Shang Gong Group Co., Ltd. Semi-annual Report 2018 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd IMPORTANT NOTES 1. The board of directors, the board of supervisors, directors, supervisors and senior executives of the Company undertake that the content of the semi-annual report is true, accurate and complete, and contains no false records, misleading statements, or major omissions, and will assume joint and several legal liabilities arising therefrom. 2. All the directors of Shang Gong Group Co., Ltd. attended the meeting of the board of directors. 3. The semi-annual report is not audited. 4. Zhang Min, Chairman of the Company, Li Jiaming, the principal in charge of the accounting, and Zhao Lixin, Chief of Accounting Affairs, declare and guarantee the veracity, accuracy and integrity of the financial report in the semi-annual report. 5. Plan of profit distribution or transfer of reserves deliberated by the board The profit distribution cannot be made in report period, neither the transferring of capital reserves into share capital. 6. Warning statement of forward-looking statements The Company’s future plan, development strategy and other forward-looking statements in the report do not constitute any material commitment of the Company to investors. Investors and relevant persons shall be sufficiently mindful of risks, and undertake the difference in plans, predictions and commitments. 7. There was no occupation of fund of the Company occurred for non-operating use by holding shareholder and its related parties. 8. There was no external guarantee against the rules and regulations of the Company. 9. Major risk waring The Company has described in detail the risks faced by the Company in this report. For details see “Discussion and Analysis on Business Operation” and other relevant chapters in this report. 10. This report is prepared in both Chinese and English. In the case of any inconsistent understanding between the Chinese version and the English version, the Chinese version shall prevail. 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd TABLE OF CONTENTS Chapter 1 Definition .......................................................................................................................................... 1 Chapter 2 Company Profile and Main Financial Index ..................................................................................... 1 Chapter 3 Summary of Company Business ....................................................................................................... 3 Chapter 4 Discussion and Analysis on the Business Operation ......................................................................... 6 Chapter 5 Important Events ............................................................................................................................. 13 Chapter 6 Changes in Shares of Common Stock and Information about Common Stock Shareholders ......... 17 Chapter 7 Information about Preferred Shares ................................................................................................ 18 Chapter 8 Inforamtion about Directors, Supervisors and Senior Managers..................................................... 19 Chapter 9 Corporate Bonds.............................................................................................................................. 19 Chapter 10 Financial Report ............................................................................................................................ 20 Chapter 11 Documents for Reference ............................................................................................................ 102 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Chapter 1 Definition As used in this report, the following terms have the following meanings unless the context requires otherwises: Definition of common terms ShangGong Group, SGG, the refer to Shang Gong Group Co., Ltd. Company PKFR refers to Shanghai Puke Flyingman Investment Co., Ltd State-owned Assets Supervision and Administration Commission of Pudong SASAC refers to Shanghai Pudong New Aear People’s Government DAP AG, SGE refer to DAP Industrial AG, former ShangGong (Europe) Holding Corp. GmbH DA AG refers to Dürkopp Adler AG PFAFF GmbH refers to PFAFF Industriesystemeund Maschinen GmbH KSL refers to PFAFF Industriesystemeund Maschinen GmbH Zweigniederlassung KSL STOLL KG, STOLL refers to H. Stoll AG & Co. KG ISMB refers to Shang Gong Group Co., Ltd. Industrial Sewing Machine Branch Butterfly Branch refers to Shang Gong Group Co., Ltd. Shanghai Butterfly Sewing Machine Branch SGGEMSY refers to Zhejiang ShangGong GEMSY CO., LTD. PIZ refers to PFAFF Industrial Sewing Machine (Zhangjiagang) Co., Ltd. DAMSH refers to Dürkopp Adler Industrial Manufacturing (Shanghai) Co., Ltd. Richpeace refers to Tianjin Richpeace Computer & Machinery Co.,Ltd DAPSH refers to DAP (China) Co., Ltd. SG Butterfly refers to Shanghai Shanggong & Butterfly Sewing Machine Co., Ltd. SHENSY refers to Shanghai Shensy Enterprise Development Co., Ltd. Report period, reporting period refers to From 1st January 2018 to 30th June 2018 Yuan, RMB refer to The lawful currency of the People’s Republic of China Euro, EUR refer to The lawful currency of the European Union Chapter 2 Company Profile and Main Financial Index 1. Company information Company name in Chinese 上工申贝(集团)股份有限公司 Abbreviation of the Company name in Chinese 上工申贝 Compay name in English Shang Gong Group Co., Ltd. Abbreviation of the Company name in English ShangGong Group Legal representative Zhang Min 2. Contact information Secretary of Board of Directors Representative of Securities Affairs Name Zhou Yongqiang Shen Lijie Office No. 1566 New Jinqiao Road, Pudong New Aear, Shanghai No. 1566 New Jinqiao Road, Pudong New Aear, Shanghai address Tel 021-68407515 021-68407700-437 Fax 021-63302939 021-63302939 Email zyq@sgsbgroup.com shenlj@sgsbgroup.com 1 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 3. Basic situation introduction Room A-D, 12th Floor, Orient Mansion, No. 1500 Century Avenue, China (Shanghai) Pilot Free Registered address Trade Zone Postal code of registered address 200122 Office address No. 1566 New Jinqiao Road, Pudong New Aear, Shanghai Postal code of office address 201206 Company website http://www.sgsbgroup.com/ Email 600843@sgsbgroup.com 4. Place for information disclosure and consulting Newspaper selected by the Company for information disclosure Shanghai Securities News; Hong Kong Commercial Daily Website appointed by CSRC for publishing semi-annual report http://www.sse.com.cn Lodging address of semi-annual report of the Company Office of the Company 5. Corporate stock Type Stock exchange Stock abbreviation Stock code A Share Shanghai Stock Exchange SGSB 600843 B Share Shanghai Stock Exchange SGBG 900924 6. Other information Not applicable. 7. Main accounting data and financial index 7.1 Main accounting data Unit: Yuan, Currency: RMB Same period of the Reporting period Increase or decrease over previous year Main accounting data (from January to June the same period of the (from January to June 2018) previous year (%) 2017) Operaing income 1,494,794,413.27 1,532,562,601.12 -2.46 Net profit attributable to shareholders of listed company 100,161,346.50 125,980,892.71 -20.49 Net profit attributable to shareholders of listed company after deduction of non-recurrent account profits and 89,370,615.19 113,282,323.52 -21.11 losses Net cash flow from operating activities -57,703,154.75 -59,790,323.47 N/A Increase or decrease at the end of the reporting 30th June 2018 31st December 2017 period from the end of the previous year(%) Net assets attributable to shareholders of listed company 2,214,142,646.86 2,145,214,676.69 3.21 Total assets 3,824,540,859.31 3,703,515,071.60 3.27 7.2 Main financial index Same period of the Reporting period Increase or decrease over previous year Main financial index (from January to June the same period of the (from January to June 2018) previous year (%) 2017) Basic earnings per share (yuan/share) 0.1826 0.2296 -20.47 Diluted earning per share (yuan/share) 0.1826 0.2296 -20.47 Basic earnings per share after deduction of non-recurrent profits 0.1629 0.2065 -21.11 and losses (yuan/share) Weighted average return on net assets (%) 4.5625 6.3648 Decrease 1.80 percent Weighted average return on net assets after deduction of 4.0710 5.7232 Decrease 1.65 percent non-recurrent profits and losses (%) 2 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 8. Accounting data differences between domestic and foreign accounting standards Not applicable. 9. Items and amount of non-recurring profit and loss Unit: Yuan, Currency: RMB Item Amount Profits and losses from disposal of non-current assets -571,141.92 Government subsidies recorded in the current profit and loss 2,636,373.56 Except effective hedging business relevant to the normal business of the Company, gains and losses from changes in fair value arising from trading financial assets and trading financial liabilities, and investment 7,286,382.96 income from disposal of trading financial assets, trading financial liabilities and available-for-sale financial assets Other non-operating income and expenditure except the above-said items 2,380,381.79 Impact on minority interests -776,580.59 Impact on income tax -164,684.49 Total 10,790,731.31 Chapter 3 Summary of Company Business 1. The Company’s main business, business model in the report period and industry situation During the reporting period, the Company's main business is the sewing equipment manufacturing industry. The Company’s business also involved flat knitting machines, office machinery, logistics services and trade. The Company's sewing equipment includes industrial sewing machines, household sewing machines and custom-made industrial machines for special purposes. The Company adheres to globalization of business, and implements unified management of sales of sewing equipment. The Company adopts a gradient-based specialized multi-brand marketing strategy, and conducts gradient division management on production sites throughout Europe and Asia. The Company pays attention to collaborative research and development, and seizes the global high-end market of sewing equipment with leading technology. At the same time, the Company is cultivating the business model of “Shanghai Manufacturing”, which means R&D and marketing in Shanghai while production in Jiangsu, Zhejiang and other provinces. In recent years, through the implementation of mergers and acquisitions at home and abroad and the reorganization and integration within the Company, with the business philosophy of “market orientation and benefit first” to manage subsidiaries in a unified manner, the synergy effect has gradually emerged and the international business model has achieved good results. China’s sewing machinery manufacturing industry is a branch of light industry in China. It has established the most complete industrial system in the world, and is capable of manufacturing a full range of sewing machinery products, including household and industrial sewing machine, embroidery machine and cutting machine, and the related controller, motor ability and spare parts, which satisfies all kinds of social needs. However, compared with the advanced in the world, there is still a large gap for China’s sewing 3 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd machinery manufacturing industry in independent innovation ability, industrial structure, technology, product and brand quality and other aspects. The whole industry is big but not strong. The development of the world sewing machinery industry started in the middle of the nineteenth Century in Europe and the United States. After 100 years of development, at present the world sewing machine industry development center has been transferred to the Asian region like China and Japan, and gradually formed tripartite confrontation pattern between China, Germany and Japan. In the first half of 2018, China's sewing machinery industry seized the opportunities of the upgrading needs of downstream industry and the changing of domestic and foreign market structure, accelerated the adjustment of product structure, continued to increase production and quality, actively expanded the international market, continued to expand the scale of the industry, and continued to maintain medium and high growth in production. The economic operation in the first half of 2018 is characterized by “stable but slower growth”. According to statistics from China Sewing Machinery Association, from January to June 2018, the top 100 backbone machine manufacturers in the industry achieved total industrial output value of 10,126 million yuan, a year-on-year increase of 23.87%, and the total amount of sewing machines produced was 3,417,500 sets, a year-on-year increase of 21.70%. Among them, 2,586,000 industrial sewing machines were produced, a year-on-year increase of 31.81%. However, since the second quarter, the industry's domestic demand market has been sharply reduced. The sales of sewing machinery products, especially industrial sewing machine products, have maintained double-digit growth year-on-year, but the chain growth has turned negative. In the first half of 2018, the operating income of enterprises above designated size grew by 20.38% year-on-year; total profit increased by 9.13% year-on-year; gross profit margin was 17.87%, a decrease of 0.89% year-on-year. 2. Description of major changes in main assets of the Company during the reporting period For details of major changes in the Company's major assets in the report period, please refer to “(3) Analysis of assets and liabilities” in “Chapter 4 Disscussion and Analysis on Business Operation”. The Company’s overseas assets amounted to 2,038.3241 million yuan, accounting for 53.3% of the total assets. The Company’s overseas assets mainly come from the Company’s previous overseas acquisitions and the business growth of overseas subsidiaries. The Company’s wholly-owned subsidiary SGE acquired DA AG in 2005, acquired PFAFF GmbH and KSL in 2013, and invested in STOLL KG in 2016. 3. Core competitiveness analysis in the report period ]The Company is the first listed company with the longest history in the domestic sewing equipment industry, and has more than 50-year experience in sewing equipment production. The Company’s "Butterfly" household sewing machine originated in 1919 and has a history of nearly 100 years.The Company controlled DA AG and PFAFF GmbH, both are famous sewing machine manufacturing companies in the world with more than 150 years’ history, as well as PFAFF KSL Branch, which possesses the world's top sewing technology. STOLL KG, which is invested by the Company and the Company is its biggest limited partner, also has a history of more than 140 years and possesses a leading position in the field of flat knitting machine manufacturing technology in the global industry. In the report period, the Company focused on the main 4 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd industry – sewing equipment manufacturing, continued to promote the integration of global resources, further promote the reorganization and integration of SGE, strengthen research and development ability and increase investment in research and development. The Company's core competitiveness is further consolidated and enhanced, and the foundation for sustainable and healthy development of the Company is further consolidated. The core competence of the Company is mainly shown in the following aspects: (1) Strong technological research and development capability The Company always adheres to the guidance of science and technology and develop through innovation, attaches much importance to the construction of technological research and development capabilities, which have become the important force driving the development of the Company. The Company has owned a powerful technological research and development team, has advanced testing methods and has strong continuous development capabilities of product and application technology. . The research and development of Industrial 4.0, which has been developed by the R & D team, has made preliminary achievements in the application of sewing equipment. ShangGong Technology Centre is the city level of research and development centre in Shanghai, and the technology R&D centre of SGGEMSY is also the provionce level of research and development centre in Zhejiang. (2) Advanced technology advantage The Company has the world’s high-end intelligent and 3D sewing technology of flexible material, and the Company is a global leader in special sewing machine for medium or heavy materials, garment automatic sewing unit, robot-control automatic sewing technology and textile material welding technology and other fields. The products are not only applied in the traditional market for sewing machine industry but also applied in some fields, such as automobile, environmental protection, aeronautics and astronautics and renewable energy, etc. Especially, the Company has a leaing position in sewing technology for light carbon fiber, 3D sewing automation and QONDAC 4.0 Intelligent Industrial Sewing Network Online Production Monitoring System. (3) Multiple brand and product advantage The Company owns some internationally well-known brands, such as DA, PFAFF Industrial, KSL, Beisler, and etc., and some famous domestic brands, such as Butterfly with 99 years’ history, Bee, Flyingman, and Shanggong with over 50 years’ history. In recent years, the Company is cultivating industrial machine brands, such as SGGEMSY, Mauser and so on. The Company has a full range of high-end sewing equipment product chain, these brands of the Company has a high recognition and reputation in the industry. The Company has a group of customers with great value and stability in the field of high-end automotive accessories manufacturing and luxury goods manufacting. (4) Global resource integration capability The Company utilizes and develops the basis and advantages of its respective domestic and foreign subsidiaries, implements globalization layout and integration in the production base, sales network, procurement of raw materials, technology R&D and other aspects, implements resource sharing, has complementary advantages and develops collaboratively. The Company not only has a wide sales network and business base in China, but also has established a relatively complete marketing channel and service network 5 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd in the world. The Company has established three sewing machine R&D and production bases in Shanghai, Zhejiang and Zhangjiagang; the Company also has five R&D and manufacturing bases in Germany, Czech Republic and Romania. (5) Internationalized operation and management experience Since 2004, the Company has begun to implement an overseas merger and acquisition strategy for international operations. In recent years, the Company has increased the pace of overseas acquisitions and mergers, and the proportion of overseas businesses has grown. The Company's multi-year international operation and management has gradually cultivated a management team with an international perspective and multinational operating capabilities, and has accumulated rich international management experience. Chapter 4 Discussion and Analysis on the Business Operation 1. Discussion and analysis on the business operation During the reporting period, the Company achieved operating income of 1.495 billion yuan, down 2.46% year-on-year, of which sewing equipment operating income was 986 million yuan, up 4.64% year-on-year. The main reason for the slight decline in operating income was the decrease in the company's logistics service business revenue year-on-year. The Company achieved operating profit of 143 million yuan, down 23.03% year-on-year; net profit attributable to shareholders of listed companies was 100 million yuan, down 20.49% year-on-year. The main reason for the decrease in profit was the slight decrease in the gross profit margin of sewing equipment sales and the impact of exchange losses, as well as the large consulting fees during the restructuring of the Company's overseas subsidiaries. As one of the representative enterprises of “Made in Shanghai”, the Company has not forgotten the initial intention of revitalizing Shanghai's old brands, seized the opportunity of the state to attach importance to the development of real economy, and vigorously developed China Manufacturing and Shanghai Intelligent Manufacturing while maintaining the Company's leading technology in the global sewing industry. In June 2018, the Company was awarded the title of “Top 30 Enterprises in China's Light Industry Equipment Manufacturing Industry” and “Top Ten Enterprises in China's Sewing Machinery Industry” in 2017. In the first half of 2018, the Company focused on the following aspects: (1) Continue to deepen internal integration and promote mergers and acquisitions in due course In the first half of 2018, the Company implemented the internal asset restructuring and business integration of as planned. In Europe, the Company overcame difficulties and steadily promoted DAP AG's squeeze-out of about 6% of the minority shareholders of DA AG. In July 2018, DAP AG completed the commercial record of the merger of DAP AG and DA AG. The legal procedures for this merger have been basically completed. In the first half of 2018, the Company launched the integration of PFAFF GmbH and its KSL Branch, and has started to adjust its organization; production integration and product transfer are underway. The goal of the integration is to promote the transformation of PFAFF GmbH to KSL technology and products, and realize the rapid development of the Company's intelligent equipment R & D and 6 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd manufacturing. Through the asset restructuring and business integration of SGE, the Company can make full use of the technology, production, procurement, sales, capital and human resources of DA AG and its subsidiaries, PFAFF GmbH and KSL Branch to give full play to the overall advantages and enhance profitability. In China, the import and export business integration of Butterfly Imp. & Exp., Shanggong Imp. & Exp. and SMPIC Imp. & Exp. has been steadily advanced, and the transfer of personnel and business has been basically completed. In addition, with the merger of SG Butterfly and DAPSH into the parent company, the effect of the materialized operation of the parent company has gradually emerged. The rising cost of human resources has been digested, and the operating profit of the parent company has increased significantly. The Company continues to take advantage of the strong acquisition and integration capabilities and timely promote mergers and acquisitions suitable for enterprise development. The Company focused on the main business of sewing equipment manufacturing, promoted the implementation of the Company's sewing intelligent strategy, and actively prepared for the acquisition of 65% equity of Richpeace and capital increase in the first half of 2018. This acquisition will help solve the problem of the Company's relatively weak ability to undertake KSL product technology in domestic software development and automatic sewing solution technology, thereby enhancing the Company's market share in the domestic high-end special sewing equipment field, which will help improve the overall performance of the Company. Furthermore, Richpeace's automated cutting and embroidering equipment complements the Company's product range. Its automatic patterning machine and other automation solutions are also an effective extension of the Company's existing business. At the beginning of August 2018, the Company has completed the relevant procedures for the acquisition of the 65% equity in Richpeace, and the business collaboration has already begun. (2) Adhere to specialized multi-brand strategy, increase product market share The Company will adhere to the Market-oriented, Benefit-first business philosophy, unswervingly continue to implement the specialized multi-brand marketing strategy, expand brand influence, and increase the market share of each classified product. In the first half of 2018, the Company further improved the marketing management of countries in Southeast Asia such as Singapore, Vietnam and Indonesia, and started the official operation of sales organizations in South Asia such as India and Bangladesh, and achieved good operating results; meanwhile, SGG and DAP AG established sales organizations in South America and Africa, gradually restored the sales share in the South American market and consolidated the sales share in the African market. In report period, the Company continued to do a good job in domestic market sales, timely adjusted the sales organization framework, and achieved unified management and coordinated development. The Company has actively developed the Mauser brand promotion strategy for positioning mid-range products. The Mauser special garment machine and the Mauser industrial thick material machine series are being complemented. The Company further improved the four automatic sample pipelines of “Two Suits Two Pants” and actively sought to cooperate with brand clothing enterprises for customized production. Further overcome the weak market such as sofas and luggage, and has made major breakthroughs. At the same time, SGG actively develop the prison market and strive to achieve sales breakthroughs in basic products. In 2018, Butterfly Branch continued 7 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd to sell household sewing machines, actively carried out the "Butterfly" brand promotion activities, and participated in the EXPOSITION ON CHINA INDIGENOUS BRAND, which achieved good results. (3) Maintain product technology leadership and strengthen manufacturing capabilities The Company sticks to the technology-leading and innovative-development strategy as always. Through integration of Made-in-China and Made-in –Germany, the Company vigorously develops Shanghai Intelligent Manufacturing and ShangGong Creation, and accelerates the construction of production base to enhance manufacturing ability. The Company introduced QONDAC 4.0 to the market vigorously in the first half of 2018. And research and develop the prototype machine of new M-type 3.0 as planned. Continuous improvement of automatic sewing units was developed as well. The Company continued to research and trial-produce the button attaching and holing machine and the sewing machine, improve the market competitiveness of shirt automatic sewing products, and research and manufacture front trousers sealing machine and cowboy series machines as planned. In addition, the Mauser brand basic series product design is basically completed, and the L-Type platform project market research work is in progress. (4) Link subsidiaries at home and abroad, consolidate the production base In the first half of 2018, the Company actively promoted the construction of production bases and continuously enhanced its manufacturing capabilities. In Europe, in order to increase the R&D investment of automatic and intelligent sewing equipment, solve the problem of limited production site of KSL Branch, and maximize economic benefits, as approved by the board of directors of SGG, DAP AG invested in the development of intelligent product development centers and trial production bases in Bensheim, Germany. DA AG's expansion project at the DARO plant in Romania is under construction. As the core components will determine the quality level of automatic sewing units and special sewing equipment, DARO will further increase production capacity and increase the self-manufacturing rate of core components. In China, the Company completed the preparatory work for the feasibility study and analysis of the investment in the construction of the Taizhou Huangyan Manufacturing Base. Based on the existing industry, the Company will graft German DA AG and PFAFF Industrial product technology, develop multi-brand and intelligent product manufacturing, and build the Company's largest sewing machine production base in Huangyan, Taizhou. PIZ actively carried out the localization of parts and components, and started the domestic collaborative processing of parts and components of DA1767 and other parts and components. By introducing technology and integrating resources, DAMSH has tried to expand the robot control technology into the processing technology of rigid materials and the field of automated assembly technology, laying a solid foundation for the Company to expand its intelligent manufacturing business. 1.1 Main business analysis 1.1.1 Analysis of changes of items in profit statement and cash flow statement Unit: Yuan, Currency: RMB Reporting period Same period of the previous Increase or decrease over Item (from January to June year (from January to June the same period of the Reason 2018) 2017) previous year (%) Operating income 1,494,794,413.27 1,532,562,601.12 -2.46 Note 1 Operating cost 1,052,451,025.46 1,088,801,959.30 -3.34 Note 2 8 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Selling expenses 147,600,554.52 141,412,181.17 4.38 Note 3 General and administration expenses 154,556,576.41 143,922,099.95 7.39 Note 4 Finance expenses 12,091,231.56 -6,849,775.62 276.52 Note 5 Net cash flow from operating activities -57,703,154.75 -59,790,323.47 3.49 Note 6 Net cash flow from investing activities -78,130,173.37 -43,334,008.59 -80.30 Note 7 Net cash flow from financing activities 53,164,117.81 -20,766,385.53 356.01 Note 8 Research and development expenditures 50,906,101.66 41,659,397.60 22.20 Note 9 Note 1: Mainly due to the year-on-year decline in logistics service revenue. Note 2: Mainly due to the year-on-year decrease in operating income and corresponding reduction in costs. Note 3: Mainly due to the year-on-year increase in sales expenses of overseas subsidiaries. Note 4: Mainly due to the year-on-year increase in project consulting fees and remuneration. Note 5: Mainly due to the year-on-year increase in exchange lossesr. Note 6: Mainly due to the year-on-year decrease in taxes paid and the increase in cash paid to employees and the increase in cash paid for employees. Note 7: Mainly due to the year-on-year increase in bank entrusted loans and expenditures in the purchase and construction of fixed assets. Note 8: Mainly due to the year-on-year increase in bank loans. Note 9: Mainly due to the year-on-year increase in expenditure on R&D projects by DAP AG. 1.1.2 Others (1) Detailed description of major changes in the Company's profit composition or source of profit Significant changes of items in the Company's consolidated statement of comprehensive incomes during the reporting period and the reasons Unit: Yuan, Currency: RMB Increase / Same period of the Increase / Decrease Item Reporting period Decrease Reason previous year (Amount) (%) Financial expense 12,091,231.56 -6,849,775.62 18,941,007.18 276.52 Note 1 Assets impairment loss -350,484.13 4,522,446.97 -4,872,931.10 -107.75 Note 2 Asset disposal income -571,141.92 9,747,624.59 -10,318,766.51 -105.86 Note 3 Non-operating income 3,355,954.72 105,785.34 3,250,169.38 3,072.42 Note 4 Non-operating expense 955,572.93 305,083.71 650,489.22 213.22 Note 5 Net after tax of other -27,605,940.81 30,819,765.91 -58,425,706.72 -189.57 Note 6 consolidated income Note 1: Mainly due to the year-on-year increase in exchange lossesr. Note 2: Mainly due to the reversal of accounts receivable bad debt provision resulting from the receipt of bad debt provision for accounts receivable in the report period. Note 3: Mainly due to the year-on-year reduction of housing relocation compensation income. Note 4: Mainly due to the clearing of accounts payable unable to pay in the current period. Note 5: Mainly due to the year-on-year increase in external donations and forfeit penalty. Note 6: Mainly due to the decrease in the gains and losses from changes in fair value of available-for-sale financial assets and the decrease in the translation differences in foreign currency financial statements. 9 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd (2) Others ①Cash flow Unit: Yuan, Currency: RMB Increase / Increase / Same period of Item Reporting period Decrease Decrease Reason the previous year (Amount) (%) Net cash flow from investing activities -78,130,173.37 -43,334,008.59 -34,796,164.78 -80.30 Note 1 Net cash flow from financing activities 53,164,117.81 -20,766,385.53 73,930,503.34 356.01 Note 2 Influence of fluctuation of exchange rate -5,925,323.34 22,569,433.51 -28,494,756.85 -126.25 Note 3 upon cash and cash equivalents Note 1: Mainly due to the year-on-year increase in bank entrusted loans and expenditures in the purchase and construction of fixed assets. Note 2: Mainly due to the year-on-year increase in bank loans. Note 3: Mainly due to the impact of changes in the exchange rate of the euro. ②Main business by industry Unit: Yuan, Currency: RMB Main business by industry Operating Operating cost Gross Gross margin increase/ Industry Operating income Operating cost income increase/ increase/ margin (%) decrease (%) decrease (%) decrease (%) Sewing 985,774,967.92 605,647,768.16 38.56 4.64 6.85 Decrease 1.28 percent equipment Logistic 362,468,133.25 328,405,699.46 9.40 -8.87 -10.20 Increase 1.35 percent service Export trade 71,866,470.94 69,998,913.72 2.60 -30.10 -30.03 Decrease 0.09 percent Office equipment and 25,407,756.35 22,184,504.00 12.69 -9.52 -5.13 Decrease 4.03 percent film materials Others 3,695,477.63 2,978,009.45 19.41 -20.43 -1.39 Decrease 15.57 percent Total 1,449,212,806.09 1,029,214,894.79 28.98 -1.77 -2.81 Increase 0.76 percent ③Main business by region Unit: Yuan, Currency: RMB Region Operating income Increase/ Decrease (%) Domestic 825,303,711.19 -5.65 Overseas 729,241,145.97 2.01 1.2 Explanation of significant changes in profit caused by non-main business Not applicable. 1.3 Analysis on assets and liabilities 1.3.1 Analysis on assets and liabilities Unit: Yuan, Currency: RMB Ratio of Ratio of Ending Ending Balance to Balance to Ending balance Ending balance Total Increase / Item Total (31st December Reason (30th June 2018) Assets Decrease (%) Assets (30th 2017) (31st June 2018) December (%) 2017) (%) Prepayments 25,109,489.12 0.66 64,393,627.71 1.74 -61.01 Mainly due to the land transfer 10 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Ratio of Ratio of Ending Ending Balance to Balance to Ending balance Ending balance Total Increase / Item Total (31st December Reason (30th June 2018) Assets Decrease (%) Assets (30th 2017) (31st June 2018) December (%) 2017) (%) payments prepaid by domestic subsidiaries were carried over to the “intangible assets” subject in reporting period Due to the dividends distributed by Dividends 37,322,644.64 0.98 0.00 0.00 STOLL KG and Shanghai Fuji Xerox receivable Co., Ltd. Mainly due to the temporary Other 78,240,002.47 2.05 58,944,411.21 1.59 32.74 borrowings increased by domestic receivable subsidiaries in the current period. Mainly due to the increase in the cost Construction of the construction of modern 23,656,574.34 0.62 12,665,274.09 0.34 86.78 logistics management center project in progress and the Czech factory workshop renovation project in current period. Due to the increase of bank Notes payable 40,489,531.56 1.06 12,311,525.18 0.33 228.88 acceptance bills of SGGEMSY in the current period. Mainly due to the increase in interest Dividends payable on bank borrowings by the 1,490,484.14 0.04 1,110,553.06 0.03 34.21 payable overseas subsidiaries in the report period. Due to the newly-added long-term Long-term 92,374,501.87 2.42 62,956,504.27 1.70 46.73 borrowing of DAP AG borrowed loans from ABC Frankfurt branch. Mainly due to the decrease in the fair Other value of the available-for-sale comprehensive -97,564,133.00 -2.55 -72,163,452.90 -1.95 -35.20 financial assets and the decrease in income the foreign currency statement translation difference 1.3.2 Restricted major assets as of the end of the reporting period Not applicable. 1.4 Analysis of investment (1) General analysis Unit: 10,000 Yuan, Currency: RMB Long - term equity investment in the report period 2,000 Increase / Decrease 2,000 Long - term equity investment in 2016 0 Increase / Decrease (%) / During the reporting period, SGG invested 20,000,000 yuan in its subsidiary DAMSH. After the capital increase was completed, SGG directly held 51.28% equity of DAMSH and held 48.72% equity of DAMSH through its wholly-owned subsidiary DAPSH. (2) Significant equity investment Not applicable. (3) Significant non-equity investment Not applicable. (4) Financial assets at fair value Unit: Yuan, Currency: RMB Stock Stock Initial Accounting Book Value at Profit or Loss Changes in Accounting Source of code Abbreviation Investment for the the End of the for the Report Owners' Equity Item Shares 11 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Cost proportion Period Period during the of the Report Period company's equity (%) Changjiang 600757 Publishing 72,085,722.82 0.85 58,598,658.46 1,029,853.40 -12,976,152.84 Note 1 & Media Lujia B Available 900932 773,099.71 0.01 2,138,690.51 / 5,985.65 for sale Enforcement Share financial Shenwan & assets 000166 200,000.00 0.00 955,378.14 / -218,622.00 Purchased Hongyuan Bank of 601229 951,400.00 0.01 16,493,738.32 / 1,653,560.06 Purchased Shanghai Total 74,010,222.53 / 78,186,465.43 1,029,853.40 -11,535,229.13 / / Note: Shares of Changjiang Publishing & Media were transferred to the Company by bank to which interests of Changjiang Publishing & Media were compensated in the bankruptcy and restructuring. 1.5 Significant assets and equity sale Not applicable. 1.6 Analysis of main subsidiaries Unit: 10,000 Yuan, Currency: RMB Registered Operating Operating Name Business scope Total assets Net assets Net profit capital income profit Investment, asset management, and DAP Industrial production, 12.5 million 198,173 95,767 73,712 9,191 6,136 AG processing, and euro sales of industrial sewing equipment Shanghai Shensy Enterprise Freight, Logistics 17,882 41,861 25,652 36,247 1,319 979 Development Co., services Ltd. Zhejiang Sewing equipment ShangGong manufacturing 21,600 33,415 20,946 16,201 -130 -147 GEMSY CO., and sales LTD. 1.7 Structured entities controlled by the Company Not applicable. 2. Others 2.1 Warning and destription if the Company predicts that its accumulated net profit form the beginning of the year to the end of the next reporting period may be negative or may have any significant change as compared with the profit in the same period of the previous. Not applicable. 2.2 Possible risks (1) Industrial and market risk The sewing equipment industry is an industry full of market competition, with obvious periodicity, and has strong dependence on downstream textile and garment, leather bags and other industries, and is greatly affected by the macroeconomic environment. Due to the large proportion of the Company's sewing equipment industry, the Company is more likely to be affected by the overall industry fluctuations. The Company may face increased competition in the industry, lower gross profit margins and lower product prices. (2) Transnational operations and integration risk 12 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd With the expansion of the Company's overseas assets and business scale, transnational operations put forward higher requirements for the Company's organizational structure, business model, management team and staff. In the process of production, operation and the integration of overseas subsidiaries, the Company will face challenges arising from differences in domestic and international policy systems, corporate culture and management concepts. (3) Risk of exchange rate fluctuations The bookkeeping base currency of the Company's consolidated statements is RMB. Domestic product exports are mostly settled in US dollars. The daily operations of the Company's subsidiary DAP AG and its holding subsidiaries are mainly settled in foreign currencies such as the Euro. Fluctuations in the RMB exchange rate will bring certain exchanges on the future operation of the Company, resulting in asset depreciation risk. 2.3 Others (1) Implementation of furtherintegration of SGE At the thirty-fifth meeting of the seventh board of directors of the company, the “Proposal on Further Integration of SGE” was reviewed and approved, and the plan for further integration of the company’s wholly-owned subsidiary SGE and its subsidiaries was agreed. It includes SGE's merger with its holding subsidiary DA AG, squeezing out the minority shareholders holding approximately 5.99% of DA AG's shares.(For details, please refer to Announcements 2017-029, 2018-003, 2018-005, 2018-016, 2018-020, and 2018-023 disclosed by SGG on September 26, 2017, February 9, 2018, March 27, 2018, June 1, 2018, June 23, 2018, and July 18, 2018.) The matter was basically completed by the end of July 2018, and DA AG’s shares have been delisted from the Frankfurt, Berlin and Düsseldorf stock exchanges. After the completion of the above matters, the name of SGE was renamed to “Dürkopp Adler AG” by “DAP Industrial AG”. Chapter 5 Important Events 1. Brief introduction of shareholder’s meeting Inquiry index of designated website for Disclosure date for publishing Name of meeting Date of meeting publishing resolutions resolutions The 2017 Annual Shareholders’ Meeting 20th June 2018 www.sse.com.cn 21st June 2018 2. Plan of profit distribution or transfer of reserves Whether distribute profits or transfer reserves No 3. Commitment Whether Whether Reason for Future Plan Timely Commitment Commitment There is Failure to if Fail to Background Type Commitment Content and Party period a Time Fulfill Fulfill Strictly Limit Commitment Commitment Perform Shares of SGG held by Commitment in 29th December PKFR will not be less the Statement of 2016 to 28th Other PKFR than shares held by Yes Yes N/A N/A Changes in December Pudong SASAC From 29th Equity 2019 December 2016 to 28th 13 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd December 2019. 4. Appointment and dismiss of accounting firm Not applicable. 5. Bankruptcy Not applicable. 6. Important lawsuit and arbitration The 22nd meeting of the 7th Board of Directors of the Company examined and approved the Proposal on Investing in STOLL KG through ShangGong Europe, and agreed that the wholly-owned subsidiary ShangGong Europe would invest in STOLL KG to become a 26% Minority shareholders. (See bulletin No. 2015-030 released on 29th August 2015 and bulletin No. 2016-002 released on 14th January 2016 for details). Accounting to the Contract signed on 29th August 2015 by ShangGong Europe, the calculation of share price is based on the net assets of STOLL's audited consolidated statement in 2014, and the parties agreed that share price will be adjusted according to the net assets of STOLL's audited consolidated statement in 2015 and related clauses in the Contract. Now the parties have disputes on the calculation of net assets of STOLL's audited consolidated statement in 2015 and the understanding of the relevant terms of the Contract, resulting in a difference of approximately 4.26 million euro in the calculation of the price adjustment. ShangGong Europe has received the Application for Arbitration submitted by Michael Stoll, Corinna Stoll and other 10 limited partners of STOLL KG on 20th July 2017. ShangGong Europe will, in accordance with the terms of the contract, settle the dispute by arbitration in accordance with German legal procedures. As of the date of this report, the arbitration is still in progress and has significant uncertainty. The Company has made a preliminary judgment that the matter has little impact on the Company's profit and loss. But it might affect the Company's investment costs for STOLL KG and will not have a significant impact on the Company. 7. Punishment on and rectification of listed company and its directors, supervisors, senior managers, controlling shareholders, actual controller and purchaser Not applicable. 8. Credit status of the company and its controlling shareholder and actual controller Not applicable. 9. Company stock right incentives, espo, and other employee incentives Not applicable. 10. Major related party transactions Summary of matters Query index Shanghai SGSB Electronic Co., Ltd., a wholly-owned subsidiary of the Company, sells products to For details, please refer Fiji Xerox of Shanghai Limited., and is its permanent accessory supplier. The above-said transaction to Announcement No. constitutes the daily associated transaction. It is estimated that in 2018, the amount of products that 2018-009 disclosed by it will sell to Fiji Xerox is 20 million yuan, and in the report period, the sales amount was 9.8061 SGG on 17th April 2018. million yuan 11. Significant contracts and their implementation 11.1 Trusteeship, contracting and lease Not applicable. 14 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 11.2 Guarantee Unit: 10,000 Yuan, Currency: RMB 公司对外担保情况(不包括对子公司的担保) Relations Guarantee Guarantee available? If counter guarantee of the date Overdue Overdue amounts Relation Amount Start Expiration If for Guarantor guarantor Security party (agreement Type guarantee related guaranteed date date is done to listed signoff party? company date Commerzbank 25 Joint The 25 March SGG Shanghai 7,000 March liability No No 0 No No Company 2014 guarantee Branch 2014 Commerzbank Joint The 30 June 1 July SGG Shanghai 6,733 liability No No 0 No No Company 2014 2014 guarantee Branch Commerzbank 19 19 Joint The SGG Shanghai 10,100 September Sept. liability No No 0 No No Company 2016 2016 guarantee Branch Commerzbank 28 Joint The 28 August SGG Shanghai 8,417 August liability No No 0 No No Company 2015 guarantee Branch 2015 Industrial & Commercial 21 Joint The Bank of China 21 Dec. 21 Dec. SGG 6,121 December liability No No 0 No No Company Shanghai 2015 2020 guarantee 2015 Hongkou Branch Wholly 07 Joint 07 January 30 July DAP AG owned Commerzbank 2,104 January liability No No 0 No No 2016 2018 guarantee subsidiary 2016 Guarantee amounts spent during the report period (excluded guarantee to 0 affiliate company. Total balance of guarantee at the end of period (affiliate companies are not 40,475 quailed.)(A) Guarantee of company to affiliates Total guarantee amounts of subsidiaries in the report period Total balance of guarantee to subsidiaries at the end of report period (B) Company total guarantee amounts (including those to subsidiaries) Total guarantee amounts(A+B) 40,475 Ratio of total guarantee amounts to company net assets (%) 18.28 In which: Guarantee amounts provided to stockholders, actual controller and affiliated parties (C) Guarantee amounts directly or indirectly provided for liabilities of guarantor whose assets liabilities ratio is higher than 70%(D) Differences of total guarantee amounts exceeds 50% of the net assets(E) Total guarantee amounts of the above-mentioned three items (C+D+E) On 25th March 2014, the Company's wholly-owned subsidiary, DAP Industrial AG (Formerly known as ShangGong (Europe) Holding Corp. GmbH) , applied to the Bielefeld Branch of Commerzbank for a current fund loan of not more than the equivalent of 58 million yuan in euro, the Shanghai Branch of Commerzbank issued a financing guarantee letter for the funds, and the Company issued a corporate letter of guarantee for payment of 70 million yuan as counter guarantee for the abovementioned financing guarantee letter. On 30th June 2014, the Company's wholly owned subsidiary DAP AG applied to the Bielefeld Branch of Commerzbank for a current fund loan of 8 million euro, the Shanghai Branch of Commerzbank issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable corporate letter of guarantee for payment of 8.8 million euro as counter guarantee for the abovementioned financing guarantee letter. 15 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd On 19th September 2016, the Company's wholly owned subsidiary DAP AG applied to the Bielefeld Branch of Commerzbank for a short-term credit loan of 12 million euro, the Shanghai Branch of Commerzbank issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable corporate letter of guarantee for payment of 13.20 million euro. On 28th August 2015, the Company's wholly owned subsidiary, PFAFF GmbH, applied to the Kaiserslautern Branch of Commerzbank for a loan of 10.00 million euro, the Shanghai Branch of Commerzbank issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable corporate letter of guarantee for payment of 11.00 million euro as counter guarantee for the abovementioned financing guarantee letter. On 21st December 2015, the Company's wholly owned subsidiary DAP AG applied to the Frankfurt Branch of the Commerzbank for a limit loan of 7.878 million euro so as to pay the acquisition fee to Stoll KG. ICBC Shanghai Hongkou Branch issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable corporate letter of guarantee for self-using fix assets where No.603 Dapu Road as counter guarantee for the abovementioned financing guarantee letter. DAP AG pledges 500 million shares of DA AG held by DAP AG to obtain a 2.75 million euro bank guarantee issued by Commerzbank, Germany, for the period from 7th January 2016 to 30th July 2017 and from 7th January 2016 to 30th July 2018 respectively. It provided guarantees for DAP AG to pay equity purchase price to German H. Stoll AG & Co. KG equity sellers. 11.3 Other significant contracts Not applicable. 12. Poverty alleviation of listed company Not applicable. 13. Convertible corporate bonds Not applicable. 14. Environmental information The Company and its subsidiaries do not belong to the key pollutant discharge units announced by the environmental protection department. During the report period, the Company and its subsidiaries strictly enforced the laws and regulations concerning environmental protection, formulated strict environmental practices, and took corresponding measures against pollution sources. There were no violations of environmental laws and regulations and pollution accidents. The Company has not been punished by the environmental protection department for environmental violations. 15. Other significant events 15.1 The changes, causes and effects of changes in accounting policies, accounting estimates and accounting methods compared with the previous accounting period Not applicable. 15.2 The correction of major accounting errors during the reporting period Not applicable. 16 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 15.3 Others In May 2018, the Company entrusted Bank of Shanghai Co., Ltd. Fumin Branch to issue a loan of RMB 53 million to Richpeace. The loan period was from May 22, 2018 to November 22, 2018, with an annual interest rate of 4.7%. Richpeace is collateralized by the property located at No. 6 Baozhong Road, Tianjin (prescription certificate No. 124031304818, and Tianjin (2016) Baodi District No. 1001390). At the same time, all the equity of Richpeace held by Tianjin Tongshang Software Co., Ltd. and Shenzhen Yingning Venture Capital Co., Ltd. were also pledged to the Company in May 2018. Reviewed and approved by the Company’s 6th meeting of the 8th Board of Directors held on July 31, 2018, it is agreed to acquire 65% equity of Richpeace and increase its capital. The total investment is 156.137 million yuan, including: equity acquisition of 136,663,800 yuan and capital increase of 19.5 million yuan. On August 9, 2018, Richpeace completed the change of registration caused by the equity acquisition and obtained the latest business license. SGG has paid the first equity transfer price on August 15, 2018. Chapter 6 Changes in Shares of Common Stock and Information about Common Stock Shareholders 1. Changes in shares of common stock 1.1 Changes in shares of common stock Not applicable. 1.2 Change of non-tradable shares Not applicable. 2. Shareholder 2.1 Total number of shareholders Total number of shareholder at the end of report period 56,562 (A Share: 29,705; B Share: 26,857) 2.2 Shareholding status of top 10 shareholders and top 10 unrestricted shareholders Unit: Share Top 10 Shareholders Total Shares Shares Pledged or Increase or Held at the Frozen Decrease in Proportion Restricted Nature of Name of Shareholder End of the Report (%) Share shareholders Report Status Amount Period Period Domestic Shanghai Puke Flyingman 0 60,789,457 11.08 0 Pledged 60,000,000 Non-state-owned Investment Co., Ltd. Legal Person State-owned Assets Supervision and Administration Commission of 0 45,395,358 8.27 0 / State Shanghai Pudong New Area People's Government China Great Wall Asset State-owned 0 22,200,000 4.05 0 / Management Co., Ltd. Legal Person SHANGHAI INTERNATIONAL State-owned GROUP Asset Management Co., 0 10,968,033 2.00 0 / Legal Person Ltd. SCBHK A/C KG INVESTMENTS Foreign Legal 242,136 5,151,591 0.94 0 / ASIA LIMITED Person 17 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd GREAT WALL GUORONG State-owned INVESTMENT AND 0 4,770,654 0.87 0 / Legal Person MANAGEMENT CO., LTD. ISHARES CORE MSCI Foreign Legal 3,880,500 4,236,700 0.77 0 / EMERGING MARKETS ETF Person Industrial and Commercial Bank of China Co., Ltd.-Hua'an Reverse 3,761,900 3,761,900 0.69 0 / Other Strategy Hybrid Securities Investment Fund VANGUARD EMERGING Foreign Legal 0 3,678,113 0.67 0 / MARKETS STOCK INDEX FUND Person Domestic Zeng Weili 3,540,091 3,540,091 0.65 0 / Natural Person Top 10 Unrestricted Shareholders Share Type and Amount Name Unrestricted Shares Type Amount Shanghai Puke Flyingman Investment Co., Ltd. 60,789,457 A Share 60,789,457 State-owned Assets Supervision and Administration Commission of Shanghai Pudong New Area 45,395,358 A Share 45,395,358 People's Government China Great Wall Asset Management Co., Ltd. 22,200,000 A Share 22,200,000 SHANGHAI INTERNATIONAL GROUP Asset 10,968,033 A Share 10,968,033 Management Co., Ltd. SCBHK A/C KG INVESTMENTS ASIA LIMITED 5,151,591 B Share 5,151,591 GREAT WALL GUORONG INVESTMENT AND 4,770,654 A Share 4,770,654 MANAGEMENT CO., LTD. ISHARES CORE MSCI EMERGING MARKETS 4,236,700 B Share 4,236,700 ETF Industrial and Commercial Bank of China Co., Ltd.-Hua'an Reverse Strategy Hybrid Securities 3,761,900 A Share 3,761,900 Investment Fund VANGUARD EMERGING MARKETS STOCK 3,678,113 B Share 3,678,113 INDEX FUND Zeng Weili 3,540,091 A Share 3,540,091 REAT WALL GUORONG INVESTMENT AND MANAGEMENT CO., LTD. is the Notes on shareholder relationship and consistent wholly-owned subsidiary of China Great Wall Asset Management Co., Ltd. The actions: Company does not know the relationship and consistent of other shareholders The Number of Restricted Shares Held by Top Ten Shareholders and the Conditions for Sale: Not applicable. 2.3 Strategic investors or general legal persons become the top 10 shareholders due to the placement of new shares Not applicable. 3. Change of controlling shareholder and actual controller Not applicable. Chapter 7 Information about Preferred Shares Not applicable. 18 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Chapter 8 Inforamtion about Directors, Supervisors and Senior Managers 1. Share change 1.1 Share change of current and former directors, supervisors and senior managers Unit: Share Shares Held at the Increase / Decrease Shares Held at the End Name Title Beginning of reporting during the reporting Reason of reporting period period period Increased holdings in Zheng Ying Senior manager 21,500 23,500 2,000 the secondary market 1.2 Equity incentive granted to directors, supervisors, and senior managers in the report period Not applicable. 2. Change of directors, supervisors and senior managers of the Company Name Title Change Zheng Ying Deputy General Manager Outgoing Li Wenhao Director Out going Li Chen Director Election Note: 1. Ms. Zheng Ying submitted her resignation application on February 26, 2018, and no longer holds any position in the company and its subsidiaries. 2. Mr. Li Wenhao submitted his resignation application on April 4, 2018, and no longer serves as a director of the Company and a member of the Strategy Committee. 3. The 2017 Annual Shareholders’ Meeting held on June 20, 2018 selected Mr. Li Chen as a director of theCompany. Chapter 9 Corporate Bonds Not applicable. 19 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Chapter 10 Financial Report 1. Audit report Not applicable. 2. Financial statements Shang Gong Group Co., Ltd. Consolidated Statement of Financial Position 30 June 2018 Unit: Yuan, Currency: RMB Item Note Ending Balance Beginning Balance Current assets: Cash and cash equivalents 646,652,222.60 723,337,878.53 Deposit reservation for balance Lending funds Financial assets at fair value whose fluctuation is attributed to profit or loss for current period Derivative financial assets Notes receivable 71,154,988.87 61,337,538.87 Accounts receivable 526,607,735.97 464,759,380.20 Prepayment 25,109,489.12 64,393,627.71 Premiums receivable Reinsurance accounts receivable Provision of cession receivable Interest receivable 21,645.73 Dividends receivable 37,322,644.64 Other receivables 78,240,002.47 58,944,411.21 Redemptory monetary capital for sale Inventories 792,428,800.07 705,141,821.59 Assets held for sale Non-current assets maturing within one year Other current assets 383,988,701.58 366,533,356.84 Total current assets 2,561,504,585.32 2,444,469,660.68 Non-current assets: Loans and payments on behalf Available-for-sale financial assets 109,512,714.88 118,959,944.05 Held-to-maturity investments Long-term receivables Long-term equity investments 253,201,385.72 275,799,606.70 Investment properties 147,443,679.65 149,502,332.46 Fixed assets 386,655,827.26 397,788,367.78 Construction in progress 23,656,574.34 12,665,274.09 Project materials Disposal of fixed assets Productive biological assets Oil and gas assets 20 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Item Note Ending Balance Beginning Balance Intangible assets 186,743,200.28 149,988,157.46 Development expenditures 16,810,150.46 16,683,772.84 Goodwill 71,081,127.21 72,482,033.43 Long-term deferred expenses 1,444,628.38 1,631,013.88 Deferred income tax assets 66,486,985.81 63,544,908.23 Other non-current assets Total non-current assets 1,263,036,273.99 1,259,045,410.92 Total assets 3,824,540,859.31 3,703,515,071.60 Current liabilities: Short-term loans 354,170,348.62 330,389,201.62 Borrowings from central bank Deposits from customers and interbank Borrowings from banks and other financial institutions Financial liabilities at fair value whose fluctuation is attributed to profit or loss for current period Derivative financial liabilities Notes payable 40,489,531.56 12,311,525.18 Accounts payable 203,320,210.56 194,031,795.38 Receipt in advance 34,936,329.32 38,326,094.65 Financial assets sold for repurchase Handling charges and commissions payable Employee benefits payable 78,968,315.54 91,112,179.00 Taxes and surcharges payable 10,408,022.03 14,074,587.91 Interest payable 1,490,484.14 1,110,553.06 Dividends payable 1,032,818.86 1,032,818.86 Other payables 174,677,791.04 193,617,747.74 Reinsurance accounts payable Provision for insurance contracts Acting trading securities Acting underwriting securities Liabilities held for sale Non-current liabilities maturing within one year 1,260,000.00 1,260,000.00 Other current liabilities 45,909.00 48,330.03 Total current liabilities 900,799,760.67 877,314,833.43 Non-current liabilities: Long-term loans 92,374,501.87 62,956,504.27 Bonds payable Including: preference shares Perpetual bond Long-term payables 2,982,645.99 3,121,893.11 Long-term employee benefits payable 234,900,081.93 247,420,777.32 Special payables Estimated liabilities 546,461.91 546,461.91 Deferred income 2,340,000.00 2,340,000.00 Deferred income tax liabilities 54,798,654.66 52,863,141.42 21 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Item Note Ending Balance Beginning Balance Other non-current liabilities 520,000.00 520,000.00 Total non-current liabilities 388,462,346.36 369,768,778.03 Total liabilities 1,289,262,107.03 1,247,083,611.46 Owners' equity Share capital 548,589,600.00 548,589,600.00 Other equity instruments Including: preference shares Perpetual bond Capital reserves 966,167,899.33 972,000,595.56 Less: treasury stock Other comprehensive income -97,564,133.00 -72,163,452.90 Special reserves Surplus reserves 4,546,242.52 4,546,242.52 General risk reserves Undistributed profits 792,403,038.01 692,241,691.51 Total owners' equity attributable to the parent 2,214,142,646.86 2,145,214,676.69 company Minority equity 321,136,105.42 311,216,783.45 Total owners' equity 2,535,278,752.28 2,456,431,460.14 Liabilities and owners' equity 3,824,540,859.31 3,703,515,071.60 Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin Shang Gong Group Co., Ltd. Statement of Financial Position 30 June 2018 Unit: Yuan, Currency: RMB Item Note Ending Balance Beginning Balance Current assets: Cash and cash equivalents 100,425,649.01 137,028,156.51 Financial assets at fair value whose fluctuation is attributed to profit or loss for current period Derivative financial assets Notes receivable 11,112,204.19 18,619,880.00 Accounts receivable 39,942,843.94 36,846,572.06 Prepayment 380,597.56 3,488,722.53 Interest receivable Dividends receivable 9,949,000.00 Other receivables 129,928,237.91 107,954,125.03 Inventories 134,102,254.13 114,386,355.60 Assets held for sale Non-current assets maturing within one year Other current assets 325,620,952.57 310,981,332.13 Total current assets 751,461,739.31 729,305,143.86 Non-current assets: Available-for-sale financial assets 109,512,714.88 118,959,944.05 Held-to-maturity investments 22 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Item Note Ending Balance Beginning Balance Long-term receivables 134,908,835.57 135,720,449.62 Long-term equity investments 659,310,221.03 639,310,221.03 Investment properties 85,384,196.83 88,389,027.77 Fixed assets 6,072,256.85 8,036,379.04 Construction in progress 1,685,694.08 2,871,501.40 Project materials Disposal of fixed assets Productive biological assets Oil and gas assets Intangible assets 11,098,980.59 11,541,893.86 Development expenditures Goodwill Long-term deferred expenses 1,334,557.48 1,496,482.78 Deferred income tax assets 587,977.83 587,977.83 Other non-current assets Total non-current assets 1,009,895,435.14 1,006,913,877.38 Total assets 1,761,357,174.45 1,736,219,021.24 Current liabilities: Short-term loans 348,148.62 348,148.62 Financial liabilities at fair value whose fluctuation is attributed to profit or loss for current period Derivative financial liabilities Notes payable Accounts payable 143,551,161.23 123,067,605.01 Receipt in advance 2,799,019.60 14,500,867.77 Employee benefits payable 1,326,805.83 9,133,348.57 Taxes and surcharges payable 364,948.66 579,085.22 Interest payable Dividends payable 1,032,818.86 1,032,818.86 Other payables 155,151,331.38 153,278,589.85 Liabilities held for sale Non-current liabilities maturing within one year 1,260,000.00 1,260,000.00 Other current liabilities Total current liabilities 305,834,234.18 303,200,463.90 Non-current liabilities: Long-term loans 1,489,984.87 1,489,984.87 Bonds payable Including: preference shares Perpetual bond Long-term payables 1,574,312.63 1,574,312.63 Long-term employee benefits payable Special payables Provisions Deferred income Deferred income tax liabilities 1,197,067.41 1,197,067.41 23 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Item Note Ending Balance Beginning Balance Other non-current liabilities 520,000.00 520,000.00 Total non-current liabilities 4,781,364.91 4,781,364.91 Total liabilities 310,615,599.09 307,981,828.81 Owners' equity: Share capital 548,589,600.00 548,589,600.00 Other equity instruments Including: preference shares Perpetual bond Capital reserves 1,003,282,687.73 1,003,282,687.73 Less: treasury stock Other comprehensive income 4,176,242.90 15,711,472.03 Special reserves Surplus reserves 4,546,242.52 4,546,242.52 Undistributed profits -109,853,197.79 -143,892,809.85 Total owners' equity 1,450,741,575.36 1,428,237,192.43 Liabilities and owners' equity 1,761,357,174.45 1,736,219,021.24 Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin Consolidated Statement of Comprehensive Incomes From 1 January 2018 to 30 June 2018 Unit: Yuan, Currency: RMB Same period of the Reporting period previous year Item Note (from January to June (from January to June 2018) 2017) 1. Incomes 1,494,794,413.27 1,532,562,601.12 Including: operating income 1,494,794,413.27 1,532,562,601.12 Interest income Premiums earned Income from handling charges and commissions 2. Costs 1,371,509,135.49 1,377,803,455.91 Including: Cost of sales 1,052,451,025.46 1,088,801,959.30 Interest expenses Handling charges and commissions expenses Surrender value Net amount of compensation payout Net amount withdrawn for insurance contract reserves Policy dividend payment Reinsurance costs taxes and surcharges 5,160,231.67 5,994,544.14 Selling expenses 147,600,554.52 141,412,181.17 General and administrative expenses 154,556,576.41 143,922,099.95 Financial expenses 12,091,231.56 -6,849,775.62 Losses from asset impairment -350,484.13 4,522,446.97 Plus: gains from changes in fair value ("-" for losses) Investment income ("-" for losses) 17,485,066.32 18,495,885.65 Including: income from investment in associates and -1,691,101.14 11,737,352.98 24 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Same period of the Reporting period previous year Item Note (from January to June (from January to June 2018) 2017) joint ventures Gains on disposal of assets -571,141.92 9,747,624.59 Foreign exchange gains ("-" for losses) Other gains 2,616,373.56 2,540,381.10 3. Operating profits ("-" for losses) 142,815,575.74 185,543,036.55 Plus: non-operating income 3,355,954.72 105,785.34 Less: non-operating expenses 955,572.93 305,083.71 4. Total profits ("-" for total losses) 145,215,957.53 185,343,738.18 Less: income tax expenses 32,930,028.35 46,499,111.30 5. Net profit ("-" for net loss) 112,285,929.18 138,844,626.88 (1) Classified by operating sustainability a. Net profit from continuing operations ("-" for losses) 112,285,929.18 138,844,626.88 b. Net profit from discontinued operations ("-" for losses) (2) Classified by ownership a. Non-controlling interests 100,161,346.50 125,980,892.71 b. Net profit attributable to owners of the parent company 12,124,582.68 12,863,734.17 6. Net of tax of other comprehensive income -27,605,940.81 30,819,765.91 Net of tax of other comprehensive income attributable to -25,400,680.10 26,307,833.02 owners of the parent company (1) Other comprehensive income can't be reclassified to gains and losses later a. Changes in net liabilities or assets due to the remeasurement and redefinition of the benefit plan b. The shares in other comprehensive income of the investee that can't be reclassified to gains and losses under the equity method (2) Other comprehensive income to be reclassified to gains -25,400,680.10 26,307,833.02 and losses later a. The shares in other comprehensive income of the investee that can be reclassified to gains and losses under the equity method b. Gains and losses from changes in fair value of -11,535,229.13 -6,813,128.79 available-for-sale financial assets c. Gains and losses from the reclassification of the held-to-maturity investment to held-for-sale financial assets d. The effective portion of the gains and losses from cash flow hedging e. Translation differences of financial statements -13,865,450.97 33,120,961.81 f. Others Net of tax of other comprehensive income attributable to -2,205,260.71 4,511,932.89 non-controlling shareholders 7. Total comprehensive incomes 84,679,988.37 169,664,392.79 Total comprehensive income attributable to owners of the 74,760,666.40 152,288,725.73 parent company Total comprehensive income attributable to non-controlling 9,919,321.97 17,375,667.06 shareholders 8. Earnings per share (1) Basic earnings per share (yuan/share) 0.1826 0.2296 (2) Diluted earnings per share (yuan/share) 0.1826 0.2296 Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin 25 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Statement of Comprehensive Incomes From 1 January 2018 to 30 June 2018 Unit: Yuan, Currency: RMB Same period of the Reporting period previous year Item Note (from January to June (from January to June 2018) 2017) 1. Operating income 184,812,505.26 46,385,796.09 Less: Operating cost 125,430,105.96 23,996,317.49 tax and surcharges 2,284,387.24 1,891,943.39 Selling expenses 18,213,101.44 2,643,464.25 General and Administration expenses 25,487,850.62 20,078,331.44 Finance expenses 63,811.51 -8,681,598.18 Impairment losses on assets 1,388,117.84 177,256.58 Plus: gains from changes in fair value ("-" for losses) Investment income ("-" for losses) 18,852,017.46 6,106,969.93 Including: Investment income in associates and joint ventures Gain on disposal of assets ("-" for losses) 1,906.38 9,449,919.98 Other income 524,688.70 30,381.10 2. Operating profits ("-" for losses) 31,323,743.19 21,867,352.13 Plus: Non-operating income 3,287,449.06 1,060.85 Less: Non-operating expenses 571,580.19 200,000.00 3. Total profits ("-" for total losses) 34,039,612.06 21,668,412.98 Less: income tax expenses 4. Net profit ("-" for net loss) 34,039,612.06 21,668,412.98 a. Net profit from continuing operations ("-" for losses) 34,039,612.06 21,668,412.98 b. Net profit from discontinued operations ("-" for losses) 5. Net of tax of other comprehensive income -11,535,229.13 -6,813,128.79 Net of tax of other comprehensive income attributable to owners of the parent company (1) Other comprehensive income can't be reclassified to gains and losses later a. Changes in net liabilities or assets due to the remeasurement and redefinition of the benefit plan (2) Other comprehensive income to be reclassified to gains -11,535,229.13 -6,813,128.79 and losses later a. The shares in other comprehensive income of the investee that can be reclassified to gains and losses under the equity method b. Gains and losses from changes in fair value of -11,535,229.13 -6,813,128.79 available-for-sale financial assets c. Gains and losses from the reclassification of the held-to-maturity investment to held-for-sale financial assets d. The effective portion of the gains and losses from cash flow hedging e. Translation differences of financial statements f. Others 6. Total comprehensive incomes 22,504,382.93 14,855,284.19 7. Earnings per share (1) Basic earnings per share (yuan/share) (2) Diluted earnings per share (yuan/share) Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin 26 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Consolidated Statement of Cash Flows From 1 January 2018 to 30 June 2018 Unit: Yuan, Currency: RMB Same period of the previous Reporting period Item Note year (from January to June 2018) (from January to June 2017) 1. Cash flows from operating activities: Cash received from sale of goods and provision of 1,468,995,000.92 1,558,790,106.65 services Net increase in customer bank deposits and placement from banks and other financial institutions Net increase in borrowings from central bank Net increase in loans from other financial institutions Premiums received from original insurance contracts Net cash received from reinsurance business Net increase in deposits and investments from policyholders Net increase from disposal of financial assets at fair value whose fluctuation is attributed to profit or loss for current period Cash received from interest, handling charges and commissions Net increase in loans from banks and other financial institutions Net capital increase in repurchase business Refunds of taxes and surcharges 24,524,599.65 23,417,955.22 Cash received from other operating activities 20,025,299.88 21,723,964.87 Sub-total of cash inflows from operating activities 1,513,544,900.45 1,603,932,026.74 Cash paid for goods purchased and services received 1,000,221,408.15 1,106,016,865.34 Net increase in loans and advances to customers Net increase in deposits in central bank and other banks and financial institutions Cash paid for original insurance contract claims Cash paid for interests, handling charges and commissions Cash paid for policy dividends Cash paid to and on behalf of employees 359,869,785.40 323,950,873.52 Cash paid for taxes and surcharges 66,300,639.21 101,258,510.93 Cash paid for other operating activities 144,856,222.44 132,496,100.42 Sub-total of cash outflows from operating activities 1,571,248,055.20 1,663,722,350.21 Net cash flows from operating activities -57,703,154.75 -59,790,323.47 2. Cash flows from investing activities: Cash inflow from divestment 415,980,156.89 606,327,427.90 Cash inflow from investment incomes 1,290,784.50 801,400.43 Cash gain from disposal of fixed assets, intangible 497,493.66 10,661,268.33 assets, and other long-term investment Cash inflow from disposal of subsidiaries and other operating units Cash received from other investing activities Sub-total of cash inflows from investing activities 417,768,435.05 617,790,096.66 Cash paid for acquisition of fixed assets, intangible 50,035,946.10 41,015,907.75 assets and other long-term assets Cash paid for investments 445,862,662.32 620,108,197.50 Net increase in pledge loans Net cash paid to acquire subsidiaries and other business units Cash paid for other investing activities 27 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Same period of the previous Reporting period Item Note year (from January to June 2018) (from January to June 2017) Sub-total of cash outflows from investing activities 495,898,608.42 661,124,105.25 Net cash flows from investing activities -78,130,173.37 -43,334,008.59 3. Cash flows from financing activities Cash received from investors Including: cash received by subsidiaries from investments by non-controlling shareholders Cash received from loans 137,855,600.00 330,195,595.00 Cash received from bonds issuance Cash received from other financing activities 429,112.68 Sub-total of cash inflows from financing activities 137,855,600.00 330,624,707.68 Cash paid for debt repayments 77,888,834.00 341,839,165.55 Cash paid for distribution of dividends and profits or 6,802,648.19 9,551,927.66 payment of interest Including: dividends and profits paid to 1,833,942.30 non-controlling shareholders by subsidiaries Cash paid for other financing activities Sub-total of cash outflows from financing activities 84,691,482.19 351,391,093.21 Net cash flows from financing activities 53,164,117.81 -20,766,385.53 4. Effect of fluctuation in exchange rate on cash and -5,925,323.34 22,569,433.51 cash equivalents 5. Net increase in cash and cash equivalents -88,594,533.65 -101,321,284.08 Plus: beginning balance of cash and cash equivalents 713,813,720.45 750,357,929.63 6. Ending balance of cash and cash equivalents 625,219,186.80 649,036,645.55 Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin Statement of Cash Flows From 1 January 2018 to 30 June 2018 Unit: Yuan, Currency: RMB Same period of the previous Reporting period Item Note year (from January to June 2018) (from January to June 2017) 1. Cash flows from operating activities: Cash received from sale of goods and provision of 197,477,098.52 50,038,010.69 services Refunds of taxes and surcharges 997,057.43 29,728.60 Cash received from other operating activities 18,901,316.47 11,242,643.33 Sub-total of cash inflows from operating activities 217,375,472.42 61,310,382.62 Cash paid for goods purchased and services received 139,833,572.71 25,174,592.83 Cash paid to and on behalf of employees 27,806,037.36 14,056,014.14 Cash paid for taxes and surcharges 3,134,689.28 3,224,645.83 Cash paid for other operating activities 53,107,805.94 35,520,905.54 Sub-total of cash outflows from operating activities 223,882,105.29 77,976,158.34 Net cash flows from operating activities -6,506,632.87 -16,665,775.72 2. Cash flows from investing activities: Cash inflow from divestment 376,654,041.82 526,075,598.49 Cash inflow from investment incomes 1,472,034.50 10,692,049.83 Cash gain from disposal of fixed assets, intangible 980.58 9,901,416.00 assets, and other long-term investment Cash inflow from disposal of subsidiaries and other operating units 28 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Same period of the previous Reporting period Item Note year (from January to June 2018) (from January to June 2017) Cash received from other investing activities 10,303,934.17 Sub-total of cash inflows from investing activities 378,127,056.90 556,972,998.49 Cash paid for acquisition of fixed assets, intangible 192,643.35 2,231,017.10 assets and other long-term assets Cash paid for investments 408,033,790.00 520,211,083.00 Net cash paid to acquire subsidiaries and other business units Cash paid for other investing activities Sub-total of cash outflows from investing activities 408,226,433.35 522,442,100.10 Net cash flows from investing activities -30,099,376.45 34,530,898.39 3. Cash flows from financing activities Cash received from investors Cash received from loans Cash received from bonds issuance Cash received from other financing activities Sub-total of cash inflows from financing activities Cash paid for debt repayments Cash paid for distribution of dividends and profits or payment of interest Cash paid for other financing activities Sub-total of cash outflows from financing activities Net cash flows from financing activities 4. Effect of fluctuation in exchange rate on cash and 3,501.82 1,977.90 cash equivalents 5. Net increase in cash and cash equivalents -36,602,507.50 17,867,100.57 Plus: beginning balance of cash and cash equivalents 137,028,156.51 119,210,234.41 6. Ending balance of cash and cash equivalents 100,425,649.01 137,077,334.98 Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin 29 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Consolidated Statement of Changes in Equity From 1 January 2018 to 30 June 2018 Unit: Yuan, Currency: RMB Reporting period Owners' equity attributable to the parent company Item Other equity instruments Less: Other General Minority Total owners' Capital Special Surplus Undistributed Share capital Preference Perpetual treasury comprehensive risk equity equity Others reserves reserves reserves profits shares bonds stock income reserves 1. Previous year ending 548,589,600.00 972,000,595.56 -72,163,452.90 4,546,242.52 692,241,691.51 311,216,783.45 2,456,431,460.14 balance brought forward Plus: accounting policy 0.00 changes Correction of previous-period accounting 0.00 errors Business combination involving entities under 0.00 common control Others 0.00 2. Beginning balance of 548,589,600.00 972,000,595.56 -72,163,452.90 4,546,242.52 692,241,691.51 311,216,783.45 2,456,431,460.14 current year 3. Increase/ (decrease) for the -5,832,696.23 -25,400,680.10 100,161,346.50 9,919,321.97 78,847,292.14 current year ("-" for losses) (1) Total comprehensive -25,400,680.10 100,161,346.50 9,919,321.97 84,679,988.37 incomes (2) Investment/ (divestment) -5,832,696.23 -5,832,696.23 a. Common shares from 0.00 shareholders b. Investment capital from the holders of other equity 0.00 instruments c. Amount of the share-based payment included in the 0.00 owners' equity d. Others -5,832,696.23 -5,832,696.23 (3) Distribution of profits a. Surplus reserves b. General risk reserves c. Distribution to owners or shareholders d. Others (4) Internal transfer of owners' equity a. Capital reserve turn to stock equity b. Surplus reserve turn to stock equity c. Surplus reserve to recover 30 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Reporting period Owners' equity attributable to the parent company Item Other equity instruments Less: Other General Minority Total owners' Capital Special Surplus Undistributed Share capital Preference Perpetual treasury comprehensive risk equity equity Others reserves reserves reserves profits shares bonds stock income reserves loss d. Others (5) Special reserves a. Appropriation for current year b. Use in current year (6) Others 4. Ending balance of the 548,589,600.00 0.00 0.00 0.00 966,167,899.33 0.00 -97,564,133.00 0.00 4,546,242.52 0.00 792,403,038.01 321,136,105.42 2,535,278,752.28 current year Same period of the previous year Owners' equity attributable to the parent company Item Other equity instruments Less: Other General Total owners' Capital Special Surplus Undistributed Minority equity Share capital Preference Perpetual treasury comprehensive risk equity Others reserves reserves reserves profits shares bonds stock income reserves 1. Previous year ending 548,589,600.00 971,603,120.27 -103,144,046.15 4,546,242.52 494,754,465.24 291,984,568.18 2,208,333,950.06 balance brought forward Plus: accounting policy 0.00 changes Correction of previous-period accounting 0.00 errors Business combination involving 0.00 entities under common control Others 0.00 2. Beginning balance of 548,589,600.00 0.00 0.00 0.00 971,603,120.27 0.00 -103,144,046.15 0.00 4,546,242.52 0.00 494,754,465.24 291,984,568.18 2,208,333,950.06 current year 3. Increase/ (decrease) for the current year ("-" for 0.00 0.00 0.00 0.00 -3,413,389.32 0.00 26,307,833.02 0.00 0.00 0.00 125,980,892.71 15,541,724.76 164,417,061.17 losses) (1) Total comprehensive 26,307,833.02 125,980,892.71 17,375,667.06 169,664,392.79 incomes (2) Investment/ 0.00 0.00 0.00 0.00 -3,413,389.32 0.00 0.00 0.00 0.00 0.00 0.00 0.00 -3,413,389.32 (divestment) a. Common shares from 0.00 shareholders b. Investment capital from the holders of other equity 0.00 instruments c. Amount of the share-based payment 0.00 included in the owners' 31 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Same period of the previous year Owners' equity attributable to the parent company Item Other equity instruments Less: Other General Total owners' Capital Special Surplus Undistributed Minority equity Share capital Preference Perpetual treasury comprehensive risk equity Others reserves reserves reserves profits shares bonds stock income reserves equity d. Others -3,413,389.32 -3,413,389.32 (3) Distribution of profits -1,833,942.30 -1,833,942.30 a. Surplus reserves 0.00 b. General risk reserves 0.00 c. Distribution to owners or -1,833,942.30 -1,833,942.30 shareholders d. Others 0.00 (4) Internal transfer of 0.00 owners' equity a. Capital reserve turn to 0.00 stock equity b. Surplus reserve turn to 0.00 stock equity c. Surplus reserve to 0.00 recover loss d. Others 0.00 (5) Special reserves 0.00 a. Appropriation for current 0.00 year b. Use in current year 0.00 (6) Others 0.00 4. Ending balance of the 548,589,600.00 0.00 0.00 0.00 968,189,730.95 0.00 -76,836,213.13 0.00 4,546,242.52 0.00 620,735,357.95 307,526,292.94 2,372,751,011.23 current year Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin Statement of Changes in Equity From 1 January 2018 to 30 June 2018 Unit: Yuan, Currency: RMB Reporting period Other equity instruments Less: Other Item Special Surplus Undistributed Total owners' Share capital Preference Perpetual Capital reserves treasury comprehensive Others reserves reserves profits equity shares bonds stock income 1. Previous year ending balance 548,589,600.00 1,003,282,687.73 15,711,472.03 4,546,242.52 -143,892,809.85 1,428,237,192.43 brought forward Plus: accounting policy changes 0.00 Correction of 0.00 previous-period accounting errors Others 0.00 2. Beginning balance of current 548,589,600.00 0.00 0.00 0.00 1,003,282,687.73 0.00 15,711,472.03 0.00 4,546,242.52 -143,892,809.85 1,428,237,192.43 32 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Reporting period Other equity instruments Less: Other Item Special Surplus Undistributed Total owners' Share capital Preference Perpetual Capital reserves treasury comprehensive Others reserves reserves profits equity shares bonds stock income year 3. Increase/(decrease) for the 0.00 0.00 0.00 0.00 0.00 0.00 -11,535,229.13 0.00 0.00 34,039,612.06 22,504,382.93 current year ("-" for losses) (1) Total comprehensive incomes -11,535,229.13 34,039,612.06 22,504,382.93 (2) Investment/ (divestment) 0.00 a. Common shares from 0.00 shareholders b. Investment capital from the 0.00 holders of other equity instruments c. Amount of the share-based payment included in the owners' 0.00 equity d. Others 0.00 (3) Distribution of profits 0.00 a. Surplus reserves 0.00 b. Distribution to owners or 0.00 shareholders c. Others 0.00 (4) Internal transfer of owners' 0.00 equity a. Capital reserve turn to stock 0.00 equity b. Surplus reserve turn to stock 0.00 equity c. Surplus reserve to recover loss 0.00 d. Others 0.00 (5) Special reserves 0.00 a. Appropriation for current year 0.00 b. Use in current year 0.00 (6) Others 0.00 4. Ending balance of the current 548,589,600.00 0.00 0.00 0.00 1,003,282,687.73 0.00 4,176,242.90 0.00 4,546,242.52 -109,853,197.79 1,450,741,575.36 year Same period of the previous year Other equity instruments Less: Other Item Special Surplus Undistributed Total owners' Share capital Preference Perpetual Capital reserves treasury comprehensive Others reserves reserves profits equity shares bonds stock income 1. Previous year ending balance 548,589,600.00 1,003,282,687.73 33,970,766.78 4,546,242.52 -206,831,240.38 1,383,558,056.65 brought forward Plus: accounting policy changes 0.00 Correction of 0.00 previous-period accounting errors Others 0.00 2. Beginning balance of current 548,589,600.00 0.00 0.00 0.00 1,003,282,687.73 0.00 33,970,766.78 0.00 4,546,242.52 -206,831,240.38 1,383,558,056.65 33 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Same period of the previous year Other equity instruments Less: Other Item Special Surplus Undistributed Total owners' Share capital Preference Perpetual Capital reserves treasury comprehensive Others reserves reserves profits equity shares bonds stock income year 3. Increase/(decrease) for the 0.00 0.00 0.00 0.00 5,646,023.55 0.00 -6,813,128.79 0.00 0.00 21,668,412.98 20,501,307.74 current year ("-" for losses) (1) Total comprehensive incomes -6,813,128.79 21,668,412.98 14,855,284.19 (2) Investment/ (divestment) 5,646,023.55 5,646,023.55 a. Common shares from 0.00 shareholders b. Investment capital from the 0.00 holders of other equity instruments c. Amount of the share-based payment included in the owners' 0.00 equity d. Others 5,646,023.55 5,646,023.55 (3) Distribution of profits 0.00 a. Surplus reserves 0.00 b. Distribution to owners or 0.00 shareholders c. Others 0.00 (4) Internal transfer of owners' 0.00 equity a. Capital reserve turn to stock 0.00 equity b. Surplus reserve turn to stock 0.00 equity c. Surplus reserve to recover loss 0.00 d. Others 0.00 (5) Special reserves 0.00 a. Appropriation for current year 0.00 b. Use in current year 0.00 (6) Others 0.00 4. Ending balance of the current 548,589,600.00 0.00 0.00 0.00 1,008,928,711.28 0.00 27,157,637.99 0.00 4,546,242.52 -185,162,827.40 1,404,059,364.39 year Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin 34 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd (In the following notes, amounts are expressed in RMB yuan unless otherwise specified.) 3. Company basic information 3.1 Company profile Shang Gong Group Co., Ltd., a joint stock limited company with publicly issued A & B shares on the Shanghai Stock Exchange, is the first listed company in the sewing machinery industry of China. The Company was incorporated in April 1994. The registration number has changed to 91310000132210544K (Unified social credit code) in 2016. The organizational form of the Company is a joint stock limited company (a Sino-foreign joint venture and a listed company) and the registered capital amounts to 548,589,600.00 yuan. The registered address is Room A-D, 12th Floor, Orient Mansion, No. 1500, Century Avenue, China (Shanghai) Pilot Free Trade Zone and the head office is located in No. 1566 New Jinqiao Road, Pudong New Area, Shanghai. The legal representative is Mr. Zhang Min. On 22 May 2006, it was decided on the General Meeting on equity division reform by the Company that: the non-tradable equity stockholders pay partially their shares to all the tradable equity shareholders at a ratio of 10 to 6 as consideration of getting tradable rights. After the above consideration of share donation, the total number of shares remains unchanged, but consequently the equity structure has changed. As at 31st December 2013, there were 448,886,777 shares in total. On 28 February 2014, CSRC approved the non-public offering of A shares of the Company under the Official Reply to the Approval of Non-public Offering of Shares of Shang Gong Group Co., Ltd. ([2014] No. 237). The number of shares issued was 99,702,823.00 and the total number of share capital after the issue was 548,589,600.00. The Company handled equity registration and escrow formalities with the CSDC Shanghai Branch; the corresponding registered capital was changed to RMB 548,589,600.00 yuan and had been verified by the Verification Report (PCPAR [2014] No.111126) issued by BDO CHINA Shu Lun Pan Certified Public Accountants LLP on 26 March 2014. On 29 December 2016, Pudong SASAC, the former controlling shareholder and former actual controller of the Company, had sold 60.00 million A shares of the Company to Shanghai Puke Flyman Investment Co., Ltd. which is the wholly-owned subsidiary of Shanghai Pudong Science and Technology Investment Co., Ltd. China Securities Depository and Clearing Co., Ltd. has issued a "transfer registration confirmation" on the same day. After the transfer, PKFR held A shares accounted for 10.94% of the total share capital of the Company, which is the largest shareholder of the Company; Pudong SASAC held A shares accounted for 8.27%, which is the second largest shareholder of the Company. After the completion of the equity transfer, the Company has changed to a listed company with no controlling shareholder and no actual controller. As of 31 December 2017, the Company’s total share capital was 548,589,600.00, including 548,589,600 shares with no restrictive terms, accounting for 100.00% of the total number of shares. The Company belongs to special equipment manufacturing industry; main operating activities of the Company are: production and sales of sewing equipment. According to the resolution of the 7th meeting of the 8th board of directors, the financial statements were approved for disclosure by all directors of the Company on 29 August 2018. 35 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 3.2 Scope of the consolidated financial statements As of 30 December 2018, the subsidiaries within the consolidated financial statements of the Company are as follows: Name of subsidiary 1. Shanghai Shanggong & Butterfly Sewing Machine Co., Ltd. 2. DAP (Shanghai) Co., Ltd. 3. Shanghai SMPIC IMPORT & EXPORT CO., LTD. 4. Shanghai SGSB Electronics Co., Ltd. 5. Shanghai SGSB Asset Management Co., Ltd. 6. Shanghai Sewing Construction Property Co., Ltd. 7. DAP Industrial AG 8. Zhejiang ShangGong GEMSY Co., Ltd. 9. Shanghai Shensy Enterprise Development Co., Ltd. 10. Shanghai ShangGong Financial Leasing Co., Ltd. 11. PFAFF Industrial Sewing Machine (Zhangjiagang) Co., Ltd. 12. DAP (Vietnam) Co., Ltd. 13. ShangGong Sewing Equipment (Zhejiang) Co., Ltd. 14. Dürkopp Adler Industrial Manufacturing (Shanghai) Co., Ltd. See “Note 8 Changes in the scope of consolidation" and “Note 9 Equity in other subjects" for details of the scope of consolidated financial statements in the current year and the changes thereof. 4. Preparation basis of financial statements 4.1 Preparation basis The Company prepares the financial statements based on going concern, according to the transactions and events actually occurred and in accordance with the Accounting Standards for Business Enterprises - Basic Standard and various specific accounting standards, application guidance and interpretations for accounting standards for business enterprises and other relevant provisions (hereinafter collectively referred to as "Accounting Standards for Business Enterprises") promulgated by the Ministry of Finance and disclosure provisions of the Rules for the Information Disclosure and Compilation of Companies Publicly Issuing Securities No. 15 - General Rules on Financial Reports of the China Securities Regulatory Commission. 4.2 Going concern The Company has going-concern ability for 12 months from the end of the report period and has no matters or situations that may lead to serious doubts about the Company's going-concern ability. 5. Principal accounting policies and accounting estimates The following disclosure has covered the Company's specific accounting policies and accounting estimates prepared according to the actual production and operation characteristics. 5.1 Statement on compliance with Accounting Standards for Business Enterprises The financial statements prepared by the Company meet the requirements of the Accounting Standards for Business Enterprises and truly and completely reflect the Company’s financial position, operating results, cash flows and other related information in the report period. 36 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 5.2 Accounting period The accounting year is from 1st Januaryto 31st December in calendar year. 5.3 Operating cycle The Company's operating cycle is 12 months. 5.4 Functional currency The Company adopts RMB as its functional currency. 5.5 Accounting treatment methods for business combinations under or not under common control Business combinations under common control: Assets and liabilities acquired from business combinations by the Company are measured at book value of assets and liabilities (including goodwill formed from the purchase of the acquiree by the ultimate controller) in the consolidated financial statements of the ultimate controller. Stock premium in the capital reserve shall be adjusted according to the difference between the book value of net asset acquired from the combinations and that of consideration (or total face value of the shares issued) paid. In case the stock premium in the capital reserve is not enough, the retained earnings shall to be adjusted. Business combinations not under common control: Assets paid for consideration and liabilities incurred or borne by the Company on the acquisition date shall be measured at their fair values. The difference between the fair value and the book value should be included in the current profit and loss. The Company shall recognize the difference of the combination costs in excess of the fair value of the identifiable net assets acquired from the acquiree as goodwill. The Company shall include the difference of the combination costs in short of the fair value of the identifiable net assets acquired from the acquiree in the current profit and loss after review. Intermediary service charges such as audit fee, legal service fee, appraisal and consultancy fee paid for business combinations and other directly relevant expenses are included in the current profit and loss when incurred; the transaction costs for the issuance of equity securities shall be used to offset equities. 5.6 Preparation methods of consolidated financial statements 5.6.1 Scope of consolidation The scope of consolidation of the Company's consolidated financial statements is recognized based on the control. All subsidiaries (including the divisible part of the investee controlled by the Company) shall be included in the consolidated financial statements. 5.6.2 Consolidation procedure The Company prepares consolidated financial statements based on its own financial statements and financial statements of its subsidiaries according to other relevant materials. When the Company prepares its consolidated financial statements, it shall regard the whole enterprise group as an accounting entity to reflect the overall financial position, operating results and cash flows of the enterprise group according to the requirements for recognition, measurement and presentation of the relevant Accounting Standards for Business Enterprises and the unified accounting policies. 37 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Accounting policies and accounting periods adopted by all subsidiaries included in the consolidation scope of the consolidated financial statements shall be consistent with those of the Company. If accounting policies and accounting periods adopted by all subsidiaries are inconsistent with those of the Company, in the preparation of the consolidated financial statements, necessary adjustments shall be made according to the accounting policies and accounting periods of the Company. For the subsidiaries acquired through business combination not under common control, adjustments to their financial statements shall be made based on the fair values of identifiable net assets on the acquisition date. For the subsidiaries acquired through business combination not under common control, adjustments to their financial statements shall be made based on the fair values of their assets and liabilities (including goodwill from acquisition of the subsidiaries by the ultimate controller) in the financial statements of the ultimate controller. The owner's equity of subsidiaries, net profits and losses in the current period and comprehensive income attributable to minority shareholders in the current period shall separately presented under the item of owner's equity of the Consolidated Statement of Financial Position, the item of net profit of the Consolidated Statement of Comprehensive Income and the item of total comprehensive income. The difference formed by the loss in the current period shared by minority shareholders of the subsidiaries in excess of the share of minority shareholders in the owner's equity at the beginning of the period of the subsidiaries shall be used to offset the minority equity. (1) Increase in subsidiaries or business In the report period, if the Company increased subsidiaries or business from business combinations under common control, the beginning amount of the Consolidated Statement of Financial Position shall be adjusted; the incomes, expenses and profits from the beginning of the current period of the subsidiaries or business combination to the end of the report period shall be included in the Consolidated Statement of Comprehensive Income; cash flows from the beginning of the current period of the subsidiaries or business combination to the end of the report period shall be included in the Consolidated Statement of Cash Flows. At the same time, the Company shall adjust the relevant items of the comparative statements and deem that the reporting entity already exists when the ultimate controller starts its control. If the Company controls the investee under common control from additional investments, it shall be deemed that the parties involved in the combination have make adjustments at the current state when the ultimate controller starts its control. For the equity investments held before the Company controls the acquiree, the relevant profit and loss, other comprehensive income and changes in other net assets recognized during the period from the later of the date when the Company obtains the original equity and the date when the acquirer and the acquiree are under common control, shall be used to offset the retained earnings at the beginning of the period or the current profit and loss in the period of the comparative statements. In the report period, if the Company increased subsidiaries or business from combinations not under common control, the beginning amount of the Consolidated Statement of Financial Position shall not be adjusted; the incomes, expenses and profits from the subsidiaries and business from the acquisition date to the end of the report period shall be included in the Consolidated Statement of Comprehensive Income; cash flows 38 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd of the subsidiaries or business from the acquisition date to the end of the report period shall be included in the Consolidated Statement of Cash Flows. If the Company controls the investee not under common control from additional investments, it shall re-measure equity of the acquiree held before the acquisition date at the fair value on the acquisition date and include the difference of fair value and book value in the investment income in the current period. the relevant other comprehensive income and other changes in owner's equity shall be transferred to investment income in the current year which the acquisition date falls in, except for other comprehensive income from changes arising from re-measurement of net liabilities or net assets of defined benefit plan. If the equity of the acquiree held before the acquisition date involves the other comprehensive income and changes in owner's equity other than net profit and loss, other comprehensive income and profit distribution accounted under equity method, the relevant other comprehensive income and changes in other owner's equity shall be transferred to investment income in the current period which the acquisition date falls in, except for other comprehensive income from changes arising from re-measurement of net liabilities or net assets of defined benefit plan. (2) Disposal of subsidiaries or business ①General treatment methods In the reporting period, if the Company disposed subsidiaries or business, then the incomes, expenses and profits from the subsidiaries and business from the beginning of the year to the disposal date shall be included in the Consolidated Income Statement; cash flows from the combinations of the subsidiaries and business from the beginning of the year to the disposal date shall be included in the Consolidated Cash Flow Statement. When the Company losses the control over the original subsidiary due to disposal of partial equity investments or other reasons, the remaining equity investments after the disposal will be re-measured at the fair value at the date of loss of the control. The difference of total amount of the consideration from disposal of equities plus the fair value of the remaining equities less the shares calculated at the original shareholding ratio in net assets of the original subsidiary which are continuously calculated as of the acquisition date is included in the investment income of the period at the loss of control. Other comprehensive income associated with the original equity investments of the subsidiary and other changes in owner's equity other than net profit and loss, other comprehensive income and profit distribution are transferred into investment income in the current year when the control is lost, except for other comprehensive income from changes arising from re-measurement of net liabilities or net assets of defined benefit plan. ②Disposal of subsidiary by stages Where the Company disposes the equity investments in subsidiary through multiple transactions and by stages until it loses the control, if the effect of the disposal on the terms and conditions of all transactions of equity investments in subsidiary and economic effect meet one or more of the following circumstance, it usually indicates that the multiple transactions should be accounted for as a package deal: i. These transactions are concluded at the same time or under the consideration of mutual effect; ii. These transactions as a whole can reach a complete business results; iii. The occurrence of a transaction depends on the occurrence of at least one other transaction; 39 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd ⅳ. A single transaction is uneconomical but it is economical when considered together with other transactions. Where various transactions of disposal of equity investments in subsidiaries until loss of the control belong to a package deal, accounting treatment shall be made by the Company on the transactions as a transaction to dispose subsidiaries and lose the control; however, the difference between each disposal cost and net asset share in the subsidiaries corresponding to each disposal of investments before loss of the control should be recognized as other comprehensive income in the consolidated financial statements and should be transferred into the current profit or loss at the loss of the control. Where various transactions of disposal of equity investments in subsidiaries until loss of the control do not belong to a package deal, before the loss of the control, accounting treatment shall be made according to the relevant policies for partial disposal of equity investments in the subsidiary without losing control; at the loss of the control, accounting treatment shall be made according to general treatment methods for disposal of subsidiaries. (3) Purchase of minority interest of subsidiaries The difference between long-term equity investments newly acquired by the Company through purchase of minority interest and the subsidiary’s identifiable net assets attributable to the Company calculated continuously from the acquisition date (or the combination date) in accordance with the newly increased shareholding ratio shall be charged against stock premium within capital reserves in the consolidated balance sheet; when stock premium within capital reserves is insufficient to offset, the retained earnings shall be adjusted. (4) Partial disposal of equity investments in the subsidiary without losing control The difference between the proceeds from partial disposal of equity investments in the subsidiary and the share of identifiable net assets of the subsidiary attributable to the Company which are calculated continuously from the acquisition date (or the combination date) and which are corresponding to the disposal of long-term equity investments without losing control shall be charged against stock premium within capital reserves in the consolidated balance sheet; when stock premium within capital reserves is insufficient to offset, the retained earnings shall be adjusted. 5.7 Determination of cash and cash equivalents In preparing the cash flow statement, cash on hand and the unrestricted deposits of the Company are recognized as cash. Short-term (maturing within three months as of the acquisition date) and highly liquid investments held by the Company that are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in value are recognized as cash equivalents. 5.8 Foreign currency transactions and translation of foreign currency statements 5.8.1 Foreign currency transactions Foreign currency transactions are, on initial recognition, translated to RMB at the spot exchange rates at the dates of the transactions. The balance of foreign currency monetary items is adjusted and translated into functional currency at balance sheet date using the spot exchange rate. Regarding the year-end differences of translation in foreign 40 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd currency, except those special borrowing accounts under the acquisition, building or production of assets to be capitalized are capitalized and accounted into related assets cost, all the other differences are accounted into current profits and losses. The foreign currency non-monetary items at historical cost are translated using the spot exchange rate. And the foreign currency non-monetary items at fair value are adjusted and translated into measurement currency at adoption date of fair value using the spot exchange rate. The difference of translation between different currencies is accounted into current profits and losses or capital reserves. 5.8.2 Translation of foreign currency statements The assets and liabilities of foreign operation are translated to RMB at the spot exchange rate at the balance sheet date. The equity items, excluding “Retained earning”, are translated to RMB at the spot exchange rates at the transaction dates. The income and expenses of foreign operation are translated to RMB at the spot exchange rates or the rates that approximate the spot exchange rates at the transaction dates. The resulting exchange differences are recognized in a separate component of equity. Upon entire/partial disposal of a foreign operation, the entire/partial cumulative amount of the exchange differences recognized in equity which relates to that foreign operation is transferred to profit or loss in the period in which the disposal occurs. 5.9 Financial instruments Financial instruments include financial assets, financial liabilities and equity instruments. 5.9.1 Classification of financial instruments At the initial recognition, financial assets and financial liabilities are classified as: financial assets or financial liabilities measured at fair value through current profit and loss, including financial assets or financial liabilities held for trading, and financial assets or financial liabilities that are directly to be measured at fair value through current profit and loss, held-to-maturity investments, accounts receivable, available-for-sale financial assets and other financial liabilities, etc. 5.9.2Recognition basis and measurement method of financial instruments (1) Financial assets (financial liabilities) measured at fair value through current profit and loss Financial assets (financial liabilities) are initially recorded at fair values when acquired (deducting cash dividends that have been declared but not distributed and bond interest that has matured but not been drawn). Relevant transaction expenses are included in the current profit and loss. The interest or cash dividends to be received during the holding period are recognized as investment income. Change in fair values is included in the current profit and loss at the end of the period. Upon the disposal, difference between the fair value and the initial book-entry value is recognized as investment income; meanwhile, adjustment is made to gains or losses from changes in fair values. (2) Held-to-maturity investments Held-to-maturity investments are initially recorded at the sum of fair values (less the bond interest that has matured but not been drawn) and relevant transaction expenses when acquired. During the period of holding the investment, the interest income is calculated and recognized according to the amortized costs and effective interest rate, and included in the investment income. The effective interest 41 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd rates are determined upon acquisition and remain unchanged during the expected remaining period, or a shorter period if applicable. Difference between the proceeds and the book value of the investment is recognized as investment income upon disposal. (3) Receivables For creditor’s rights receivable arising from external sales of goods or rendering of service by the Company and creditor's rights of other enterprises (excluding creditor’s right quoted in the active market) held by the Company, including accounts receivable, other receivables, the initial recognition amount shall be the contract price or agreement price receivable from the purchasing party; for those with financing nature, they are initially recognized at their present values. The difference between the amount received and the book value of accounts receivable is included in the current profit and loss upon the recovery or disposal. (4) Available-for-sale financial assets Available-for-sale financial assets are initially recorded at the sum of fair values (deducting cash dividends that have been declared but not distributed and bond interest that have matured but not been drawn) and relevant transaction costs when acquired. The interest or cash dividends to be received during the holding period is or are recognized as investment income. Available-for-sale financial assets are measured at fair value at the end of the year and the changes in fair value are included in other comprehensive income. However, equity instrument investments that have no quoted price in the active market and of which fair values cannot be measured reliably and derivative financial assets that relate to such equity instruments and that shall be settled through the delivery of such equity instruments shall be measured at cost. Difference between the proceeds and the book value of the financial assets is recognized as investment income upon disposal; meanwhile, amount of disposal corresponding to the accumulated change in fair value which is originally and directly included in other comprehensive income shall be transferred out and recognized as the current profit and loss. (5) Other financial liabilities Other financial liabilities are initially recognized at fair values plus related transaction costs. The subsequent measurement is based on amortized costs. 5.9.3 Recognition and measurement of transfer of financial assets Upon occurrence of transfer of a financial asset, the Company shall de-recognize the transfer of the financial asset if nearly all the risks and rewards associated with the ownership of the financial assets have been transferred to the transferee; and shall not de-recognize the transfer of the financial asset if nearly all the risks and rewards associated with the ownership of the financial assets are retained. The principle of substance over form is adopted to determine whether a financial asset meets the above de-recognition conditions for the financial asset. The transfer of a financial asset of the Company is classified into the entire transfer and the partial transfer of financial asset. If the entire transfer of financial asset satisfies 42 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd the criteria for de-recognition, the difference between the amounts of the following two items shall be included in the current profit and loss: (1) The book value of the transferred financial asset; (2) The sum of the consideration received from the transfer and the accumulated amount of the changes in fair value originally and directly included in shareholders’ equity (the situation where the financial asset transferred is an available-for-sale financial asset is involved in). If the partial transfer of financial asset satisfies the criteria for de-recognition, the entire book value of the transferred financial asset shall be split into the derecognized part and recognized part according to their respective fair value and the difference between the amounts of the following two items shall be included in current profit and loss: (1) The book value of derecognized part; (2) The sum of the consideration for the derecognized part and the portion of de-recognition corresponding to the accumulated amount of the changes in fair value originally and directly included in owners' equity (the situation where the financial asset transferred is an available-for-sale financial asset is involved in). If the transfer of financial assets does not meet the de-recognition criteria, the financial assets shall continue to be recognized and the consideration received will be recognized as a financial liability. 5.9.4 Derecognition criteria of financial liabilities A financial liability shall be wholly or partly derecognized if its present obligations are wholly or partly dissolved. Where the Company enters into an agreement with a creditor so as to substitute the existing financial liabilities with any new financial liability, and the new financial liability is substantially different from the contractual stipulations regarding the existing financial liability, it shall derecognize the existing financial liability, and shall at the same time recognize new financial liability. Where substantial revisions are made to some or all of the contractual stipulations of the existing financial liability, the Company shall derecognize the existing financial liability wholly or partly, and at the same time recognize the financial liability with revised contractual stipulations as a new financial liability. Upon whole or partial derecognition of financial liabilities, the difference between the book value of the financial liabilities derecognized and the consideration paid (including non-cash assets surrendered or new financial liabilities assumed) shall be included in the current profit and loss. Where the Company redeems part of its financial liabilities, it shall, on the redemption date, allocate the entire book value of financial liabilities according to the comparative fair value of the part that continues to be recognized and de-recognized part. The difference between the book value allocated to the derecognized part and the considerations paid (including non-cash assets surrendered and the new financial liabilities assumed) shall be included in the current profit and loss. 5.9.5 Determination method of fair value of financial assets and financial liabilities Where there is an active market for financial instruments, the fair values shall be determined according to quoted prices in active markets. Where there is no active market, the fair values shall be determined using reasonable valuation techniques. At the time of valuation, the Company adopted valuation techniques 43 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd applicable in the current situation and supported by enough available data and other information, select input values consistent with the features of assets or liabilities considered by market participants in the transaction related to the assets or liabilities, and give priority to using the relevant observable input values. Only when it is unable or impracticable to obtain the relevant observable input values, unobservable input values can be used. 5.9.6 Test method and accounting treatment of depreciation of financial assets (excluding receivables) Except for the financial assets measured at fair values through current profit and loss, the book value of financial assets on the balance sheet date should be checked. If there is objective evidence that a financial asset is impaired, provision for impairment shall be made. (1) Provision for impairment of available-for-sale financial assets: If the fair value of available-for-sale financial assets has significantly declined at the end of the period, or it is expected that the trend of decrease in value is non-temporary after considering of various relevant factors, the impairment shall be recognized, and accumulated losses from decreases in fair value originally and directly included in owners' equity shall be all transferred out and recognized as impairment loss. For available-for-sale debt instruments whose impairment losses have been recognized, if their fair values rise in the subsequent accounting period and such rise is objectively related to the matters occurring after the recognition of impairment loss, the previously recognized impairment loss shall be reversed and recorded into the current profit and loss. Impairment losses on available-for-sale equity instruments should not be reversed through profit and loss. Criteria of the Company for "serious" decline of fair value of investments in available-for-sale equity instruments: In general, for highly liquid equity investments that are actively traded in the market, over 50% of the decline is considered to be a serious fall. Criteria for "non-temporary" decline of fair value: In general, if a continuous decline lasts for more than six months, it is considered as "non-temporary decline." (2) Provision for impairment of held-to-maturity investments: Measurement of provision for impairment loss on held-to-maturity investments is treated in accordance with the measurement method of impairment loss on accounts receivable. 5.10 Provision for bad debts of receivables 5.10.1 Receivables that are individually significant but with provision for bad debts made on an individual basis Assessment basis or standard of amount Top five biggest balance accounts. individually significant An impairment test shall be separately made. Provision for bad debts shall be accrued based on the difference between the present value of estimated future cash flow and its Method of provision for bad debts of receivables book value. And it shall be recorded into the current profit and loss. If the difference individually significant between expected future cash flow of short-term receivables and its present value is very small, it does not discount its expected future cash flows when determining the relevant impairment losses. 5.10.2 Provision for bad debts of receivables made on credit risk characteristics portfolio basis Methods of provision for bad debts made on credit risk characteristics portfolio basis Balances of receivables other than accounts receivable subject to provisions for bad debts on an individual basis and other Portfolio receivables 44 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Portfolio Aging analysis method Provision for bad debts made at aging analysis method in the portfolio: Proportion of Provision for Accounts Proportion of Provision for Other Aging Receivable (%) Receivables (%) Within 1 year (including 1 year) 5 5 1 to 2 years 20 20 2 to 3 years 50 50 Over 3 years 100 100 5.10.3 Receivables that are individually insignificant but with provision for bad debts made on an individual basis Reason for bad debt provision Receivables of a particular object provided on an individual basis An impairment test shall be separately made. If there is objective evidence that it has been impaired, Method of provision for bad debts provision for bad debts is made based on the difference between the present value of expected future cash flows and its book value, which is included in the current profit or loss. 5.11 Inventories 5.11.1 Classification of inventories Inventories are classified into Materials in transit, raw materials, revolving materials, stock commodities, goods in progress, dispatched goods, material procurement, consigned processing materials, labor cost and others. 5.11.2 Measurement method of dispatched inventories Inventories are measured with weighted average method when dispatched. The percentage matches method of the labor cost and labor revenue. One-off amortization method is adopted for low-cost consumables when they are consumed. 5.11.3 Recognition basis for net realizable values of inventories of different categories In normal operation process, for merchandise inventories for direct sale, including finished goods, stock commodities and materials for sale, their net realizable values are determined at the estimated selling prices minus the estimated selling expenses and relevant taxes and surcharges; in normal operation process, for material inventories that need further processing, their net realizable values are determined at the estimated selling prices of finished goods minus estimated costs to completion, estimated selling expenses and relevant taxes and surcharges; for inventories held to execute sales contract or service contract, their net realizable values are calculated on the basis of contract price. If the quantities of inventories specified in sales contracts are less than the quantities held by the Company, the net realizable value of the excess portion of inventories shall be based on general selling prices. At the end of the period, provisions for inventory depreciation reserve are made on an individual basis. For inventories with large quantity and low unit price, the provisions for inventory depreciation reserve are made on a category basis. For inventories related to the product portfolios manufactured and sold in the same area, and of which the final usage or purpose is identical or similar thereto, and which is difficult to separate from other items for measurement purposes, the provisions for inventory depreciation reserve shall be made on a portfolio basis. 45 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Except that there is clear evidence that the market price is abnormal on the balance sheet date, the net realizable value of inventory items shall be recognized at the market price on the balance sheet date. Net realizable value of inventory items at the end of the year is recognized at the market price on the balance sheet date. 5.11.4 Inventory system Perpetual inventory system is adopted. 5.12 Assets held for sale Not applicable. 5.13 Long-term equity investments 5.13.1 Criteria for judgment of common control and significant influence The term “common control” refers to the sharing of control over an arrangement in accordance with the relevant agreement, and related activities of the arrangement must be unanimously agreed by the parties that share the right of control. Where the Company and other investors exert common joint control over the investee and have rights over the net assets of the investee, the investee is a joint venture of the Company. Significant influence refers to the power to participate in making decisions on the financial and operating policies of an enterprise, but not the power to control, or jointly control, the formulation of such policies with other parties. Where the Company is able to exert significant influence over the investee, the investee is its associate. 5.13.2 Recognition of initial investment costs (1) Long-term equity investments acquired from business combination Business combination under common control: if the Company makes payment in cash, transfers non-cash assets or bears debts and issues equity securities as the consideration for the business combination, the book value of the owner's equity of the acquiree in the consolidated financial statements of the ultimate controller is recognized as the initial cost of the long-term equity investment on the combination date. In case the Company can exercise control over the investee under common control for additional investment or other reasons, the initial investment cost of long-term equity investments is recognized at the share of book value of net asset of the acquiree after the combination in the consolidated financial statements of the ultimate controller on the combination date. The stock premium should be adjusted at the difference between the initial investment cost of long-term equity investments on the combination date and the book value of long-term equity investments before the combination plus the book value of consideration paid for additional shares; if there is no sufficient stock premium for write-downs, the retained earnings are adjusted. Business combination not under common control: The Company recognizes the combination cost determined on the combination date as the initial cost of long-term equity investments. Where the Company can exercise control over the investee not under common control for additional investments or other reasons, the initial investment cost changed to be accounted for under the cost method should be recognized at the book value of originally held equity investments plus costs of additional investments. (2) Long-term equity investment acquired by other means 46 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd For a long-term equity investment acquired through making payments in cash, its initial cost is the actually paid purchase cost. For a long-term equity investment acquired from issuance of equity securities, its initial cost is the fair value of the issued equity securities. If the exchange of non-monetary assets has commercial substance and the fair values of assets traded out and traded in can be measured reliably, the initial cost of long-term equity investment traded in with non-monetary assets are determined based on the fair values of the assets traded out and the relevant taxes and surcharges payable unless there is any conclusive evidence that the fair values of the assets traded in are more reliable; if the exchange of non-monetary assets does not meet the above criteria, the book value of the assets traded out and the relevant taxes and surcharges payable are recognized as the initial cost of long-term equity investment traded in. For a long-term equity investment acquired from debt restructuring, its initial cost is determined based on the fair value. 5.13.3 Subsequent measurement and recognition of gains and losses (1) Long-term equity investment accounted for under the cost method Long-term equity investments in subsidiaries are accounted for under the cost method. Except for the actual price paid for acquisition of investment or the cash dividends or profits contained in the consideration which have been declared but not yet distributed, the Company recognizes the investment income in the current year at the cash dividends or profits declared by the investee. (2) Long-term equity investments accounted for under the equity method Long-term equity investments in associates and joint ventures are accounted for under the equity method. If the cost of initial investment is in excess of the proportion of the fair value of the net identifiable assets in the investee when the investment is made, the difference will not be adjusted to the initial cost of the long-term equity investments; if the cost of initial investment is in short of the proportion of the fair value of the net identifiable assets in the investee when the investment is made, the difference will be included in the current profit and loss. The Company shall recognize the investment income and other comprehensive income at the shares of net profit and loss and other comprehensive income realized by the investee which the Company shall enjoy or bear and adjust the book value of long-term equity investments at the same time; the Company shall calculate the shares according to profits or cash dividends declared by the investee and correspondingly reduce the book value of long-term equity investments; the book value of long-term equity investments shall be adjusted according to the investee's other changes in owner's equity other than net profit and loss, other comprehensive income and profit distribution, which should be included in owner's equity. The share of the investee's net profit or loss should be recognized after adjustments are made to net profit of the investee based on the fair value of identifiable net assets of the investee upon acquisition of investments and according to accounting policies and accounting period of the Company. When holding the investment, the investee should prepare the consolidated financial statements, it shall account for the investment income based 47 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd on the net profit, other comprehensive income and the changes in other owner's equity attributable to the investee. When the Company recognizes its share of loss incurred to the investee, treatment shall be done in following sequence: firstly, the book value of the long-term equity investment shall be reduced. Secondly, where the book value thereof is insufficient to cover the share of losses, investment losses are recognized to the extent of book value of other long-term equities which form net investment in the investee in substance and the book value of long term receivables shall be reduced. Finally, after all the above treatments, if the Company is still responsible for any additional liability in accordance with the provisions stipulated in the investment contracts or agreements, provisions are recognized and included into current investment loss according to the obligations estimated to undertake. (3) Disposal of long-term equity investments For disposal of long-term equity investment, the difference between its book value and the actual price shall be included in the current profit and loss. For long-term equity investments accounted for under the equity method, when the Company disposes such investments, accounting treatment should be made to the part that is originally included in other comprehensive income according to the corresponding proportion by using the same basis for the investee to directly dispose the relevant assets or liabilities. Owner's equity recognized at the changes in the investee's other owner's equity other than net profit or loss, other comprehensive income and profit distribution shall be transferred to the current profit and loss according to the proportion, except for other comprehensive income from changes arising from re-measurement of net liabilities or net assets of defined benefit plan. In case the joint control or significant influence over the investee is lost for disposing part of equity investments or other reasons, the remaining equity will be changed to be accounted for according to the recognition and measurement principles of financial instruments. The difference between the fair value and the book value on the date of the loss of joint control or significant influence should be included in the current profit and loss. For other comprehensive income recognized from accounting of the original equity investments under the equity method, accounting treatment should be made by using the same basis for the investee to directly dispose the relevant assets or liabilities when the equity method is no longer adopted. Owner's equity recognized from the investee's changes in other owner's equity other than net profit or loss, other comprehensive income and profit distribution should all transferred to the current profit and loss when the equity method confirmed is no longer adopted. In case the control over the investee is lost for disposing part of equity investments or other reasons, when the Company prepares the individual financial statements, where the remaining equity after the disposal can exercise joint control or significant effect on the investee, then such equity will be changed to be accounted for under the equity method and the remaining equity is deemed to have been adjusted under the equity method on acquisition; where the remaining equity after the disposal cannot exercise joint control or significant effect on the investee, then accounting treatment shall be changed to be made according to the relevant provisions on the recognition and measurement principles of financial instruments. The difference between the fair value and the 48 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd book value on the date of the loss of joint control or significant influence should be included in the current profit and loss. In case the disposed equity is acquired from additional investments or other reasons, when the Company prepares the individual financial statements, where the remaining equity after the disposal is accounted for under the cost method or the equity method, other comprehensive income and other owner's equity recognized from the accounting of equity investments held before the acquisition date under the equity method shall be transferred according to the proportion; where accounting treatment of the remaining equity after the disposal is changed to be made according to the recognition and measurement principles of financial instruments, all of other comprehensive income and other owner's equity shall be transferred. 5.14 Investment property Investment properties are properties to earn rentals or for capital appreciation or both. Examples include land leased out under operating leases, land held for long-term capital appreciation, buildings leased out under operating leases, (including buildings that have been constructed or developed for future lease out under operating leases, and buildings that are being constructed or developed for future lease out under operating leases). The Company adopts the cost model to measure all current investment properties. The Company adopts the same depreciation policy for the investment property measured at cost model - building for renting as that for the Company’s fixed assets and the same amortization policy of land use right for renting as that for the Company’s intangible assets. 5.15 Fixed assets 5.15.1 Recognition criteria for fixed assets Fixed assets refer to tangible assets held for the purpose of producing commodities, providing services, renting or business management with useful lives exceeding one accounting year. Fixed assets will only be recognized when all the following criteria are satisfied: (1) It is probable that the economic benefits relating to the fixed assets will flow into the Company; and (2) The costs of the fixed asset can be measured reliably. 5.15.2 Depreciation method Category Depreciation Method Depreciation Life (years) Residual Rate (%) Annual Depreciation Rate (%) Buildings and Straight-line method 5-50 0-10 2.00-25.00 constructions Machinery equipment Straight-line method 3-15 0-10 6.00-33.33 Transportation Straight-line method 3-14 0-10 6.43-33.33 equipment Electronic equipment Straight-line method 3-14 0-10 6.43-33.33 Renovations of fixed Straight-line method 5-15 0 6.67-20.00 assets Other equipment Straight-line method 3-14 0-10 6.43-33.33 Depreciation of fixed assets is provided on a category basis using the straight-line method. The depreciation rates are determined according to the categories, estimated useful lives and estimated net residual rates of fixed assets. If the components of a fixed asset have different useful lives or cause economic benefit 49 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd for the Company in different ways, different depreciation rate or method shall be adopted for depreciation on an individual component basis. 5.15.3 Identification basis and pricing method of financing lease fixed assets If one of the following conditions is stipulated in the terms of the lease agreement signed between the Company and the lessor, it is recognized as a leased asset under finance: (1) The ownership of the leased assets after the lease expires belongs to the Company; (2) The Company has the option to purchase assets. The purchase price is much lower than the fair value of the assets when the option is exercised; (3) The lease period accounts for the majority of the useful life of the leased asset; (4) The present value of the minimum lease payment on the lease start date is not significantly different from the fair value of the asset. At the beginning of the lease, the Company uses the lower of the fair value of the leased asset and the present value of the minimum lease payments as the entry value of the leased asset, and uses the minimum lease payment as the entry value of long-term payables. The difference is as unrecognized financing fee. 5.16 Construction in progress The book values of the construction in progress are stated at total expenditures incurred before reaching working condition for their intended use. For construction in progress that has reached working condition for intended use but relevant budgets for the completion of projects have not been completed, the estimated values of project budgets, prices, or actual costs should be included in the costs of relevant fixed assets, and depreciation should be provided according to relevant policies of the Company when working condition is reached. After the completion of budgets needed for the completion of projects, the estimated values should be substituted by actual costs, but depreciation already provided is not adjusted. 5.17 Borrowing costs 5.17.1 Recognition criteria for capitalization of borrowing costs Borrowing costs include the interest on borrowings, the amortization of discount or premium, auxiliary expenses, exchange differences incurred by foreign currency borrowings, etc. The borrowing costs incurred to the Company and directly attributable to the acquisition and construction or production of assets eligible for capitalization should be capitalized and recorded into asset costs; other borrowing costs should be recognized as costs according to the amount incurred and be included into current profit and loss. Assets eligible for capitalization refer to fixed assets, investment property, inventories and other assets which may reach their intended use or sale status only after long-time acquisition and construction or production activities. Borrowing costs may be capitalized only when all the following conditions are met at the same time: (1) The asset disbursements have already incurred, which shall include the cash paid, non-cash assets transferred or interest bearing debts undertaken for the acquisition and construction or production activities for preparing assets eligible for capitalization; (2) The borrowing costs has already incurred; and 50 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd (3) Purchase, construction or manufacturing activities that are necessary to prepare the asset for its intended use or sale have already started. 5.17.2 Capitalization period of borrowing costs Capitalization period refers to the period from commencement of capitalization of borrowing costs to its cessation; period of suspension for capitalization is excluded. When the qualified asset under acquisition and construction or production is ready for the intended use or sale, the capitalization of the borrowing costs shall be ceased. When some projects among the acquired and constructed or produced assets eligible for capitalization are completed and can be used separately, the capitalization of borrowing costs of such projects should be ceased. Where construction for each part of assets purchased, constructed or manufactured has been completed separately but can be used or sold only after the entire assets have been completed, capitalization of attributable borrowing costs should cease at the completion of the entire assets. 5.17.3 Period of capitalization suspension If the acquisition and construction or production activities of assets eligible for capitalization are interrupted abnormally and this condition lasts for more than three months, the capitalization of borrowing costs should be suspended; if the interruption is necessary for the acquisition and construction or production to prepare the assets for their intended use or sale, the capitalization of borrowing costs should continue. The borrowing costs incurred during interruption are recognized in the current profit and loss, and the capitalization of borrowing costs continues after the restart of the acquisition and construction or production activities of the assets. 5.17.4 Capitalization rate and measurement of capitalized amounts of borrowing costs As for special borrowings borrowed for acquiring and constructing or producing assets eligible for capitalization, the to-be-capitalized amount shall be determined at interest expense of special borrowing actually incurred in the current period less the interest income of the borrowings unused and deposited in bank or return on temporary investment. As for general borrowings used for acquiring and constructing or producing assets eligible for capitalization, the to-be-capitalized amount should be calculated by multiplying the weighted average of asset disbursements of the part of accumulated asset disbursements exceeding special borrowings by the capitalization rate of used general borrowings. The capitalization rate is calculated by using the weighted average interest rate of general borrowings. 5.18 Biological assets Not applicable. 5.19 Oil and gas assets Not applicable. 5.20 Intangible assets 5.20.1 Measurement of intangible assets (1) The Company initially measures intangible assets at cost on acquisition 51 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd The costs of external purchase of intangible assets comprise their purchase prices, related taxes and surcharges and any other directly attributable expenditure incurred to prepare the asset for its intended use. If payments for the purchase of intangible assets are extended beyond the normal credit terms with financing nature, the costs of intangible assets are determined on the basis of present values of the purchase prices. For intangible assets obtained from debtors in settlement of his liabilities in case of debt restructuring, they should be initially stated at their fair values. Differences between the book values and the fair values of the intangible assets are charged to profit or loss for the current period. If the exchange of non-monetary assets has commercial substance, and the fair values of these assets can be measured reliably, the book-entry values of intangible assets traded in are based on the fair values of the intangible assets traded out unless there is any conclusive evidence that the fair values of the assets traded in are more reliable. If the exchange of non-monetary assets does not meet the above criteria, the costs of the intangible assets traded in should be the book values of the assets traded out and relevant taxes and surcharges paid, and no profit or loss shall be recognized. (2) Subsequent measurement The useful lives of the intangible assets are analyzed and determined on their acquisition. As for intangible assets with limited useful life, straight-line amortization method is adopted in the period when the intangible assets generate economic benefit for enterprise; if the period when the intangible assets generate economic benefit for enterprise cannot be forecasted, the intangible assets shall be deemed as those with indefinite useful life and shall not be amortized. 5.20.2 Estimate of the useful life of the intangible assets with finite useful lives Item Estimated Useful Lives Land use right 50 years Right to use trade mark 10 years Patent and non-patent technology 4-8 years Computer software 3-10 years The useful lives and amortization methods of intangible assets with limited useful lives are reviewed at each year end. Upon review, the useful lives and amortization method of the intangible assets as at the end of the year are not different from those estimated before. 5.20.3 Specific criteria divided the research stage and development stage Expenditure internal research and development project is divided into research expenditures and development expenditures. Research stage: the planned investigation and research activities to acquire and understand new scientific or technological knowledge. Development stage: before commercial production and use, the research findings or other knowledge are applied in some plan or design to produce new or substantially improved materials, devices, products, etc. 5.20.4 Specific criteria to fulfill for development costs to be capitalized If it can be reliably estimated that future economic benefits will flow to the entity, and that the purchase and production costs can be reliably measured, the development cost should be capitalized. The measurement 52 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd of production cost of internally generated intangible assets is based on direct cost, indirect cost and amortization. If it can be clearly defined that newly developed products or methods are technically feasible, and that they are intended for private use or sale, the development cost should be capitalized. The capitalized development cost should be amortized within a product’s expected 5 to 8 years’ life cycle, using a straight-line method. If the value in use cannot be recognized, impairment and amortization should be carried out. Research cost and the development cost which cannot be capitalized should be expense when it occurs. 5.21 Impairment of long-term assets The Company will conduct the impairment test if any evidence suggests that the long-term assets, such as the long-term equity investment and the investment property, fixed assets, construction in progress and intangible assets, are impaired on the balance sheet date. If impairment test results indicate that the recoverable amounts of the assets are lower than their carrying amounts, the provision for impairment is made based on the differences which are recognized as impairment losses. The recoverable amount is the higher of the fair value of the asset minus the disposal expenses and the present value of the estimated future cash flow of the asset. The provision for assets impairment is calculated and recognized by the individual asset. If it is difficult to estimate the recoverable amount of an individual asset, the Company shall estimate the recoverable amount of the asset portfolio that the individual asset belongs to. The asset portfolio is the minimum asset group that can independently generate the cash inflow. Goodwill is tested for impairment at least at the end of each year. The Company conducts an impairment test for the goodwill. The book value of goodwill arising from business combinations is amortized to relevant asset groups with a reasonable method since the date of acquisition; or amortized to relevant combination of asset groups if it is difficult to be amortized to relevant asset groups. The book value of goodwill is amortized to relevant asset groups or combinations of asset groups according to the proportion of the fair value of such asset groups or combinations of asset groups in the total fair value of relevant asset groups or combinations of asset groups. Where the fair value cannot be reliably measured, it should be amortized according to proportion of the book value of each asset group or combination of asset group in the total book value of relevant asset groups or combinations of asset groups. When making an impairment test on the relevant asset groups or combination of asset groups containing goodwill, if any indication shows that the asset groups or combinations of asset groups related to the goodwill may be impaired, the Company shall first conduct an impairment test on the asset groups or combinations of asset groups not containing goodwill, calculate the recoverable amount and compare it with the relevant book value to recognize the corresponding impairment loss. Then the Company shall conduct an impairment test on the asset groups or combinations of asset groups containing goodwill, and compare the book value of these asset groups or combinations of asset groups (including the book value of the goodwill apportioned thereto) with the recoverable amount. Where the recoverable amount of the relevant asset groups or combinations of asset groups is lower than the book value thereof, the Company shall recognize the impairment loss of the goodwill. The above impairment loss is not reversed in the future accounting period once recognized. 53 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 5.22 Long-term deferred expenses Not applicable. 5.23 Employee compensation 5.23.1 Accounting treatment of short-term remuneration During the accounting period in which employees provide service to the Company, the short-term remuneration actually incurred is recognized as liabilities and charged to the current profit or loss or the relevant assets cost. The medical insurance premium, work-related injury insurance premium and the housing provident fund paid by the Company for its employees, together with the labor union expenditures and employee education are used to calculate and determine the relevant employee compensation amount based on the prescribed accrual basis and accrual proportion. The non-monetary benefits for employees that can be measured reliably are measured at fair value. 5.23.2 Accounting treatment of benefits paid after departure (1) Defined withdrawal plan The basic endowment insurance premium and unemployment insurance premium paid by the Company for its employees in accordance with relevant provisions of the local government are recognized as liabilities and charged to the current profit or loss or the relevant assets cost, with the payable amount calculated based on the local prescribed payment base and percentage, during the accounting period in which the employees provide services to the Company. In addition to the basic endowment insurance, the Company also builds the enterprise annuity payment system (supplementary pension insurance) in accordance with relevant national policies for enterprise annuity system. The Company pays a certain percentage of the total employee compensation to the local social institution, and record the relevant expenditures into the current profit or loss or the relevant assets cost. (2) Defined benefit plan The Company attributes the welfare obligation arising from the defined benefit plan to the period during which the employees provide services, in accordance with the formula determined under the estimated accumulated welfare unit method, and records the same into the current profit or loss or the relevant asset cost. A net liability or net asset in relation to the defined benefit plan is recognized at the present value of the obligation under the defined benefit plan less the deficit or surplus arising out of the fair value of the assets in relation to the defined benefit plan. Where the defined benefit plan has any surplus, the Company will determine the net assets in relation to the defined benefit plan at the lower of the surplus of the defined benefit plan or the asset cap. The obligations under the defined benefit plan, including the estimated payment obligation within 12 months following the annual report period during which the employees provide service, are discounted to the present value at the market return of the national debt of which the term and currency match those of the obligation under the defined benefit plan on the balance sheet date, or of the high-quality corporate debt in an active market. 54 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd The service cost incurred by the defined benefit plan, together with the net interest on the net liability or net asset in relation to the defined benefit plan, are charged to the current profit or loss or the relevant asset cost; the change arising from the re-measurement of the net liability or net asset in relation to the defined benefit plan are recorded into other comprehensive income and are not reversed to the profit or loss in the subsequent accounting period. The gains or losses on the settlement in respect of the defined benefit plan are recognized at the difference between the present value and the settlement price of the obligation under the defined benefit plan on the settlement date. 5.23.3 Accounting treatment of dismissal welfare Where the Company cannot unilaterally withdraw the dismissal welfare offered in view of the cancellation of the labor relation plan or the layoff proposal, or recognizes the cost or expenses as to the restructuring involving the payment of dismissal welfare (whichever is earlier), the employee compensation arising from the dismissal welfare should be recognized as the liabilities and charged to the current profit or loss. 5.24 Estimated liabilities 5.24.1 Recognition criteria for estimated liabilities The Company should recognize an obligation in relation to contingencies as an estimated liability, such as the litigation, debt guarantee, loss-making contract or restructuring, when all the following conditions are satisfied: (1) The obligation is a present obligation of the Company; (2) The performance of such obligation is likely to result in outflow of economic benefits from the Company; (3) The amount of the obligation can be measured reliably. 5.24.2 Measurement of estimated liabilities The estimated liabilities of the Company are initially measured as the best estimate of expenses required for the performance of relevant present obligations. The risks, uncertainties, time value of money, and other factors relating to the contingencies. If the time value of money is significant, the best estimates shall be determined after discount of relevant future cash outflows. The best estimates shall be treated as follows in different circumstances: If there is continuous range (or interval) for the necessary expenses, and probabilities of occurrence of all the outcomes within this range are equal, the best estimate shall be determined at the average amount of upper and lower limits within the range. Given the fact that there is no continuous range (or interval) for the necessary expenses, or probabilities of occurrence of all the outcomes within this range are unequal despite such a range exists, in case that the contingency involves a single item, the best estimate shall be determined at the most likely outcome; if the contingency involves two or more items, the best estimate should be determined according to all the possible outcomes with their relevant probabilities. 55 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd When all or part of the expenses necessary for the settlement of an estimated liabilities are expected to be compensated by a third party or other parties, the compensation shall be separately recognized as an asset only when it is virtually certain that the compensation will be received. The amount recognized for the compensation shall not exceed the book value of the estimated liabilities. 5.25 Share payment Not applicable. 5.26 Other financial instruments such as preferred shares and perpetual bonds Not applicable. 5.27 Incomes 5.27.1 Specific criteria for determining the timing of income recognition for sales of goods The Company will confirm that the sales income of the goods is realized when the Company has transferred the major risks and rewards of ownership of the goods to the purchaser; the Company does not retain the right to continue management linked to ownership, nor does it have effective control over the products sold; the amount of income can be measured reliably; the related costs incurred or to be incurred can be reliably measured. The specific judgment criteria are as follows: (1) Domestic sales: After the delivery of the goods, the Company confirms the sales income. According to the delivery method agreed in the sales order, the detailed standards for income recognition are: When the customer goes directly to the warehouse of the Company to pick up goods, based on the outbound documents confirmed by the parties in various ways, the income is confirmed when the goods leave the warehouse. When the customer appoints a carrier, based on the logistics document issued by the carrier, income is recognized when the goods are delivered to the carrier. When the Company appoints a carrier, based on the logistics receipts signed and confirmed by the customer, income is recognized when the customer actually signs the receipt. When the Company sells through the e-commerce platform, income is recognized when the electronic order received by the customer to confirm the receipt or the e-commerce receipt period expires. If an unconditional return period or acceptance period has been agreed upon, the income recognition will be delayed to the expiry of unconditional return periodor acceptance period. For sales on behalf of distributors, the income is recognized when the dealership list with the final customer confirmation is received. (2) International sales: If choose to apply international trade terms, sale income is recognized according to the time point of risk transfer agreed in the specific applicable international trade terms. If an unconditional return period or acceptance period is agreed upon, the income recognition will be extended to the unconditional return period or the acceptance period after meeting the applicable trade term risk transfer point. If no international trade terms have been selected, the Company will recognize income after obtaining various types of risk transfer documents according to the agreed delivery method and the time of risk transfer. 56 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd (3) Sales of specialized sewing machine: As the customer has deeply customized the machine, according to the relevant agreement in the contract signed by both parties, the specific delivery obligations under each technical clause are distinguished, and the corresponding income is confirmed according to the completion of the customer demand and the relevant confirmation documents. 5.27.2 Recognition of income from transfer of assets use right When the economic benefit related to the transaction is probably to flow into the Company and the relevant income can be reliably measured, the income from transfer of the assets use right is determined as follows: (1) Interest income is measured based on the length of time for which the Company's monetary funds is used by others and the applicable interest rate; (2) Royalty income is measured according to the period and method of charging as stipulated in the relevant agreements or contracts. 5.27.3 Measurement principles and methods of completion stage where revenues from rendering of labor are recognized under percentage-of-completion method The Company confirmed the income from the labor service when obtain the written settlement confirmation from the customer and issue the settlement certificate. If the outcome of transactions can be estimated reliably at the balance sheet date, income from rendering of labor service is recognized under the percentage-of-completion method. The percentage of completion is determined by measurement of completed work as a percentage of total estimated costs. Income from rendering of labor service is determined by prices stated in the contracts or agreements, whether already received or to be received, unless such relevant prices are unfair. The current income from the rendering of labor service is recognized at the amount of multiplying the total income from the rendering of labor service by completion progress and deducting the accumulated income from the rendering of labor service recognized in previous accounting periods on the balance sheet date; meanwhile, the current cost of labor service is carried forward by the amount of multiplying the total costs of the rendering of labor service by completion progress and deducting the accumulated cost from the rendering of labor services recognized in previous accounting periods. When the outcome of transactions involving the rendering of services cannot be estimated reliably, income is recognized and measured at the balance sheet date as follows: (1) If the service costs incurred are expected to be fully recoverable, the amounts equal to the labor costs incurred shall be recognized as incomes and the equivalent amounts of labor costs shall be carried forward; (2) If the service costs incurred are not expected to be fully recoverable, the labor costs incurred shall be included in the current profit and loss, with no income from the rending of labor services not recognized. The Company's income from logistics service and sewing equipment maintenance services is recognized when related services have been provided, service costs have actually occurred, and service settlement documents confirmed by the service recipient have been obtained. 5.28 Government grants 5.28.1 Types 57 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Government grants refer to the monetary or non-monetary assets obtained by the Company from the government for free. Government grants are classified into government grants related to assets and government grants related to income. Government grants related to assets refer to government grants obtained by the Company that are used to purchase, construct or form long-term assets, including financial allocations for purchases of fixed assets or intangible assets, and financial discounts for special loans for fixed assets. Government grants related to income refer to government grants other than those related to assets. The Company's specific criteria for classifying government grants as related to assets are: government grants obtained by the Company that are used to purchase, construct or form long-term assets. The Company's specific criteria for classifying government grants as related to income are: government grants other than those related to assets. If the government documents do not clearly specify the target of the grant, the judgment basis of classifying the government grant as related to the assets or related to the income is whether it is used to purchase or construct or form long-term assets. 5.28.2 Accounting treatment Government grants related to assets: write down the carrying amount of the related assets or recognize them as deferred income. If it is recognized as deferred income, it shall be recorded into current profits and losses in a reasonable and systematic way within the useful life of the relevant assets (related to the Company's daily activities, included in other income; unrelated to the Company's daily activities, included in non-operating income). Government grants related to income: grants used to compensate for the related costs or losses of the Company in the future period, shall be recognized as deferred income, and shall be recorded in the current profits and losses (related to the Company's daily activities, included in other income; unrelated to the Company's daily activities, included in non-operating income), or be used to reduce the related costs, expenses or losses during the period for confirming the relevant costs, expenses or losses. 5.29 Deferred income tax assets and deferred income tax liabilities Deferred income tax assets shall be recognized for deductible temporary differences to the extent that it is probable that taxable profit will be available against which the deductible temporary differences can be utilized. Deferred income tax assets should be recognized for deductible temporary differences to the extent that it is probable that taxable profit will be available against which the deductible temporary differences can be utilized. Taxable temporary differences are recognized as deferred income tax liabilities except in special circumstances. Special circumstances in which deferred income tax assets or deferred income tax liabilities shall not be recognized include: the initial recognition of goodwill; other transactions or events excluding business combinations, which affect neither accounting profits nor the taxable income (or deductible losses) when occurred. 58 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd If the Company has the legal right of netting and intends to settle in net amount or to obtain assets and discharge liabilities simultaneously, the income tax assets and income tax liabilities of the Company for the current period shall be presented based on the net amount after offset. When the Company has the legal rights to balance income tax assets and income tax liabilities for the current period with net settlement, and deferred income tax assets and deferred income tax liabilities are related to the income tax which are imposed on the same taxpaying subject by the same tax collection authority or on different tax paying subjects, but, in each important future period in connection with the reverse of deferred income tax assets and liabilities, the involved tax paying subject intends to balance income tax assets and liabilities for the current period with net settlement at the time of obtaining assets and discharging liabilities, deferred income tax assets and deferred income tax liabilities shall be presented based on the net amount after offset. 5.30 Lease 5.30.1 Accounting treatment of operating lease (1) Lease fees paid by the Company for leased asset shall be amortized at straight-line method over the whole lease period (including rent-free period) and shall be included in the current expenses. Initial direct costs relating to lease transactions incurred by the Company shall be recognized as the current expenses. If the expense related to the lease which shall be paid by the Company is assumed by the lessor of the asset, then such expenses shall be deducted from total lease fees, and the balances shall be amortized over the lease term s and charged to the current expenses. (2) The lease fees received for the assets acquired under lease shall be recognized as current expenses over the lease terms (including rent-free periods) on a straight-line basis. The initial direct costs related to lease transactions paid by the Company, included in the current expenses; if a larger amount is to be capitalized, according to confirm the same basis throughout the period of the lease installments related to the lease income is recognized in profit gains. If expenses relating to leases which should be borne by the lessee of the assets are paid by the Company, they shall be deducted from the total lease income and the balances shall be amortized over the lease terms by the Company. 5.30.2 Accounting treatment of financial lease (1) Assets rented in by financial lease: At the beginning of the lease, the Company uses the lower of the fair value of the leased assets and the present value of the minimum lease payments as the entry value of the leased assets, and uses the minimum lease payment as the entry value of the long-term payables. The difference is used as unrecognized financing expenses. The Company adopts the actual interest rate method to amortize the unrecognized financing expenses during the asset lease period and count it into financial expenses. The initial direct costs incurred by the company are included in the value of the leased assets. (2) Assets rented out by financial lease: At the lease beginning date, the Company recognizes the financial lease receivables, difference between the sum of unguaranteed residual value and its current value as unrealized financing income. It is recognized as lease income in each period during which rent is received in the future. The initial direct costs incurred by the Company in relation to the lease transaction are included in 59 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd the initial measurement of the financial lease receivable, and the amount of income recognized in the lease period is reduced. 5.31 Discontinued operation Discontinued operation is the component that meets any of the following conditions, is disposed or classified as the held-for-sale one and can be separately distinguished at the time of preparation of financial statements: (1) Such component represents an independent primary business or a major business area; (2) Such component is part of the disposition plan for an independent primary business or a major business area; (3) Such component is a subsidiary acquired for just re-sale. 5.32 Adjustment for changes in principal accounting policies and accounting estimates 5.32.1Adjustment for changes in accounting policies Not applicable 5.32.2 Adjustment for changes in principal accounting estimates Not applicable 6. Tax Tax type Basis of tax assessment Tax rate Calculated based on the income from sales of goods and the provision of taxable labor services according to tax law, and 3%、5%、6%、7%、10%、11%、16%、 Value-added tax (VAT) value added tax payable should be the balance of the output tax for the period after deducting the deductible input tax for 17%、19% the period. Levied based on the taxable income (reclassified to VAT from Business tax 1st May 2016) Urban maintenance and construction tax Levied based on the actual payment of business tax and VAT. 1%、5%、7% Enterprise income tax (EIT) Levied based on the taxable income 16%-38%、25% Education surtax and local education sutax Levied based on the actual payment of business tax and VAT. 2%、3% Note: The EIT rate applicable to DAP AG, a subsidiary of the Company, and its subsidiaries in the scope of consolidation varies in a range from16% to 38%; and the VAT rate is 19%. 7. Notes to items of consolidated financial statements 7.1 Cash and cash equivalents Item Ending Balance Beginning Balance Cash on hand 607,616.78 707,925.98 Bank deposit 624,229,571.66 712,794,196.15 Other monetary funds 21,815,034.16 9,835,756.40 Total 646,652,222.60 723,337,878.53 Including: total amount of cash and cash 319,099,196.70 373,357,927.57 equivalents offshore 其他说明 Details of cash and cash equivalents restricted for use due to mortgage, pledge or freezing are follows: Item Ending Balance Beginning Balance Note Bank Acceptance Deposit Guarantee 20,983,035.80 6,539,032.60 Note 1 Deposit held for foreign exchange inspection 2,585,125.48 Other guaranteed deposit 450,000.00 400,000.00 Note 2 Total 21,433,035.80 9,524,158.08 60 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Note 1: The ending balance was the monetary fund that could not be withdrawn at any time due to the opening of bank acceptance bills by Zhejiang ShangGong GEMSY Co., Ltd., a subsidiary of the Company. Note 3: The ending balance was a fraud guarantee for the Company's subsidiary, Shanghai Butterfly Import & Export Co., Ltd. 7.2 Financial assets at fair value whose fluctuation is attributed to profit and loss for current period Not applicable. 7.3 Derivative financial assets Not applicable. 7.4 Notes receivable 7.4.1 Presentation of notes receivable by category Item Ending Balance Beginning Balance Bank acceptance bills 52,624,035.60 47,405,556.75 Commercial acceptance bills 18,530,953.27 13,931,982.12 Total 71,154,988.87 61,337,538.87 7.4.2 Notes receivable pledged as at the end of period Not applicable. 7.4.3 Notes receivable endorsed or discounted at the end of the period and have not yet expired at the balance sheet date Item Termination Amount as at 30 June 2018 Unterminated Confirmation Amount as at 30 June 2018 Bank acceptance bills 10,807,531.96 Commercial acceptance bills Total 10,807,531.96 7.4.4 Notes receivable transferred to accounts receivable due to the issuer's performance failure Not applicable. 7.5 Accounts receivable 7.5.1 Disclosure of accounts receivable by category Ending balance Beginning balance Type Book balance Provision for bad debt Book balance Provision for bad debt Book Value Book Value Amount % Amount % Amount % Amount % Accounts receivable with significant individual amount and provision for 93,824,615.95 14.54 19,243,522.50 20.51 74,581,093.45 79,818,629.27 13.64 19,622,784.50 24.58 60,195,844.77 bad debt is accrued separately Accounts receivable with provision for bad debt accrued by credit risk 144,540,052.79 22.39 73,122,242.33 50.59 71,417,810.46 119,721,460.79 20.46 72,220,264.69 60.32 47,501,196.10 characteristics of a portfolio Accounts receivable with insignificant individual amount but provision for 407,077,372.30 63.07 26,468,540.24 6.50 380,608,832.06 385,572,745.19 65.90 28,510,405.86 7.39 357,062,339.33 bad debt is accrued separately Total 645,442,041.04 100.00 118,834,305.07 18.41 526,607,735.97 585,112,835.25 100.00 120,353,455.05 20.57 464,759,380.20 Accounts receivable with significant individual amount and provision for bad debt is accrued separately at the end of the period Ending balance Accounts receivable (By entity) Proportion of Accounts receivable Provision for bad debt Reason for provision provision% No.1 Client 32,005,363.63 Unimpaired according to the separate test No.2 Client 19,243,522.50 19,243,522.50 100.00 Impaired according to the separate test 61 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd No.3 Client 15,188,120.84 Unimpaired according to the separate test No.4 Client 14,667,925.50 Unimpaired according to the separate test No.5 Client 12,719,683.48 Unimpaired according to the separate test Total 93,824,615.95 19,243,522.50 20.51 / Accounts receivable with provision for bad debt accrued using the aging analysis method in the portfolio Ending balance Aging Accounts receivable Provision for bad debt Proportion of provision Within 1 year 70,323,893.08 3,516,194.66 5.00 1-2 years 4,262,124.05 852,424.80 20.00 2-3 years 2,400,825.59 1,200,412.80 50.00 Over 3 years 67,553,210.07 67,553,210.07 100.00 Total 144,540,052.79 73,122,242.33 50.59 Accounts receivable with insignificant individual amount but provision for bad debt is accrued separately Ending Balance Proportion Accounts Receivable (By Entity) Accounts Provision for of Reason for Provision Receivable Bad Debt Provision % Other insignificant accounts receivable (Note 1) 19,159,368.44 10,404,886.11 54.31 Impaired according to the separate test Other insignificant accounts receivable (Note 2) 226,034,375.30 8,424,322.73 3.73 Impaired according to the separate test Other insignificant accounts receivable (Note 3) 13,615,878.23 983,465.88 7.22 Impaired according to the separate test Other insignificant accounts receivable (Note 4) 119,735,577.68 Unimpaired according to separate test Other insignificant accounts receivable (Note 5) 261,219.20 261,219.20 100.00 Impaired according to the separate test Other insignificant accounts receivable (Note 6) 11,610.00 11,610.00 100.00 Impaired according to the separate test Other insignificant accounts receivable (Note 7) 285,616.31 Unimpaired according to separate test Other insignificant accounts receivable (Note 8) 307,600.00 Unimpaired according to separate test Other insignificant accounts receivable (Note 9) 5,039,543.75 251,977.19 5.00 Impaired according to the separate test Other insignificant accounts receivable (Note 16,594,700.26 99,176.00 0.60 Impaired according to the separate test 10) Other insignificant accounts receivable (Note 6,031,883.13 6,031,883.13 100.00 Impaired according to the separate test 11) Total 407,077,372.30 26,468,540.24 6.50 Note 1: It mainly represents the accounts receivable due from Shang Gong Group Co., Ltd., and the provision for impairment is accrued based on separate test. Note 2: It mainly represents the accounts receivable due from the subsidiary, DAP AG, and the provision for impairment is accrued based on separate test. Note 3: It mainly represents the accounts receivable due from the subsidiary, DAP (Shanghai) Co., Ltd., and the provision for impairment is accrued based on separate test. Note 4: It mainly represents the accounts receivable due from the subsidiary, Shanghai Shensy Enterprise Development Co., Ltd, and is unimpaired based on separate test. Note 5: It mainly represents the accounts receivable due from the subsidiary, Shanghai SMPIC Import & Export Co., Ltd., and the provision for impairment is accrued based on separate test. Note 6: It mainly represents the accounts receivable due from Shanghai SGSB Electronics Co., Ltd., and the provision for impairment is accrued based on separate test. 62 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Note 7: It mainly represents the accounts receivable due from DAP Vietnam Co., Ltd., and and is unimpaired based on separate test. Note 8: It mainly represents the accounts receivable due from DAMSH, and and is unimpaired based on separate test. Note 9: It mainly represents the accounts receivable due from PIZ, and the provision for impairment is accrued based on separate test. Note 10: It mainly represents the accounts receivable due from SGGEMSY, and the provision for impairment is accrued based on separate test. Note 11: It mainly represents the accounts receivable due from SG Butterfly, and the provision for impairment is accrued based on separate test. 7.5.2 The accrual, reversal or recovery of the provision for bad debts in the current period The provision for bad debts accrued in the current period is 5,739,430.83 yuan. The amount reversed or recovered of the provision for bad debts in the current period is 7,787,922.44 yuan. 7.5.3 Accounts receivable actually write-off in the current period Item Amount Accounts receivable actually write-off 3,436,227.61 7.5.4 Top five accounts receivable in terms of their ending balance Company name Ending balance Proportion in total accounts Accounts receivable Provision for bad debt receivable ratio (%) No.1 Client 32,005,363.63 4.96 No.2 Client 19,243,522.50 2.98 19,243,522.50 No.3 Client 15,188,120.84 2.35 No.4 Client 14,667,925.50 2.28 No.5 Client 12,719,683.48 1.97 Total 93,824,615.95 14.54 19,243,522.50 7.6 Prepayment 7.6.1 Presentation of prepayments by aging Ending Balance Beginning Balance Aging Book Balance Proportion (%) Book Balance Proportion (%) Within 1 year 18,938,959.38 75.43 58,228,035.05 90.44 1-2 years 5,242.00 0.02 9,442.01 0.00 2-3 years 6,153,751.37 24.50 6,153,752.47 9.56 Over 3 years 11,536.37 0.05 2,398.18 0.00 Total 25,109,489.12 100.00 64,393,627.71 100.00 7.6.2 Top five prepayments to suppliers in terms of their ending balance Proportion in Total Ending Balance of Advances to Supplier Ending Balance Suppliers (%) No.1 Supplier 6,147,650.83 24.48 No.2 Supplier 3,676,882.99 14.64 No.3 Supplier 2,000,000.00 7.97 No.4 Supplier 1,414,872.75 5.63 63 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd No.5 Supplier 1,154,533.00 4.60 Total 14,393,939.57 57.32 7.7 Interest receivable Item Ending Balance Beginning Balance Fixed deposit 21,645.73 Total 21,645.73 7.8 Dividends receivable Investee Ending Balance Beginning Balance Shanghai Fuji Xerox Co., Ltd. 9,949,000.00 H. Stoll AG & Co. KG 27,373,644.64 Total 37,322,644.64 7.9 Other receivables 7.9.1 Disclosure of other receivables by category Ending Balance Beginning Balance Type Provision for Bad Provision for Bad Book Balance Book Balance Debt Book Value Debt Book Value Amount % Amount % Amount % Amount % Other receivables with significant individual amount and provision 55,150,317.72 50.33 13,651,280.20 24.75 41,499,037.52 30,666,334.88 33.51 13,304,781.50 43.39 17,361,553.38 for bad debt is accrued separately Other receivables with provision for bad debt accrued by credit risk 23,629,081.18 21.57 16,849,284.10 71.31 6,779,797.08 24,977,450.21 27.29 16,622,435.95 66.55 8,355,014.26 characteristics of a portfolio Other receivables with insignificant individual amount but provision 30,787,853.38 28.10 826,685.51 2.69 29,961,167.87 35,869,414.39 39.20 2,641,570.82 7.36 33,227,843.57 for bad debt is accrued separately Total 109,567,252.28 100.00 31,327,249.81 28.59 78,240,002.47 91,513,199.48 100.00 32,568,788.27 35.59 58,944,411.21 Other receivables with significant individual amount and provision for bad debt is accrued separately at the end of period Ending Balance Other Receivables (By Entity) Provision for bad Proportion of Other receivables Reason for Provision debt provision No.1 Client 24,213,732.50 Unimpaired according to the separate test No.2 Client 13,651,280.20 13,651,280.20 100.00 Impaired according to the separate test No.3 Client (Note) 10,785,305.02 Unimpaired according to the separate test No.4 Client 3,500,000.00 Unimpaired according to the separate test No.5 Client 3,000,000.00 Unimpaired according to the separate test Total 55,150,317.72 13,651,280.20 24.75 / Note: It mainly represents the export tax refund receivable arising from the export sale by the subsidiary, and is unimpaired according to the separate impairment test. Other receivables with provision for bad debt accrued using the aging analysis method in the portfolio: Ending Balance Aging Other receivables Provision for bad debt Proportion of provision% Within 1 year 6,531,177.64 326,558.88 5.00% 1-2 years 352,923.20 70,584.64 20.00% 64 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 2-3 years 585,679.52 292,839.76 50.00% Over 3 years 16,159,300.82 16,159,300.82 100.00% Total 23,629,081.18 16,849,284.10 71.31 Other receivable with insignificant individual amount but provision for bad debt is accrued separately at the end of period Provision for bad Proportion of Book balance Reason for provision debt provision (%) Other insignificant other receivables Impaired according to the separate 1,123,511.90 19,335.00 0.47 (Note 1) test Other insignificant other receivables Unimpaired according to the 353,051.55 (Note 2) separate test Other insignificant other receivables Impaired according to the separate 2,629,049.41 (Note 3) test Other insignificant other receivables Impaired according to the separate 25,021,160.96 757,350.51 3.03 (Note 4) test Other insignificant other receivables Unimpaired according to the 1,202,841.13 (Note 5) separate test Other insignificant other receivables Impaired according to the separate 96,746.78 (Note 6) test Other insignificant other receivables Unimpaired according to the 18,228.07 (Note 7) separate test Other insignificant other receivables Impaired according to the separate 293,263.58 (Note 8) test Other insignificant other receivables Impaired according to the separate 50,000.00 50,000.00 100.00 (Note 9) test Total 30,787,853.38 826,685.51 2.69 Note 1: It mainly represents the other receivables of SGG, and the provision for impairment is accrued based on the separate test. Note 2: It mainly represents the other receivablesof DAPSH, which is unimpaired based on the separate test. Note 3: It mainly represents the other receivablesof DAP AG, which is unimpaired based on the separate test. Note 4: It mainly represents the other receivables of SHENSY, and the provision for impairment is accrued based on the separate test. Note 5: It mainly represents the other receivablesof SGGEMSY, which is unimpaired based on the separate test. Note 6: It mainly represents the other receivablesof DAP Vietnam Co., Ltd., which is unimpaired based on the separate test. Note 7: It mainly represents the other receivablesof ShangGong Sewing Machine (Zhejiang) Co., Ltd., which is unimpaired based on the separate test. Note 8: It mainly represents the other receivablesof Shanghai ShangGong Asset Management Co., Ltd., which is unimpaired based on the separate test. Note 9: It mainly represents the other receivables of Shanghai SGSB Electronics Co., Ltd., and the provision for impairment is accrued based on the separate test. 7.9.2 The accrual, reversal or recovery of the provision for bad debts in the current period The provision for bad debts accrued in the current period is 1,677,260.40 yuan. The amount reversed or recovered of the provision for bad debts in the current period is 38,095.00 yuan. 65 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 7.9.3 Other receivables actually write-off in the current period Item Amount Other receivables actually write-off 534,288.45 7.9.4 Top five other receivables in terms of their ending balance Proportion in the Company Provision for bad debt Nature Ending balance Aging ending balance of total name ending balance other receivable (%) No.1 Client Current accounts 24,213,732.50 Within 1year 22.10 From within 1year No.2 Client Current accounts 13,651,280.20 12.46 13,651,280.20 to over 3 years No.3 Client Export tax refund receivable 10,785,305.02 Within 1year 9.84 No.4 Client Current accounts 3,500,000.00 Within 1year 3.19 No.5 Client Current accounts 3,000,000.00 Within 1year 2.74 Total / 55,150,317.72 50.33 13,651,280.20 7.9.5 Receivables involving government grants Not applicable. 7.9.6 Other receivables derecognized due to the transfer of financial assets Not applicable. 7.9.7 Amount of assets and liabilities transferred from other receivables and continue to be involved Not applicable. 7.10 Inventories 7.10.1 Classification of inventories Ending balance Beginning balance Item Provision for Provision for Book balance Book value Book balance Book value impairment impairment Raw materials 301,357,553.44 50,711,796.95 250,645,756.49 285,435,138.31 52,813,472.76 232,621,665.55 Goods in progress 174,185,839.20 27,956,246.49 146,229,592.71 153,406,126.71 28,555,276.42 124,850,850.29 Finished goods 318,688,609.66 37,963,289.59 280,725,320.07 283,033,493.86 39,909,017.40 243,124,476.46 Revolving materials 864,868.58 864,868.58 1,427,640.89 1,427,640.89 Consigned processing 2,533,368.32 2,533,368.32 3,273,904.32 3,273,904.32 materials Dispatched goods 17,990,212.66 17,990,212.66 20,569,892.77 20,569,892.77 Labor costs 93,439,681.24 93,439,681.24 79,273,391.31 79,273,391.31 Total 909,060,133.10 116,631,333.03 792,428,800.07 826,419,588.17 121,277,766.58 705,141,821.59 7.10.2 Inventory depreciation reserve Increase in current period Decrease in current period Item Beginning balance Ending balance Provision Others Reversal or write-off Others Raw materials 52,813,472.76 2,101,675.81 50,711,796.95 Goods in progress 28,555,276.42 599,029.93 27,956,246.49 Finished goods 39,909,017.40 226,353.29 197,763.14 1,974,317.96 37,963,289.59 Total 121,277,766.58 226,353.29 2,898,468.88 1,974,317.96 116,631,333.03 7.10.3 Explanation of the amount of capitalization of borrowing costs in the ending balance of inventory Not applicable. 66 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 7.11 Assets held for sale Not applicable. 7.12 Non-current assets maturing within one year Not applicable. 7.13 Other current assets Item Ending balance Beginning balance Input tax to be credited 31,109,538.78 31,638,470.24 Rentals and insurance fees 4,540,107.68 1,592,432.66 Overpaid enterprise income tax 339,055.12 902,284.30 Financial products 20,000,000.00 Structured deposit 275,000,000.00 332,000,000.00 Unamortized expense 400,169.64 Entrusted Loan 53,000,000.00 Total 383,988,701.58 366,533,356.84 Note: The entrusted loan is a loan that the company entrusted the Bank of Shanghai Co., Ltd. Fumin Sub-branch to Richpeace. 7.14 Available-for-sale financial assets 7.14.1 Available-for-sale financial assets Ending Balance Beginning Balance Item Provision for Provision for Book Balance Book Value Book Balance Book Value Impairment Impairment Available for sale debt instruments Available for sale equity 111,210,846.79 1,698,131.91 109,512,714.88 120,658,075.96 1,698,131.91 118,959,944.05 instruments Including: 78,186,465.43 78,186,465.43 89,721,694.56 89,721,694.56 Measured at fair value Measured at cost 33,024,381.36 1,698,131.91 31,326,249.45 30,936,381.40 1,698,131.91 29,238,249.49 Total 111,210,846.79 1,698,131.91 109,512,714.88 120,658,075.96 1,698,131.91 118,959,944.05 Available-for-sale financial assets measured at fair value as at the end of report period: Available-for-sale Equity Available-for-sale Debt Classification of available-for-sale Financial Assets Total Instruments Instruments Cost of equity instruments 74,010,222.53 74,010,222.53 Fair value 78,186,465.43 78,186,465.43 Accumulated changes in fair value included in other 4,176,242.90 4,176,242.90 comprehensive income Accrued provision for impairment 7.14.2 Available-for-sale financial assets measured atcost at the end of report period Book balance Provision for impairment Shareholding Cash dividend Investee Beginning Ending Beginning Ending ratio in investee in report + - + - (%) period balance balance balance balance Shanghai Fuji 29,140,749.49 29,140,749.49 15.92 9,949,000.00 Xerox Co., Ltd. Shanghai Hirose Precision Industrial 30.00 900,000.00 Co., Ltd. (Note 1) Changshu Qixing Elec-plating Co., 90.00 Ltd. Shanghai Huazhijie Plastic Co., Ltd. 736,283.66 736,283.66 736,283.66 736,283.66 23.04 (Note 2) 67 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Book balance Provision for impairment Shareholding Cash dividend Investee Beginning Ending Beginning Ending ratio in investee in report + - + - (%) period balance balance balance balance Shanghai Xingguang 308,033.99 308,033.99 308,033.99 308,033.99 14.30 Underwear Factory (South Africa) Wuxi Shanggong Sewing Machines 153,814.26 153,814.26 153,814.26 153,814.26 80.00 Co., Ltd. (Note 3) China Perfect Machinery Co., 90,000.00 90,000.00 0.0993 Ltd. Shanghai Baoding Investment Co., 7,500.00 7,500.00 0.008 Ltd. Shanghai Shanggong Jiarong 500,000.00 500,000.00 500,000.00 500,000.00 12.50 Sewing Machine Trade Co., Ltd. Shanghai Pacific Industrial Co., Ltd. 2,087,999.96 2,087,999.96 48.00 (Note 4) Total 30,936,381.40 2,087,999.96 33,024,381.36 1,698,131.91 1,698,131.91 10,849,000.00 Note 1: SGG holds 30% shares of Shanghai Hirose Precision Industrial Co., Ltd. According to the articles of association, the Company obtains guaranteed minimum revenue each year. In addition, the Company does not participate in the decision-making process of daily operations, and does not have significant influence on the invested enterprise. Therefore, it adopts cost accounting to measure its revenue from its shares of Shanghai Hirose Precision Industrial Co., Ltd. Note 2: SGG holds 23.04% shares of Shanghai Huazhijie Plastic Co., Ltd. According to the articles of association, SGG does not have facto control over the invested enterprise. In addition, the Company does not participate in the decision-making process of daily operations, and does not have significant influence on the invested enterprise. Therefore, it adopts cost accounting to measure its revenue from its shares of Shanghai Huazhijie Plastic Co., Ltd. Note 3: SGG holds 80.00% shares of Wuxi Shanggong Sewing Machines Co., Ltd. According to the articles of association, SGG does not have facto control over the invested enterprise. In addition, the Company does not participate in the decision-making process of daily operations, and does not have significant influence on the invested enterprise. Therefore, it adopts cost accounting to measure its revenue from its shares of Wuxi Shanggong Sewing Machines Co., Ltd. Note 4: SGG holds 48.00% shares of Shanghai Pacific Industrial Co., Ltd. SGG does not participate in the decision-making process of daily operations, and does not have significant influence on the invested enterprise. Therefore, it adopts cost accounting to measure its revenue from its shares of Shanghai Pacific Industrial Co., Ltd. 7.14.3 Changes in available-for-sale financial assets in current period Available-for-sale Equity Available-for-sale Debt Classification of Available-for-sale Financial Assets Total Instruments Instruments Balance of provision for impairment accrued as at 1 1,698,131.91 1,698,131.91 January 2018 Provision in Report Period Including: transfer-in from other comprehensive income Decrease in Report Period Including: reversal due to the subsequent increase in 68 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd fair value Balance of provision for impairment accrued as at 30 1,698,131.91 1,698,131.91 June 2018 7.15 Held-to-maturity investments Not applicable. 7.16 Long-term receivables Not applicable. 7.17 Long-term equity investment Change in current period Ending Beginning Return on Other Ending Balance of Declared Cash Increas Increas Decrea Investees Equity Chang Invest Invest Invest Other ment ment ment se in es in Balance Investment Comprehensive Balance Provision of e in e in Dividends or Other under Equity Income Impairment Profit Method Adjustment Joint operation H. Stoll AG & 275,799,606.70 -1,691,101.14 15,587,523.17 -5,319,596.67 253,201,385.72 Co. KG Subtotal 275,799,606.70 -1,691,101.14 15,587,523.17 -5,319,596.67 253,201,385.72 Total 275,799,606.70 -1,691,101.14 15,587,523.17 -5,319,596.67 253,201,385.72 7.18 Investment properties Investment property measured at cost Buildings and Leased Land Use Investment Real Item Total Constructions Rights Estate Decoration 1. Original book value (1) Beginning balance 226,181,075.92 50,523,752.24 2,583,492.92 279,288,321.08 (2) Increase in current period 2,257,192.50 2,257,192.50 ① Outsourcing 2,257,192.50 2,257,192.50 ②Transfer in from inventories, fixed assets or construction in progress ③ Increase by corporate combination (3) Decrease in current period 1,748,829.60 1,748,829.60 ① Disposal ② Others ③ Exchange rate fluctuation 1,748,829.60 1,748,829.60 (4) Ending balance 226,689,438.82 50,523,752.24 2,583,492.92 279,796,683.98 2. Accumulated depreciation and accumulated amortization (1) Beginning balance 105,181,671.01 16,183,322.31 688,931.76 122,053,925.08 (2) Increase in current period 2,266,441.82 552,001.62 252,499.28 3,070,942.72 ①Amortization or accrual 2,266,441.82 552,001.62 252,499.28 3,070,942.72 (3) Decrease in current period 354,484.51 354,484.51 ① Disposal ② Others ③ Exchange rate fluctuation 354,484.51 354,484.51 (4) Ending balance 107,093,628.32 16,735,323.93 941,431.04 124,770,383.29 3. Provision for impairment (1) Beginning balance 7,732,063.54 7,732,063.54 (2) Increase in current period 81,186.01 81,186.01 ①Accrual 81,186.01 81,186.01 (3) Decrease in current period 230,628.51 230,628.51 ① Disposal 69 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd ② Others ③ Exchange rate fluctuation 230,628.51 230,628.51 (4) Ending balance 7,582,621.04 7,582,621.04 4. Book value (1) Book value at the end of the period 112,013,189.46 33,788,428.31 1,642,061.88 147,443,679.65 (2) Book value at the beginning of the 113,267,341.37 34,340,429.93 1,894,561.16 149,502,332.46 period 7.19 Fixed assets 7.19.1 Fixed assets Buildings and Machinery Transportation Electronic Item Other Equipment Total Constructions Equipment Equipment Equipment 1. Original book value (1) Beginning balance 449,191,194.52 391,885,505.83 14,935,691.94 3,916,967.73 280,602,586.17 1,140,531,946.19 (2) Increase in current 665,680.50 8,746,480.52 457,746.67 173,931.72 10,816,088.00 20,859,927.41 period ① Purchase 489,696.00 8,746,480.52 457,746.67 164,046.81 10,816,088.00 20,674,058.00 ② Transfer from 175,984.50 175,984.50 construction in progress ③ Increase by corporate combination ④Exchange rate 9,884.91 9,884.91 fluctuation (3) Decrease in 9,337,713.11 18,049,772.71 130,687.09 244,299.70 8,573,582.19 36,336,054.80 current period ①Disposal or 1,334,825.00 7,994,397.05 130,687.09 244,299.70 1,723,785.18 11,427,994.02 scrap ②Exchange rate 8,002,888.11 10,055,375.66 6,849,797.01 24,908,060.78 fluctuation (4).Ending Balance 440,519,161.91 382,582,213.64 15,262,751.52 3,846,599.75 282,845,091.98 1,125,055,818.80 2. Accumulated depreciation (1) Beginning 226,646,410.27 261,274,240.20 7,965,828.54 2,667,327.07 231,928,699.23 730,482,505.31 balance (2) Increase in 4,664,501.54 8,749,489.73 804,691.85 343,840.48 7,692,988.94 22,255,512.54 current period ①Accrual 4,664,501.54 8,749,489.73 804,691.85 343,840.48 7,692,988.94 22,255,512.54 ②Exchange rate fluctuation (3) Decrease in 5,762,995.99 12,705,285.07 92,468.63 212,772.85 7,706,130.94 26,479,653.48 current period ①Disposal or 1,025,915.06 5,673,168.65 92,468.63 212,772.85 1,651,711.00 8,656,036.19 scrap ②Exchange rate 4,737,080.93 7,032,116.42 6,054,419.94 17,823,617.29 fluctuation (4) Ending balance 225,547,915.82 257,318,444.86 8,678,051.76 2,798,394.70 231,915,557.23 726,258,364.37 3. Provision for impairment (1) Beginning 4,913,777.92 7,232,165.07 75,908.67 37,818.61 1,402.83 12,261,073.10 balance (2) Increase in current period ①Accrual (3) Decrease in 119,445.93 119,445.93 current period ① Disposal or 119,445.93 119,445.93 scrap (4) Ending balance 4,913,777.92 7,112,719.14 75,908.67 37,818.61 1,402.83 12,141,627.17 4. Book value (1) Book value at the 210,057,468.17 118,151,049.64 6,508,791.09 1,010,386.44 50,928,131.92 386,655,827.26 end of the period (2) Book value at the 217,631,006.33 123,379,100.56 6,893,954.73 1,211,822.05 48,672,484.11 397,788,367.78 70 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd beginning of the period 7.19.2 Idle fixed assets Not applicable. 7.19.3 Fixed assets leased through financial lease Item Book value Accumulated depreciation Impairment Book value Transportation 1,276,282.05 261,248.39 1,015,033.66 Equipment Total 1,276,282.05 261,248.39 1,015,033.66 7.19.4 Fixed assets leased out through operating leases Not applicable. 7.19.5 Fixed assets without certificate of title Item Book value Reason for failure in completing the formalities for obtaining certificates of title Buildings and constructions (Note 1) 1,755,677.80 Self-built housing, the certificates are in the process Buildings and constructions (Note 2) 63,486.74 Self-built housing, the certificates are in the process Note 1: Self-built housing for the Company’s subsidiary Shanghai SGSB Asset Management Co., Ltd. Note 2: Self-built housing, for the Company. 7.20 Construction in progress 7.20.1 Construction in progress Ending balance Beginning balance Item Provision for Provision for Book balance Book value Book balance Book value impairment impairment Sewing Equipment 7,944,603.26 7,944,603.26 4,347,153.83 4,347,153.83 Engineering ERP project 471,415.10 471,415.10 Household multifunctional 1,214,278.98 1,214,278.98 1,025,599.74 1,025,599.74 sewing machine Zhangjiagang manufacture 1,845,901.66 1,845,901.66 base project Modern logistics 12,145,141.67 12,145,141.67 4,858,082.75 4,858,082.75 management center Huangyan factory 201,496.64 201,496.64 reconstruction Czech workshop 1,493,472.01 1,493,472.01 402,369.43 402,369.43 reconstruction Kingdee QR code system 186,166.68 186,166.68 186,166.68 186,166.68 project Total 23,656,574.34 23,656,574.34 12,665,274.09 12,665,274.09 7.20.2 Changes in major construction in progress for current period Accumulated amount of interest capitalization in Amount Transferred in Interest capitalization interest capitalization Including: amount of Fixed Assets for the Proportion rate in 2017(%) Construction in Current Period of the progress Other Budget 2017 Beginning Increase in accumulated Source of Item decreases in Ending balance balance current period investment Fund current period in project in budget (%) Sewing Equipment Self-owned 4,347,153.83 3,773,433.93 175,984.50 7,944,603.26 Engineering fund Raised ERP project (Note) 471,415.10 471,415.10 fund Household Self-owned multifunctional 1,025,599.74 188,679.24 1,214,278.98 fund sewing machine Zhangjiagang Self-owned manufacture base 1,845,901.66 1,845,901.66 fund project 71 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Accumulated amount of interest capitalization in Amount Transferred in Interest capitalization interest capitalization Including: amount of Fixed Assets for the Proportion rate in 2017(%) Construction in Current Period of the progress Other Budget 2017 Beginning Increase in accumulated Source of Item decreases in Ending balance balance current period investment Fund current period in project in budget (%) Modern logistics Self-owned 4,858,082.75 7,287,058.92 12,145,141.67 management center fund Huangyan factory Self-owned 201,496.64 201,496.64 reconstruction fund Kingdee QR code Self-owned 186,166.68 186,166.68 system project fund Czech workshop Self-owned 402,369.43 1,091,102.58 1,493,472.01 reconstruction fund / Total 12,665,274.09 13,013,186.41 175,984.50 1,845,901.66 23,656,574.34 Note: The second phase of ERP project 7.20.3 Provision for impairment of construction in progress in the current period Not applicable. 7.21 Project materials Not applicable. 7.22 Disposal of fixed assets Not applicable. 7.23 Productive biological assets Not applicable. 7.24 Oil and gas assets Not applicable. 7.25 Intangible assets 7.25.1 Intangible assets Patent and Non-patent Trademark Use Computer Item Land Use Right Others Total Technology Right Software 1. Original book value (1) Beginning balance 101,054,020.23 134,827,412.78 20,161,268.51 5,273,690.04 6,187,223.90 267,503,615.46 (2) Increase in current 37,499,895.00 14,247,590.00 0.00 0.00 0.00 51,747,485.00 period ① Purchase 37,499,895.00 1,709,710.80 39,209,605.80 ②Transfer from construction in progress/ 12,537,879.20 12,537,879.20 development expenditure ③Exchange rate fluctuation (3) Decrease in current 4,044,335.93 4,044,335.93 period ① Disposal ②Exchange rate 4,044,335.93 4,044,335.93 fluctuation (4) .Ending Balance 138,553,915.23 145,030,666.85 20,161,268.51 5,273,690.04 6,187,223.90 315,206,764.53 2. Accumulated amortization (1) Beginning balance 9,445,749.34 79,996,390.86 20,161,268.51 1,724,825.39 6,187,223.90 117,515,458.00 (2) Increase in current 1,333,445.98 9,300,372.48 0.00 500,231.93 0.00 11,134,050.39 period ① Accrual 1,333,445.98 9,300,372.48 500,231.93 11,134,050.39 (3) Decrease in current 185,944.14 185,944.14 period ① Disposal 72 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Patent and Non-patent Trademark Use Computer Item Land Use Right Others Total Technology Right Software ② Exchange rate 185,944.14 185,944.14 fluctuation 4.Ending Balance 10,779,195.32 89,110,819.20 20,161,268.51 2,225,057.32 6,187,223.90 128,463,564.25 3. Provision for impairment (1) Beginning balance (2) Increase in current period ① Accrual (3) Decrease in current period ① Disposal (4) Ending balance 4. Book value (1) Book value at the end of 127,774,719.91 55,919,847.65 3,048,632.72 186,743,200.28 the period (2) Book value at the 91,608,270.89 54,831,021.92 3,548,864.65 149,988,157.46 beginning of the period At the end of the period, the intangible assets formed through internal research and development of the company accounted for 6.71% of the balance of intangible assets. 7.25.2 Land use right without certificate of title Not applicable. 7.26 Development Expenditures Increase in current period Decrease in current period Beginning Item Internal Development Recognized as Transferred to Current Ending Balance Balance Others Expenditure Intangible Assets Profits and Losses Sewing 11,968,675.38 12,664,256.82 12,537,879.20 12,095,053.00 equipment Freight 3,615,282.96 3,615,282.96 platform WeChat 1,099,814.50 1,099,814.50 platform Total 16,683,772.84 12,664,256.82 12,537,879.20 16,810,150.46 7.27 Goodwill 7.27.1 Book value of goodwill Increase in Current Period Decrease in Current Period Name of investee or Beginning Balance Exchange Rate Ending Balance goodwill formation events Acquisition Others Disposal Fluctuation PFAFF GmbH 72,482,033.43 1,400,906.22 71,081,127.21 Beisler 22,732,781.28 439,370.88 22,293,410.40 Total 95,214,814.71 1,840,277.10 93,374,537.61 7.27.2 Provision for impairment of goodwill Increase in Current Period Decrease in Current Period Name of investee or Beginning Balance Exchange Rate Ending Balance goodwill formation events Acquisition Others Disposal Fluctuation Beisler 22,732,781.28 439,370.88 22,293,410.40 Total 22,732,781.28 439,370.88 22,293,410.40 7.28 Long-term deferred expenses Increase in Current Amortization in Other Decreases in Item Beginning Balance Ending Balance Period Current Period Current Period Enterprise Mailbox 142,249.20 3,300.00 129,049.20 9,900.00 rental expense 73 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Online brand 486,727.12 19,716.90 187,464.45 279,545.77 registration fee Landscape 134,531.10 24,460.20 110,070.90 engineering Tooling cost 743,589.75 316,513.65 120,708.42 939,394.98 Leasehold 123,916.71 18,199.98 105,716.73 improvements Total 1,631,013.88 316,513.65 186,385.50 316,513.65 1,444,628.38 Note: In current period, the amortized amount of long-term deferred expenses is 186,385.50 yuan, which is recorded in general and administrative expenses. 7.29 Deferred income tax assets / deferred income tax liabilities 7.29.1 Deferred income tax assets without offset Ending balance Beginning balance Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax differences assets differences assets Long-term assets 7,585,901.32 353,743.29 Inventories 20,792,206.45 19,654,766.53 Receivables 2,604,410.62 1,885,764.75 Other liabilities 4,176,672.81 3,796,682.43 Unrealized profits from internal 11,066,767.51 11,066,767.51 transactions Pension (Europe) 30,814,948.31 34,005,022.74 Deferred income 550,000.00 550,000.00 Estimated liabilities 136,615.48 136,615.48 Offset number -11,240,536.69 -7,904,454.50 Total 66,486,985.81 63,544,908.23 7.29.2 Deferred income tax liabilities Ending balance Beginning balance Item Taxable temporary Deferred income tax Taxable temporary Deferred income tax differences liabilities differences liabilities Long-term assets 57,240,132.93 49,472,348.52 Inventories 437,604.05 446,228.60 Receivables 5,249,536.68 6,146,045.08 Other liabilities 3,111,913.33 4,702,973.72 Offset number -11,240,532.33 -7,904,454.50 Total 54,798,654.66 52,863,141.42 7.30 Other non-current assets Not applicable. 7.31 Short-term loans Item Ending balance Beginning balance Mortgage loans 10,221,013.00 Guaranteed loans 353,822,200.00 319,820,040.00 Credit loans 348,148.62 348,148.62 Total 354,170,348.62 330,389,201.62 Note 1: The guaranteed loans are: the funds amounted to 205,060,200.00 yuan (26,800,000.00 euros) borrowed by DAP AG from the Bielefeld Branch of Commerzbank; and funds amounted to 61,212,000.00 74 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd yuan (8,000,000.00 euros) borrowed by PFAFF GmbH from Kaiserslautern Branch of Commerzbank. Guarantees related to the above matters refer to Note 14.2. Note 2: Except the guaranteed loans above; other guaranteed loans are as follows: SHENSY borrowed 15,000,000.00 yuan from Bank of Shanghai Fumin Branch; SHENSY borrowed 30,000,000.00 yuan from China Construction Bank Shanghai Baoshan Baogang Branch, 28,000,000.00 yuan from Bank of Communications Shanghai Branch of Baoshan. The guarantee company is Shanghai Shensy Kaile Internet of Things Co., Ltd. 7.32 Financial liabilities measured at fair value through profit or loss for the current period Not applicable. 7.33 Derivative financial liabilities Not applicable. 7.34 Notes payable Not applicable. 7.35 Accounts payable Item Ending Balance Beginning Balance Payables to suppliers 203,320,210.56 194,031,795.38 Total 203,320,210.56 194,031,795.38 7.36 Receipt in advance Item Ending Balance Beginning Balance Advances on sales 34,936,329.32 38,326,094.65 Total 34,936,329.32 38,326,094.65 7.37 Employee compensation payable 7.37.1 Employee compensation payable Increase in current Decrease in current Item Beginning balance Ending balance period period Short-term remuneration 70,429,400.35 311,321,764.46 323,651,259.57 58,099,905.24 Post-employment benefits - defined 591,856.15 6,890,465.75 6,445,016.60 1,037,305.30 benefit plans Dismissal welfare Defined benefit plan maturing within 20,090,922.50 19,831,105.00 20,090,922.50 19,831,105.00 one year Total 91,112,179.00 338,043,335.21 350,187,198.67 78,968,315.54 7.37.2 Short-term remuneration Increase in Current Decrease in Current Item Beginning Balance Ending Balance Period Period (1) Salary, bonus, allowance and 69,704,983.42 245,188,227.88 258,130,757.94 56,762,453.36 subsidy (2) Employee welfare 8,639.56 60,007,529.04 60,002,191.84 13,976.76 (3) Social insurance expenses 490,969.52 3,868,691.46 3,628,187.11 731,473.87 Including: medical insurance premium 342,596.18 3,180,774.14 2,978,844.59 544,525.73 Work-related injury insurance 37,465.61 299,857.36 289,339.40 47,983.57 premium Maternity insurance premium 20,885.53 288,091.07 264,948.23 44,028.37 Other 90,022.20 99,968.89 95,054.89 94,936.20 (4) Housing provident funds 160,871.34 1,723,306.00 1,458,392.10 425,785.24 75 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Increase in Current Decrease in Current Item Beginning Balance Ending Balance Period Period (5) Labor union expenditures and 63,936.51 534,010.08 431,730.58 166,216.01 employee education expenses (6) Short-term paid absences (7) short-term profit-sharing plan Total 70,429,400.35 311,321,764.46 323,651,259.57 58,099,905.24 7.37.3 Defined contribution plan Increase in current Decrease in current Item Beginning balance Ending balance period period Basic endowment insurance premium 574,972.14 6,700,673.78 6,280,238.08 995,407.84 Unemployment insurance premium 16,884.01 189,791.97 164,778.52 41,897.46 Payment of annuity Total 591,856.15 6,890,465.75 6,445,016.60 1,037,305.30 7.38 Taxes and surcharges payable Item Ending balance Beginning balance Value-added tax 3,537,447.13 4,454,097.17 Enterprise income tax 2,967,674.60 3,646,204.96 Individual income tax 3,342,181.47 5,613,216.71 Urban maintenance and construction tax 154,606.52 186,230.26 Educational surtax 170,421.11 168,142.01 Use tax of land 231,028.00 Stamp tax 4,663.20 6,696.80 Total 10,408,022.03 14,074,587.91 7.39 Interest Payable Item Ending balance Beginning balance Term interest on long-term borrowings due in 454,600.48 471,243.32 installments Short-term loan interest payable 1,035,883.66 639,309.74 Total 1,490,484.14 1,110,553.06 7.40 Dividends payable Item Ending balance Beginning balance Light Industrial Holding Group Co., Ltd 959,269.79 959,269.79 Privately-owned corporate shares 73,549.07 73,549.07 Total 1,032,818.86 1,032,818.86 7.41 Other payables Item Ending balance Beginning balance Other payables 174,677,791.04 193,617,747.74 Total 174,677,791.04 193,617,747.74 7.42 Liabilities held for sale Not applicable. 7.43 Non-current liabilities maturing within 1 year Item Ending balance Beginning balance Deferred income due within one year 1,260,000.00 1,260,000.00 Total 1,260,000.00 1,260,000.00 76 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 7.44 Other current liabilities Item Ending balance Beginning balance Short-term bond payable Interest and rentals 45,909.00 48,330.03 Total 45,909.00 48,330.03 7.45 Long-term loans Item Ending balance Beginning balance Mortgage loans 60,278,517.00 61,466,519.40 Credit loans 32,095,984.87 1,489,984.87 Total 92,374,501.87 62,956,504.27 Note 1: The amount of mortgage loans at the end of report period is 60,278,517.00 yuan (7,938,398.00 euros). The relevant matters of the mortgage loan above see Note 14.2. Note 2: The amount of credit loans at the end of report period is 30,606,000.00 yuan (4,000,000.00 euros), which is lent by DAP AG from Agricultural Bank of China Co., Ltd. Frankfurt Branch. 7.46 Bonds payable Not applicable. 7.47 Long-term payables Item Beginning balance Ending balance Financing lease payments payable 960,531.14 679,488.44 Less: Unconfirmed financing charges 79,007.64 39,349.69 Others 2,240,369.61 2,342,507.24 Total 3,121,893.11 2,982,645.99 7.48 Long-term employee compensation payable Item Ending balance Beginning balance 1. Post-employment benefits - net liability of 231,071,533.86 243,516,774.09 defined benefit plan 2. Dismissal welfare 3. Other long-term benefits 3,828,548.07 3,904,003.23 Total 234,900,081.93 247,420,777.32 Note: Defined benefit plan of DAP AG is based on supporting commitment. The base of measuring supporting liability is on actuarial and hypothesis, not only consider known and possessed right to draw defined benefit plan, but the increase of future payroll and defined benefit plan. 7.49 Special payable Not applicable. 7.50 Estimated liabilities Item Beginning Balance Ending Balance Reason Pending litigation 546,461.91 546,461.91 Expected compensation expenses Total 546,461.91 546,461.91 / 7.51 Deferred income Item Beginning Balance Increase in Current Period Decrease in Current Period Ending Balance Reason Government grants 2,340,000.00 2,340,000.00 77 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Total 2,340,000.00 2,340,000.00 / Projects that involve government grants: Subsidies Subsidies Included in Increased in Current Other Asset-related / Item Beginning Balance Ending Balance Current Non-operating Change Income-related period Income Guiding funds of developing service 2,200,000.00 2,200,000.00 Asset-related industry Taizhou science and Technology Bureau R 140,000.00 140,000.00 Income-related & D expenditure subsidy 2,340,000.00 Total 2,340,000.00 / 7.52 Other non-current liabilities Item Ending Balance Beginning Balance Other long-term loan 520,000.00 520,000.00 Total 520,000.00 520,000.00 7.53 Share capital Change in Current Period(+/-) Beginning Balance Ending Balance Issuance of New Shares Others Sub-total Total shares 548,589,600.00 548,589,600.00 7.54 Other equity instruments Not applicable. 7.55 Capital reserves Item Beginning Balance Increase in Current Period Decrease in Current Period Ending Balance Stock premium 851,345,853.61 851,345,853.61 Other capital reserves 120,654,741.95 5,832,696.23 114,822,045.72 Total 972,000,595.56 5,832,696.23 966,167,899.33 7.56 Treasury stock Not applicable. 7.57 Other Comprehensive Income Change in Current Period Less: recognized as Beginning other comprehensive Less: Ending Item Accrual before income for previous Income Attributable to Attributable to Balance Income tax for the Owners of the Minority Balance years and transferred in Tax Current Period Parent Company Shareholders the profit or loss for the Expenses current year 1. Other comprehensive income that cannot be -43,487,893.99 -43,487,893.99 reclassified in the loss and gain in the future Including: change in re-measurement of the net liabilities and net assets -43,487,893.99 -43,487,893.99 under defined benefit plan A share in other comprehensive income of investee that cannot be reclassified in the losses and gains under the equity method 2. Other comprehensive income that will be -28,675,558.91 -25,400,680.10 -25,400,680.10 -2,205,260.71 -54,076,239.01 reclassified in the loss and gain in the future Including: a share in other 78 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Change in Current Period Less: recognized as Beginning other comprehensive Less: Ending Item Accrual before income for previous Income Attributable to Attributable to Balance Income tax for the Owners of the Minority Balance years and transferred in Tax Current Period Parent Company Shareholders the profit or loss for the Expenses current year comprehensive income of investee that will be reclassified in the loss and gain under the equity method Losses and gains on the change in fair value of 15,711,472.03 -11,535,229.13 -11,535,229.13 4,176,242.90 available-for-sale financial assets Held-to-maturity investments reclassified as losses and gains on available-for-sale financial assets Effective portion of losses and gains on cash flow hedges Foreign currency -44,387,030.94 -13,865,450.97 -13,865,450.97 -2,205,260.71 -58,252,481.91 translation differences Total other comprehensive income -72,163,452.90 -25,400,680.10 -25,400,680.10 -2,205,260.71 -97,564,133.00 7.58 Special reserve Not applicable. 7.59 Surplus reserves Item Beginning balance Increase in current period Decrease in current period Ending balance Statutory surplus reserves 2,273,121.26 2,273,121.26 Discretionary surplus reserves 2,273,121.26 2,273,121.26 Total 4,546,242.52 4,546,242.52 7.60 Undistributed profits Item Reporting period Same period of the previous year Adjustments to undistributed profits as at December 31, 2017 692,241,691.51 494,754,465.24 Adjustments to total undistributed profits as at January 1, 2018 ("+" for increase, "-" for decrease) Adjusted undistributed profits as at January 1, 2018 692,241,691.51 494,754,465.24 Plus: net profit attributable to owners of the parent company for current period 100,161,346.50 125,980,892.71 Less: withdrawal of statutory surplus reserves Withdrawal of discretionary surplus reserves Withdrawal of general risk reserves Ordinary share dividends payable Ordinary share dividend transferred to share capital (paid-in capital) Adjustments to undistributed profits as at June 30, 2018 792,403,038.01 620,735,357.95 7.61 Operating income and operating costs Reporting period Same period of the previous year Item Income Cost Income Cost Main business 1,449,212,806.09 1,029,214,894.79 1,475,369,961.67 1,058,968,570.27 Other businesses 45,581,607.18 23,236,130.67 57,192,639.45 29,833,389.03 79 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Total 1,494,794,413.27 1,052,451,025.46 1,532,562,601.12 1,088,801,959.30 7.62 Taxes and surcharges Item Reporting period Same period of the previous year Urban maintenance and construction tax 806,953.97 1,544,451.83 Educational surtax 718,049.63 1,127,628.59 Property tax 2,215,365.99 2,099,054.97 land use tax 958,617.88 563,526.02 Vehicle and vessel tax 16,544.80 14,736.70 Stamp tax 444,355.20 372,161.70 Other 344.20 272,984.33 Total 5,160,231.67 5,994,544.14 7.63 Selling expenses Item Reporting period Same period of the previous year Employee compensation 68,477,738.65 61,279,120.79 Fix and after-sale service charges 11,855,231.61 10,393,706.68 Office expenses 411,478.32 748,646.43 Travelling expenses 9,834,477.29 9,321,861.67 Transportation cost 12,094,658.88 10,512,550.73 Advertising expense 2,394,034.63 2,899,425.63 Commission 11,350,261.62 12,103,473.04 Leasing and storage charges 3,982,825.41 5,401,842.88 Insurance premium 328,652.94 706,961.69 Conference fees 118,897.55 1,088,991.90 Depreciation costs 1,211,664.30 1,009,487.88 Exhibition fees 1,585,467.46 3,241,152.99 Sample printed matter and product loss 5,905,187.62 5,033,980.47 Entertainment expenses 757,129.82 363,905.44 Other 17,292,848.42 17,307,072.95 Total 147,600,554.52 141,412,181.17 7.64 General and administrative expenses Item Reporting period Same period of the previous year Employee compensation 69,551,075.61 63,094,127.39 Office expenses 1,947,623.71 3,083,576.02 Water and electricity 571,118.40 609,344.98 Entertainment expenses 3,324,228.18 2,626,271.81 Property insurance premium 1,172,655.05 1,192,827.02 Conference fees 130,873.98 741,776.34 Travelling expenses 3,880,277.57 4,188,197.13 Depreciation costs 4,242,979.64 3,479,775.53 Repair charges 242,365.23 432,790.41 Transportation cost 776,519.62 2,360,059.15 Rental fees 5,210,376.21 3,455,833.49 Costs of board meetings and supervisors' meetings 251,601.17 1,217,959.56 Agency fees and advisory expenses 10,898,525.41 5,537,470.16 80 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Litigation cost 485,226.44 390,851.06 New product development expenses 46,213,646.73 45,322,190.06 Amortization of intangible assets 708,107.57 1,068,674.61 Amortization of long-term deferred expenses 186,385.50 152,812.53 Other 4,762,990.39 4,967,562.70 Total 154,556,576.41 143,922,099.95 7.65 Financial expenses Item Reporting period Same period of the previous year Interest expenses 6,107,454.56 6,091,395.25 Less: Interest income -2,498,914.91 -487,251.03 Gains and losses on exchange 7,052,428.53 -13,178,688.63 Others 1,430,263.38 724,768.79 Total 12,091,231.56 -6,849,775.62 7.66 Losses from asset impairment Item Reporting period Same period of the previous year Losses from bad debts -409,326.21 4,347,324.27 Losses from inventory impairment 58,842.08 175,122.70 Total -350,484.13 4,522,446.97 7.67 Gains from changes in fair value Not applicable. 7.68 Investment income Item Reporting period Same period of the previous year Long-term equity investments measured under equity method -1,691,101.14 11,737,352.98 Investment income from disposal of long-term equity investment investment income of a financial asset at its fair value and whose changes are included in the current profits and losses during the period of holding Investment income obtained from the disposal of financial assets at fair value and their changes are included in the 26,338.67 9,509.24 current profits and losses Investment income of the held-to-maturity investment during the holding period Investment income derived from available-for-sale financial 11,889,784.50 1,001,400.43 assets Investment income from disposal of available-for-sale financial assets After the loss of control, the residual equity is measured at fair value Others 7,260,044.29 5,747,623.00 Total 17,485,066.32 18,495,885.65 7.69 Gains on disposal of assets Item Reporting period Same period of the previous year Fixed assets -571,141.92 9,747,624.59 Total -571,141.92 9,747,624.59 7.70 Other gains Item Reporting period Same period of the previous year Financial support fund 466,000.00 Unemployment insurance subsidies 46,700.00 81 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Innovation Drives Industry Transformation and Upgrade 80,000.00 Assessment Award Property tax return 717,178.80 Qiantang Economic Development Zone Subsidy 1,250,000.00 2,510,000.00 Comprehensive Bonded Area Management Committee 44,000.00 Subsidy Other 12,494.76 30,381.10 Total 2,616,373.56 2,540,381.10 7.71 Non-operating income Non-operating income Same period of the previous Amount included in current Item Reporting period year non-recurring gains and losses Government grants 20,000.00 102,594.49 20,000.00 Unpayable payables 398,451.43 398,451.43 Other 2,937,503.29 3,190.85 2,937,503.29 Total 3,355,954.72 105,785.34 3,355,954.72 Government grants included in current profit and loss Same period of the Asset-related Item Reporting period previous year /Income-related Financial support fund 466,000.00 Income-related Unemployment insurance subsidies 46,700.00 Income-related Innovation Drives Industry Transformation and Upgrade Assessment Award 80,000.00 Income-related Innovation Award of Science and Technology Bureau of Jiaojiang District, 20,000.00 Income-related Taizhou City Property tax return 717,178.80 Income-related Qiantang Economic Development Zone Subsidy 1,250,000.00 2,510,000.00 Income-related Comprehensive Bonded Area Management Committee Subsidy 44,000.00 Income-related Financial subsidies for employee vocational training 11,988.70 27,570.22 Income-related Shanghai old public housing management fee subsidies 102,594.49 Income-related Other 506.06 2,810.88 Income-related Total 2,636,373.56 2,642,975.59 / 7.72 Non-operating expenses Same period of the previous Amount Included in Current Non- Item Reporting period year recurring Gains and Losses Donations made 651,000.00 200,000.00 651,000.00 Amercement and overdue fine outlay 217,621.81 102,210.07 217,621.81 Others 86,951.12 2,873.64 86,951.12 Total 955,572.93 305,083.71 955,572.93 7.73 Income tax expenses Item Reporting period Same period of the previous year Current income tax expenses 31,390,146.67 41,432,540.20 Deferred income tax expenses 1,539,881.68 5,066,571.10 Total 32,930,028.35 46,499,111.30 7.74 Other comprehensive income See notes for details. 82 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 7.75 Items of the statement of cash flows 7.75.1 Cash received from other operating activities Item Reporting period Same period of the previous year Current accounts and advances withdrawn 14,390,620.52 12,540,492.70 Special subsidies and grants 2,636,373.56 2,642,975.59 Interest income 1,914,330.36 853,706.23 Non-operating income: 49,158.26 278,981.82 Other 1,034,817.18 5,407,808.53 Total 20,025,299.88 21,723,964.87 7.75.2 Cash paid for other operating activities Item Reporting period Same period of the previous year Current accounts paid 30,750,544.80 6,762,109.04 Selling expenses 50,045,373.71 58,958,164.15 General and administrative expenses 56,975,876.20 59,104,891.27 Non-operating expenses 766,673.43 296,919.37 Others 6,317,754.30 7,374,016.59 Total 144,856,222.44 132,496,100.42 7.75.3 Cash received from other investing activities Not applicable. 7.75.4 Cash paid from other investing activities Not applicable. 7.75.5 Cash received from other financing activities Item Reporting period Same period of the previous year Bank deposit, security deposit and other pledge, mortgage 429,112.68 Total 429,112.68 7.75.6 Cash paid from other financing activities Not applicable. 7.76 Supplementary information to the statement of cash flows 7.76.1 Supplementary information to the statement of cash flows Same period of the Supplementary Information Reporting period previous year 1. Net profit adjusted to cash flows from operating activities Net profit 112,285,929.18 138,844,626.88 Plus: Provision for assets impairment -350,484.13 4,522,446.97 Depreciation of fixed assets and others 25,407,641.27 22,411,409.44 Amortization of intangible assets 11,134,050.39 11,462,504.90 Amortization of long-term deferred expenses 186,385.50 152,812.53 Losses on disposal of fixed assets, intangible assets and other long-term assets ("-" 571,141.92 -9,747,624.59 for gains) Losses on write-off of fixed assets (“-” for gains) Losses from changes in fair value ("-" for gains) Financial expenses (“-” for income) 13,159,883.09 -7,087,293.38 Investments losses ("-" for gains) -17,485,066.32 -18,495,885.65 Decreases in the deferred income tax assets (“-” for increases) -2,942,077.58 -3,010,459.74 83 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Same period of the Supplementary Information Reporting period previous year Increases in the deferred income tax liabilities (“-” for decreases) 1,935,513.24 8,292,541.39 Decreases in inventories (“-” for increases) -82,640,544.93 -69,790,264.64 Decreases in operating payables (“-” for increases) -105,872,538.02 -83,128,510.00 Increases in operating payables (“-” for decreases) -13,092,988.36 -54,216,627.58 Others Net cash flows from operating activities -57,703,154.75 -59,790,323.47 2. Significant investment and financing activities involving no cash receipts and payments Conversion of debt into capital Convertible corporate bonds maturing within one year Fixed assets acquired under financial lease 3. Net change in cash and cash equivalents: Ending balance of cash 625,219,186.80 649,036,645.55 Less: beginning balance of cash 713,813,720.45 750,357,929.63 Plus: ending balance of cash equivalents Less: beginning balance of cash equivalents Net increase in cash and cash equivalents -88,594,533.65 -101,321,284.08 7.76.2 Net cash paid to acquire subsidiaries during the current period Not applicable. 7.76.3 Net cash received from disposal of subsidiaries during the current period Not applicable. 7.76.4 Composition of cash and cash equivalents Item Ending balance Beginning balance 1. Cash 625,219,186.80 713,813,720.45 Including: cash on hand 607,616.78 707,925.98 Unrestricted bank deposit 624,229,571.66 712,794,196.15 Other unrestricted monetary funds 381,998.36 311,598.32 Deposit in central bank available for payment Deposits with banks and other financial institutions Loans from banks and other financial institutions 2. Cash equivalents Including: bond investments maturing within three months 3. Balance of cash and cash equivalents as at 30th 625,219,186.80 713,813,720.45 June 2018 Including: cash and cash equivalents restricted for use by the parent company or subsidiaries within the group 7.77 Notes of items in Statement of Changes in Equity Not applicable. 7.78 Assets with restricted ownership or use rights Unit: 10,000 Yuan, Currency: RMB Item Book value at the end of period Restricted reasons Monetary funds 2,143.30 Bank acceptance money deposit and foreign exchange funds to be verified Notes receivable 84 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Item Book value at the end of period Restricted reasons Inventary Fixed assets 9,828.04 Bank loan guarantee Intangible assets Investment property 2,832.74 Financing Bond Guarantee Long-term equity investment 4,607.61 Equity purchase price guarantee Total 19,411.69 / Note: Book value of long-term equity investment at the end of period was 50 million shares of DA AG 7.79 Monetary items in foreign currency 7.79.1 Monetary items in foreign currency Ending balance of foreign Ending balance of conversion Item Exchange rate currency into RMB Monetary funds Including: USD 6,306,655.76 6.6166 41,728,618.53 EUR 40,553,602.43 7.6515 310,295,888.99 HKD 459,386.82 0.8431 387,309.03 SGD 1,932,805.81 4.8386 9,352,074.19 VND 2,911,637,000.00 0.00003 87,349.11 7.79.2 Description of overseas operating entities The domicile of primary operation of the Company's subsidiary, DAP Industrial AG, is in Germany, with Euro as functional currency for it is the applicable currency for the operation region. The domicile of primary operation of the Company's subsidiary, DAP Vietnam Co., Ltd., is in Vietnam, with VND as functional currency for it is the applicable currency for the operation region. 7.80 Hedging Not applicable. 7.81 Government grants Amount recognized in current Type Amount Item profits and losses Financial support fund 466,000.00 Other income 466,000.00 Unemployment insurance subsidies 46,700.00 Other income 46,700.00 Innovation Drives Industry Transformation and Upgrade 80,000.00 Other income 80,000.00 Assessment Award Innovation Award of Science and Technology Bureau of 20,000.00 Non-operating income 20,000.00 Jiaojiang District, Taizhou City Property tax return 717,178.80 Other income 717,178.80 Qiantang Economic Development Zone Subsidy 1,250,000.00 Other income 1,250,000.00 Comprehensive Bonded Area Management Committee 44,000.00 Other income 44,000.00 Subsidy Financial subsidies for employee vocational training 11,988.70 Other income 11,988.70 Other 506.06 Other income 506.06 Total 2,636,373.56 2,636,373.56 7.82 Others Not applicable. 85 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 8. Change in the scope of consolidation 8.1 Business combinations not under common control Not applicable. 8.2 Business combinations under common control Not applicable. 8.3 Reverse purchase Not applicable. 8.4 Disposal of subsidiaries Not applicable. 8.5 Changes in consolidation scope with other reasons During the reporting period, the Company invested RMB 20 million to increase the capital of DAMSH, with a shareholding ratio of 51.28%. The chairman, general manager and chief financial officer are all dispatched by the Company to directly manage the business. DAMSH is included in the direct consolidation scope of the Company from the date of completion of the capital increase. 9. Equity in other entities 9.1 Equity in subsidiaries 9.1.1 Composition of enterprise groups Domicile of Shareholding Registered Ratio (%) Acquisition Name of Subsidiary Primary Business Nature Place method Operation Direct Indirect Shanghai Shanggong & Butterfly Production and sales of Shanghai Shanghai 100.00 Investment Sewing Machine Co., Ltd. sewing machines DAP (Shanghai) Co., Ltd. Shanghai Shanghai Sales of sewing machines 100.00 Investment Shanghai SMPIC Imp. & Exp. Co., Sales, import and export Shanghai Shanghai 100.00 Investment Ltd. of office equipment Production and sales of Shanghai SGSB Electronics Co., Ltd. Shanghai Shanghai 100.00 Investment electronic equipment Shanghai SGSB Asset Management Asset and property Shanghai Shanghai 100.00 Investment Co., Ltd. management Business Shanghai Fengjian Property Co., Ltd. Shanghai Shanghai Property Management 100.00 combination under common control Production and sales of DAP Industrial AG Germany Germany 100.00 Investment sewing machines Zhejiang ShangGong GEMSY CO., Production and sales of Taizhou Taizhou 60.00 Investment LTD. sewing machines Business Shanghai Shensy Enterprise combination not Shanghai Shanghai Logistics, etc. 40.03 Development Co., Ltd. under common control Shanghai ShangGong Financial Shanghai Shanghai Financial Leasing 51.00 49.00 Investment Leasing Co., Ltd. PFAFF Industrial Sewing Machine Production and sales of Zhangjiagang Zhangjiagang 30.25 69.75 Note (Zhangjiagang) Co., Ltd. sewing machines DAP Vietnam Co., Ltd. Vietnam Vietnam Sales of sewing machines 100.00 Investment ShangGong Sewing Equipment Production and sales of Zhejiang Zhejiang 100.00 Investment (Zhejiang) Co., Ltd. sewing machines Dürkopp Adler Industrial Production and sales of Shanghai Shanghai 51.28 48.72 Investment Manufacturing (Shanghai) Co., Ltd. sewing machines Note: As the Company directly manages the business activities of PIZ, PIZ included in the scope of consolidation from the date of the merger. 86 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 9.1.2 Important non-wholly owned subsidiary Other comprehensive Minority Profit and loss attributable The dividend declared to income attributable to Name of subsidiary shareholders to minority shareholders for minority shareholders in minority shareholders in this Shareholding% the current period the current period period Dürkopp Adler AG 6.00 6,844,016.46 83,814,383.37 Zhejiang ShangGong GEMSY 40.00 -588,153.70 83,749,285.76 CO., LTD. Shanghai Shensy Enterprise 59.97 5,868,719.92 153,572,436.29 Development Co., Ltd. 9.1.3 Major restrictions on the use of group assets and liquidation of group debt Not applicable. 9.1.4 Financial support or other support provided to structured entities included in the scope of consolidated financial statements Not applicable. 9.2 Equity in joint operation and joint venture 9.2.1 Important joint operation and joint venture Shareholding Accounting Measurement Name of Joint Domicile of Registered Ratio (%) for Investment in Joint Operation and Joint Primary Business Nature Place Operation and Joint Venture Operation Direct Indirect Venture H. Stoll AG & Co. Reutlingen, Reutlingen, Computerized flat knitting 26.00 Equity method KG Germany Germany machine manufacturing 9.2.2 Main financial information of joint operation and joint venture Unit: 10,000 Yuan, Currency: RMB H. Stoll AG & Co. KG Ending balance / Current period Beginning balance / Same period of the previous year Current assets 150,122.43 168,299.51 Non-current assets 31,141.61 26,033.15 Total assets 181,264.04 194,332.66 Current liabilities 50,040.81 57,559.13 Non-current liabilities 33,131.00 33,250.28 Total liabilities 83,171.81 90,809.41 The book value of equity investments in 26,613.24 27,579.96 joint operation and joint venture Operating income 82,096.92 108,918.28 Net profit 76.52 5,218.24 9.2.3 Description of major restrictions on the ability of a joint venture or an associate to transfer funds to the company Not applicable. 9.2.4 Excessive losses incurred by joint ventures or associates Not applicable. 9.2.5 Unconfirmed commitments related to investment in joint ventures Not applicable. 9.2.6 Contingent liabilities related to investments in joint ventures or associates Not applicable. 87 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 9.3 Important common management Not applicable. 9.4 Equity in structured entities not included in the scope of consolidated financial statements Not applicable. 10. Risks related to financial instruments The Company faces various financial risks in the course of its operations: credit risk, market risk and liquidity risk. The Board of Directors of the Company is fully responsible for the determination of risk management objectives and policies, and assumes ultimate responsibility for risk management objectives and policies. The Board of Directors reviews the effectiveness of the implemented procedures and the rationality of risk management objectives and policies through monthly reports submitted by the heads of functional departments and subsidiaries. The Company's internal audit department will audit the risk management policies and procedures and report the findings to the audit committee. The overall goal of the Company's risk management is to formulate a risk management policy that minimizes risks without excessively affecting the Company's competitiveness and resilience. 10.1 Credit risk Credit risk refers to the risk that one party to a financial instrument fails to perform its obligations and causes financial losses to the other. The Company's credit risk is mainly related to accounts receivable. (1) Accounts Receivable The accounts receivable of the Company are mainly exposed to the credit risk of customers caused by credit sales. Before opening up new customers and signing new framework contracts, the Company will evaluate new customers' credit risks, including external credit ratings and, in some cases, bank credit certificates (when this information is available). For the sewing machine business and export trading business, the Company sets a credit limit for each customer, which is the maximum amount that does not require additional approval. For sales that exceed the credit limit, the Company only sells it on the premise of additional approval. Otherwise, it must demand that it pay the corresponding amount in advance. For customers who have not completed payment in a timely manner on the previous credit sale, the Company will no longer accept new product orders before recovering accounts receivable. For the logistics business, the Company only deals with customers that have been approved and have a good reputation and have a certain scale. After the credit period expires, the Company will perform various forms of collection for customers who have not paid on time. Due to the high dispersion of customers in the logistics business, there is no significant concentration of credit risk. As of the end of the report period, the top five customers' accounts receivable of the Company accounted for 15.62% of the ending balance, and the Company did not have significant credit risk. (2) Other Receivables The Company's other receivables mainly include export tax refund receivables, various types of deposits and deposits. The Company manages and monitors this type of payments together with related economic activities to ensure that the Company does not have significant bad debt risks. 88 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 10.2 Market risk The market risk of financial instruments refers to the risk that the fair value or future cash flow of financial instruments fluctuates due to changes in market prices, including exchange rate risk, interest rate risk and other price risks. (1) Interest Rate Risk Interest rate risk refers to the risk that the fair value or future cash flow of a financial instrument will fluctuate due to changes in market interest rates. The interest rate risk that the Company may face is mainly derived from bank loans that carry interest at floating rates. As of 30 June 2018, the Company’s short-term bank loans with Euribor as benchmark interest rate totaled 34.80 million euros, and long-term loans with Euribor as benchmark interest rate totaled 11.878 million euros. Supposing that other variables remain unchanged, a 50% benchmark change in interest rates would have no significant impact on the Company's current profit or loss and shareholders' equity. (2) Exchange Rate Risk Exchange rate risk refers to the risk of loss due to exchange rate changes. The foreign exchange risk of the Company mainly includes the risk associated with the monetary assets and liabilities formed by the Company and its subsidiaries and overseas customers through the settlement of non-standard currencies, as well as the risk of translation differences in foreign currency statements. The former risk affects the current period profit and loss, and the latter risk affects owner's equity (other comprehensive income). See Note 7.77 for details of monetary items in foreign currency as of 30 June 2018. Exchange rate risk sensitivity analysis: With the other variables unchanged, the pre-tax impact of reasonable changes in exchange rates on the current profit or loss and owner's equity is as follows: Reporting period Same period of the previous year Item Exchange rate changes Impact on current Impact on owner's Impact on current Impact on owner's profits and losses equity profits and losses equity Foreign currency 10% appreciation of 6,146,172.97 95,841,411.32 10,300,943.11 83,066,369.13 statement conversion RMB Foreign currency 10% depreciation of -6,146,172.97 -95,841,411.32 -10,300,943.11 -83,066,369.13 statement conversion RMB Foreign Currency 10% appreciation of 7,693,309.93 7,693,309.93 6,813,799.33 6,813,799.33 Items RMB Foreign Currency 10% depreciation of -7,693,309.93 -7,693,309.93 -6,813,799.33 -6,813,799.33 Items RMB (3) Other Price Risks The Company holds equity investments in other listed companies. The management of the Company believes that the market price risks faced by these investment activities are acceptable. The listed company’s equity investment held by the Company is listed as follows: Item Ending Balance Beginning Balance Available-for-sale financial assets and trading financial assets 78,186,465.43 89,721,694.56 If all other variables remain unchanged, if the value of the equity instrument increases or decreases by 20%, the Company will increase or decrease the other comprehensive income by 14,802,044.51 yuan (31st December 2017: Others Comprehensive income of 15,711,472.03 yuan). The management of the Company 89 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd believes that 20% reasonably reflects the reasonable range of possible changes in the value of equity instruments in the next year. 10.3 Liquidity risk Liquidity risk refers to the risk of shortage of funds when performing obligations settled by way of delivery of cash or other financial assets. The Company's policy is to ensure that it has sufficient cash to repay the debts due. Liquidity risk is centrally controlled by the Company's financial department. By monitoring cash balances, marketable securities that can be realised at any time, and rolling forecasts of cash flows for the next 12 months, the financial department ensures that the Company has sufficient funds to repay debts under all reasonably foreseen circumstances. The Company's external sources of funds mainly include bank loans. As of 30 June 2018, the Company's unused bank loan quota was 10.75 million euros (is equivalent to 82.2536 million yuan at the end of the period) and 300.00 million yuan. The Company's own funds are relatively abundant and liquidity risk is relatively small. 11. Disclose of fair value 11.1 The fair value at end of current period of assets and liabilities measured at fair value Fair value at the end of reporting period Item Measured at the fair Measured at the fair Measured at the fair value of the second Total value of the first level value of the third level level 1. Measurement at fair value based on going concern (1) Financial assets measured at fair value through current profit and loss A. Financial assets held for trading a. Investment in debt instruments b. Investments in equity instruments c. Derivative financial assets B. Financial assets designated to be measured at fair value through current profit and loss a. Investment in debt instruments b. investments in equity instruments (2) Available-for-sale financial 78,186,465.43 78,186,465.43 assets a. Investment in debt instruments b. Investments in equity instruments 78,186,465.43 78,186,465.43 c. Others (3) Investment property A. Use right of leased land B. Leased buildings C. Land use right held for transfer upon appreciation (4) Biological assets A. Consumable biological assets B. Productive biological assets Total amount of assets measured at fair value based on going 78,186,465.43 78,186,465.43 concern 90 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Fair value at the end of reporting period Item Measured at the fair Measured at the fair Measured at the fair value of the second Total value of the first level value of the third level level (5) Financial liabilities held for trading Including: issued bonds held for trading Derivative financial liabilities Others (6) Designated financial liabilities measured at fair value through current profit and loss Total amount of liabilities measured at fair value based on going concern 2. Measurement at fair value based on going concern (1) Assets held for sale Total amount of assets measured at fair value not based on going concern Total amount of liabilities measured at fair value not based on going concern 11.2 Basis for determination of market price for measurement of fair value of the first level based on going concern and not based on going concern The fair value at end of reporting period of available-for-sale financial assets was determined on the basis of the closing price of Shenzhen Stock Exchange and Shanghai Stock Exchange on the last trading day in June 2018. 12. Related party and related party transaction 12.1 The parent company of the Company The Company is a listed company with no controlling shareholder and no actual controller. 12.2 The subsidiaries of the Company See the Note 9 Equity in Other Entities for the details. 12.3 The joint operation and joint ventures of the Company Not applicable. 12.4 Other related parties Name of Other Related Parties Relationship with the Company Shanghai Hirose Precision Industrial Co., Ltd. Investee Shanghai Fuji Xerox Co., Ltd. Investee Shanghai Kaile Investment Management Co., Ltd. Subsidiary’s minority shareholders Zhejiang GEMSY Electromechanical Co., Ltd. Subsidiary’s minority shareholders Stoll Electronics Co., Ltd. Other related party 12.5 Related transactions 12.5.1 Related transactions for purchase and sale of goods, receiving and rendering of services Table of purchase of goods / receipt of services Related Party Content of Related Transaction Reporting period Same period of the previous year Stoll Electronics Co., Ltd. Purchase of goods / Receiving of service 10,978,177.50 6,436,020.33 91 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Table of sales of goods /rendering of services Related Party Content of Related Transaction Reporting period Same period of the previous year Shanghai Fuji Xerox Co., Ltd. Sales of goods 9,806,140.15 12,162,227.27 Stoll Electronics Co., Ltd. Sales of goods 454,513.14 293,594.29 12.5.2 Associated trusteeship/contracting and entrusted management/outsourcing Not applicable. 12.5.3 Related lease The Company acted as lessor: Unit: 10,000 Yuan, Currency: RMB Name of leasee Type of leased asset Rental recognized in report period Rental recognized in last period Shanghai Hirose Precision Industrial Co., Ltd. Machinery equipment 25.00 25.00 12.5.4 Related guarantees Not applicable. 12.5.5 Related party funds lending Not applicable. 12.5.6 Related party assets transfer and debt reorganization Not applicable. 12.5.7 Compensation for key managers Not applicable. 12.6 Receivables and payables from related parties 12.6.1 Receivables Ending balance Beginning balance Item Related party Provision for Provision for Book balance Book balance bad debts bad debts Shanghai Fuji Xerox Co., Ltd. 1,999,860.81 99,993.04 2,365,537.24 118,276.86 Accounts receivable Stoll Electronics Co., Ltd. 49,745.00 Zhejiang GEMSY Electromechanical Prepayment 6,147,650.83 6,147,650.83 Co., Ltd. Dividends receivable Shanghai Fuji Xerox Co., Ltd. 9,949,000.00 Dividends receivable H. Stoll AG & Co. KG 27,373,644.64 Zhejiang GEMSY Electromechanical Other receivables 701,761.69 617,279.69 Co., Ltd. 12.6.2 Payables Item Related party Ending balance Beginning balance Account payables Stoll Electronics Co., Ltd. 2,418,441.66 1,630,680.70 12.7 Related party commitments Not applicable. 13. Share payment Not applicable. 14. Commitments and contingencies 14.1 Important commitments Not applicable. 92 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 14.2 Contingencies 14.2.1 Important contingent events at the balance sheet date (1) Contingent liabilities formed by debt guarantees provided by the Company for its subsidiary DAP AG as of 30 June 2018 Commencement Whether the Expiration Date Guarantee Guarantee Amount Date of Guarantee has been Note of Guarantee Guarantee Fulfilled or not The equivalent of 25th March Shanghai Branch of the Commerzbank RMB 58.00 million in No Note 1 2014 EUR Shanghai Branch of the Commerzbank EUR 8.00 million 1st July 2014 No Note 2 th 19 September Shanghai Branch of the Commerzbank EUR 12.00 million No Note 3 2016 28th August Shanghai Branch of the Commerzbank EUR 10.00 million No Note 4 2015 Industrial and Commercial bank Shanghai 21st December st 21 December EUR 7.878 million No Note 5 Hongkou Branch 2015 2020 Note 1: On 25th March 2014, the Company's wholly-owned subsidiary, DAP Industrial AG, applied to the Bielefeld Branch of the Commerzbank for a current fund loan of not more than the equivalent of 58 million yuan in euro, the Shanghai Branch of the Commerzbank issued a financing guarantee letter for the funds, and the Company issued a corporate letter of guarantee for payment of 70 million yuan as counter guarantee for the abovementioned financing guarantee letter. Note 2: on 30th June 2014, the Company's wholly owned subsidiary, DAP Industrial AG, applied to the Bielefeld Branch of the Commerzbank for a current fund loan of 8 million euro, the Shanghai Branch of the Commerzbank issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable corporate letter of guarantee for payment of 8.8 million euro as counter guarantee for the abovementioned financing guarantee letter. Note 3: on 19th September 2016, the Company's wholly owned subsidiary, DAP Industrial AG, applied to the Bielefeld Branch of the Commerzbank for a short-term credit loan of 12 million euro, the Shanghai Branch of the Commerzbank issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable corporate letter of guarantee for payment of 13.20 million euro. Note 4: on 28th August 2015, the Company's wholly owned subsidiary, PFAFF GmbH, applied to the Kaiserslautern Branch of the Commerzbank for a loan of 10.00 million euro, the Shanghai Branch of the Commerzbank issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable corporate letter of guarantee for payment of 11.00 million euro as counter guarantee for the abovementioned financing guarantee letter. Note 5: on 21st December 2015, the Company's wholly owned subsidiary, DAP Industrial AG, applied to the Frankfurt Branch of ICBC for a loan of no more than 7.878 million euro so as to pay the acquisition fee to Stoll KG. ICBC Shanghai Hongkou Branch issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable corporate letter of guarantee for self-using fix assets where No.603 Dapu Road as counter guarantee for the abovementioned financing guarantee letter. As of 30 June 2018, there is no outflow of economic benefits arising from the above contingencies. (2) The Agreement to Increase Capital to Shanghai Shensy Enterprise Development Co., Ltd. 93 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd According to the capital increase agreement of Shanghai Shensy Enterprise Development Co., Ltd., by 30 June 2018, if SHENSY has not realized IPO and listed independently in A shares market, the persons acting in concert, Shanghai Pudong New Industrial Investment Co., Ltd., will be entitled to require the Company and another shareholder, Zhang Ping, to repurchase all or some of the shares that Shanghai Pudong New Industrial Investment Co., Ltd. holds in cash, within 3 months after it requests in writing. And assist it in the approval process of State-owned Assets Supervision and Administration Commission, commercial registration, etc. Per the agreement, the Company and Zhang Ping will respectively assume 50% of the above mentioned amount, and the Company bears unconditional joint responsibility to repurchase the shares that Shanghai Pudong New Industrial Investment Co., Ltd. holds. If Shanghai Pudong New Industrial Investment Co., Ltd. has not listed in A shares market by 30 June 2018, it has 6 months (e.g. before 31 December 2018) to request our company and Zhang Ping to repurchase the shares which it holds in Shanghai Shensy Enterprise Development Co., Ltd.. If not, our company and Zhang Ping will not assume the above mentioned repurchase responsibility. As of 30 June 2018, SHENSY has failed to complete its IPO and be listed on the A-shares independently. Shanghai Pudong New Industrial Investment Co., Ltd. has already formally notified the Company to fulfill the agreement to repurchase all the shares held by Shanghai Pudong New Industrial Investment Co., Ltd. (3) Arbitration on investment of 26% equity in H. Stoll AG & Co. KG Accounting to the Contract signed on 29th August 2015 by SGE, the calculation of share price is based on the net assets of STOLL's audited consolidated statement in 2014, and the parties agreed that share price will be adjusted according to the net assets of STOLL's audited consolidated statement in 2015 and related clauses in the Contract. Now the parties have disputes on the calculation of net assets of STOLL's audited consolidated statement in 2015 and the understanding of the relevant terms of the Contract, resulting in a difference of approximately 4.26 million euro in the calculation of the price adjustment. SGE has received the Application for Arbitration submitted by Michael Stoll, Corinna Stoll and other 10 limited partners of STOLL KG on 20 July 2017. SGE will, in accordance with the terms of the contract, settle the dispute by arbitration in accordance with German legal procedures. As of the date of this report, the arbitration is in process and with great uncertainty. (4) Controversial litigation with Shanghai Card Line World Supply Chain Management Co., Ltd. (hereinafter refer to as “KXTX”) The Company’S wholly-owned subsidiary, Shanghai Shensy Kaile Things Network Co., Ltd., had a dispute with KXTX during the current period. The case has been publicly heard by the People's Court of Pudong New Area, Shanghai and the first-instance judgment was issued on 7 September 2017 with the (2017) civil judgment No. Hu0115 Minchu18286. Shanghai Shensy Kaile Things Network Co., Ltd. is required to pay a total of 1,186,599.88 yuan for the transportation fee of KXTX based on the judgment. Shanghai Shensy Kaile Things Network Co., Ltd. has filed an appeal on 25 September 2017. As of 30 June 2018, the court has not made a second-instance judgment. Shanghai Shensy Kaile Things Network Co., Ltd. has provided corresponding estimated liabilities according to the judgment of the first instance. 94 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 15. Post balance sheet event 15.1 Important non-adjusting events Not applicable. 15.2 Profit distribution According to the resolution of the Company’s 7th Meeting of the 8th Board of Directors on 29 August 2018, no dividends of the first half of 2018 will be distributed. 15.3 Sales return Not applicable. 15.4 Others (1) 500,000 shares mortgage of DA AG DAP AG pledges 500 million shares of DA AG held by DAP AG to obtain a 2.75 million euro bank guarantee issued by Commerzbank, Germany, for the period from 7 January 2016 to 30 July 2017 and from 7 January 2016 to 30 July 2018 respectively. It provided guarantees for DAP AG to pay equity purchase price to German H. Stoll AG & Co. KG equity sellers. As of 30 June 2017, DAP AG has paid the third equity purchase price. The 500,000 shares of DA AG were released from mortgage on 26 July 2018. (2) DAP AG merges its holding subsidiary DA AG DAP AG, a wholly-owned subsidiary of SGG, merges its holding subsidiary DA AG, squeezing out the minority shareholders holding approximately 5.99% shares of DA AG. This matter was recorded on July 2018 in the District Court of Bielefeld, Germany. And DA AG has completed the trading of its shares on the Frankfurt, Berlin and Düsseldorf stock exchanges at the end of July 2018. (3) SGG acquire 65% equity of Richpeace and capital increase of Richpeace Reviewed and approved by the Company’s 6th meeting of the 8th Board of Directors held on July 31, 2018, it is agreed to acquire 65% equity of Richpeace and increase its capital. The total investment is 156.137 million yuan, including: equity acquisition of 136,663,800 yuan and capital increase of 19.5 million yuan. The matter is in progress. (4) Investment and construction of Taizhou Manufacturing Base Reviewed and approved by the Company’s 6th meeting of the 8th Board of Directors held on July 31, 2018, it is agreed to invest to construct manufacturing base in Huangyan District, Taizhou, Zhejiang. The total investment is 154 million yuan, including: purchase of land use right and related tax and expenses of 37 million yuan and construction of plant and supporting facilities of 117 million yuan. The source of funds is self-owned funds. The undertaking unit of this project is the Company's wholly-owned subsidiary ShangGong Sewing Machine (Zhejiang) Co., Ltd. 16. Other significant events 16.1 Correction of previous accounting errors Not applicable. 16.2 Debt reorganization Not applicable. 95 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 16.3 Asset replacement Not applicable. 16.4 Annuity plan Not applicable. 16.5 Discontinued operations Not applicable. 16.6 Division information 16.6.1 Basis for determining the report division According to the Company's development strategy, four report divisions are identified according to the nature of the business: sewing equipment, logistics services, export trade and other business segments. Each of the Company's reporting segments offers different products and services. 16.6.2 Report division’s financial information Sewing equipment Logistics service Export trade Other business Offset between Item Total division division division segments divisions 1. Operating 1,243,429,826.77 362,468,133.25 68,834,028.31 56,221,864.47 236,159,439.53 1,494,794,413.27 income Including: External 1,013,250,015.18 362,468,133.25 68,834,028.31 50,242,236.53 1,494,794,413.27 transaction income Inter-segment transaction 230,179,811.59 - - 5,979,627.94 236,159,439.53 income 2. Investment income from -1,232,754.40 - - - 458,346.74 -1,691,101.14 associates and joint ventures asset impairment -187,737.85 -278,617.45 -117,160.01 -19,942.47 -252,973.65 -350,484.13 losses 4. Depreciation 30,246,257.57 1,205,635.93 5,415.30 5,270,768.36 36,728,077.16 and amortization 5. Total profit 110,582,259.24 13,047,783.86 -80,874.94 11,237,651.22 -8,028,756.36 142,815,575.74 6. Income tax 30,480,024.94 3,261,690.94 - 57,487.94 869,175.47 32,930,028.35 expenses 7. Net profit 82,502,616.09 9,786,092.92 -80,874.94 11,180,163.28 -8,897,931.83 112,285,929.18 8. Total assets 3,697,502,543.60 418,613,690.46 30,534,425.72 989,987,043.06 1,312,096,843.53 3,824,540,859.31 9. Total 1,599,929,613.50 162,096,929.35 22,465,178.07 142,802,158.78 638,031,772.67 1,289,262,107.03 liabilities 10. Other important non-cash items 16.7 Other significant events Not applicable. 17. Notes to mains items of the financial statements of the parent company 17.1 Accounts receivable 17.1.1 Disclosure of classification of accounts receivable Ending balance Beginning balance Type Book balance Provision for bad debts Book balance Provision for bad debts Book value Book value Proportion Proportion Proportion Proportion Amount Amount Amount Amount (%) (%) (%) (%) Accounts receivable with significant single amount and provision 9,823,991.89 8.78 5,385,491.84 54.82 4,438,500.05 15,115,630.80 13.88 5,561,028.32 36.79 9,554,602.48 for bad debt made on an individual basis 96 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Accounts receivable with provision for bad debt made on a 88,866,687.61 79.46 61,497,260.66 69.20 27,369,426.95 80,650,765.60 74.09 61,342,035.96 76.06 19,308,729.64 portfolio with similar risk credit characteristics basis Accounts receivables with insignificant single amount and 13,154,311.21 11.76 5,019,394.27 38.16 8,134,916.94 13,092,694.77 12.03 5,109,454.83 39.03 7,983,239.94 provision for bad debt made on an individual basis Total 111,844,990.71 100.00 71,902,146.77 64.29 39,942,843.94 108,859,091.17 100.00 72,012,519.11 66.15 36,846,572.06 Accounts receivable with significant single amount and provision for bad debts made on an individual basis at the end of report period Ending balance Accounts receivable (By entity) Accounts Provision for bad Provision Reason for provision receivable debts ratio Impairment was occurred on a separate Customer C 5,713,872.47 5,179,985.87 90.66 test. Impairment was occurred on a separate Customer E 4,110,119.42 205,505.97 5.00 test. Total 9,823,991.89 5,385,491.84 54.82 / Accounts receivable with provision for bad debt made using the aging analysis method among the portfolios Ending balance Aging Accounts receivable Provision for bad debts Provision ratio Within 1 year 26,034,904.42 1,301,745.23 5% 1 to 2 years 3,043,895.14 608,779.03 20% 2 to 3 years 402,303.31 201,151.66 50% Over 3 years 59,385,584.74 59,385,584.74 100% Total 88,866,687.61 61,497,260.66 69.20 17.1.2 Bad debt provision recovered or reversed in report period The amount of provision for bad debts was 1,526,013.93 yuan in current period; the amount of bad debt provision recovered or reversed in the current period was 137,896.09 yuan. 17.1.3 Accounts receivable actually written off in current period Item Write-off amount Accounts receivable actually written off 3,436,227.61 17.1.4 Top five accounts receivable by the ending balance of the borrowers Ending balance Company name Accounts receivable Proportion in total accounts receivable (%) Provision for bad debts Customer A 11,530,775.39 10.31 11,530,775.39 Customer B 7,480,189.67 6.69 7,480,189.67 Customer C 5,713,872.47 5.11 5,179,985.87 Customer D 4,679,327.49 4.18 4,679,327.49 Customer E 4,110,119.42 3.67 205,505.97 Total 33,514,284.44 29.96 29,075,784.39 17.1.5 Receivables derecognized due to transfer of financial assets Not applicable. 97 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd 17.1.6 Transfer of accounts receivable and continued involvement in the formation of assets, liabilities Not applicable. 17.2 Other receivables 17.2.1 Disclosure of classification of other receivables Ending balance Beginning balance Type Provision for bad Provision for bad Book balance Book balance debts Book Value debts Book Value Amount % Amount % Amount % Amount % Other receivables with significant single amount and provision for bad debt made on an individual 62,643,254.90 29.34 61,720,677.84 98.53 922,577.06 61,325,622.45 32.26 61,325,622.45 100.00 basis Other receivables with provision for bad debt made on a portfolio with similar risk credit 144,429,440.88 67.63 21,875,233.92 15.15 122,554,206.96 125,819,372.64 66.20 20,769,399.12 16.51 105,049,973.52 characteristics basis Other receivables with insignificant single amount and provision for bad debt made on an 6,470,788.89 3.03 19,335.00 0.30 6,451,453.89 2,925,886.51 1.54 21,735.00 0.74 2,904,151.51 individual basis Total 213,543,484.67 100.00 83,615,246.76 39.16 129,928,237.91 190,070,881.60 100.00 82,116,756.57 43.20 107,954,125.03 Other receivables with significant single amount and provision for bad debts made on an individual basis at the end of report period Ending Balance Other receivables (By entity) Other receivables Provision for bad debts Proportion of provision (%) Reason for provision Customer B 48,991,974.70 48,069,397.64 98.12 Unexpected to recover Customer E 13,651,280.20 13,651,280.20 100.00 Unexpected to recover Total 62,643,254.90 61,720,677.84 98.53 / Other receivables with provision for bad debts made using the aging analysis method among those portfolios Ending Balance Aging Other Receivables Provision for Bad Debts Proportion of Provision (%) Within 1 year 128,847,914.69 6,442,395.73 5.00 1 to 2 years 185,800.00 37,160.00 20.00 2 to 3 years 96.00 48.00 50.00 Over 3 years 15,395,630.19 15,395,630.19 100.00 Total 144,429,440.88 21,875,233.92 15.15 17.2.2 Withdrawal, recovery or reversal of provision for bad debt The provision for bad debts in current period was 1,498,490.19 yuan, and the amount of provision for bad debt recovered or reversed this period was0 yuan. 17.2.3 Other receivables actually written off in current period Item Write off amount Other receivables actually written off 534,288.45 17.2.4 Other receivables classified by nature of payment Not applicable. 17.2.5 Top five other receivables by the ending balance of the borrowers Proportion in total other Ending balance of Company name Nature of fund Ending balance Aging receivable (%) provision for bad debts Customer A Current accounts 58,701,194.06 Within 1 year 27.49 2,935,059.70 98 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd From within 1 Customer B Current accounts 48,991,974.70 year to over 3 22.94 48,069,397.64 years Customer C Current accounts 31,755,000.00 Within 1 year 14.87 1,587,750.00 Customer D Current accounts 20,181,250.00 Within 1 year 9.45 1,009,062.50 From within 1 Customer E Current accounts 13,651,280.20 year to over 3 6.39 13,651,280.20 years Total / 173,280,698.96 81.14 67,252,550.04 17.2.6 Receivables involving government grants Not applicable. 17.2.7 Other receivables derecognized due to the transfer of financial assets Not applicable. 17.2.8 Transfer of other receivables and continued involvement in the formation of assets, liabilities Not applicable. 17.3 Long-term equity investments Ending balance Beginning balance Item Provision for Provision for Book balance Book value Book balance Book value impairment impairment Investment in subsidiaries 664,810,221.03 5,500,000.00 659,310,221.03 644,810,221.03 5,500,000.00 639,310,221.03 Investment in associates and joint ventures Total 664,810,221.03 5,500,000.00 659,310,221.03 644,810,221.03 5,500,000.00 639,310,221.03 (1) Investment in subsidiaries Decrease Provision for Ending balance of Increase in in impairment Name Beginning balance Ending balance provision for current period current provided in impairment period current period Shanghai Shanggong Butterfly Sewing 79,000,000.00 79,000,000.00 Machines Co., Ltd DAP Industrial AG 142,370,693.64 142,370,693.64 DAP (Shanghai) Co., Ltd. 59,046,675.86 59,046,675.86 Shanghai SGSB Electronics Co., Ltd 20,000,000.00 20,000,000.00 Shanghai SMPIC Imp. & Exp. Co., 12,000,000.00 12,000,000.00 Ltd. Shanghai SGSB Asset Management 60,000,000.00 60,000,000.00 5,000,000.00 Co., Ltd. Shanghai Fengjian Property Co., Ltd. 500,000.00 500,000.00 500,000.00 Zhejiang ShangGong GEMSY CO., 129,600,000.00 129,600,000.00 LTD. Shanghai Shensy Enterprise 86,083,077.64 86,083,077.64 Development Co., Ltd. Shanghai ShangGong Financial 33,452,430.00 33,452,430.00 Leasing Co.,Ltd. PFAFF Industrial Sewing Machine 12,553,070.89 12,553,070.89 (Zhangjiagang) Co., Ltd. DAP Vietnam Co., Ltd. 204,273.00 204,273.00 ShangGong Sewing Equipment 10,000,000.00 10,000,000.00 (Zhejiang) Co., Ltd. Dürkopp Adler Industrial 20,000,000.00 Manufacturing (Shanghai) Co., Ltd. 20,000,000.00 (Note) Total 644,810,221.03 20,000,000.00 664,810,221.03 5,500,000.00 Note: SGG increase the capital of DAMSH with RMB 20,000,000 yuan in report period, which held 51.28% of equity of DAMSH. DAMSH became the subsidiary of the Company from the Company’s third-level subsidiary. 99 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd (2) Investment in associates and joint ventures Not applicable. 17.4 Operating income and operating costs Reporting period Same period of the previous year Item Income Cost Income Cost Main Business 161,971,986.03 119,608,864.69 22,930,783.21 17,955,581.70 Other Business 22,840,519.23 5,821,241.27 23,455,012.88 6,040,735.79 Total 184,812,505.26 125,430,105.96 46,385,796.09 23,996,317.49 17.5 Investment income Item Reporting period Same period of the previous year Long-term equity investment measured at cost method Long-term equity investment measured at equity method Investment income from disposal of long-term equity investments Investment income from holding of financial assets measured at fair value through current profit and loss Investment income from disposal of financial assets measured at fair 26,338.67 9,509.24 value through current profit and loss Investment income from holding of available-for-sale financial assets Investment income from holding of available-for-sale financial assets 11,889,784.50 1,001,400.43 Investment income from disposal of available-for-sale financial assets Gains from re-measurement of residual equity at fair value after the loss of control right Others 6,935,894.29 5,096,060.26 Total 18,852,017.46 6,106,969.93 18. Supplementary information 18.1 Extraordinary profit or loss for current period Item Amount Note Profits or losses from disposal of non-current assets -571,141.92 Tax returns, deduction and exemption approved beyond the authority or without official approval documents Government grants included in current profits and losses (except for government grants closely related 2,636,373.56 to the enterprise business, obtained by quota or quantity at unified state standards) Payment for use of state funds received from non-financial institutions recorded in current profits and losses Gains from the difference between the investment costs of acquisition of subsidiaries, associates and joint ventures and share in the net fair value of the identifiable assets of the investee when investing Gains or losses from non-monetary asset exchange Gains or losses from entrusting the investments or management of asset Impairment provision for force majeure such as natural calamities Gains or losses from debt restructuring Restructure expenses, such as the compensation for employee relocation and integration costs Gains or losses from transactions with obvious unfair transaction price Year-to-date net profits or losses of subsidiaries arising from business combinations under common control Profits or losses arising from contingencies not related to the company’s normal business Except for effective hedging business related to the normal business of the company, profits or losses from fair value changes in held-for-trading financial assets and held-for-trading financial liabilities, and 7,286,382.96 investment income from disposal of held-for-trading financial assets, held-for-trading financial liabilities and available-for-sale financial assets Reversal of the impairment provision for receivables subject to separate impairment test Profits or losses from entrusted loans 100 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Item Amount Note Profits or losses from fair value changes in investment property subsequently calculated with the fair value mode Impacts of one-time adjusting the current profits or losses in accordance with requirements of tax and accounting laws and regulations on the current profits and losses Custodian income from entrusted management Other non-operating income and expenditure except for the above items 2,380,381.79 Other profits or losses which can be deemed as non-recurring profits or losses Income tax effects -164,684.49 Minority interest effects -776,580.59 Total 10,790,731.31 18.2 Return on equity and earnings per share Earnings per share Weighted average return on equity Profit in Report Period Basic earnings Diluted earnings (%) per share per share Net profit attributable to common shareholders of the company 4.5625 0.1826 0.1826 Net profit attributable to common shareholders of the company 4.0710 0.1629 0.1629 after deducting non-recurring gains and losses 18.3 Differences in accounting data under domestic and overseas accounting standards Not applicable. 101 上工申贝(集团)股份有限公司 Semi-annual Report 2018 Shang Gong Group Co., Ltd Chapter 11 Documents for Reference Fiancial statements signed and sealed by the chairman of the Company, the principal in charge of accounting and the Chief of Accounting Affairs. Documents for reference The oringinals of all the Company’s documents and announcements publicly disclosed on the website designated by China Securities Regulatory Commission in the report period. Shang Gong Group Co., Ltd. Chairman of Board of Directors: Zhang Min 29th August 2018 102