plan is subject to the approval of the company's general meeting of
339
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
shareholders before it can be implemented.
3. Sales Return
Naught
4. Notes to Other Events after Balance Sheet Date
(I) Pre-plan for the Issuance of A-shares to Specific Objects in 2023
The Company reviewed and approved the Proposal on the Company’s Issuance of A-Shares to Specific Objects
in 2023 at the 39th Meeting of 9th Board of Directors held on 14 March 2023, and intended to issue additional A-
shares to no more than 35 specific targets, including the Company's de facto controller Rising Group, who meet
the conditions stipulated by the CSRC. The number of shares to be issued to the specific targets will not exceed
30% of the total share capital before issuance, i.e. not more than 408,598,394 shares (inclusive), and the total
amount of funds to be raised will not exceed RMB 1,094,551,800 (inclusive).
The raised funds will be invested in FSL automation transformation and digital transformation project, FSL
Hainan Industrial Park I, smart street light construction project, vehicle lamp module production construction
project and R & D center construction project, the use of raised funds is closely related to the Company's future
development strategy and existing main business.
After the completion of the issuance, the total share capital and net assets of the Company will be increased
substantially and the overall capital strength of the Company will be enhanced. Since the implementation and
benefit generation of the investment projects with raised funds will take a certain process and time, the net
profit of the Company may not be able to keep the same growth as the share capital and net assets in the short
term, resulting in a decrease in the indicators of earnings per share and return on net assets of the Company
compared to those before the issuance. There is a risk that the earnings per share and return on net assets will be
diluted after the completion of the issuance to the specific targets. The Company has measured the impact of the
issuance of shares to specific targets on the dilution of shareholders' immediate return and considered and
approved the analysis of the dilution of immediate return of the financing, the measures to fill immediate return
and the commitments of the relevant commitment bodies at the 39th meeting of the 9th Board of Directors.
The issuance of shares to specific targets is subject to the approval of the Company's general meeting, the
review and approval of the Shenzhen Stock Exchange and the consent of the CSRC to the registration decision
340
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
before implementation.
(II) Equity Incentive Plan
In order to further improve the Company's long-term incentive mechanism, fully mobilize the enthusiasm and
creativity of the Company's management and core staff, effectively combine the interests of shareholders, the
Company's interests and the personal interests of employees, pay attention to the long-term development of the
Company and work together for it, in accordance with the Company Law of the People's Republic of China, the
Securities Law of the People's Republic of China, the Administrative Measures for the Implementation of
Equity Incentives for Listed Companies (Domestic) and other relevant laws, regulations and normative
documents as well as the provisions of the Articles of Association of the Company, it is proposed to plan the
launch of the Restricted Stock Incentive Plan (hereinafter referred to as "Incentive Plan").
The Incentive Plan is proposed to be in the form of restricted stock incentive. The source of the shares is the
repurchased RMB A ordinary shares in the special repurchased securities account of the Company, and the
scope of the incentive objects are the directors, senior management, middle management and core and key
personnel of the Company, excluding independent directors, supervisors, shareholders holding more than 5% of
shares individually or in aggregate or the actual controller and their spouses, parents and children, and the
number of restricted shares to be granted does not exceed 13 million shares, representing approximately 0.95%
of the total share capital of the Company at present.
The matter of the equity incentive plan is still in the planning stage, and there is uncertainty whether it can be
implemented eventually.
XVI. Other Significant Events
1. The Accounting Errors Correction in Previous Period
2. Debt Restructuring
Naught
3. Assets Replacement
Naught
4. Pension Plans
In accordance with provisions of Measures for Enterprise Annuity (RSBL No. 36), Measures for Managing
Enterprise Annuity Fund (RSBL No. 11) and other policies, the Company has formulated the Enterprise Annuity
341
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Plan of Foshan Electrical and Lighting Co., Ltd. (hereinafter referred to as the “Plan”).
The Plan adopts the corporate trusteeship mode. The collected enterprise annuity fund will be managed by the
trustee entrusted by Foshan Electrical and Lighting Co., Ltd. with the Enterprise Annuity Fund Trusteeship
Contract. And the trustee of the enterprise annuity fund will entrust eligible account managers, custodians and
investment managers to provide unified related services. The expenses required shall be jointly borne by the
Company and the employees. The payment channels of the Company shall be implemented according to
relevant regulations of the state, and the part that shall be paid by employees themselves will be withheld and
paid by the Company from their salaries.
The Plan has been filed at Chancheng District Human Resources and Social Security Bureau of Foshan City and
implemented since 1 June 2022. The management of the enterprise annuity fund is subject to the supervision
and inspection of relevant state departments.
5. Discontinued Operations
Naught
6. Segment Information
LED packaging
General lighting and and component Offset among
Item Total
vehicle lamp products products and segments
other products
I. Operating revenue 5,240,011,434.90 3,579,885,727.44 -59,931,886.38 8,759,965,275.96
II. Cost of sales 4,139,363,944.10 3,145,045,565.85 -60,438,008.42 7,223,971,501.53
III. Income from investments to joint
2,467,060.07 1,309,748.51 -1,309,748.51 2,467,060.07
ventures and associates
IV. Credit impairment loss -17,343,728.93 2,003,200.53 -64,235.21 -15,404,763.61
V. Asset impairment loss -45,335,149.00 -46,182,229.38 -91,517,378.38
VI. Depreciation and amortization cost 232,221,176.22 375,867,590.94 608,088,767.16
VII. Total profits 257,921,463.39 130,307,220.67 -6,511,000.31 381,717,683.75
VIII. Income tax expense 21,687,405.69 9,039,564.19 147,358.15 30,874,328.03
IX. Net profits 236,234,057.70 121,267,656.48 -6,658,358.46 350,843,355.72
X. Total assets 9,573,672,136.23 6,579,901,330.87 -866,512,347.40 15,287,061,119.70
XI. Total liabilities 3,897,838,225.60 2,826,270,746.00 -37,394,683.51 6,686,714,288.09
7. Other Significant Transactions and Events with Influence on Investors’ Decision-making
Naught
8. Other
(I) Plan of the Major Assets Reorganization by NationStar Optoelectronics
NationStar Optoelectronics intends to acquire 60% of equity (the final shareholding ratio is subject to the
specific share transfer agreement signed by the parties) in Yancheng Dongshan Precision Manufacturing Co.,
342
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Ltd. (hereinafter referred to as “Target Company”), the wholly-owned subsidiary of Suzhou Dongshan Precision
Manufacturing Co., Ltd. (hereinafter referred to as “shareholder of the Target Company” or “Dongshan
Precision”). Upon completion of the transaction, NationStar Optoelectronics will hold 60% of equity interest in
the Target Company, and the Target Company will become a majority-owned subsidiary of the Company and be
included in the scope of the Company's consolidated financial statements. As of the disclosure date of this
Report, NationStar has actively organized various intermediaries to actively carry out due diligence
investigation as well as audit and appraisal of the underlying assets in accordance with relevant regulations.
(II) Application for Registration and Issuance of SCP by NationStar Optoelectronics
NationStar Optoelectronics reviewed and approved the Proposal on Application for Registration and Issuance of
SCP at the 22nd Meeting of the 5th Board of Directors and the 19th Meeting of the 5th Supervisory Committee
held on 29 August 2022 and submitted it to the 3rd Extraordinary General Meeting of 2022 of NationStar
Optoelectronics for consideration. On 11 November 2022, NationStar Optoelectronics convened the 3rd
Extraordinary General Meeting of 2022 to vote on above-mentioned proposal and agreed the application for
registration and issuance of SCP by NationStar Optoelectronics with the scale not exceeding RMB1 billion
(inclusive). The final registration amount will be subject to the amount stated in the registration notice of China
Interbank Market Dealers Association. The registration is valid for two years and may be issued multiple times
within the registration period with each issuance period not exceeding 270 days (inclusive). The project is
currently progressing in an orderly manner.
（III）Demolition Matters of Nanjing Fozhao
According to the Decision of Nanjing Lishui District People's Government on House Expropriation on State-
owned Land of Honglan Street Affordable Housing Project in Lishui District (NLFZ Zi [2020] No.18), The
house owned by Nanjing Fozhao, a wholly-owned subsidiary of the Company, located at 688 Jinniu North Road,
Honglan Street, Lishui District, Nanjing (the total construction area of the house is 44,558.09 square meters,
which is an industrial house; The land use right covers an area of 135,882.4 square meters, which is industrial
land) belongs to the expropriation scope, and the compensation, relocation fee, loss fee of production and
business suspension and other rewards of the expropriated assets total RMB183,855,895.00. As of 30 June 2022,
Nanjing Fozhao has received 30% of the compensation, that is, RMB55,160,000.00, and the land use right
certificate and house ownership certificate of the assets involved have been cancelled. As of the date of this
report, the site handover is still in progress. After the demolition work is completed, Nanjing Fozhao plans to
carry out liquidation and cancellation.
XVII. Notes of Main Items in the Financial Statements of the Company as the Parent
1. Accounts Receivable
(1) Category of Accounts Receivable
Unit: RMB
Ending balance Beginning balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Item Withdra Carrying Withdra Carrying
Proporti wal Proporti wal
Amount Amount value Amount Amount value
on proporti on proporti
on on
Account 11,220,8 1.13% 11,220,8 100.00% 0.00 11,220,8 1.00% 8,976,66 80.00% 2,244,16
343
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
s 27.14 27.14 27.14 1.72 5.42
receivab
le for
which
bad debt
provisio
n
separatel
y
accrued
Of
which:
Account
s
receivab
le for
which
11,220,8 11,220,8 11,220,8 8,976,66 2,244,16
bad debt 1.13% 100.00% 0.00 1.00% 80.00%
27.14 27.14 27.14 1.72 5.42
provisio
n
separatel
y
accrued
Account
s
receivab
le for
which 979,581, 64,706,1 914,875, 1,108,64 51,950,3 1,056,69
98.87% 6.61% 99.00% 4.69%
bad debt 821.17 45.17 676.00 1,819.86 20.95 1,498.91
provisio
n
accrued
by group
Of
which:
(1)
Commo
921,740, 64,706,1 857,034, 1,022,00 51,950,3 970,055,
n 93.03% 7.02% 91.26% 5.08%
497.75 45.17 352.58 5,643.56 20.95 322.61
business
portfolio
(2)
Internal 57,841,3 57,841,3 86,636,1 86,636,1
5.84% 7.74%
business 23.42 23.42 76.30 76.30
portfolio
990,802, 75,926,9 914,875, 1,119,86 60,926,9 1,058,93
Total 100.00% 7.66% 100.00% 5.44%
648.31 72.31 676.00 2,647.00 82.67 5,664.33
Individual withdrawal of bad debt provision by single item: RMB11,220,827.14
344
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Unit: RMB
Ending balance
Name
Carrying amount Bad debt provision Withdrawal proportion Reason for withdrawal
Expectedly
Customer A 11,220,827.14 11,220,827.14 100.00% irrecoverable for
involvement in lawsuit
Total 11,220,827.14 11,220,827.14
Please refer to the relevant information of disclosure of bad debt provision of other accounts receivable if adopting the general
mode of expected credit loss to withdraw bad debt provision of accounts receivable.
□Applicable Not applicable
Disclosure by aging
Unit: RMB
Aging Ending balance
Within 1 year (including 1 year) 792,004,489.20
1 to 2 years 139,049,799.35
2 to 3 years 17,633,235.95
Over 3 years 42,115,123.81
3 to 4 years 6,563,656.53
4 to 5 years 20,564,402.16
Over 5 years 14,987,065.12
Total 990,802,648.31
(2) Bad Debt Provision Withdrawn, Reversed or Recovered in the Reporting Period
Bad Debt Provision Withdrawn, Reversed or Recovered in the Reporting Period:
Unit: RMB
Changes in the Reporting Period
Beginning
Category Reversal or Ending balance
balance Withdrawal Write-off Other
recovery
Bad debt
provision
8,976,661.72 2,244,165.42 11,220,827.14
withdrawn
separately
Bad debt
provision 51,950,320.9 12,869,499.5
113,675.32 64,706,145.17
withdrawn by 5 4
group
60,926,982.6 15,113,664.9
Total 113,675.32 75,926,972.31
7 6
345
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Note: In the current period, the provision for expected credit losses was RMB15,113,664.96, and RMB0.00 of
expected credit losses was recovered or reversed.
(3) Accounts Receivable with Actual Verification during the Reporting Period
单位：元
Item Amount
No.1 113,400.28
No.2 275.04
Of which,verification of significant accounts receivable:
Unit: RMB
Whether occurred because
Name of
Nature Amount Reason Procedure of related-party
the entity
transactions
The approval procedure is carried out
Payment for
No.1 113,400.28 Irrecoverable according to the Company’s rules for Not
goods
managing bad debt.
The approval procedure is carried out
Payment for
No.2 275.04 Irrecoverable according to the Company’s rules for Not
goods
managing bad debt.
Total 113,675.32
Notes to verification of accounts receivable:
The write-offs of accounts receivable during the period were all other small and sporadic amounts, for which the approval process
had been performed in accordance with the Company's bad debt management system
(4) Top 5 of the Ending Balance of the Accounts Receivable Collected according to the Arrears Party
Unit: RMB
Proportion to total ending
Ending balance of accounts Ending balance of bad debt
Name of units balance of accounts
receivable provision
receivable (%)
No. 1 131,509,845.75 13.27% 3,945,295.37
No. 2 76,077,621.37 7.68% 2,282,328.64
No. 3 62,916,149.22 6.35% 2,100,690.83
No. 4 25,857,388.73 2.61% 2,378,852.92
No. 5 24,804,411.54 2.50% 2,231,110.45
Total 321,165,416.61 32.41%
346
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
(5) The Amount of the Assets and Liabilities Formed due to the Transfer and the Continued Involvement
of Accounts Receivable
Naught
(6) Derecognition of Accounts Receivable due to the Transfer of Financial Assets
Naught
2. Other Receivables
Unit: RMB
Item Ending balance Beginning balance
Interest receivable 0.00
Dividend receivable 0.00
Other receivables 511,036,345.72 511,056,231.24
Total 511,036,345.72 511,056,231.24
(1) Interest Receivable
1) Category of Interest Receivable
Naught
2) Significant Overdue Interest
Naught
3) Information of Withdrawal of Bad Debt Provision
□Applicable Not applicable
(2) Dividend Receivable
Naught
(3) Other Receivables
1) Other Receivables Disclosed by Account Nature
Unit: RMB
Nature Ending balance Beginning balance
Other current accounts 499,569,435.12 497,805,458.10
Export VAT rebates 9,247,208.98 4,674,335.06
Performance bonds 2,535,349.17 5,597,832.99
347
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Rents and utilities 2,211,666.93 2,564,557.87
Staff loans and imprests 1,467,513.80 3,486,778.81
Total 515,031,174.00 514,128,962.83
2) Information of Withdrawal of Bad Debt Provision
Unit: RMB
First stage Second stage Third stage
Expected loss in the
Expected loss in the
Bad debt provision Expected credit loss of duration (credit Total
duration (credit
the next 12 months impairment not
impairment occurred)
occurred)
Balance of 1 January
763,248.72 2,309,482.87 3,072,731.59
2022
Balance of 1 January
2022 in the Current
Period
Withdrawal of the
-192,812.04 1,114,908.73 922,096.69
Current Period
Balance of 31
570,436.68 3,424,391.60 3,994,828.28
December 2022
Changes of carrying amount with significant amount changed of loss provision in the current period
□Applicable Not applicable
Disclosure by aging
Unit: RMB
Aging Ending balance
Within 1 year (including 1 year) 107,707,632.83
1 to 2 years 402,271,482.67
2 to 3 years 1,736,367.27
Over 3 years 3,315,691.23
3 to 4 years 1,049,621.10
4 to 5 years 763,885.44
Over 5 years 1,502,184.69
Total 515,031,174.00
3) Bad Debt Provision Withdrawn, Reversed or Recovered in the Reporting Period
Information of bad debt provision withdrawn:
Unit: RMB
Changes in the Reporting Period
Beginning
Category Reversal or Ending balance
balance Withdrawal Write-off Other
recovery
Other
3,072,731.59 922,096.69 3,994,828.28
receivables
348
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Total 3,072,731.59 922,096.69 3,994,828.28
Note: In the current period, the provision for expected credit losses was RMB922,096.69, and RMB0.00 of
expected credit losses was recovered or reversed.
4) Particulars of the Actual Verification of Other Receivables during the Reporting Period
Naught
5) Top 5 of the Ending Balance of Other Receivables Collected according to the Arrears Party
Unit: RMB
Proportion to total
ending balance of Ending balance of
Name of the entity Nature Ending balance Aging
other receivables bad debt provision
(%)
No. 1 Internal business
454,153,471.06 Within 2 years 88.18% 0.00
group
No. 2 Internal business
21,486,135.57 Within 1 year 4.17% 0.00
group
No. 3 VAT export tax
9,247,208.98 Within 1 year 1.80% 277,416.27
refunds
No. 4 Internal business
8,031,040.17 Within 2 years 1.56% 0.00
group
No. 5 Internal business
3,987,471.15 Within 2 years 0.77% 0.00
group
Total 496,905,326.93 96.48% 277,416.27
6) Accounts Receivable Involving Government Grants
Naught
7) Derecognition of Other Receivables due to the Transfer of Financial Assets
Naught
8) The Amount of the Assets and Liabilities Formed due to the Transfer and the Continued Involvement of Other
Receivables
Naught
3. Long-term Equity Investment
Unit: RMB
Ending balance Beginning balance
Item Carrying Depreciation Carrying Depreciation
Carrying value Carrying value
amount reserve amount reserve
2,323,631,23 2,323,631,23 1,061,536,76 1,061,536,76
Investment to
8.41 8.41 6.02 6.02
349
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
subsidiaries
Investment to
joint ventures 181,931,792. 181,931,792. 181,545,123. 181,545,123.
and associated 66 66 09 09
enterprises
2,505,563,03 2,505,563,03 1,243,081,88 1,243,081,88
Total
1.07 1.07 9.11 9.11
(1) Investment to Subsidiaries
Unit: RMB
Beginning Increase/decrease Ending Ending
balance Depreciation balance balance of
Investee Additional Reduced
(carrying reserves Other (carrying depreciation
investment investment
value) withdrawn value) reserve
FSL
Chanchang 82,507,350.0 82,507,350.0
Optoelectron 0 0
ics Co., Ltd.
Foshan
Taimei Times
Lamps and 350,000.00 350,000.00
Lanterns Co.,
Ltd.
Nanjing
Fozhao
Lighting 72,000,000.0 72,000,000.0
Components 0 0
Manufacturin
g Co., Ltd.
Foshan
Electrical &
35,418,439.7 35,418,439.7
Lighting
6 6
(Xinxiang)
Co., Ltd.
Foshan
Fozhao
15,000,000.0 15,000,000.0
Zhicheng
Technology 0 0
Co., Ltd.
FSL Zhida
Electric 25,500,000.0 25,500,000.0
Technology 0 0
Co., Ltd.
FSL
EUROPE 195,812.50 195,812.50
GMBH
Foshan 16,685,000.0 16,685,000.0
Haolaite 0 0
350
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Lighting Co.,
Ltd.
Fozhao
(Hainan) 150,000,000. 50,000,000.0 200,000,000.
Technology 00 0 00
Co., Ltd.
Nanning
Liaowang 493,880,163. 493,880,163.
Auto Lamp 76 76
Co., Ltd.
Foshan
Kelian New
170,000,000. 170,000,000.
Energy
00 00
Technology
Co., Ltd.
Foshan
Sigma
Venture 0.00 4,226.45 4,226.45
Capital Co.,
Ltd.
Foshan
NationStar 1,212,090,24 1,212,090,24
0.00
Optoelectron 5.94 5.94
ics Co., Ltd.
1,061,536,76 1,262,094,47 2,323,631,23
Total
6.02 2.39 8.41
(2) Investment to Joint Ventures and Associated Enterprises
Unit: RMB
Increase/decrease
Gains
and Cash Ending
Beginni Adjust Withdra
losses bonus Ending balance
ng Additio Reduce ment of Change wal of
Investe recogni or balance of
balance nal d other s of impair
e zed profits Other (carryin depreci
(carryin investm investm compre other ment
under announ g value) ation
g value) ent ent hensive equity provisi
the ced to reserve
income on
equity issue
method
I. Joint ventures
II. Associated enterprises
Shenzh
enPrim
atronix
(Nanho 181,545 2,467,0 2,080,3 181,931
) ,123.09 60.07 90.50 ,792.66
Electro
nics
Ltd.
181,545 2,467,0 2,080,3 181,931
Subtota
,123.09 60.07 90.50 ,792.66
351
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
l
181,545 2,467,0 2,080,3 181,931
Total
,123.09 60.07 90.50 ,792.66
(3) Other Notes
Naught
4. Operating Revenue and Cost of Sales
Unit: RMB
Reporting Period Same period of last year
Item
Operating revenue Cost of sales Operating revenue Cost of sales
Main business 3,140,930,568.54 2,545,166,965.71 3,548,713,016.46 3,011,542,500.00
Other business 173,106,570.74 138,938,600.08 169,595,356.00 142,496,679.53
Total 3,314,037,139.28 2,684,105,565.79 3,718,308,372.46 3,154,039,179.53
Information related to transaction value assigned to residual performance obligations:
The amount of revenue corresponding to performance obligations of contracts signed but not performed or not
fully performed yet was RMB0.00 at the period-end.
5. Investment Income
Unit: RMB
Item Reporting Period Same period of last year
Long-term equity investment income
8,704,927.43 38,645,385.25
accounted by cost method
Long-term equity investment income
2,467,060.07 2,260,497.27
accounted by equity method
Investment income from disposal of
7,349,443.02
long-term equity investment
Dividend income from holding of other
16,055,272.93 23,643,370.02
investments in equity instruments
Investment income from financial
1,595,691.60 971,514.99
products and structural deposits
Other -9,764,664.95 6,013,450.00
Total 19,058,287.08 78,883,660.55
6. Other
Naught
352
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
XVIII. Supplementary Materials
1. Items and Amounts of Non-recurring Profit or Loss
Applicable □ Not applicable
Unit: RMB
Item Amount Note
Gain/Loss arising from disposal of non-
-8,216,871.49
current assets
Government grants recognized in the
current period, except for those acquired
in the ordinary course of business or
68,903,156.89
granted at certain quotas or amounts
according to the government’s unified
standards
Capital occupation charges on non-
financial enterprises that are recorded 339,583.00
into current profit or loss
Current net profit or loss of subsidiaries
acquired in business combination under
22,504,245.08
the same control from period-beginning
to combination date
Gain/loss from change of fair value of
trading financial assets and liabilities,
and investment gains from disposal of
trading financial assets and liabilities, -19,057,137.27
and available-for-sale financial assets,
other than valid hedging related to the
Company’s common businesses
Reverse of provision for impairment of
accounts receivable individually 1,203,963.23
conducting impairment test
Other non-operating income and
10,557,819.17
expenses other than the above
Less: Income tax effects 4,465,855.78
Non-controlling interests effects 62,919,728.02
Total 8,849,174.81 --
Others that meets the definition of non-recurring gain/loss:
□Applicable Not applicable
No such cases in the Reporting Period.
Explain the reasons if the Company classifies any extraordinary gain/loss item mentioned in the Explanatory
353
Foshan Electrical and Lighting Co., Ltd.
Annual Report 2022
Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Non-
recurring Gains and Losses as a recurrent gain/loss item
□Applicable Not applicable
2. Return on Equity and Earnings Per Share
EPS (Yuan/share)
Profit as of Reporting Period Weighted average ROE (%)
EPS-basic EPS-diluted
Net profit attributable to
ordinary shareholders of the 4.13% 0.1708 0.1692
Company
Net profit attributable to
ordinary shareholders of the
4.12% 0.1642 0.1627
Company after deduction of
non-recurring profit or loss
3. Differences between Accounting Data under Domestic and Overseas Accounting Standards
(1) Differences of Net Profit and Net Assets Disclosed in Financial Reports Prepared under International
and Chinese Accounting Standards
□Applicable Not applicable
(2) Differences of Net profit and Net assets Disclosed in Financial Reports Prepared under Overseas and
Chinese Accounting Standards
□Applicable Not applicable
(3) Explain Reasons for the Differences between Accounting Data under Domestic and Overseas
Accounting Standards; for any Adjustment Made to the Difference Existing in the Data Audited by the
Foreign Auditing Agent, Such Foreign Auditing Agent’s Name Shall Be Clearly Stated
Naught
4. Other
Naught
Wu Shenghui, legal representative
Foshan Electrical and Lighting Co., Ltd.
6 April 2023
354
