Stock code: 000726, 200726 Stock abbreviation: LTA, LTB Announcement No.: 2013-015 LU THAI TEXTILE CO., LTD. ABSTRACT OF THE FIRST QUARTERLY REPORT FOR 2013 Section I. Important Reminders The Board of Directors, the Supervisory Committee, directors, supervisors and senior management staff of Lu Thai Textile Co., Ltd. (hereinafter referred to as “the Company”) warrant that the information carried in this report is factual, accurate and complete, without any false record, misleading statement or material omission. And they shall be jointly and severally liable for that. Liu Shizhen, company principal, Zhang Hongmei, chief of the accounting work, and Zhang Keming, chief of the accounting organ (chief of accounting), hereby confirm that the financial statements enclosed in this report are factual, accurate and complete. All directors have attended the board session for reviewing this report. This report is prepared in both Chinese and English. Should there be any discrepancy between the two versions, the Chinese version shall prevail. Section II. Financial Highlights & Change of Shareholders I. Financial highlights Does the Company adjust retrospectively or restate any accounting data of previous years? □ Yes √No Jan.-Mar. 2013 Jan.-Mar. 2012 +/- (%) Operating revenues (RMB Yuan) 1,501,664,061.00 1,320,451,250.50 13.72% Net profit attributable to shareholders of the Company (RMB Yuan) 192,567,560.95 115,194,435.22 67.17% Net profit attributable to shareholders of the Company after 188,001,855.13 106,051,635.51 77.27% 1 extraordinary gains and losses (RMB Yuan) Net cash flows from operating activities (RMB Yuan) 105,086,762.40 99,375,806.73 5.75% Basic EPS (RMB Yuan/share) 0.2 0.11 81.82% Diluted EPS (RMB Yuan/share) 0.2 0.11 81.82% Weighted average ROE (%) 3.59% 2.24% 1.35% 31 Mar. 2013 31 Dec. 2012 +/- (%) Total assets (RMB Yuan) 7,837,915,665.27 8,153,279,084.33 -3.87% Net assets attributable to shareholders of the Company (RMB Yuan) 5,463,486,856.24 5,268,701,258.26 3.7% Items and amounts of extraordinary gains and losses √ Applicable □ Inapplicable Unit: RMB Yuan Item 1 Jan. 2013-31 Mar. 2013 Explanation Gain/loss on the disposal of non-current assets (including the offset part of the asset 276,699.46 impairment provisions) Government grants recognized in the current period, except for those acquired in the ordinary course of business or granted at certain quotas or amounts according to the 9,914,397.96 government’s unified standards Gains and losses on change in fair value from tradable financial assets and tradable financial liabilities, as well as investment income from disposal of tradable financial -1,169,831.00 assets and tradable financial liabilities and financial assets available for sales except for effective hedging related with normal businesses of the Company Non-operating income and expense other than the above 504,629.84 Income tax effects 3,088,372.43 Minority interests effects (after tax) 1,871,818.01 Total 4,565,705.82 -- II. Total number of shareholders at the period-end and shareholdings of top 10 shareholders Unit: share Total number of shareholders at the 105,702 period-end Shareholdings of top 10 shareholders Pledged or frozen Sharehol Total shares Number of shares Nature of ding Name of shareholder held at the restricted Numbe shareholder percenta Status of period-end shares held r of ge (%) shares shares Zibo Lucheng Textile Investment Co., Ltd. Domestic 12.22% 123,314,700 0 2 non-state-owned corporation Tailun (Thailand) Textile Co., Ltd. Foreign corporation 11.72% 118,232,400 118,232,400 DBS VICKERS (HONG KONG) LTD A/C Foreign corporation 4.02% 40,528,642 CLIENTS Bank of China—Franklin Templeton Sealand Other 0.97% 9,810,288 Potential Portfolio Stock Fund ICBC-GF Strategy Selected Mixed Type Fund Other 0.86% 8,666,661 China Life Insurance Co., Ltd.- dividend- Other 0.77% 7,763,464 individual dividend-005L-FH002 Shen HTHK-MANULIFE CHINA VALUE FUND Foreign corporation 0.51% 5,177,416 Agricultural Bank of China-Franklin Templeton Other 0.41% 4,185,867 Sealand Deepening Value Stock Fund Construction Bank of China-China Income Other 0.36% 3,639,157 Stock Fund Agricultural Bank of China-New China Fund Other 0.33% 3,377,346 Selected Dividend Mixed Type Fund Shareholdings of top 10 non-restricted shareholders Number of Variety of shares Name of shareholder non-restricted shares Variety Number held Zibo Lucheng Textile Investment Co., Ltd. 123,314,700 RMB ordinary shares 123,314,700 Domestically listed DBS VICKERS (HONG KONG) LTD A/C CLIENTS 40,528,642 40,528,642 foreign shares Bank of China—Franklin Templeton Sealand Potential Portfolio 9,810,288 RMB ordinary shares 9,810,288 Stock Fund ICBC-GF Strategy Selected Mixed Type Fund 8,666,661 RMB ordinary shares 8,666,661 China Life Insurance Co., Ltd.- dividend- individual 7,763,464 RMB ordinary shares 7,763,464 dividend-005L-FH002 Shen Domestically listed HTHK-MANULIFE CHINA VALUE FUND 5,177,416 5,177,416 foreign shares Agricultural Bank of China-Franklin Templeton Sealand 4,185,867 RMB ordinary shares 4,185,867 Deepening Value Stock Fund Construction Bank of China-China Income Stock Fund 3,639,157 RMB ordinary shares 3,639,157 Agricultural Bank of China-New China Fund Selected Dividend 3,377,346 RMB ordinary shares 3,377,346 Mixed Type Fund Domestically listed VALUE PARTNERS HIGH-DIVIDEND STOCKS FUNDS 3,292,186 3,292,186 foreign shares 3 Zibo Lucheng Textile Investment Co., Ltd. is the largest shareholder of the Company and the actual controller. Tailun (Thailand) Textile Co., Ltd. is the sponsor of foreign capital as Explanation on associated relationship or persons acting in well as the second largest shareholder of the Company. All of concert among the above-mentioned shareholders other shareholders are ones holding circulating A share or circulating B share and the Company is not able to confirm whether there exists associated relationship or concerted action among other shareholders. Section III. Significant Events I. Significant changes of the major accounting statement items and financial indicators for the reporting period, as well as the reasons for these changes 1. Monetary funds stood at RMB 602,230,271.64 as at 31 Mar. 2013, down 34.52% over the opening amount, which was mainly because the Company used monetary funds to repay the loans of bank. 2. Transactional financial assets stood at RMB 11,570,060.00 as at 31 Mar. 2013, down 37.08% over the opening amount, which was mainly because the fair value of transactional financial assets was changed. 3. Notes receivable stood at RMB 89,183,187.02 as at 31 Mar. 2013, down 43.82% over the opening amount, which was mainly because the Company indorsed the received bank acceptance bills, and transferred them to pay for the materials. 4. Prepayments stood at RMB 162,581,203.19 as at 31 Mar. 2013, up 68.98% over the opening amount, which was mainly because the prepayment for raw materials increased. 5. Engineering materials stood at RMB 1,612,741.92 as at 31 Mar. 2013, down 86.62% over the opening amount, which was mainly because the special equipments were transferred to fixed assets. 6. Payroll payable stood at RMB 232,328,260.13 as at 31 Mar. 2013, down 33.16% over the opening amount, which was mainly because year-end bonuses withdrawn in 2012 were paid in this period. 7. Interest payable stood at RMB 1,682,293.18 as at 31 Mar. 2013, down 37.00% over the opening amount, which was mainly because the accrued interest was decreased. 8. Non-current liabilities due within one year stood at RMB 0.00 as at 31 Mar. 2013, down 100.00% over the opening amount, which the non-current liabilities due within one year were repaid for maturity. 9. Business taxes and surchanges stood at RMB 5,571,295.31 in the reporting period, up 336.39% over the same period of last year, which was mainly because the urban maintenance & construction tax and education surcharge, etc. increased. 10. Financial expense stood at RMB 13,430,601.61 in the reporting period, down 30.65% over the same period of last year, which was mainly because the interest expenses decreased in the reporting period. 11. Assets impairment losses stood at RMB -3,325,479.95 in the reporting period, down 493.41% over the same period of last year, which was mainly because the accounts receivable and other receivables decreased, and the corresponding withdrawal amount of provision for bad debts decreased. 12. Investment income stood at RMB 5,648,750.00 in the reporting period, down 57.91% over the same period of last year, which was mainly because the investment income gained from disposal of transactional financial assets decreased over the same period of last year. 13. Income taxes expenses stood at RMB 38,120,330.75 in the reporting period, up 68.94% over the same period 4 of last year, which was mainly because the taxable income increased in the year. II. Commitments made by the Company or any shareholder with a shareholding over 5% in the reporting period or such commitments carried down into the reporting period Party making Date of Term for Commitment the Content of commitment making Fulfillment of commitment acceptance commitme commitment nt Zibo Lucheng will not reduce its shareholding within 60 months after reform of non-tradable Not reduce the shares and, within 24 months after shareholding the term of 60 months, the price within 60 of selling holding shares shall not months after be lower than RMB 15 per share reform of (if the share capital changes, Increase of bonus share for 2005 non-tradable ex-rights and ex-dividend will be and 2006 has been fulfilled. The shares and, conducted); it proposed and voted total profit of 2008 increased by within 24 for a cash distribution not lower 58.06% compared to that of 2005. Zibo months after the than 50% of the profit available Till 12 June 2011, the non-tradable Commitments Lucheng term of 60 for distribution in the year at the term of 9835.80 ten thousand shares made in a share Textile months, the 2006 Shareholders’ General 12 June 2006 held by Lu Cheng Company came reform Investmen price of selling Meeting and 2007 Shareholders’ to an end and the above shares came t Co., Ltd. holding shares General Meeting; it will increase into market on 24 June 2011 and are shall not be the LU THAI A shares held by it not reduced at present. lower than RMB through trading at the secondary 15 per share (if market with the dividends the share capital received in 2005 and 2006, and changes, the increase of the LU THAI A ex-rights and shares held shall be accomplished ex-dividend will within 12 months after the be conducted) dividend is transferred to its account. In 2008, the total profit increased by not less than 30% compared with that in 2005. Commitments made in acquisition None None None None reports or report on changes in 5 equity Commitments made at the time None None None None of assets reorganization Investment projects of raised funds including project on 150 thousand ingots of high-end combed yarn, project on production line of 50 thousand ingots of two-for-one twisting, project on complementing circulating funds of the company, project on production line of 10 million meters of high-end jacquard Commitments at for female garments have already the time of Lu Thai been fulfilled. On 18 Oct. 2011, the initial public Textile Investment project of raised funds 19 Dec. 2008 3rd temporary shareholders’ general issuance or Co., Ltd. meeting approved that RMB 140 re-financing million raised funds of this project were transferred into project on increasing 40 million meters of high-end yarn-dyed fabric production line. Till the end of the reporting period, this project has already been finished. And project on network construction of brand and marketing is under the implementation. Other commitments made for medium and None None None None small shareholders of the Company Whether commitments Yes were fulfilled in time Specific reasons of unfinished None fulfillment and further plan 6 Whether commitments about horizontal competition and No related transactions were made Term of settling None commitments Methods of None settlement Fulfillment of None commitments III. Derivative investments The Company conducted derivatives products transaction in order for hedging. And the forward settlement hedging was operated by installments, with the relevant amount not more than the planned derivatives products transactions. And all derivatives products transaction was zero-deposit. Meanwhile, the Company had a complete risk control system for sufficient analysis and prevention of possible risks such as risk of laws and regulations, credit risk, operation risk and market risk. 1. Risk of laws and regulations: The Company conducted derivatives products transaction in strict accordance with relevant laws and rules as well as regulatory policies from government securities regulatory authorities, if there were no standard operation procedures and strict approval procedures, it was easy to cause compliant and Analysis on risks and regulatory risks existing in the validity and feasibility of contract, commitments and other legal control measures of documents signed. derivative products held in Precautionary measures: The Company carefully studied and mastered laws, regulations and policies the reporting period relevant to derivative products transaction, formulated internal control rules for the forward settlement (including but not limited to hedging business, standardized the operation procedures. And strengthened the compliant examination market risk, liquidity risk, on derivative products investment business, and strictly abided by relevant laws, regulations and the credit risk, operation risk, Company’s internal management rules. law risk, etc.) 2. Credit risk and liquidity risk: When the contract matures, the Company couldn’t deliver as scheduled due to insufficient liquidity, and the counterparty or the Company couldn’t fulfill the contract due to other aspects except the liquidity, which would cause credit risk and further economic losses for the Company. Precaution measure: the Company chose the powerful financial institutions with good reputation as the counterparty, and signed standard derivative products transaction contract, as well as strictly controlled the credit risk of counterparty. The Company conducted derivative investment transactions according to the relevant approval procedure, which was in line with relevant laws, regulations, the Company’s Articles of Association, the Management Rules for Derivative Investment of Lu Thai Textile Co., Ltd. and the Plan for Derivative Transactions in 2012 approved at the First Special 7 Session of the Shareholders’ General Meeting for 2012 on 5 Mar. 2012, and performed relevant information disclosure responsibilities. The Company decided the up limit for the amount of derivative products transaction according to the production and operation scale and the progress of foreign exchange income for the Company, and delivered by phases. It was also possible to use extension of term and other ways to ensure the fulfillment of contract as schedules upon the mature of contract, and wouldn’t cause any loss of credit risk for the Company due to insufficient liquidity or other reasons. 3. Operation risk: The derivative financial transactions had high specialty and complexity, so imperfect internal operation procedures, staffs and external events would make the Company to undertake risks during the transaction. Precaution measure: The Company promulgated strict authorization and approval system and perfect regulatory mechanism, fixed the departments, operation procedures and approval procedures system to conduct derivative products transaction, established special risk control positions, implemented strict authorization and post checks and balances system, meanwhile, it improved the overall quality of relevant personnel through strengthening the business training and professional ethics education for them. Besides, it established the System of Reporting the Abnormal Situation Timely, formed an efficient risk management procedures, so as to ensure to lower the operation risks to the maximum. 4. Market risk: The forward settlement of exchange is an important derivative products transaction, which was significantly affected by the exchange rate fluctuation due to its large amount. The Central Bank decided to expand the fluctuation range of RMB exchange rate from bidirectional 0.5% to bidirectional 1% since 16 Apr. 2012, which would increase the difficulty in the operation of forward settlement of exchange. Besides, if the RMB is devalued by a large margin on the basis of the current situation before the contract is due, so then, the larger losses shall incur in the contract on forward settlement of exchange signed by the Company. Risk analysis and precaution measure: Renminbi appreciated significantly compared with that before the exchange rate reform, but Renminbi internationalization would be a long-term goal, which decided that Renminbi would not depreciated significantly. Although the increased fluctuation range added the operation difficulty, it provided a certain opportunity, which required relevant personnel of the Company actively master the market trend, carefully operate and hold positive opportunity, so as to try the best to reduce the market risks under the condition of increased market difficulty. Changes of market prices or fair values in the reporting 1. Up to 31 Mar. 2013, the Company held 31 undue financial derivative product contracts, totaling period of the invested US$ 299 million, with all being forward settlement contracts (all due before Apr. 2014). The above derivatives. And the analysis financial derivative products accounted for 32.18% of the closing net assets. on the fair value of the 2. From Jan. 2013 to Mar. 2013, the due financial derivative products of the Company totally equaled derivatives should include to US$ 143.50 million, all of them were forward exchange settlement; of which US$ 103.50 million the specific use methods and was actually delivered and the gain generated was RMB 5.6488 million, US$ 40 million was the relevant assumptions extended. and parameters. Whether significant changes occurred to the Company’s Unchanged accounting policy and 8 specific accounting principles of derivatives in the reporting period compared to the previous reporting period Concerning the Company’s derivative transactions, the Company’s independent directors Zhou Zhiji, Hong Xiaobin, Qi Haodong, Bi Xiuli and Wang Lei issued their professional opinions as follows: 1. Up to 31 Mar. 2013, the Company held 31 undue financial derivative product contracts, totaling US$ 299 million, with all being forward settlement contracts (all due before Apr. 2014). The above financial derivative products accounted for 32.18% of the closing net assets. 2. From Jan. 2013 to Mar. 2013, the due financial derivative products of the Company totally equaled to US$ 143.50 million, all of them were forward exchange settlement; of which US$ 103.50 million was actually delivered and the gain generated was RMB 5.6488 million, US$ 40 million was extended. 3. The Company conducted derivative investment transactions according to the relevant approval procedure, which was in line with relevant laws, regulations, the Company’s Articles of Association, the Management Rules for Derivative Investment of Lu Thai Textile Co., Ltd. and the Plan for Derivative Transactions in 2012 approved at the First Special Session of the Shareholders’ General Meeting for 2012 on 5 Mar. 2012 4. The Company has formulated and improved the organizational structure, business operation flow Specific opinion from chart, approval flow chart and other internal control rules for derivative transactions, which are independent directors on the executed effectively. Company’s derivatives 5. On the basis of its normal operation, the Company used its own funds to conduct derivative investment and risk control investment transactions, which could help the Company avoid the risk of RMB exchange rate changes and improve the Company’s resistance ability to exchange rate fluctuations. Such a move of the Company would do no harm to the interest of the Company and its shareholders. 6. When making derivative investments in the reporting period, the Company strictly abided by relevant laws, regulations, the Company’s Articles of Association and the “Management Rules of Lu Thai Textile for Derivative Trading”, with the operation process in line with laws and regulations. 7. In accordance with the Article 26 of the Memorandum of the Shenzhen Stock Exchange for Information Disclosure - Derivative Investment, the Company performed the relevant information disclosure duty in the Report for First Quarter of 2013. To sum up, we were of the opinion that it would strengthen the Company’s competitiveness to use derivative transactions with focus on forward settlement and purchase as an effective tool to avoid foreign exchange risks, to strengthen the relevant internal control and to carry out the loss and risk prevention measures so as to improve the operation and management, which was good for the Company to display its competitive advantage. The Company conducted derivative transactions with focus on forward settlement and purchase has legal approval procedures, perfect institution and controllable risks, and no harm was done to interests of the Company’s shareholders. Position holdings of derivative investments at the end of the reporting period: √ Applicable □ Inapplicable Proportion of the closing Opening contract amount Closing contract amount Gain or loss in the Type of contract contract amount in the (RMB Yuan) (RMB Yuan) reporting period closing net assets of the 9 Company (%) Forward settlement 954,842,259.00 1,884,782,100.00 5,648,750.00 32.18% contracts Total 954,842,259.00 1,884,782,100.00 -- 32.18% Note IV. Researches, visits and interviews received in the reporting period Main discussion and Time of Way of Place of reception Visitor type Visitor materials provided by reception reception the Company Reception Room of Hua Xiaowei and Yang Lan from China Basic information 23 Jan. 2013 Field research Institution the Company Galaxy Securities Co., Ltd. about the Company Reception Room of Lv Liping from First Capital Securities Basic information 23 Jan. 2013 Field research Institution the Company Co.,Ltd. about the Company Reception Room of Weng Di from Shanghai Milestone Asset Basic information 23 Jan. 2013 Field research Institution the Company Management Co., Ltd. about the Company Reception Room of Basic information 23 Jan. 2013 Field research Institution Su Linhao from Sealand Securities Co., Ltd. the Company about the Company Reception Room of Tang Shuangshuang from HuaChuang Basic information 23 Jan. 2013 Field research Institution the Company Securities Co., Ltd. about the Company Reception Room of Liu Yang from Da Cheng Fund Basic information 23 Jan. 2013 Field research Institution the Company Management Co., Ltd. about the Company Reception Room of Fu Fangbao from Tianhong Asset Basic information 23 Jan. 2013 Field research Institution the Company Management Co., Ltd. about the Company Reception Room of Zhang Hao from Harvest Fund Basic information 23 Jan. 2013 Field research Institution the Company Management Co., Ltd. about the Company Reception Room of Chen Yao from Beijing Star Rock Basic information 23 Jan. 2013 Field research Institution the Company Investment Management Co., Ltd. about the Company Reception Room of Basic information 20 Feb. 2013 Field research Institution Li Yiguang from Haitong International the Company about the Company Reception Room of Lyhas capital:Jon Ogden and David Basic information 20 Feb. 2013 Field research Institution the Company N.Devine about the Company Lu Thai Textile Co., Ltd. Chairman of the Board: Liu Shizhen 25 Apr. 2013 10 11