2020 ANNUAL REPORT Stock Code: 603605 Short Name: Proya Proya Cosmetics Co., Ltd. 2020 ANNUAL REPORT 1 / 323 2020 ANNUAL REPORT Important Notice I The Board of Directors, Board of Supervisors, directors, supervisors and senior management of the Company warrant that the contents of the annual report are true, accurate and complete, without any misrepresentation, misleading statements or material omissions, and will severally and jointly bear the legal responsibilities thereof. II All directors of the Company attended the Board meeting. III Pan-China Certified Public Accountants LLP has issued the audit report with standard unqualified opinions to the Company. IV Hou Juncheng, Chairman of the Company, Wang Li, CFO of the Company and Wang Li, head of the public accountant (person in charge of accounting) warrant the truthfulness, accuracy and completeness of the financial report in this annual report. V Profit distribution plan or capitalization plan from capital reserve to share capital approved by the Board of Directors during the Reporting Period The Company shall distribute cash dividend of RMB 7.20 (tax inclusive) per 10 shares to all shareholders registered on the equity registration date based on the total share capital registered as at the registration date of dividend-paying equity, with the distributed cash dividend totaling RMB 144,804,186.00 (tax inclusive), but without bonus shares and capitalization from capital reserve to share capital. In case of a change in the total share capital of the Company before the equity registration date of interest distribution, the distribution ratio of each share will remain unchanged. The total amount of distribution shall be adjusted accordingly, and the specific adjustment shall be further announced. VI Risks statement of the forward-looking statements √ Applicable□ Not applicable Forward-looking statements including future plans and development strategies involved in this annual report do not constitute the Company’s substantive commitments to investors. The investors are advised to pay attention to investment risks. VII Is there any non-operating misappropriation of funds of the Company by any controlling shareholders and their related parties No 2 / 323 2020 ANNUAL REPORT VIII Has the Company provided any external guarantees in violation of the decision-making procedures No IX Whether more than half of the directors cannot guarantee the truthfulness, accuracy and completeness of the annual report disclosed by the Company No X Warning on significant risks The Company has illustrated the risks in detail in this report. Please refer to “Potential Challenges and Risks” in the discussion and analysis on future development of the Company set out in “Section IV Discussion and Analysis of Operation”. XI Others □ Applicable√ Not applicable 3 / 323 2020 ANNUAL REPORT Contents Section I Definition ............................................................................................................................ 5 Section II Company Profile and Key Financial Indicators .................................................................. 7 Section III Business Overview ............................................................................................................ 12 Section IV Discussion and Analysis of Operation............................................................................... 14 Section V Major Events ..................................................................................................................... 44 Section VI Changes in Ordinary Shares and Shareholders ............................................................... 104 Section VII Preferred Shares .............................................................................................................. 116 Section VIII Directors, Supervisors, Senior Management and Employees ......................................... 117 Section IX Corporate Governance..................................................................................................... 129 Section X Corporate Bonds.............................................................................................................. 132 Section XI Financial Report .............................................................................................................. 133 Section XII Directory of Documents for Future Reference ................................................................ 323 4 / 323 2020 ANNUAL REPORT Section I Definition I Definition In this report, unless the content requires otherwise, the following terms shall have the following meanings: Definition of common terms Proya, Proya Co., Proya Cosmetics Co., Ltd. Ltd., the Company, Company Huzhou Branch Huzhou Branch of Proya Cosmetics Co., Ltd., a subsidiary of the Company Proya Trade Hangzhou Proya Trade Co., Ltd., a wholly-owned subsidiary of the Company Korea Hanna Hanna Cosmetics Co., Ltd., a wholly-owned subsidiary of the Company Huzhou Anya Anya (Huzhou) Cosmetics Co., Ltd., a wholly-owned subsidiary of Korea Hanna Yueqing Laiya Yueqing Laiya Trading Co., Ltd., a wholly-owned subsidiary of the Company Huzhou UZERO Huzhou UZERO Trading Co., Ltd., a wholly-owned subsidiary of the Company Mijing Siyu Mijing Siyu (Hangzhou) Cosmetics Co., Ltd., a wholly-owned (Hangzhou) subsidiary of the Company Meiligu Zhejiang Meiligu Electronic Commerce Co., Ltd., a wholly-owned subsidiary of the Company Chuangdai Huzhou Chuangdai E-commerce Co., Ltd., a wholly-owned E-commerce subsidiary of Meiligu Hapsode (Hangzhou) Hapsode (Hangzhou) Cosmetics Co., Ltd., a wholly-owned subsidiary of the Company Korea Hapsode Hapsode Co., Ltd., a wholly-owned subsidiary of Hapsode (Hangzhou) Huzhou Hapsode Huzhou Hapsode Trading Co., Ltd., a wholly-owned subsidiary of Hapsode (Hangzhou) Shanghai Tiyu Shanghai Tiyu Cosmetics Co., Ltd., a wholly-owned subsidiary of Hapsode (Hangzhou) Danyang Hapsode Danyang Hapsode Cosmetics Trading Co., Ltd., a wholly-owned subsidiary of Hapsode (Hangzhou) Proya Commercial Hangzhou Proya Commercial Management Co., Ltd., a wholly-owned subsidiary of the Company Tiedingxian Hangzhou Tiedingxian Catering Management Co., Ltd., a holding subsidiary of Proya Commercial Tielexin Aini Hangzhou Tielexin Aini Catering Management Co., Ltd., a wholly-owned subsidiary of Proya Commercial Xiake Bar Hangzhou Xiake Bar Catering Management Co., Ltd., a wholly-owned subsidiary of Proya Commercial Snail Fitness Hangzhou Proya Snail Fitness Co., Ltd., a wholly-owned subsidiary of Proya Commercial HONGKONG KESHI HONGKONG KESHI TRADING LIMITED, a holding subsidiary of the 5 / 323 2020 ANNUAL REPORT Company Hong Kong Xinghuo Hong Kong Xinghuo Industry Limited, a wholly-owned subsidiary of the Company Hong Kong Zhongwen Hong Kong Zhongwen Electronic Commerce Co., Limited, a holding subsidiary of Hong Kong Xinghuo Hong Kong Xuchen Hong Kong Xuchen Trading Limited, a wholly-owned subsidiary of Hong Kong Xinghuo Proya Luxembourg Proya Europe SARL, a wholly-owned subsidiary of Hong Kong Xinghuo Shanghai Zhongwen Shanghai Zhongwen Electronic Commerce Co., Ltd., a holding subsidiary of the Company Huzhou Niuke Huzhou Niuke Technology Co., Ltd., a holding subsidiary of the Company Hangzhou Wanyan Hangzhou Wanyan Culture Media Co., Ltd., a holding subsidiary of Huzhou Niuke Hong Kong Wanyan Hong Kong Wanyan Electronic Commerce Co., Limited, a holding subsidiary of Huzhou Niuke Huzhou Younimi Huzhou Younimi Cosmetics Co., Ltd., a holding subsidiary of the Company Korea Younimi Korea Younimi Cosmetics Co., Ltd., a holding subsidiary of the Company Ningbo TIMAGE Ningbo TIMAGE Cosmetics Co., Ltd., a holding subsidiary of the Company Ningbo Keshi Ningbo Keshi Trading Limited, a holding subsidiary of the Company Zhejiang Biyouti Zhejiang Biyouti Cosmetics Co., Ltd., a holding subsidiary of the Company Ningbo Proya Ningbo Proya Enterprise Consulting Management Co., Ltd., a wholly-owned subsidiary of the Company Zhejiang Qingya Zhejiang Qingya Culture Art Communication Co., Ltd., a holding subsidiary of the Company BOYA (Hong Kong) BOYA (Hong Kong) Investment Management Co., Limited, a wholly-owned subsidiary of the Company Japan OR P.R.O CO., LTD., a holding subsidiary of BOYA (Hong Kong) Hangzhou Weiluoke Hangzhou Weiluoke Cosmetics Co., Ltd., a holding subsidiary of the Company Hangzhou Yizhuo Hangzhou Yizhuo Culture Media Co., Ltd., a wholly-owned subsidiary of the Company Hangzhou Oumisi Hangzhou Oumisi Trading Co., Ltd., a wholly-owned subsidiary of the Company Huzhou Poyun Huzhou Poyun Electronic Commerce Co., Ltd., a holding subsidiary of the Company Guangzhou Qianxi Guangzhou Qianxi Network Technology Co., Ltd., a wholly-owned subsidiary of the Company Shanghai Healthlong Shanghai Healthlong Biochemical Technology Co., Ltd., a holding subsidiary of the Company Weifang Zhengyi Weifang Zhengyi Network Technology Partnership (Limited Partnership) China Securities China Securities Regulatory Commission 6 / 323 2020 ANNUAL REPORT Regulatory Commission/CSRC Shanghai Stock Shanghai Stock Exchange Exchange Pan-China Certified Pan-China Certified Public Accountants LLP Public Accountants, audit institution Company Law Company Law of the People's Republic of China Securities Law Securities Law of the People's Republic of China Articles of Articles of Association of Proya Cosmetics Co., Ltd. Association RMB/RMB 0’000 RMB/RMB 10,000 Reporting period 1 January 2020 to 31 December 2020 Section II Company Profile and Key Financial Indicators I Company Information Chinese name of the Company 珀莱雅化妆品股份有限公司 Short name of the Company in Chinese 珀莱雅 English name of the Company Proya Cosmetics Co., Ltd. Abbreviation of English name of the Proya Company Legal representative of the Company Hou Juncheng II Contact Information Board Secretary Securities Affairs Representative Name Zhang Yefeng Wang Xiaoyan Office address 9/F, Proya Building, No.588 Xixi 9/F, Proya Building, No.588 Xixi Road, Xihu District, Hangzhou City, Road, Xihu District, Hangzhou Zhejiang Province City, Zhejiang Province Telephone 0571-87352850 0571-87352850 Fax 0571-87352813 0571-87352813 E-mail proyazq@proya.com proyazq@proya.com III Introduction to General Information Registered address No.588 Xixi Road, Liuxia Street, Xihu District, Hangzhou City, Zhejiang Province Postal code of registered address 310023 Office address Proya Building, No.588 Xixi Road, Xihu District, Hangzhou City, Zhejiang Province Postal code of office address 310023 Website of the Company http://www.proya-group.com E-mail proyazq@proya.com IV Information Disclosure and Place for Obtaining the Report Media for the Company’s information Shanghai Securities News, Securities Times disclosure 7 / 323 2020 ANNUAL REPORT CSRC's designated website for the http://www.sse.com.cn Company’s Annual Report disclosure The Company’s Annual Report may be Board of Director’s Office, Proya Building, obtained at No.588 Xixi Road, Xihu District, Hangzhou City, Zhejiang Province V Stock Information Stock Information Share class Exchanges on Stock short name Stock code Stock short name which the stocks before change are listed A share Shanghai Stock Proya 603605 None Exchange VI Other Relevant Information Name Pan-China Certified Public Accountants LLP Office address Block B, China Resources Building, Auditor of the Company No.1366 Qianjiang Road, Jianggan (domestic) District, Hangzhou City Name of the Yin Zhibin, Wang Xiaokang signing accountant VII Major Accounting Data and Financial Indicators for the Past Three Years (I) Major accounting data Unit: Yuan Currency: RMB Major Year-on-year 2020 2019 2018 accounting data change (%) Revenue 3,752,386,849.02 3,123,520,211.77 20.13 2,361,248,766.72 Net profits 476,009,298.41 392,681,976.58 21.22 287,188,727.12 attributable to shareholders of the listed company Net profit 469,935,904.22 386,170,257.02 21.69 277,682,743.63 attributable to shareholders of the listed companies, net of non-recurring gains and losses Net cash flow 331,550,109.14 235,961,328.34 40.51 512,918,568.86 generated from operating activities 8 / 323 2020 ANNUAL REPORT Year-on-year Major End of 2020 End of 2019 End of 2018 change (%) accounting data Net assets 2,391,535,435.94 2,029,687,883.68 17.83 1,694,310,463.85 attributable to shareholders of the listed company Total assets 3,636,882,185.29 2,979,365,076.82 22.07 2,860,042,557.71 (II) Key financial indicators Year-on-year Key financial indicators 2020 2019 2018 change (%) Basic earnings per share 2.37 1.96 20.92 1.44 (Yuan/share) Diluted earnings per share 2.37 1.96 20.92 1.43 (Yuan/share) Basic earnings per share, net 2.34 1.93 21.24 1.39 of non-recurring gains and losses (Yuan/share) Weighted average ROE (%) 21.82 21.24 Increase by 18.28 0.58 percentage points Weighted average ROE, net of 21.54 20.89 Increase by 17.67 non-recurring gains and 0.65 losses (%) percentage points Explanation of major accounting data and financial indicators for the past three years by the end of the Reporting Period □ Applicable√ Not applicable VIII Accounting data difference between PRC GAAP and Overseas Accounting Standards (I) Differences in net profit and net asset attributable to shareholders of the listed company in financial reports disclosed under International Accounting Standards and PRC GAAP □ Applicable√ Not applicable (II) Differences in net profit and net assets attributable to shareholders of the listed company in financial reports disclosed under overseas accounting standards and PRC GAAP □ Applicable√ Not applicable (III) Explanation on the differences between PRC GAAP and Overseas Accounting Standards: □ Applicable√ Not applicable IX Key Financial Data for the Year of 2020 by Quarter Unit: Yuan Currency: RMB Key financial 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter indicators (Jan-Mar) (Apr-Jun) (Jul-Sept) (Oct-Dec) 9 / 323 2020 ANNUAL REPORT Revenue 608,193,650.94 776,130,197.94 906,747,098.59 1,461,315,901.55 Net profit attributable to 77,728,276.22 101,038,744.54 106,232,700.41 191,009,577.24 shareholders of the listed company Net profit attributable to shareholders of the listed company 83,469,428.49 98,996,965.70 105,814,578.25 181,654,931.78 after non-recurring profit or loss Net cash flow generated from -134,873,267.48 171,437,646.36 170,331,901.76 124,653,828.50 operating activities Note: Main reasons for quarterly fluctuation of operating revenue and net profit attributable to shareholders of the listed companies: The quarterly sales fluctuated in cosmetics industry owing to the vulnerability to seasonal factors and holiday activities. For example, Q4 gathered the peak sales such as National Day, “Double Eleven” and “Double Twelve” shopping festivals. Therefore, the operating revenue and net profit of Q4 were higher than other quarters. Explanation on difference between information by quarter and information disclosed in periodical reports □ Applicable√ Not applicable X Items and Amounts of Non-recurring Gains or Losses √ Applicable□ Not applicable Unit: Yuan Currency: RMB Items of Non-recurring Amounts in Notes (if Amounts in Amounts in Gains or Losses 2020 applicable) 2019 2018 Gains or losses on disposal of 150,560.30 43,245.67 22,987.42 non-current assets Tax returns and exemption with 8,167.37 approval exceeding one's authority or without formal approval document, or on an accidental basis Government grants included in 12,198,410.18 7,913,746.66 9,805,967.39 profits and losses for the current period, excluding those closely related to the normal business and of fixed amount or fixed quantity granted on an on-going basis in accordance with certain standards and in compliance with the State policies Fund possession cost from 27,000.00 non-financial business included 10 / 323 2020 ANNUAL REPORT in current profit or loss Gains arising from investment costs for acquisition of subsidiaries, associates and joint ventures less than the fair values of attributable identifiable net assets of the invested entity at the time of acquisition Profit and loss from exchange of non-currency assets Gains or losses on entrusted 401,621.91 investment or asset management Provision for asset impairment due to force majeure factors, such as natural disaster Profit and loss from restructuring of debts Enterprise restructuring charge, such as expenditure on staffing, integration cost Profit and loss of the part exceeding fair value generated from transaction with unreasonable transaction price Net current profit and loss of subsidiary generated from enterprise merger under common control from the beginning of the period to the date of merger Profit and loss generated from contingencies unrelated to normal business of company Investment income arising from 2,266,301.37 Investment 4,653,362.83 changes in fair values income from held-for-trading financial disposal of assets, derivative financial financial assets, held-for-trading asset financial liabilities and designated derivative financial liabilities, as at fair and investment gains on the value disposal of held-for-trading through financial assets, derivative financial assets, profit or held-for-trading financial loss liabilities, derivative financial liabilities and other debt investment, except the Company normal operations related to effective hedging business 11 / 323 2020 ANNUAL REPORT Reversal of provision for 744,899.00 impairment of receivables and contract assets which are individually tested for impairment Profit and loss obtained from entrusted loans Profit and loss generated from fair value change of investment real estate whose subsequent measurement is conducted with fair value model Influences on current profit and loss of one-time adjustment to current profit or loss pursuant to the laws and regulations on tax and accounting Trustee fee income obtained from entrusted operation Other net non-operating -6,810,805.57 -5,128,895.30 398,144.30 income and expenses, other than the above items Other profit and loss items conforming to the definition of non-recurring gains and losses Effect of minority equity -688,969.45 187,247.54 2,301.47 Effect of income tax -1,042,102.64 -1,192,155.21 -1,869,938.00 Total 6,073,394.19 6,511,719.56 9,505,983.49 XI Items Measured at Fair Values √ Applicable□ Not applicable Unit: Yuan Currency: RMB Opening Closing Changes in the Effect on profit Items balance balance Period for the Period Wealth management 71,450,000.00 0.00 -71,450,000.00 0.00 products Receivables 2,150,000.00 5,531,997.32 3,381,997.32 0.00 financing Total 73,600,000.00 5,531,997.32 -68,068,002.68 0.00 XII Others □ Applicable√ Not applicable Section III Business Overview I Description of the Company’s principal business, operation model and industry condition during the Reporting Period (I) Principal business The Company is committed to building a new domestic beauty industry platform, mainly engaged in the research and development, production and sales of beauty and personal care 12 / 323 2020 ANNUAL REPORT products. It mainly owns "Proya", "Hapsode", "TIMAGE", "INSBAHA", and "CORRECTORS" brands. At present, the Company's brands have covered the beauty fields such as popular exquisite skin care, make-up and high-efficacy skin care products: 1. Popular exquisite skin care brand (1) Proya, focusing on technology skin care for young white-collar women. The main price range is RMB 100-300. This brand is sold both online and offline. (2) Hapsode, specially tailored for young skin, is aimed at students and young women in small towns. The main price range is RMB 50-100. This brand is sold mainly online. 2. Make-up brand (1) TIMAGE is a professional make-up brand for new Chinoiserie dressers. The main price range is RMB 150-200. This brand is sold online. (2) INSBAHA is a punk style make-up brand for the minority. The main price range is RMB 50-150. This brand is sold online. 3. High-efficacy skin care brand CORRECTORS is a high-efficiency skin care brand. The main price range is RMB 260-600. This brand is sold online. (II) Main operation model 1. Sales mode The main sales channel is online sales, with offline sales as the auxiliary channel. Online channels mainly include direct sales and distribution. Direct sales focus on platforms such as Tmall and JD.COM, while expanding emerging platforms such as TikTok shops, and distribution focuses on platforms such as Taobao, JD.COM, Vipshop and Pinduoduo. Off-line channels are mainly operated by dealers. Channels include cosmetics specialty stores, malls and supermarkets, and single brand stores. 2. Production/R&D mode The Company is mainly engaged in independent production, supplemented by OEM outsourcing factories. It operates self-built skin care/personal care factories and make-up factories. The Company takes independent research and development as the main R&D mode, supplemented by the industry-university-research cooperation mode. It maintains R&D cooperation relations with leading raw material suppliers in the world, such as BASF China, Ashland China and LIPOTRUE S.L. in Spain. (III) Explanation on the industry In accordance with the Guidelines for the Industry Classification of Listed Companies issued by the China Securities Regulatory Commission, the industry to which the Company belongs is chemical raw materials and chemical products manufacturing (classification code: C26); in accordance with the China National Economic Industry Classification and Code (GB/T 4754-2011), the Company belongs to the industry of daily chemical products manufacturing (C268), and the subdivided industry is cosmetics manufacturing (C2682). According to the statistics of the National Bureau of Statistics, the total retail sales of social consumer goods was RMB 39,198.1 billion in 2020, with a year-on-year decrease of 3.9%, of which the total amount of cosmetics was RMB 340 billion, up 9.5% year on year (retail sales of unit consumer goods above quota). II Explanation on significant change in major assets of the Company during the Reporting Period □ Applicable√ Not applicable 13 / 323 2020 ANNUAL REPORT III Analysis on core competitiveness during the Reporting Period √ Applicable□ Not applicable The Company's core competitiveness is mainly reflected in: building a self-driven organization with high efficiency and collaboration in front, middle and back grounds with "products, contents and operations" as the main line, and constructing a consistent operation management system of "culture-strategy-mechanism-talents" from top to bottom, with culture as the traction, strategy as the guidance, mechanism and talents as the two wings, so as to fully implement the strategy. Section IV Discussion and Analysis of Operation I Discussion and Analysis of Operation 1. Year-on-year increase of operating revenue The operating revenue was RMB 3.752 billion, with a year-on-year increase of 20.13%. Where: The principal business income was RMB 3.748 billion, with a year-on-year increase of 20.26%. Other business income was RMB 4,462,200. Principal business income: (1) By channel Year-on- Year-on- Year-on- Amoun year year year t (in Percent Percent Percent increase increase increase RMB age in age in age in Sub-channel or or or 100 2020 2019 2018 decrease decrease decrease milli (%) (%) (%) in 2020 in 2019 in 2018 on) (%) (%) (%) Direct 79.63 88.25 90.19 60.63 53.53 45.77 sales 15.91 Onlin Distribu 10.33 34.36 37.95 40.97 39.37 46.47 54.23 e tion Sub-tota 26.24 58.59 60.97 59.91 70.01 53.09 43.57 l Cosmetic 8.45 -19.28 4.42 7.45 75.22 71.64 75.35 s stores Offli Others 2.79 -32.81 26.33 59.72 24.78 28.36 24.65 ne Sub-tota 11.24 -23.12 9.82 16.88 29.99 46.91 56.43 l Total 37.48 20.26 32.11 32.41 100.00 100.00 100.00 Note: The proportion of online and offline subtotal refers to the proportion of principal business revenue. (2) By brand Amoun Year-on- Year-on- Year-on- t (in year year year Percent Percent Percent RMB increase increase increase age in age in age in Sub-brand 100 or or or 2020 2019 2018 milli decrease decrease decrease (%) (%) (%) on) in 2020 in 2019 in 2018 14 / 323 2020 ANNUAL REPORT (%) (%) (%) Proya 29.86 12.43 26.81 32.38 84.32 89.33 88.77 Self-ow Other 5.55 75.08 19.74 32.65 15.68 10.67 11.23 ned brands brand Sub-tota 35.41 19.11 26.02 32.41 94.48 95.39 100.00 l Cross-bo Agent rder 2.07 44.09 - - 5.52 4.61 - brand agency Brand Total 37.48 20.26 32.11 32.41 100.00 100.00 100.00 Note: Among them, TIMAGE records revenue of RMB 121 million. (3) By category Amount Year-on-year Year-on-year Year-on-year (in RMB increase or increase or increase or Percentage Percentage Percentage Category 100 decrease in decrease in decrease in in 2020 (%) in 2019 (%) in 2018 (%) million) 2020 (%) 2019 (%) 2018 (%) Skin care (including 32.42 11.38 24.89 32.29 86.50 93.40 98.80 cleansing) Make-up 4.65 181.91 482.43 42.59 12.41 5.29 1.20 Others 0.41 0.47 - - 1.09 1.31 - Total 37.48 20.26 32.11 32.41 100.00 100.00 100.00 2. Year-on-year increase of net profit The net profit attributable to shareholders of the listed companies was RMB 476 million, with a year-on-year increase of 21.22%. The net profit attributable to shareholders of the listed companies, net of non-recurring gains and losses, was RMB 470 million, with a year-on-year increase of 21.69%. Index 2020 2019 2018 Description 1. Net profit margin 12.04% 11.73% 12.14% Due to the implementation of new revenue standards, the freight charge of RMB 118 million was listed in the principal business 2. Gross profit margin 63.55% 63.96% 64.03% cost in the current period, and the gross profit margin excluding freight charge on comparable basis was 66.70% in 2020 1. The online revenue occupied an increased proportion, and the investment for image publicity and brand promotion of the Company increased RMB 387 million compared with the 3. Ratio of expenses to 39.90% 39.16% 37.52% prior year, with year-on-year growth of sales 46.17%; 2. Due to the implementation of new revenue standards, the freight charge of RMB 118 million was listed in the principal business cost in the current period (freight 15 / 323 2020 ANNUAL REPORT charge of RMB 76.25 million was included in the selling expense in the same period in 2019). Where: Image promotion 32.68% 26.86% 21.19% expense 4. Administrative expense 5.44% 6.25% 7.26% ratio The R&D expense was essentially on par with 5. R&D expense ratio 1.92% 2.39% 2.17% the previous year. Main reasons in the current period: (1) The growth rate of accounts receivable from online platform business (such as JD.COM and 6. Turnover rate of Vipshop) exceeded that of operating revenue, accounts receivable 15.53 21.74 36.04 which affected the turnover rate; (2) Dealers (times) were offered greater credit support to stabilize offline sales, and the balance of accounts receivable increased; (3) The impact of new brand business 7. Turnover days of accounts receivable 23.18 16.56 9.99 (days) 8. Inventory turnover Mainly due to the overstock for live 3.50 4.12 4.04 rate (times) streaming in Q4 of the current period 9. Inventory turnover 102.86 87.38 89.11 days (days) II Financial Performance during the Reporting Period During the Reporting Period, the Company’s operations focused on three aspects: product drive, brand building and organizational reform. 1. Product drive During the Reporting Period, the channel-driven strategy was rapidly upgraded to a product-driven strategy. Digital product management was implemented. The digital management was realized in the whole life cycle from insight into consumer market and product development to product listing. In addition, the strategy of popular single products was implemented. Star single products with brand mind and representativeness were created, so as to improve the per customer transaction and re-purchase rate and enhance brand loyalty. For example, Ruby Essence, Double Anti-aging Essence, Double Anti-aging Nightlight Eye Cream, TIMAGE Shading Powder and other popular single products were developed. 2. Brand building Proya brand continued to upgrade, with the upgrading of the product system as the core, continuously enhancing the brand's sense of technology and youth, conveying the brand's spirit of discovery, and closely binding with the younger generation of consumers from material to spirit. Consumers can intuitively feel that "Proya is really different". In marketing activities, brand content was continuously and uniformly exported throughout the year around positioning, and the brand deeply interacts with consumers through original theme content, official announcement of new spokesperson, cross-border/IP and other forms, to continuously make innovation. Such activities include #Young Dreamers# in January; # Young People Fear Nothing# + official announcement of Sun 16 / 323 2020 ANNUAL REPORT Li in March; official announcement of Cai Xukun in April; #Take on adventure for love when you are young# in May; Proya * Nayuku, #Realize your dream while you are young# in June; Nightlight * Tmall Black Box in July; PROYA* Young Artist Jiang Yueyin in September; PROYA* Eastsea Festival in October; and TIMELAB press conference +PROYA* Bu Kewen and #Just do it while you are young in November. 3. Organizational reform Organizational level: Focused on building a digitalmiddle platform: the product middle platform deepened the strategy of popular single products and hot products; the accurate promotion ROI strategies of the middle platform were launched. The virtual project organization form with products and delivery as the main line was adopted to create an end-to-end, efficient and self-driven process organization. Talent: The Company continued to further promote the talent supply chain mechanism that matches the business, selected talents accurately, identified talents quickly and employed talents efficiently, so as to gradually build a young team with strong fighting capacity, learning ability, self-driven ability and entrepreneurial passion. Mechanism: The Company advocated the “three-high" performance culture of "high investment, high performance and high return", and established a performance management system of "setting goals, focusing on processes and getting results"; around the business strategy, the Company made every effort to build a short (quarterly performance, project incentives), medium (annual excess dividends) and long-term (equity incentives, partners) diversified business incentive system. (I) Analysis of principal business 1. Analysis of change in certain items in income statement and cash flow statement Unit: Yuan Currency: RMB Item Amount in the Amount in the Change in the same period last current period proportion (%) year Revenue 3,752,386,849.02 3,123,520,211.77 20.13 Cost of sales 1,367,561,949.78 1,125,573,226.23 21.50 Selling expenses 1,497,058,943.34 1,223,031,824.07 22.41 Administrative expenses 204,279,378.68 195,259,927.02 4.62 R&D expenses 72,200,028.77 74,602,606.55 -3.22 Financial expenses -13,607,115.53 -9,494,812.30 Not applicable Net cash flow generated from 331,550,109.14 235,961,328.34 40.51 operating activities Net cash flow generated from 14,534,157.08 -54,596,265.69 Not applicable investing activities Net cash flow from financing -43,382,734.32 -209,256,879.22 Not applicable activities 2. Analysis of revenue and cost √ Applicable□ Not applicable Explanation on the reason for change in operating revenue: Mainly due to the growth of revenue from online channels. Explanation on the reason for change in operating cost: 17 / 323 2020 ANNUAL REPORT The year-on-year increase achieved RMB 242 million, up 21.50%. The main reasons are as follows: 1. The operating revenue increased and the operating cost increased correspondingly; 2. Due to the implementation of new revenue standards, the freight charge of RMB 118 million was listed in the principal business cost in the current period. Explanation on the reason for change in selling expense: The selling expense was RMB 1.497 billion in 2020, accounting for 39.90% of the operating revenue (39.16% in the same period last year). The year-on-year increase of selling expense achieved RMB 274 million, up 22.41%. The main reasons are as follows: 1. The online revenue occupied an increased proportion, and the investment for image publicity and brand promotion of the Company increased RMB 387 million compared with the prior year, with year-on-year growth of 46.17%; 2. Due to the implementation of new revenue standards, the freight charge of RMB 118 million was listed in the principal business cost in the current period (freight charge of RMB 76.25 million was included in the selling expense in the same period in 2019). Explanation on the reason for change in administrative expense: The administrative expense was RMB 204 million in 2020, accounting for 5.44% of the operating revenue (6.25% in the same period last year). The administrative expense, increased RMB 9.02 million on year-on-year basis, up 4.62%, was essentially on par with the previous year. Explanation on the reason for change in R&D expenses: The R&D expense was RMB 72.2 million in 2020, accounting for 1.92% of the operating revenue (2.39% in the same period last year). It was essentially on par with the previous year. The R&D expense of the parent company was 3.96% in 2020 (4.51% in the same period last year). Explanation on the reason for change in financial expense: Mainly due to the increase of interest income. Explanation on the reason for change in net cash flow generated from operating activities: The year-on-year net flow increased RMB 95.59 million, mainly due to the followings: 1. Increase of cash: The year-on-year increase of sales outstanding achieved RMB 728 million; 2. Decrease of cash: The goods payment increased RMB 171 million on year-on-year basis, and the cash paid for other operating activities increased RMB 484 million. Explanation on the reason for change in net cash flow generated from investing activities: The year-on-year net flow increased by RMB 69.13 million, mainly due to the followings: 1. Increase of cash: Increase of net redemption of wealth management products and increase of monetary capital for new consolidated subsidiary, i.e., acquisition of “Shanghai Healthlong”; 18 / 323 2020 ANNUAL REPORT 2. Decrease of cash: The year-on-year increase for investment on associate and other equity as well as expenditure for the acquisition of fixed assets and construction in progress in the current period. Explanation on the reason for change in net cash flow generated from financing activities: The year-on-year net flow increased by RMB 166 million, mainly due to the followings: 1. The short-term borrowings from banks had a year-on-year net increase of RMB 170 million, and the outlay for debt payment had a year-on-year net decrease of RMB 46 million. For these two items, the net cash inflows increased by RMB 216 million; 2. The interest expenditure for dividend distribution increased by RMB 30 million on year-on-year basis. (1). Result of principal business by industry, product and region Unit: Yuan Currency: RMB Result of principal business by industry Change Change in Gross in cost Change in gross By revenue Revenue Cost of sales margin from profit margin from industry from (%) last last year (%) last year (%) year (%) Beauty and 3,747,924,600.60 1,363,486,774.26 63.62 20.26 21.71 Decrease by 0.43 personal percentage points care industry Result of principal business by product Change Change in Gross in cost Change in gross revenue By product Revenue Cost of sales margin from profit margin from from (%) last last year (%) last year (%) year (%) Skin care 3,242,093,549.02 1,139,865,475.50 64.84 11.38 11.02 Increase by 0.11 (including percentage points cleansing) Make-up 464,967,347.81 197,578,914.36 57.51 181.91 213.38 Decrease by 4.26 percentage points Other 40,863,703.77 26,042,384.40 36.27 0.47 -14.60 Increase by 11.25 categories percentage points Total 3,747,924,600.60 1,363,486,774.26 63.62 20.26 21.71 Decrease by 0.43 percentage points Result of principal business by region Change Change Gross in in cost Change in gross By Revenue Cost of sales margin revenue from profit margin from geography (%) from last last year (%) last year (%) 19 / 323 2020 ANNUAL REPORT year (%) Northeast 44,304,893.79 15,645,677.45 64.69 -30.34 -32.65 Increase by 1.21 China percentage points North 111,815,638.32 45,042,729.22 59.72 -35.95 -32.60 Decrease by 2.00 China percentage points East China 805,871,057.44 277,383,905.03 65.58 41.83 32.09 Increase by 2.54 percentage points South 78,086,349.46 31,545,110.66 59.60 -56.84 -54.37 Decrease by 2.19 China percentage points Central 209,350,223.42 82,846,339.82 60.43 -46.97 -43.57 Decrease by 2.39 China percentage points Northwest 72,627,248.27 24,751,079.45 65.92 -31.79 -30.69 Decrease by 0.54 China percentage points Southwest 143,373,945.60 51,533,131.56 64.06 -7.33 -2.99 Decrease by 1.61 China percentage points Hong Kong, 127,445,152.37 110,143,260.74 13.58 -13.85 -14.30 Increase by 0.46 China and percentage points overseas Others 2,155,050,091.93 724,595,540.33 66.38 62.61 87.25 Decrease by 4.42 (some percentage points e-commerce channels) Total 3,747,924,600.60 1,363,486,774.26 63.62 20.26 21.71 Decrease by 0.43 percentage points Explanation on result of principal business by industry, product and geography (1) Due to the implementation of new revenue standards, the freight charge of RMB 118 million was listed in the principal business cost in the current period, and the gross profit margin of principal business excluding freight charge on comparable basis was 66.80% in 2020, increased by 2.75 percentage points over the previous year. (2) Increase in beauty and personal careindustry: The increase of principal business income in the current year was mainly from the online sales of RMB 2.624 billion, with year-on-year growth of 58.59%. (3) Increase in make-up: The main reason lies in the development of new make-up products in the Reporting Period (including in-house and OEM products). For example, “TIMAGE”, the new make-up brand in the Reporting Period, witnessed revenue of RMB 121 million. (4) Increase by regions: The increase in East China is mainly due to the increase of online distribution; the revenue of others (part of the E-commerce) presented a year-on-year growth of 62.61%; the revenue of other regions except E-commerce and East China decreased to varying degrees: mainly due to the year-on-year decrease of online revenue. (2). Analysis of production and sales volume √ Applicable□ Not applicable Change in Chang Change in Major productio e in inventor product Unit Production Sales Inventory n from sales y from s last year from last year 20 / 323 2020 ANNUAL REPORT (%) last (%) year (%) Beauty Piec 194,003,30 180,825,86 47,873,37 15.29 10.00 37.98 and e 0 6 2 persona l care product Explanation on production and sales volume Both in-house and OEM products are included in the above table, but excluding the quantity for products like cross-border agent brand. (3). Analysis of cost Unit: Yuan By industry Percentage change in Percentage the amount Percentage of total for the of total Amount in the costs for current By Amount in the costs for Explan Cost item same period last the same period as industry current period the ation year period compared current last year to the same period (%) (%) period last year (%) Beauty Raw 851,018,281.40 62.42 799,853,363.25 71.39 6.40 and materials personal Labor and 82,914,903.34 6.08 78,047,754.49 6.97 6.24 care manufactu industry ring costs Purchases 311,700,853.56 22.86 242,407,770.07 21.64 28.59 Freight 117,852,735.96 8.64 charge Sub-total 1,363,486,774.26 100.00 1,120,308,887.81 100.00 21.71 By product Percentage change in Percentage the amount Percentage of total for the of total Amount in the costs for current By Amount in the costs for Explan Cost item same period last the same period as product current period the ation year period compared current last year to the same period (%) (%) period last year (%) Skin care Raw 798,070,230.37 70.02 769,807,079.06 74.97 3.67 (including materials 21 / 323 2020 ANNUAL REPORT cleansing) Labor and 76,267,474.56 6.69 74,427,379.74 7.25 2.47 manufactu ring costs Purchases 164,300,108.50 14.41 182,531,687.96 17.78 -9.99 Freight 101,227,662.07 8.88 Sub-total 1,139,865,475.50 100.00 1,026,766,146.76 100.00 11.02 Make-up Raw 52,948,051.03 26.80 30,046,284.19 47.66 76.22 Sales materials increas e of new make-u p product s Labor and 6,647,428.78 3.36 3,620,374.75 5.74 83.61 Sales manufactu increas ring costs e of new make-u p product s Purchases 121,703,172.90 61.60 29,381,356.62 46.60 314.22 Mainly due to the sales of new brand TIMAGE Freight 16,280,261.65 8.24 Sub-total 197,578,914.36 100.00 63,048,015.56 100.00 213.38 Other Raw categories materials Labor and manufactu ring costs Purchases 25,697,572.16 98.68 30,494,725.49 100.00 -15.73 Freight 344,812.24 1.32 Sub-total 26,042,384.40 100.00 30,494,725.49 100.00 -14.60 Total 1,363,486,774.26 1,120,308,887.81 21.71 Explanation on other situations of cost analysis None (4). Major customers and suppliers √ Applicable□ Not applicable Sales of the top 5 customers amounted to RMB 565,284,600, accounting for 15.08% of the total annual sales. Of the sales of the top 5 customers, sales of related parties amounted to RMB0.00, accounting for 0.00% of the total annual sales. 22 / 323 2020 ANNUAL REPORT Procurement of the top 5 suppliers amounted to RMB261,040,300, accounting for 19.65% of the total annual procurement. Of the procurement of the top 5 suppliers, procurement of related parties amounted to RMB0.00, accounting for 0.00% of the total annual procurement. Other particulars None 3. Expense √ Applicable□ Not applicable Unit: Yuan Increase or Item 2020 2019 decrease of the Growth rate current period Selling 1,497,058,943.34 1,223,031,824.07 274,027,119.27 22.41% expenses Administrative 204,279,378.68 195,259,927.02 9,019,451.66 4.62% expenses R&D expenses 72,200,028.77 74,602,606.55 -2,402,577.78 -3.22% Financial Not -13,607,115.53 -9,494,812.30 -4,112,303.23 expenses applicable 4. R&D investment (1). Table of R&D investment √ Applicable□ Not applicable Unit: Yuan Expensed R&D investment in the 72,200,028.77 current period Capitalized R&D investment in the current period Total R&D investment 72,200,028.77 Proportion of total R&D investment 1.92 to operating revenue (%) Number of the Company’s R&D staff 196 Percentage of the number of R&D staff 6.76 to the Company’s total number of employees (%) Percentage of capitalized R&D investment (%) (2). Explanation □ Applicable√ Not applicable 5. Cash flow √ Applicable□ Not applicable Item Amount in the Amount in the Growth Explanation current period same period last rate (%) year 23 / 323 2020 ANNUAL REPORT Net cash flow 331,550,109.14 235,961,328.34 40.51 The year-on-year net flow generated from increased by RMB 95.59 million, operating mainly due to the followings: 1. activities Cash inflow: The year-on-year increase of cash received from sales of goods achieved RMB 728 million; 2. Cash outflow: The cash paid for goods and services increased by RMB 171 million on year-on-year basis, and the cash paid for other operating activities increased by RMB 484 million Net cash flow 14,534,157.08 -54,596,265.69 Not The year-on-year net flow generated from applicabl increased by RMB 69.13 million, investing e mainly due to the followings: 1. activities Increase of cash: (1) The net redemption of wealth management products was RMB 213 million in the current period (RMB 110 million in the same period last year), with year-on-year net flow increase of RMB 103 million; (2) The cash balance of “Shanghai Healthlong of RMB 66.05 million at the acquisition; 2. Decrease of cash: (1) The year-on-year increase for investment on associate and other equity was RMB 76.29 million in the current period; (2) The year-on-year increase for the acquisition of fixed assets and construction in progress was RMB 20.32 million. Net cash flow from -43,382,734.32 -209,256,879.22 Not The year-on-year net flow financing applicabl increased by RMB 166 million, activities e mainly due to the followings: 1. The short-term borrowings from banks had a year-on-year net increase of RMB 170 million, and the outlay for debt payment had a year-on-year net decrease of RMB 46 million. For these two items, the net cash inflows increased by RMB 216 million; 2. The interest expenditure for dividend distribution increased by RMB 30 million on year-on-year basis Other cash 81,739,953.02 27,439,741.01 197.89 Mainly due to amount from the received from newly consolidated subsidiary in 24 / 323 2020 ANNUAL REPORT operating the current period activities Cash paid for 1,422,965,037.76 939,446,827.05 51.47 The main reason lies in the other operating year-on-year increase of image activities promotion expense of RMB 434 million in the current period, including: 1. increase for new consolidated subsidiary; 2. increase of image promotion expense for new incubation brands and investment brands Cash received from 213,200,000.00 380,000,000.00 -43.89 Mainly due to the year-on-year disposal of decrease of wealth management investments product redemption Cash received from 2,266,301.37 4,653,362.83 -51.30 Mainly due to the earnings change returns on from wealth management products investments Other cash 66,052,759.40 2,500,000.00 2,542.11 The cash balance of “Shanghai received relating Healthlong” at the acquisition; to investing repayment of the loan principal activities of RMB 2.5 million was made by Beijing Mitangpai Cosmetics Co., Ltd. in the same period last year Cash paid for 81,930,000.00 275,588,295.00 -70.27 Main reasons: 1. The investment investment on associate and other equity totaled RMB 66.58 million, and the equity transfer fund of RMB 15.35 million was paid to minority shareholders in the current period; 2. Cash of RMB 269.95 million was paid for purchase of wealth management products, and the equity transfer fund of RMB 5.64 million was paid to minority stockholders in the same period last year Other cash paid 1,035,148.02 2,500,000.00 -58.59 Net cash paid for disposal of relating to Huzhou Tizhi Cosmetics Co., Ltd. investing in the current period; loan of RMB activities 2.5 million to Beijing Mitangpai Cosmetics Co., Ltd. in the same period last year Proceeds received 2,266,300.00 21,085,273.44 -89.25 The main reason lies in the from financing decrease of equity investment by activities minority shareholders of the consolidated holding subsidiary in 2020 as compared with 2019 Cash received from 299,000,000.00 128,939,749.33 131.89 Mainly due to the year-on-year borrowings increase of short-term borrowings from bank 25 / 323 2020 ANNUAL REPORT Dividends paid, 127,734,055.29 97,824,202.19 30.58 Mainly due to the year-on-year profit increase of cash dividend distributed or distribution of RMB 32.2 million interest paid Other cash paid 2,684,110.55 1,657,699.80 61.92 Mainly due to the year-on-year for increase of equity repurchase financing-related payment in 2020 activities (II) Explanation on significant change of profit caused by non-principal business □ Applicable√ Not applicable (III) Analysis of assets and liabilities √ Applicable□ Not applicable 1. Assets and liabilities Unit: Yuan Change in Amount as Percentage Percentage Amount as percentage at the of total of total at the for the end of assets at assets at Items end of current Explanation the the end of the end of last period over current current last period the last period period (%) period (%) period (%) Held-for-trad 71,450,0 2.40 -100.00 Mainly due to ing financial 00.00 redemption on assets maturity of wealth management products purchased at the beginning of the period in the current period Accounts 284,878, 7.83 198,409, 6.66 43.58 Main reasons: 1. receivable 419.58 249.19 The accounts receivable from online platform business increased; for example, the accounts receivable of JD.COM and Vipshop increased by RMB 29.59 million; 2. Dealers were offered greater credit support to stabilize offline sales, and the balance of accounts 26 / 323 2020 ANNUAL REPORT receivable increased; 3. the accounts receivable was increased due to new brand business, etc. Receivables 5,531,99 0.15 2,150,00 0.07 157.30 Mainly due to the financing 7.32 0.00 increase in the balance of bank acceptance bill at the end of the period Prepayment 82,742,8 2.28 53,313,9 1.79 55.20 Mainly due to the 15.92 63.76 increase of advance payment and expense of the new consolidated subsidiary in the current period Other 48,733,5 1.34 15,269,9 0.51 219.15 Main reasons: 1. receivables 27.35 49.97 The deposit receivable of the new consolidated subsidiary increased in the current period; 2. Epidemic prevention and control supplies were proposed to be purchased from abroad during the outbreak of COVID-19, but no consensus was reached as to the return policy, and further negotiation was required Inventories 468,641, 12.89 313,649, 10.53 49.42 Main reasons: 1. 017.75 003.07 Overstock for live streaming in Q4; 2. Increase of ending inventory of the new consolidated subsidiary in the current period Other current 35,235,8 0.97 11,723,2 0.39 200.56 Main reasons: 1. 27 / 323 2020 ANNUAL REPORT assets 11.27 68.59 According to the new revenue standards, it was expected that the net return of RMB 5.76 million at the end of the period should be included in “estimated liabilities”, but it was actually reflected as “estimated liabilities of RMB 10.19 million” and “other current assets of RMB 4.43 million” based on the amount that affects the revenue and cost; 2. The input tax of excess VAT paid was reclassified as “other current assets”, and the balance was increased Long-term 58,220,0 1.60 14,728,0 0.49 295.30 Mainly due to the equity 59.60 03.68 new equity investments investment of RMB 46 million on the associate - Jiaxing Woyong Investments in 20,580,0 0.57 Not Mainly due to the other equity 00.00 applicable equity investment instruments of RMB 20.58 million on Hangzhou Regenovo Biotechnology., Ltd. Construction 47,324,5 1.30 31,894,6 1.07 48.38 Mainly due to the in progress 23.36 58.49 new investment on make-up line in the current period Goodwill 31,034,1 0.85 Not Main reason: The 61.20 applicable portion of the investment of the new consolidated subsidiary 28 / 323 2020 ANNUAL REPORT “Shanghai Healthlong” that exceeded the fair value of its net identifiable assets calculated according to the shareholding ratio was recognized as goodwill in the current period Long-term 50,576,7 1.39 26,378,5 0.89 91.73 Main reasons: 1. prepaid 93.53 64.50 Increase in the expenses balance of endorsement fee to be amortized; 2. The increase of RMB 13.03 million for renovation of make-up factory Deferred 46,660,5 1.28 27,975,2 0.94 66.79 Mainly due to the income tax 50.76 58.51 increase in the assets balance of deferred income tax assets calculated based on the amortized share-based payment Other 87,322,7 2.40 15,006,1 0.50 481.91 Main reasons: 1. non-current 80.03 46.49 RMB 81.6 million assets was paid for the land in Longwu, Hangzhou, but the corresponding land delivery procedure has not been completed as at 31 December 2020; 2. The purchase amount of long-term assets originally prepaid for the new building has been partially transferred into fixed assets. Short-term 299,280, 8.23 129,047, 4.33 131.92 Mainly due to the borrowings 435.09 396.51 new bank loans in the current period Bills payable 64,580,0 1.78 41,830,9 1.40 54.38 Mainly due to the 29 / 323 2020 ANNUAL REPORT 00.00 48.53 increase of bank acceptance Accounts 515,832, 14.18 347,316, 11.66 48.52 Mainly due to payable 031.27 843.39 overstock for live streaming in Q4 and the payment day yet to come Accounts 40,913,4 1.37 -100.00 Mainly due to the received in 90.55 adjustment from the advance original “accounts received in advance” to “contract liabilities” and “other current liabilities” owing to the implementation of new revenue standards Contract 30,618,7 0.84 Not Mainly due to the liabilities 78.99 applicable implementation of new revenue standards: 1. The unredeemed member points originally included in the “deferred income” were adjusted to “contract liabilities”; 2. The original “accounts received in advance” were adjusted to “contract liabilities” and “other current liabilities” Non-current 85,258,2 2.86 -100.00 Mainly due to the liabilities 47.69 repayment of due within one long-term year borrowings due within one year in the current period Other current 1,439,26 0.04 Not Mainly due to the liabilities 2.02 applicable adjustment from the 30 / 323 2020 ANNUAL REPORT original “accounts received in advance” to “contract liabilities” and “other current liabilities” owing to the implementation of new revenue standards Deferred 8,495,35 0.23 19,743,0 0.66 -56.97 The unredeemed income 3.33 36.56 member points originally included in the “deferred income” was adjusted to “contract liabilities” due to the implementation of new revenue standards, while the balance at the beginning of the period included unredeemed member points of RMB 11.25 million Deferred 6,874,10 0.19 5,132,01 0.17 33.95 Mainly due to the income tax 5.45 1.38 increase of taxable liabilities temporary differences recognized by one-time deduction of depreciation of fixed assets Undistributed 1,265,67 34.80 908,411, 30.49 39.33 Mainly due to the profit 1,865.63 607.62 increase of net profit in the current period Minority 90,326,8 2.48 40,370,1 1.35 123.75 Main reason was due equity 30.19 59.89 to the consolidation of “ Shanghai Healthlong” happened in the current period 31 / 323 2020 ANNUAL REPORT Other particulars None 2. Major restricted assets as at the end of the Reporting Period √ Applicable□ Not applicable Item Carrying value at the end of the Reason for restriction period Land construction deposit, Cash and equivalents 14,803,886.05 transformer deposit, L/C deposit, Tmall deposit, Alipay deposit, etc. Total 14,803,886.05 3. Other particulars □ Applicable√ Not applicable (IV) Analysis on industry operating information √ Applicable□ Not applicable See the content below for details. 32 / 323 2020 ANNUAL REPORT Analysis on operating information of the chemical business 1 Basic information of the industry (1).Industry policy and its changes □ Applicable√ Not applicable (2).Basic information of main subdivided industries and company position in the industry √ Applicable□ Not applicable Refer to the related description in “(I) Industry pattern and trend” in “III. Discussion and analysis on future development of the Company” of “Section IV Discussion and Analysis of Operation”. Company position in the industry: Based on the analysis of various industry data, the Company occupies a certain market share in the Chinese cosmetics market. 2 Products and production (1).Main operation model √ Applicable□ Not applicable Please refer to the description of the operation model in the “I. Description of the Company’s Principle Business, Operation Model and Industry Condition During the Reporting Period” of “Section III Business Overview of the Company”. Main information on adjustment of operation model during the Reporting Period □ Applicable√ Not applicable (2).Information on major products √ Applicable□ Not applicable Main downstream Subdivided Main upstream raw Main influencing Product application industry materials factors of price fields Skin care Skin care Moisturizer, Skin care and Personal income, (cleansing) active cleansing skin type, substance, lifestyle and grease wax, brand preference emulsifier, surfactant, essence and packaging Make-up Make-up Grease wax, Make-up, beauty Personal income, emulsifier, and shading lifestyle and toner, essence brand preference and packaging 33 / 323 2020 ANNUAL REPORT (3).R&D innovation √ Applicable□ Not applicable The Company's main operations for continuous innovation in scientific research during the Reporting Period were as follows: 1. A total of 9 new national invention patents were awarded in 2020, and meanwhile, new applications for 10 invention patents, 3 utility model patents and 27 design patents were filed. As at the end of the Reporting Period, the Company has 75 national invention patents, 30 utility model patent and 80 design patents, totaling 185 patents. 2. Industry-university-research cooperation: Developed cooperation on the “utilization of deep-sea microbial resources and development of active substances” with the Institute of Microbiology, Chinese Academy of Sciences. Signed the agreement on industry-university-research cooperation with the International School of Cosmetics, Shanghai Institute of Technology, for the purpose of comprehensive cooperation in terms of talent cultivation, scientific research, scientific and technological innovation, and personnel training. 3. Strategic technology cooperation: Achieved strategic technical cooperation with BASF China, etc.; built a joint laboratory center for high-throughput 3D printing of Asian skin models together with Hangzhou Regenovo Biotechnology., Ltd.; 4. The project named Key Technology and Standardization for Testing of Prohibited Substances in Cosmetics, jointly carried out by the Company and Hangzhou Institute for Food and Drug Control, National Center for Quality Supervision and Inspection of Daily Commodities, Hangzhou Institute of Test and Calibration for Quality and Technical Supervision, was granted the third prize of Zhejiang Provincial Science and Technology Progress Award; 5. Proya won the honorary title of “Excellent R&D Team” in the Science and Technology th Conference of China Fragrance, Flavour and Cosmetics Industry in 2020 and the 13 Academic Symposium. 6. Participated in the formulation of group standards of animal substitute test for cosmetics, three of which have been approved and issued by Zhejiang Health Products and Cosmetic Industry Association, and implemented from 20 February 2020; participated in two scientific research projects of the key laboratory for animal substitute test for cosmetics in National Medical Products Administration. (4).Production process and work flow √ Applicable□ Not applicable The Company's products are mainly divided into skin care(cleansing)and make-up. The production process is shown in the figure below: 1. Production process of skin care products 34 / 323 2020 ANNUAL REPORT Basic raw material Active ingredient Semi-finished Heating and dissolving Homogeneous Heat-preservati Cooling Filtering product inspection Warehousing Packing Packaging Filling Storage Finished product 2. Production process of cleansing products Basic raw Active ingredient Dissolving Homogeneous Heat-preservatio Cooling Filtering Semi-finished product inspection Warehousing Packing Packaging Filling Storage Finished product 3. Production process of make-up (1) Make-up pressed powder: 35 / 323 2020 ANNUAL REPORT Raw material Active ingredient Semi-finished product Crushing and sieving Mixing evenly Color correction Discharging Powder storage Warehousing Packing Packaging Press forming Filling Aluminum plate Finished product Appearance inspection (2) Lipstick and lip gloss: Basic raw material Active ingredient Semi- Heating and dissolving Heat-preservation Color correction Defoaming Filtering finis hed produ Warehousing Packing Packaging Die forming Storage ct inspe Finished product Appearance inspection (3) Eyelashes and eyeliner: Basic raw material Active ingredient Semi- Heating and dissolving Homogeneous Heat-preservation Cooling Discharging finis hed Warehousing Packing Packaging Filling Storage produ ct Finished product (5). Capacity and commencement √ Applicable□ Not applicable 36 / 323 2020 ANNUAL REPORT Unit: RMB 0’000 Currency: RMB Estimated Investment Main completion amount of plant Capacity time of Designed Capacity under capacity area or utilizatio capacity capacity construction under projec n rate (%) under constructio t constructio n n Huzhou 200,000,00 84.48 0.00 0.00 None Factor 0 pcs. y Increase or decrease in production capacity □ Applicable√ Not applicable Adjustment of product line and capacity structure optimization □ Applicable√ Not applicable Abnormal shutdown □ Applicable√ Not applicable 3 Raw material purchase (1).Basic information of main raw materials √ Applicable□ Not applicable Year-on-yea Purchas Settlemen r price Consumptio Main raw materials Purchasing mode e t method change n volume ratio (%) Dominated by In competitive accordanc About About 1.03 procurement, e with the 1.05 Packaging material 0.91 billion except for some contract billion pcs. strategic provision pcs. suppliers s Dominated by In competitive accordanc procurement; e with the establish contract About Raw About long-term provision -16.68 1,640 material_moisturizer 1,600 tons strategic s tons cooperation with supplier with advantages 37 / 323 2020 ANNUAL REPORT Mainly purchase In via price accordanc comparison; try e with the About Raw material_active to empower contract About 477 74.17 487 substance diversified provision tons tons feature for s single-source suppliers Mainly Subject competitive to procurement; contract establish provision About Raw material_grease About 707 long-term s -48.71 738 wax tons strategic tons cooperation with supplier with advantages Mainly Subject competitive to procurement; contract About Raw cooperate with provision About 125 5.36 135 material_emulsifier industry-leadi s tons tons ng suppliers for some raw materials Mainly Subject competitive to procurement; contract Raw establish provision About About 58 material_sun-screeni long-term s -1.56 55 tons tons ng agent strategic cooperation with supplier with advantages The impact of price changes of main raw materials on the Company's operating costs: Compared with the same period in 2019, the price of packaging materials rose slightly, and the operating cost registered a small rise; the overall price of raw materials decreased by 7.06% from 2019, which lowered the operating cost. (2).Basic information of major energy sources √ Applicable□ Not applicable Year-on-year Major energy Purchasing Settlement Purchase price change Consumption sources mode method volume ratio (%) 38 / 323 2020 ANNUAL REPORT Pay in Sign fixed advance on a agreement monthly Water with local basis or pay 0.00 156,273 tons 156,273 tons water supply on demand as company per local requirements Pay in Sign fixed advance on a agreement monthly 8.43 million 8.43 million Electricity with local basis or pay 6.73 KWH KWH power supply on demand as company per local requirements Pay in advance on a Sign fixed monthly agreement 3 3 Gas basis or pay -15.83 306,164 m 306,164 m with local on demand as gas company per local requirements The impact of price changes of main energy sources on the Company's operating costs: The operating cost increased slightly due to the low proportion of energy amount consumed in the production process of the Company in the production cost; in addition, the electricity price in 2020 rose by 6.73% year on year, the price of gas decreased by 15.83%, and electricity is the main energy for consumption. (3).Measures to deal with raw material price fluctuation risks Main situation of holding financial products such as derivatives □ Applicable√ Not applicable (4).Basic situation of adopting other methods such as phased reserve □ Applicable√ Not applicable 4 Product sales (1).Basic information of the Company's principal business by subdivided industry √ Applicable□ Not applicable Unit: RMB 0’000 Currency: RMB Change Gross Subdivi Change in Change in Gross in margin of ded Cost of revenue cost from Revenue margin gross products in industr sales from last last year (%) profit the same y year (%) (%) margin industry 39 / 323 2020 ANNUAL REPORT from and field last year (%) Skin No care public Increas (includ informat 324,209.35 113,986.55 64.84 11.38 11.02 e by ing ion 0.11% cleansi availabl ng) e No public Decreas Make-up 46,496.73 19,757.89 57.51 181.91 213.38 information e by available 4.27% Other Increas No public categor 4,086.37 2,604.24 36.27 0.47 -14.60 e by information ies 11.25% available (2).Basic information of the Company's principal business by sales channel √ Applicable□ Not applicable Unit: RMB 0’000 Currency: RMB Change in revenue from last Sales channel Revenue year (%) Online 262,402.07 58.59 Offline 112,390.39 -23.12 The sales model integrates offline and online channels. Online channels mainly include direct sales and distribution. Such channels mainly include Tmall, Taobao, JD.COM, Vipshop, and Pinduoduo. Off-line channels are mainly operated by dealers. Such channels mainly include malls and supermarkets, cosmetics specialty stores, and single brand stores. Statement of accounting policy □ Applicable√ Not applicable 5 Environmental protection and safety (1).Basic information of major work safety accidents of the Company during the Reporting Period □ Applicable√ Not applicable (2).Major environmental violations □ Applicable√ Not applicable (V) Analysis of investment 1、 Overall analysis of external equity investment √ Applicable□ Not applicable 40 / 323 2020 ANNUAL REPORT Unit: Yuan Closing balance Opening balance Item Carrying Impairment Carrying Impairment Carrying value Carrying value balance provisions balance provisions Investment on joint 3,306,630.57 3,306,630.57 3,314,489.57 3,314,489.57 ventures Investment on 54,913,429.03 54,913,429.03 15,490,224.94 4,076,710.83 11,413,514.11 associates Total 58,220,059.60 58,220,059.60 18,804,714.51 4,076,710.83 14,728,003.68 Refer to “VII. 17. Long-term equity investment” in “Section XI Financial Report” herein for details. (1) Significant equity investment □ Applicable√ Not applicable (2) Significant non-equity investment □ Applicable√ Not applicable (3) Financial assets measured at fair value □ Applicable√ Not applicable (VI) Sale of major assets and equities □ Applicable√ Not applicable (VII) Analysis of major controlled companies and shareholding companies √ Applicable□ Not applicable Unit: RMB 00’000 Major Nature Major Registere Total Net Net Controlled subsidiarie of the products d capital asset assets profit or s business and shareholdin services g company Hangzhou Cosmetic Cosmetic 5,000.00 48,620.4 13,043.03 2,015.43 Controlled Proya Trade s sales s 6 Co., Ltd. Hapsode Cosmetic Cosmetic 5,000.00 10,913.1 -19,848.8 -3,317.4 Controlled (Hangzhou) s sales s 1 6 8 Cosmetics Co., Ltd. 41 / 323 2020 ANNUAL REPORT Note: The loss of Hapsode (Hangzhou) Cosmetics Co., Ltd. amounted to RMB 33,174,800, in which the loss of Hapsode brand amounted to RMB 15,546,000. (VIII) Structured entities controlled by the Company □ Applicable√ Not applicable III Discussion and analysis on future development of the Company (I) Industry pattern and trend √ Applicable□ Not applicable According to the statistics of the National Bureau of Statistics, the total retail sales of social consumer goods was RMB 39,198.1 billion in 2020, with a year-on-year decrease of 3.9%, of which the total amount of cosmetics was RMB 340 billion, up 9.5% year on year (retail sales of unit consumer goods above quota). (II) Development strategy of the Company √ Applicable□ Not applicable Adhering to the corporate values of "diligence and pragmatism, passion and initiative, honesty and gratitude", the Company is committed to becoming a world-class beauty makeup enterprise, and building a new Chinese cosmetics industry platform. Focus on the "6 * N" strategy in the future: "6" refers to new consumption, new marketing, new organization, new mechanism, new technology and new intelligent creation, and "N" refers to creating N brands (1) New consumption: It refers to meeting the needs of more consumers and providing consumers with innovation services with high value; (2) New marketing: It refers to marketing digitalization, omni-channel refined operation as well as accurate and advanced insight into consumers; (3) New organization: It refers to an efficient organization with flat, platform-based and self-driven coordination; (4) New mechanism: It refers to the establishment of a flexible, diversified and business-oriented incentive mechanism; (5) New technology: It refers to paying attention to basic scientific research in the field of research and development, in order to create R&D technology competitiveness that is difficult to replicate; and focusing on the Company's transformation of informatization and digitization, to build an intelligent operation management system; (6) New intelligent creation: It refers to building an agile and flexible supply chain to adapt to the current fast-paced production and sales; ——The core connotation of "6 * N" refers to the creation, empowerment and incubation of "different" brands that meet the "different" needs of "different" consumers based on the above six capabilities. (III) Business plan √ Applicable□ Not applicable 42 / 323 2020 ANNUAL REPORT In 2021, we will focus on the following aspects: 1. Strengthen brand building: gradually implement the blueprint of the self-owned brand matrix, plan new brands and reshape old brands. (1) Main brand: Complete the Proya brand upgrade plan and shape it into a new high-tech, youth-centric and proactive brand. Attract more first-and second-tier young consumers, and gradually upgrade the consumer level. In addition, maintain the steady growth of the main brand. (2) Potential brands: Complete the leap from incubation period to high-speed growth period of TIMAGE, and complete the brand reshaping of Hapsode. (3) Other brands: Incubate more new brands. 2. Product upgrading strategy: Establish product planning and marketing capabilities ahead of the market to improve product success rate. (1) Proya: Plan, create and reserve a variety of popular single products and new products. Try to launch products priced above RMB 300, and increase the unit price gradually. (2) TIMAGE, Hapsode, CORRECTORS: Plan and create a variety of popular single products and hot products. 3. Refined operation channels: (1) Online channels: Maintain the rapid growth of online channels as a whole, focus on refined operation of direct channels, and keep emerging channels such as TikTok stores growing rapidly. (2) Offline channels: Maintain the steady and healthy development of CS channels, and continue expanding mall and supermarket channels. (IV) Potential risks √ Applicable□ Not applicable 1. Industry competition risk (1) Competition among brands in the industry becomes increasingly fierce. The Company's brand upgrading strategy and popular single product strategy may fail to meet expectations; (2) Competition in marketing becomes increasingly fierce. The digital and refined cost control may fail to meet expectations. 2. Project incubation risk (1) New brand incubation risk: The marketing investment is large and the performance fails to meet expectations; (2) New category cultivation risk: The operation modes of different categories are quite different; the team fails to meet the requirements and the performance fails to meet the expectations. 3. Uncertain impact of COVID-19 on business operation (V) Others □ Applicable√ Not applicable 43 / 323 2020 ANNUAL REPORT IV Explanation on the failure to disclose as per rules due to inapplicability or special reasons such as state secrets and business secrets □ Applicable√ Not applicable Section V Major Events I Proposal for profit distribution of ordinary shares or capitalization of capital reserve (I) Formulation, implementation or adjustment of the cash dividend policy √ Applicable□ Not applicable Pursuant to the relevant requirements of Regulatory Guidance No.3 of Listed Companies — Cash Dividend Distribution of Listed Companies issued by the China Securities Regulatory Commission and Guidelines of Shanghai Stock Exchange Guidelines for Cash Dividends of Listed Companies, combined with the actual situation of the Company, the Company held the eighth meeting of the first session of the Board of Directors and the second extraordinary general shareholders’ meeting in 2016 on 12 April 2016 and 5 May 2016 respectively, and deliberated and approved the Proposal on Formulating the Shareholder Dividend Distribution Plan in Three Years after the Listing of the Company and the Proposal on Formulating the Applicableafter the Listing of the Company as below: I. Considerations for Formulating Shareholder Dividend Distribution Plan With a view to long-term and sustainable development, on the basis of comprehensive analysis of enterprise development strategy, shareholders' requirements and wishes, social capital cost, external financing environment and other factors, the Company solicits and listens to the requirements and wishes of shareholders, especially small and medium shareholders, fully considers the Company's current and future profit scale, cash flow status, development stage, project investment fund demand, bank credit, etc., balances the short-term and long-term interests of shareholders, and makes institutional arrangements for profit distribution, so as to establish a sustained, stable and scientific dividend return mechanism for investors to ensure the continuity and stability of the Company's profit distribution policy. II. Principles for Formulating Shareholder Dividend Distribution Plan Implement a sustained and stable profit distribution policy, attach importance to the reasonable return on investment to investors and take into account the sustainable development of the Company, and establish a sustained and stable return mechanism for investors in combination with the Company's profitability and the actual needs of the development strategy for the future business. The Company shall formulate the profit distribution plan in accordance with the Articles of Association. The opinions of independent directors, supervisors and public investors shall be fully considered in the decision-making and demonstration of profit distribution policies by the Board of Directors, Board of Supervisors and general shareholders’ meeting of the Company. III. Shareholder Dividend Distribution Plan 1. The Company shall implement a sustained and stable profit distribution policy. The Company's profit distribution shall pay attention to the reasonable return on 44 / 323 2020 ANNUAL REPORT investment to investors and take into account the actual operation and sustainable development of the Company in the current year. 2. The Company can distribute profits in cash or stock, or a combination of cash and stock or other methods permitted by laws and regulations. The profit distribution shall not exceed the range of accumulated distributable profits or affect the Company’s ability to continue as a going concern. Under the condition of meeting cash dividends, the Company shall give priority to profit distribution by means of cash dividends. Under the condition of meeting the cash dividend conditions stipulated in the Articles of Association of the Company, the Company shall distribute profits in cash. In principle, cash dividends shall be paid once a year. The Board of Directors of the Company can propose the Company to pay medium-term cash dividends according to the Company's profit and capital demand. The Company shall maintain the continuity and stability of the profit distribution policy. The annual profit distributed in cash shall not be less than 20% of the distributable profit realized in the current year. The Board of Directors of the Company shall comprehensively consider factors such as the characteristics of the industry, the stage of development, its operation model, profitability and significant capital expenditure arrangement, and put forward differentiated cash dividend policies pursuant to the procedures set out in the Articles of Association of the Company. 3. Adjustment of profit distribution plan and relevant decision-making mechanism (1) The Company shall evaluate the implementation of the implemented shareholder dividend distribution plan at least once every three years. According to relevant laws and regulations as well as the Company's operating conditions, the opinions of shareholders (especially small and medium-sized investors) and independent directors, the Company's profit distribution policy in implementation shall be revised accordingly when necessary, and a new shareholder dividend distribution plan shall be formulated. After the adjustment of the shareholder dividend distribution plan, it must be deliberated and approved at the general shareholders’ meeting by voting. (2) The Board of Directors of the Company shall scientifically formulate the annual distribution plan or the medium-term profit distribution plan according to the needs of operation and development by fully considering the Company's profit, cash flow status, development fund demand, financing cost, external financing environment and other factors, and implement it upon the approval at the general shareholders’ meeting of the Company by voting. th nd At the 8 meeting of the first session of the Board of Directors and the 2 extraordinary general shareholders’ meeting in 2016, the Company deliberated and approved the Proposal on Distribution of Accumulated Profits before the Public Offering of Shares and Listing of the Company: if the Company's initial public offering of shares is successfully completed, the undistributed profits accumulated before this public offering shall be shared by the new and old shareholders after the initial public offering according to their shareholding ratio. th On 12 October 2020 and 28 October 2020 respectively, the Company held the 16 meeting rd of the second session of the Board of Directors and the 3 extraordinary general 45 / 323 2020 ANNUAL REPORT shareholders’ meeting in 2020, and deliberated and approved the Proposal on Shareholder Dividend Distribution Plan for the Next Three Years (2020-2022) as below: I. Considerations for Formulating Shareholder Dividend Distribution Plan With a view to long-term and sustainable development, on the basis of comprehensive analysis of enterprise development strategy, shareholders' requirements and wishes, social capital cost, external financing environment and other factors, the Company solicits and listens to the requirements and wishes of shareholders, especially small and medium shareholders, fully considers the Company's current and future profit scale, cash flow status, development stage, project investment fund demand, bank credit, etc., balances the short-term and long-term interests of shareholders, and makes institutional arrangements for profit distribution, so as to establish a sustained, stable and scientific dividend return mechanism for investors to ensure the continuity and stability of the Company's profit distribution policy. II.Principles for Formulating Shareholder Dividend Distribution Plan Implement a sustained and stable profit distribution policy, attach importance to the reasonable return on investment to investors and take into account the sustainable development of the Company, and establish a sustained and stable return mechanism for investors in combination with the Company's profitability and the actual needs of the development strategy for the future business. The Company shall formulate the profit distribution plan in accordance with the Articles of Association. The opinions of independent directors, supervisors and public investors shall be fully considered in the decision-making and demonstration of profit distribution policies by the Board of Directors, Board of Supervisors and general shareholders’ meeting of the Company. III. Shareholder Dividend Distribution Plan (2020-2022) 1. The Company shall implement a sustained and stable profit distribution policy. The Company's profit distribution shall pay attention to the reasonable return on investment to investors and take into account the actual operation and sustainable development of the Company in the current year. 2. The Company can distribute profits in cash or stock, or a combination of cash and stock or other methods permitted by laws and regulations. The profit distribution shall not exceed the range of accumulated distributable profits or affect the Company’s ability to continue as a going concern. Under the condition of meeting cash dividends, the Company shall give priority to profit distribution by means of cash dividends. Under the condition of meeting the cash dividend conditions stipulated in the Articles of Association of the Company, the Company shall distribute profits in cash. In principle, cash dividends shall be paid once a year. The Board of Directors of the Company can propose the Company to pay medium-term cash dividends according to the Company's profit and capital demand. The Company shall maintain the continuity and stability of the profit distribution policy, and the annual profit distributed in cash shall not be less than 20% of the distributable profit realized in the current year. The Board of Directors of the Company shall comprehensively consider factors such as the characteristics of the industry, the stage of development, its operation model, profitability and significant capital expenditure arrangement, and put forward differentiated cash dividend policies pursuant to the procedures set out in the Articles of Association of the Company. 46 / 323 2020 ANNUAL REPORT 3. Adjustment of profit distribution plan and relevant decision-making mechanism (1) The Company shall evaluate the implementation of the implemented shareholder dividend distribution plan at least once every three years. According to relevant laws and regulations as well as the Company's operating conditions, the opinions of shareholders (especially small and medium-sized investors) and independent directors, the Company's profit distribution policy in implementation shall be revised accordingly when necessary, and a new shareholder dividend distribution plan shall be formulated. After the adjustment of the shareholder dividend distribution plan, it must be deliberated and approved at the general shareholders’ meeting by voting. (2) The Board of Directors of the Company shall scientifically formulate the annual distribution plan or the medium-term profit distribution plan according to the needs of operation and development by fully considering the Company's profit, cash flow status, development fund demand, financing cost, external financing environment and other factors, and implement it upon the approval at the general shareholders’ meeting of the Company by voting. During the Reporting Period, the 2019 annual general meeting of the Company deliberated and approved the 2019 annual profit distribution plan: the Company shall distribute cash dividend of RMB 5.90 (tax inclusive) per 10 shares to all shareholders registered on the equity registration date based on the total share capital registered as at the registration date of dividend-paying equity, with the distributed cash dividend totaling RMB 118,749,040.40 (tax inclusive). The above dividend distribution plan was implemented on 13 May 2020. (II) Ordinary shares dividend distribution scheme or plan, and capitalization scheme or plan from capital reserve to share capital of the Company in recent three years (including the Reporting Period) Unit: Yuan Currency: RMB Percentage Net profit of the net attributable profit to the attributab Number Amount of ordinary le to the of dividends Number of shareholders ordinary Amount of Year for bonus distribut shares of the listed shareholde cash dividend shares ed per 10 transferr company in rs of the dividends distributi per 10 shares ed per 10 the listed (inclusive on shares (Yuan) shares consolidated company in of tax) (shares (inclusiv (shares) financial the ) e of tax) statements consolidat for the ed distribution financial year statements (%) 47 / 323 2020 ANNUAL REPORT 2020 0 7.20 0 144,804,186. 476,009,298. 30.42 00 41 2019 0 5.90 0 118,749,040. 392,681,976. 30.24 40 58 2018 0 4.30 0 86,552,894.0 287,188,727. 30.14 0 12 (III) The inclusion of shares repurchased through cash offer in cash dividend □ Applicable√ Not applicable (IV) If the Company recorded positive profit distributable to ordinary shareholders of the parent company during the Reporting Period, but there was no proposal for cash dividend, the Company shall disclose the reasons, the usage and the utilization plan of the undistributed profits in detail □ Applicable√ Not applicable 48 / 323 2020 ANNUAL REPORT II Performance of undertakings (I) Undertakings by the Company’s beneficial controllers, shareholders, related parties, acquirers, the Company and other related parties during or subsisted in the Reporting Period √ Applicable□ Not applicable If not Whether If not Whether performed strictly performed Background Time and term there is in time, Type of Undertaking performed in time, of Content of undertakings of the deadline describe undertakings party in a describe undertakings undertaking for the timely plans in performance specific manner next steps reasons Restriction Controlling (1) Within 36 months from the Time of the Yes Yes Not Not on sale of shareholders date of listing of the undertaking: applicable applicable shares and Company's shares, I will not 15 November beneficial transfer or entrust others 2017, period controllers: to manage the Company's of validity: Undertakings Hou Juncheng shares directly or 15 November related to and Fang Aiqin indirectly held by me, nor 2017 to 14 initial will the Company repurchase November public the shares; (2) If the 2020 offering closing price of the Company's shares has been lower than the issue price for 20 consecutive trading days within 6 months after the listing of the Company, 49 / 323 2020 ANNUAL REPORT or the closing price is lower than the issue price as at the end of the six-month period upon the listing, the lockup period of the Company's shares held by me will be automatically extended for 6 months; (3) If I sell the Company's shares held by within two years after the expiration of the lockup period, the selling price shall not be lower than the issue price. (4) If I/the partnership violates the above-mentioned share locking commitment, the lockup period of the Company's shares held by me/the partnership will be automatically extended for 6 months. Restriction Fang Yuyou, (1) Within 36 months from the Time of the Yes Yes Not Not on sale of Director & date of listing of the undertaking: applicable applicable shares General Company's shares, I will not 15 November Manager transfer or entrust others 2017, period to manage the Company's of validity: 50 / 323 2020 ANNUAL REPORT shares directly or 15 November indirectly held by me, nor 2017 to 14 will the Company repurchase November the shares; (2) If the 2020 closing price of the Company's shares has been lower than the issue price for 20 consecutive trading days within 6 months after the listing of the Company, or the closing price is lower than the issue price as at the end of the six-month period upon the listing, the lockup period of the Company's shares held by me will be automatically extended for 6 months; (3) If I sell the Company's shares held by within two years after the expiration of the lockup period, the selling price shall not be lower than the issue price. (4) If I/the partnership violates the above-mentioned share locking commitment, the 51 / 323 2020 ANNUAL REPORT lockup period of the Company's shares held by me/the partnership will be automatically extended for 6 months. Restriction 12 natural (1) Within 36 months from the Time of the Yes Yes Not Not on sale of person date of listing of the undertaking: applicable applicable shares shareholders, Company's shares, I will not 15 November i.e., Li transfer or entrust others 2017, period Xiaolin, Xu to manage the Company's of validity: Junqing, Fang shares directly or 15 November Aifen, Ye indirectly held by me, nor 2017 to 14 Caifu, Li will the Company repurchase November Jianqing, the shares; (2) If the 2020 Chen closing price of the Dongfang, Li Company's shares has been Wenqing, Xu lower than the issue price Dongkui, Bao for 20 consecutive trading Qingfang, days within 6 months after Fang Jiaqin, the listing of the Company, Fang Shanming or the closing price is lower and Ye Hong than the issue price as at the end of the six-month period upon the listing, the lockup period of the Company's shares held by me will be automatically 52 / 323 2020 ANNUAL REPORT extended for 6 months; (3) If I sell the Company's shares held by within two years after the expiration of the lockup period, the selling price shall not be lower than the issue price. (4) If I/the partnership violates the above-mentioned share locking commitment, the lockup period of the Company's shares held by me/the partnership will be automatically extended for 6 months. Restriction Directors and (1) During my tenure as Time of the No Yes Not Not on sale of senior director/senior management undertaking: applicable applicable shares management: of the Company, the shares 15 November Hou Juncheng, transferred each year shall 2017, period Fang Yuyou and not exceed 25% of the total of validity: Cao Liangguo number of the Company's 15 November shares directly or 2017 to long indirectly held by me; term within half a year after my demission, I will not transfer the Company's shares directly or 53 / 323 2020 ANNUAL REPORT indirectly held by me; (2) If I sell the Company's shares held by me within two years after the expiration of the lockup period, the selling price shall not be lower than the issue price; if the closing price of the Company's shares has been lower than the issue price for 20 consecutive trading days within 6 months after the listing of the Company, or the closing price is lower than the issue price as at the end of the six-month period upon the listing, the lockup period of the Company's shares held by me will be automatically extended for 6 months; and it will not be terminated due to my job change, demission and other reasons. (3) If I/the partnership violates the above-mentioned share locking commitment, the 54 / 323 2020 ANNUAL REPORT lockup period of the Company's shares held by me/the partnership will be automatically extended for 6 months. Restriction Senior (1) Within 12 months from the Time of the No Yes Not Not on sale of management: date of listing of the undertaking: applicable applicable shares Zhang Yefeng Company's shares, I will not 15 November and Zhang transfer or entrust others 2017, period Minhua to manage the Company's of validity: shares directly or 15 November indirectly held by me, nor 2017 to long will the Company buy back the term shares; (2) During my tenure as senior management of the Company, the shares transferred each year shall not exceed 25% of the total number of the Company's shares directly or indirectly held by me; within half a year after my demission, I will not transfer the Company's shares directly or indirectly held by me; (3) If I sell the Company's shares 55 / 323 2020 ANNUAL REPORT held by me within two years after the expiration of the lockup period, the selling price shall not be lower than the issue price; if the closing price of the Company's shares has been lower than the issue price for 20 consecutive trading days within 6 months after the listing of the Company, or the closing price is lower than the issue price as at the end of the six-month period upon the listing, the lockup period of the Company's shares held by me will be automatically extended for 6 months; and it will not be terminated due to my job change, demission and other reasons. (4) If I/the partnership violates the above-mentioned share locking commitment, the lockup period of the Company's shares held by 56 / 323 2020 ANNUAL REPORT me/the partnership will be automatically extended for 6 months. Restriction Senior (1) Within 12 months from the Time of the No Yes Not Not on sale of management: date of listing of the undertaking: applicable applicable shares Jin Yanhua Company's shares, I will not 16 April transfer or entrust others 2018, period to manage the Company's of validity: shares directly or 16 April 2018 indirectly held by me, nor to long term will the Company buy back the shares; (2) During my tenure as senior management of the Company, the shares transferred each year shall not exceed 25% of the total number of the Company's shares directly or indirectly held by me; within half a year after my demission, I will not transfer the Company's shares directly or indirectly held by me; (3) If I sell the Company's shares held by me within two years after the expiration of the 57 / 323 2020 ANNUAL REPORT lockup period, the selling price shall not be lower than the issue price; if the closing price of the Company's shares has been lower than the issue price for 20 consecutive trading days within 6 months after the listing of the Company, or the closing price is lower than the issue price as at the end of the six-month period upon the listing, the lockup period of the Company's shares held by me will be automatically extended for 6 months; and it will not be terminated due to my job change, demission and other reasons. (4) If I/the partnership violates the above-mentioned share locking commitment, the lockup period of the Company's shares held by me/the partnership will be automatically extended for 6 58 / 323 2020 ANNUAL REPORT months. Restriction Senior (1) Within 12 months from the Time of the No Yes Not Not on sale of management: date of listing of the undertaking: applicable applicable shares Wang Li Company's shares, I will not 3 September transfer or entrust others 2018, period to manage the Company's of validity: shares directly or 3 September indirectly held by me, nor 2018 to long will the Company buy back the term shares; (2) During my tenure as senior management of the Company, the shares transferred each year shall not exceed 25% of the total number of the Company's shares directly or indirectly held by me; within half a year after my demission, I will not transfer the Company's shares directly or indirectly held by me; (3) If I sell the Company's shares held by me within two years after the expiration of the lockup period, the selling price shall not be lower than 59 / 323 2020 ANNUAL REPORT the issue price; if the closing price of the Company's shares has been lower than the issue price for 20 consecutive trading days within 6 months after the listing of the Company, or the closing price is lower than the issue price as at the end of the six-month period upon the listing, the lockup period of the Company's shares held by me will be automatically extended for 6 months; and it will not be terminated due to my job change, demission and other reasons. (4) If I/the partnership violates the above-mentioned share locking commitment, the lockup period of the Company's shares held by me/the partnership will be automatically extended for 6 months. Restriction Controlling (1) If I intend to reduce my Time of the No Yes Not Not 60 / 323 2020 ANNUAL REPORT on sale of shareholders shares within 24 months undertaking: applicable applicable shares and after the expiration of the 15 November beneficial lockup period, the number of 2017, period controllers: issuer shares directly or of validity: Hou Juncheng indirectly reduced shall not 15 November and Fang Aiqin exceed 6% of the total number 2017 to long of issuer shares before this term issuance; (2) The reduction of the Company's shares shall comply with the provisions of relevant laws, regulations and rules; the specific methods include but are not limited to centralized bidding in the exchange, block trading, and agreement transfer; (3) Before selling the Company's shares, I shall make a public announcement three trading days in advance and perform the obligation of information disclosure in a timely and accurate manner in accordance with the rules of the stock exchange, except for the case when I 61 / 323 2020 ANNUAL REPORT hold less than 5% of the Company's shares; (4) If I fail to fulfill the above reduction intention, I will publicly explain the specific reasons for the failure in the general shareholders’ meeting of the Company and the disclosure media designated by China Securities Regulatory Commission and apologize to the shareholders of the Company and public investors. Restriction Shareholders (1) If I intend to reduce my Time of the No Yes Not Not on sale of directly shares after the expiration undertaking: applicable applicable shares holding more of the lockup period, I will 15 November than 5% earnestly abide by the 2017, period shares: Fang relevant regulations of the of validity: Yuyou, Li China Securities Regulatory 15 November Xiaolin Commission and the Exchange 2017 to long on the reduction of shares of term shareholders, prudently formulate a share reduction plan in combination with the Company's needs of 62 / 323 2020 ANNUAL REPORT stabilizing the stock price, carrying out operation and capital operation, and gradually reduce my shares after the expiration of the lockup period; (2) The reduction of the Company's shares shall comply with the provisions of relevant laws, regulations and rules; the specific methods include but are not limited to centralized bidding in the exchange, block trading, and agreement transfer; (3) Before reducing the Company's shares, I shall make a public announcement three trading days in advance and perform the obligation of information disclosure in a timely and accurate manner in accordance with the rules of the stock exchange, except for the case when I hold less than 5% of the Company's 63 / 323 2020 ANNUAL REPORT shares; (4) If I fail to fulfill the above reduction intention, I will publicly explain the specific reasons for the failure in the general shareholders’ meeting and the disclosure media designated by China Securities Regulatory Commission and apologize to the shareholders of the Company and public investors. Others Company Before satisfying the Time of the No Yes Not Not prerequisites for undertaking: applicable applicable initiating stock price 15 November stabilization plan, if the 2017, period Company fails to take of validity: measures for stock price 15 November stabilization, the Company 2017 to long will publicly explain the term specific reasons for the failure to take measures for stock price stabilization in the general shareholders’ meeting and the disclosure media designated by China 64 / 323 2020 ANNUAL REPORT Securities Regulatory Commission and apologize to the shareholders and public investors. If the loss to the investors is not due to the force majeure, the Company will bear the compensation responsibility to the investors pursuant to law, and bear the corresponding responsibility as required by laws, regulations and relevant regulatory agencies; if the loss to the investors is due to the force majeure, the treatment scheme to minimize the loss to investors interests shall be developed as soon as possible and submitted to the general shareholders’ meeting for deliberation, so as to protect the interests of investors of the Company as much as possible. Within three years from the date of listing of the Company's 65 / 323 2020 ANNUAL REPORT shares, if the Company employs new directors and senior management, the Company will require such new directors and senior management to fulfill the corresponding undertakings made by the directors and senior management at the time of listing of the Company. Others Controlling Before satisfying the Time of the No Yes Not Not shareholders prerequisites for undertaking: applicable applicable and initiating stock price 15 November beneficial stabilization plan, if I 2017, period controllers fail to take measures to of validity: stabilize the stock price 15 November according to the stock price 2017 to long stabilization plan, I will term publicly explain the specific reasons for the failure to take the above measures for stock price stabilization in the general shareholders’ meeting of the issuer and the disclosure media designated 66 / 323 2020 ANNUAL REPORT by China Securities Regulatory Commission and apologize to the shareholders of the issuer and public investors; if I fail to fulfill the above commitment, I will stop receiving shareholder dividends from the issuer within 5 working days from the date of occurrence of the aforesaid event, and meanwhile the issuer share held by me shall not be transferred until I take corresponding stock price stabilization plan according to the above plan and complete such measures. Others Director Before satisfying the Time of the No Yes Not Not (excluding prerequisites for undertaking: applicable applicable independent initiating stock price 15 November director) and stabilization measures, if I 2017, period senior fail to take measures to of validity: management stabilize the stock price 15 November according to the stock price 2017 to long stabilization plan, I will term 67 / 323 2020 ANNUAL REPORT publicly explain the specific reasons for the failure to take the above measures for stock price stabilization in the general shareholders’ meeting of the issuer and the disclosure media designated by China Securities Regulatory Commission and apologize to the shareholders of the issuer and public investors; if I fail to fulfill the above commitment, I will stop receiving remuneration and shareholder dividends (if any) from the issuer within 5 working days from the date of occurrence of the aforesaid event, and meanwhile the issuer share held by me (if any) shall not be transferred until I take corresponding stock price stabilization plan according to the above plan 68 / 323 2020 ANNUAL REPORT and complete such measures. Others Company If false records, misleading Time of the No Yes Not Not statements or major undertaking: applicable applicable omissions in the prospectus 15 November of the Company cause losses 2017, period to investors in securities of validity: trading, the investors will 15 November be compensated for their 2017 to long losses pursuant to law. term After the identification of such violations by China Securities Regulatory Commission, the stock exchange where the Company is located or the judicial organs, we will reach an amicable settlement with the investors, and compensate the investors for the direct economic losses arising therefrom through amicable settlement between the third party and the investors and investor compensation fund according to the measurable economic losses directly suffered by investors, in 69 / 323 2020 ANNUAL REPORT the principle of simplified procedure, active negotiation, compensation in advance and guarantee of the interests of investors, especially small and medium investors. If the Company violates the above commitment, the Company will disclose this in the general shareholders’ meeting and the disclosure media designated by China Securities Regulatory Commission and apologize to the shareholders and public investors for the failure to fulfill the above compensation measures, and compensate the investors according to the actual loss determined by China Securities Regulatory Commission and relevant judicial organs. Others Controlling If false records, misleading Time of the No Yes Not Not shareholders statements or major undertaking: applicable applicable 70 / 323 2020 ANNUAL REPORT and omissions in the prospectus 15 November beneficial of the issuer cause losses to 2017, period controllers investors in securities of validity: of issuer trading, I will compensate 15 November the investors for their 2017 to long losses pursuant to law. term After the identification of such violations by China Securities Regulatory Commission, the stock exchange where the Company is located or the judicial organs, we will reach an amicable settlement with the investors, and compensate the investors for the direct economic losses arising therefrom through amicable settlement between the third party and the investors and investor compensation fund according to the measurable economic losses directly suffered by investors, in the principle of simplified procedure, active negotiation, compensation 71 / 323 2020 ANNUAL REPORT in advance and guarantee of the interests of investors, especially small and medium investors. If the controlling shareholders and beneficial controllers of the Company violate the above commitment, the controlling shareholders and beneficial controllers will disclose this in the general shareholders’ meeting of the issuer and the disclosure media designated by China Securities Regulatory Commission and apologize to the shareholders of the issuer and public investors for the failure to fulfill the above compensation measures; besides, the controlling shareholders and beneficial controllers will stop receiving shareholder dividends from the issuer within 5 working days from 72 / 323 2020 ANNUAL REPORT the date of breach of the above commitments, and meanwhile the issuer shares held by them shall not be transferred until they take corresponding compensation measures according to the above commitments and complete such measures. Director, If false records, misleading Time of the No Yes Not Not supervisor statements or major undertaking: applicable applicable and senior omissions in the prospectus 15 November management of the issuer cause losses to 2017, period investors in securities of validity: trading, I will compensate 15 November the investors for their 2017 to long losses pursuant to law. term After the identification of such violations by China Securities Regulatory Commission, the stock exchange where the Company is located or the judicial organs, we will reach an amicable settlement with the investors, and compensate the investors for the direct 73 / 323 2020 ANNUAL REPORT economic losses arising therefrom through amicable settlement between the third party and the investors and investor compensation fund according to the measurable economic losses directly suffered by investors, in the principle of simplified procedure, active negotiation, compensation in advance and guarantee of the interests of investors, especially small and medium investors. If the director, supervisor and senior management of the Company violate the above commitment, the director, supervisor and senior management will disclose this in the general shareholders’ meeting of the issuer and the disclosure media designated by China Securities Regulatory Commission and 74 / 323 2020 ANNUAL REPORT apologize to the shareholders of the issuer and public investors for the failure to fulfill the above compensation measures; besides, the director, supervisor and senior management will stop receiving remuneration (or allowance) and shareholder dividends (if any) from the issuer within 5 working days from the date of breach of the above commitments, and meanwhile the issuer shares held by them (if any) shall not be transferred until they take corresponding compensation measures according to the above commitments and complete such measures. Others Company To ensure effective Time of the No Yes Not Not utilization of funds raised undertaking: applicable applicable this time, effective 15 November prevention against the risk 2017, period that immediate return will of validity: 75 / 323 2020 ANNUAL REPORT be diluted and improvement 15 November of future ability to 2017 to long generate returns, the term Company is proposed to improve the quality of assets, enhance operating revenue, increase future income and realize sustainable development by strengthening operation management and internal control, speeding up the construction progress of investment projects and strengthening the return mechanism of investors, so as to fill the diluted immediate return. The Company undertakes to continue improving the measures for filling the diluted immediate return in accordance with follow-up implementation rules issued by China Securities Regulatory Commission and Shanghai Stock Exchange. If 76 / 323 2020 ANNUAL REPORT the Company violates the aforesaid commitments, the Company will announce the facts and reasons of violation in a timely manner. Except for force majeure or other reasons not attributable to the Company, it will apologize to the shareholders and public investors of the Company, and make supplementary commitment or alternative commitment to the investors for the purpose of protecting the interests of investors as much as possible, and implement the supplementary commitment or alternative commitment upon the deliberation and approval by the general shareholders’ meeting of the Company. Others Controlling I, as the controlling Time of the No Yes Not Not shareholders shareholder and beneficial undertaking: applicable applicable and controller of the Company, 15 November 77 / 323 2020 ANNUAL REPORT beneficial make the following 2017, period controllers: undertakings to ensure the of validity: Hou Juncheng practical implementation of 15 November and Fang Aiqin diluted immediate return 2017 to long filling measures of the term Company: (1) In any case, I undertake neither to act beyond the authority of controlling shareholder and beneficial controller to intervene in operating management activities of the Company, nor to misappropriate interests of the Company; (2) After China Securities Regulatory Commission and Shanghai Stock Exchange issues relevant opinions and implementation rules on diluted immediate return filling measures and commitment separately, if the relevant provisions of the Company and my commitment are inconsistent with such provisions, I 78 / 323 2020 ANNUAL REPORT undertake to issue a supplementary commitment in accordance with the provisions of China Securities Regulatory Commission and Shanghai Stock Exchange immediately, and actively urge the Company to make new commitments or measures to be in line with the requirements of China Securities Regulatory Commission and Shanghai Stock Exchange; (3) I undertake to fully, completely and timely implement the measures related to diluted immediate return filling of the Company and my commitment about diluted immediate return filling measures. If I violate these commitments and cause losses to the Company or shareholders, I am willing to: ① publicly 79 / 323 2020 ANNUAL REPORT explain the specific reasons in the general shareholders’ meeting and the disclosure media designated by China Securities Regulatory Commission and make an apology; ② assume the liability of indemnity to the Company and/or shareholders pursuant to law; ③ unconditionally accept the punishment or relevant regulatory measures made by China Securities Regulatory Commission and/or Shanghai Stock Exchange and other securities regulatory institutions in accordance with their relevant regulations and rules. The diluted immediate return filling measures above do not guarantee the future profit of the Company. Others Director and I, as the director and senior Time of the No Yes Not Not 80 / 323 2020 ANNUAL REPORT senior management of the Company, undertaking: applicable applicable management make the following 15 November undertakings to ensure the 2017, period practical implementation of of validity: diluted immediate return 15 November filling measures of the 2017 to long Company: (1) I undertake term neither to transfer benefits to other units or individuals without compensation or under unfair conditions, nor to damage the Company’s interests in other ways; (2) I undertake to strictly abide by the budget management of the Company, restrict my position-related consumption activities within the scope necessary for fulfilling my duty, and strictly accept the supervision and management from the Company to avoid waste or excessive consumption; (3) I undertake not to use the Company’s 81 / 323 2020 ANNUAL REPORT assets for investment and consumption activities not related to execution of my duties; (4) I undertake to actively promote the improvement of remuneration system of the Company to better fit the requirements for filling the diluted immediate return, support that the remuneration system developed, revised and supplemented by the Board of Directors or the Compensation Committee of the Company are linked with execution of the Company’s diluted immediate return filling measures, and undertakes that the vesting conditions for the Company’s equity incentive to be released are linked with execution of the Company’s return filling measures; (5) After China Securities Regulatory 82 / 323 2020 ANNUAL REPORT Commission and Shanghai Stock Exchange issues relevant opinions and implementation rules on diluted immediate return filling measures and commitment separately, if the relevant provisions of the Company and my commitment are inconsistent with such provisions, I undertake to issue a supplementary commitment in accordance with the provisions of China Securities Regulatory Commission and Shanghai Stock Exchange immediately, and actively urge the Company to make new commitments or measures to be in line with the requirements of China Securities Regulatory Commission and Shanghai Stock Exchange; (6) I undertake to fully and 83 / 323 2020 ANNUAL REPORT completely implement the measures related to diluted immediate return filling of the Company and my commitment about diluted immediate return filling measures in a timely manner. If I violate these commitments and cause losses to the Company or shareholders, I am willing to: ① publicly explain the specific reasons in the general shareholders’ meeting and the disclosure media designated by China Securities Regulatory Commission and make an apology; ② assume the liability of indemnity to the Company and/or shareholders pursuant to law; ③ unconditionally accept the punishment or relevant regulatory measures made by China Securities Regulatory 84 / 323 2020 ANNUAL REPORT Commission and/or Shanghai Stock Exchange and other securities regulatory institutions in accordance with their relevant regulations and rules. The diluted immediate return filling measures above do not guarantee the future profit of the issuer. Address Controlling 1. I do not and will not Time of the No Yes Not Not competition shareholders directly or indirectly undertaking: applicable applicable between and engage in any activities 15 November counterparts beneficial compete with the existing 2017, period controllers: and future business of Proya of validity: Hou Juncheng Co., Ltd. and its holding 15 November and Fang Aiqin subsidiaries, including but 2017 to long not limited to the R&D, term production and sale of any products that are the same or similar to those of Proya Co., Ltd. and its holding subsidiaries, and I am willing to compensate Proya Co., Ltd. for the economic loss caused due to violation of the above commitment; 2. 85 / 323 2020 ANNUAL REPORT For enterprises under my control, I will fulfill the obligations under this commitment in these enterprises through the dispatched agencies and personnel (including but not limited to director and manager), and I am willing to compensate Proya Co., Ltd. for the economic loss caused due to violation of the above commitment; 3. From the date of signing this commitment letter, if Proya Co., Ltd. further expands its product and business scope, I and the enterprise under my control will not compete with the expanded product or business of Proya Co., Ltd.; in case of possible competition with the expanded product or business of Proya Co., Ltd., I and the enterprise under my control will withdraw from the competition with Proya 86 / 323 2020 ANNUAL REPORT Co., Ltd. by the following ways: (1) stop producing competing or potentially competing products; (2) stop the operation of competing or potentially competing business; (3) incorporate competing business into Proya Co., Ltd. for operation; (4) transfer the competing business to unrelated third parties. 4. My shareholding corporations, i.e., Hangzhou Huazhuang Industrial Investment Co., Ltd., Huzhou Mogan Wangshu Cosmetics Industry Phase I Venture Capital Partnership (Limited Partnership) and its foreign investment enterprises, are not engaged in cosmetics business or upstream and downstream cosmetics business. If these are engaged in cosmetics business or upstream and 87 / 323 2020 ANNUAL REPORT downstream cosmetics business in the future, I undertake to withdraw the investment in these enterprises by means of equity transfer, and give priority to Proya Cosmetics Co., Ltd. for choosing whether to invest in the event of compliance with the law and with the consent of other shareholders of these enterprises. Others Controlling The following undertakings Time of the No Yes Not Not shareholders are made in respect to undertaking: applicable applicable and practical implementation of 12 October beneficial immediate return filling 2020, period controllers: measures of the Company: of validity: Hou Juncheng 1. I undertake neither to act 12 October Undertakings and Fang Aiqin beyond the authority to 2020 to long related to intervene in operating term refinancing management activities of the Company, nor to misappropriate interests of the Company; 2. From the issuance date of this commitment to the 88 / 323 2020 ANNUAL REPORT completion of this public offering of A-share convertible corporate bonds, if China Securities Regulatory Commission makes other new regulatory provisions on the return filling measures and commitment, and the above commitment fails to meet the requirements of China Securities Regulatory Commission, I undertake to issue a supplementary commitment in accordance with the latest provisions of China Securities Regulatory Commission at that time; 3. I undertake to practically implement the Company’s return filling measures and fulfill any undertakings I make thereto in connection with return filling measures. In case of breach of my undertakings 89 / 323 2020 ANNUAL REPORT with losses to the Company or investors, I hereby agree to assume liability of indemnity to the Company or investors. If I, as one of the responsible subjects of return filling measures, violate the above commitment or refuse to fulfill the above commitment, I will accept punishment or relevant regulatory measures in accordance with the relevant regulations and rules of China Securities Regulatory Commission and Shanghai Stock Exchange and other securities regulatory institutions. Others Director and The following undertakings Time of the No Yes Not Not senior are made in respect to undertaking: applicable applicable management practical implementation of 12 October immediate return filling 2020, period measures of the Company: of validity: 1. I undertake neither to 12 October transfer benefits to other 2020 to long 90 / 323 2020 ANNUAL REPORT units or individuals without term compensation or under unfair conditions, nor to damage the Company’s interests in other ways; 2. I undertake to restrict my position-related consumption activities; 3. I undertake not to use the Company’s assets for investment and consumption activities not related to execution of my duties; 4. I undertake that the remuneration system developed by the Board of Directors or the Remuneration and Appraisal Committee are linked with execution of the Company’s return filling measures; 5. If equity incentive is carried out in the Company in the future, I undertake that the vesting conditions for the Company’s equity incentive to be released are 91 / 323 2020 ANNUAL REPORT linked with execution of the Company’s return filling measures; 6. From the issuance date of this commitment to the completion of this public offering of A-share convertible corporate bonds of the Company, if China Securities Regulatory Commission makes other new regulatory provisions on the return filling measures and commitment, and the above commitment fails to meet the requirements of China Securities Regulatory Commission, I undertake to issue a supplementary commitment in accordance with the latest provisions of China Securities Regulatory Commission at that time. If I, as one of the responsible subjects of return filling measures, 92 / 323 2020 ANNUAL REPORT violate the above commitment or refuse to fulfill the above commitment, I will accept punishment or relevant regulatory measures in accordance with the relevant regulations and rules of China Securities Regulatory Commission and Shanghai Stock Exchange and other securities regulatory institutions. 93 / 323 2020 ANNUAL REPORT (II) Where the Company has profit forecasts on assets or projects, and the Reporting Period was within the term of profit forecasts, the Company has to state whether such profit forecasts on assets or projects are fulfilled and the reasons therefor □ Fulfilled□ Unfulfilled√ Not applicable (III) Execution of the performance undertakings and impact on the goodwill impairment testing □ Applicable√ Not applicable III Occupation of funds and repayment of debts during the Reporting Period □ Applicable√ Not applicable IV Explanation of the Company on the “non-standard opinions audit report” from accounting firm □ Applicable√ Not applicable V Analysis and explanation from the Company on the reasons and impact of the change of accounting policies, accounting estimates or correction on significant accounting errors (I) Analysis and explanation from the Company on the reasons and impact of the change of accounting policies or accounting estimates √ Applicable□ Not applicable Refer to “44. Changes in significant accounting policies and accounting estimates” in “V. Significant accounting policies and accounting estimates” of “Section XI Financial Report” herein. (II)Analysis and explanation from the Company on the reasons and impact of the correction on significant accounting errors □ Applicable√ Not applicable (III) Communication with the previous accounting firm □ Applicable√ Not applicable (IV)Other particulars □ Applicable√ Not applicable VI Appointment and dismissal of the accounting firm Unit: Yuan Currency: RMB Current accounting firm 94 / 323 2020 ANNUAL REPORT Name of domestic accounting firm Pan-China Certified Public Accountants LLP Remuneration of domestic accounting firm 1,200,000 Term of office of domestic accounting firm 10 years Name Remuneration Internal control audit Pan-China Certified Public 200,000 accounting firm Accountants LLP Explanation on appointment and dismissal of the accounting firm □ Applicable√ Not applicable Explanation on the change of accounting firm during the auditing period □ Applicable√ Not applicable VII Risk of suspension of listing (I) Causes of suspension of listing □ Applicable√ Not applicable (II) Measures to be taken by the Company □ Applicable√ Not applicable VIII Situation and causes for termination of listing □ Applicable√ Not applicable IX Matters related to bankruptcy and reorganization □ Applicable√ Not applicable X Material litigation and arbitration □ The Company had material litigation and arbitration during the year √ The Company did not have material litigation and arbitration during the year XI Punishment and rectification to the listed Company, its directors, supervisors, senior management, controlling shareholders, beneficial controllers and acquirers □ Applicable√ Not applicable XII Explanation on credibility status of the Company, its controlling shareholders and beneficial controllers during the Reporting Period √ Applicable□ Not applicable The Company, its controlling shareholders and beneficial controllers held reliable creditability during the Reporting Period. 95 / 323 2020 ANNUAL REPORT XIII Equity incentive plan, employee shareholding plan or other employee incentive measures of the Company and their impacts (I) Incentive matters disclosed in temporary announcements and without further progress or change in subsequent implementation √ Applicable□ Not applicable Item Query index Announcement on Adjusting the Website of Shanghai Stock Exchange on 20 June 2020, China Performance Evaluation Securities Journal, Shanghai Securities News, Indicators at the Company Securities Times and Securities Daily Level in 2020 in the 2018 Restricted Share Incentive Plan and Related Documents Announcement on Adjusting the Website of Shanghai Stock Exchange website on 26 August Repurchase Price of 2020, China Securities Journal, Shanghai Securities Restricted Share Incentive News, Securities Times and Securities Daily Plan in 2018 Announcement on Repurchase Website of Shanghai Stock Exchange website on 26 August and Cancellation of Some 2020, China Securities Journal, Shanghai Securities Restricted Shares for Equity News, Securities Times and Securities Daily Incentive Announcement on Capital Website of Shanghai Stock Exchange website on 26 August Reduction of Repurchase and 2020, China Securities Journal, Shanghai Securities Cancellation of Some News, Securities Times and Securities Daily Restricted Shares Announcement on the Website of Shanghai Stock Exchange website on 28 October Implementation of Repurchase 2020, China Securities Journal, Shanghai Securities and Cancellation of News, Securities Times and Securities Daily Restricted Share for Equity Incentive (II) Incentive matters not disclosed in temporary announcements or with further progress Equity incentive □ Applicable√ Not applicable Other particulars □ Applicable√ Not applicable Employee shareholding plan □ Applicable√ Not applicable Other incentive measures □ Applicable√ Not applicable 96 / 323 2020 ANNUAL REPORT XIV Major related transactions (I) Related transactions in relation to daily operation 1 Events disclosed in temporary announcements and without further progress or change in subsequent implementation □ Applicable√ Not applicable 2 Events disclosed in temporary announcements and with further progress or change in subsequent implementation √ Applicable□ Not applicable th The 12 meeting of the second session of the Board of Directors and 2019 annual general meeting of the Company reviewed and passed the Proposal on Expected Daily Related Transaction Quota in 2019 on 31 March 2020 and 22 April 2020 respectively. Refer to the Announcement for Expected Daily Related Transaction Quota in 2020 disclosed by the Company on the website of Shanghai Stock Exchange on 2 April 2020 (announcement No.: 2020-019) for details. In 2020, the daily related transactions of the Company did not exceed the expected amount at the beginning of the year. The expected and actual daily related transactions of 2020 are as follows: Type of Actual amount in related Related party Estimated amount in 2020 2020 transactions Related Zhejiang Yueqing Rural No more than RMB 150 party's bank Commercial Bank million for daily maximum RMB 143,907,700 account Company Limited limit deposit Particulars Huzhou Meizhuang Town on Science and Technology RMB 1.8 million RMB 652,600 related-party Incubation Park Co., leases Ltd. Note: The "actual amount in 2020” of Zhejiang Yueqing Rural Commercial Bank Company Limited is the account balance as at 31 December 2020. In 2020, the Company obtained deposit interest of RMB 5,939,700 from Zhejiang Yueqing Rural Commercial Bank Company Limited. 3 Events not disclosed in temporary announcements □ Applicable√ Not applicable (II) Related transactions as a result of acquisition and disposal of assets or equity 1 Events disclosed in temporary announcements and without further progress or change in subsequent implementation □ Applicable√ Not applicable 97 / 323 2020 ANNUAL REPORT 2 Events disclosed in temporary announcements and with further progress or change in subsequent implementation □ Applicable√ Not applicable 3 Events not disclosed in temporary announcements □ Applicable√ Not applicable 4 Disclosable performance achievements during the Reporting Period when involved with agreed-upon performance □ Applicable√ Not applicable (III) Major related transactions in joint external investment 1 Events disclosed in temporary announcements and without further progress or change in subsequent implementation □ Applicable√ Not applicable 2 Events disclosed in temporary announcements and with further progress or change in subsequent implementation □ Applicable√ Not applicable 3 Events not disclosed in temporary announcements □ Applicable√ Not applicable (IV) Creditor’s rights and debts with related parties 1、 Events disclosed in temporary announcements and without further progress or change in subsequent implementation □ Applicable√ Not applicable 2、 Events disclosed in temporary announcements and with further progress or change in subsequent implementation □ Applicable√ Not applicable 3、 Events not disclosed in temporary announcements □ Applicable√ Not applicable (V) Others □ Applicable√ Not applicable 98 / 323 2020 ANNUAL REPORT XV Material contracts and their performance (I) Trusteeship, contracting and leasing matters (II) Trusteeship □ Applicable√ Not applicable 1 Contracting □ Applicable√ Not applicable 2 Leasing □ Applicable√ Not applicable (III) Guarantees √ Applicable□ Not applicable Unit: RMB 00’000 Currency: RMB Company's external guarantees (excluding guarantees for subsidiaries) Relati Whet Wheth Date onship her Whet er it of Over betwee the her is Amou guara Type due n the guar the Whether guara Relate Guar Guara nt of ntee Star Matu of amou guaran ante guar there is a nteed d anto nteed guar (agre ting rity guar nt of tor and e has ante counter-g by relati r Party ante ement date date ante guar the been e is uarantee the onship e signi e ante listed perf over relat ng e compan orme due ed date) y d party Total amount of guarantee incurred 0 during the Reporting Period (excluding guarantee for subsidiaries) Total balance of guarantee at the end 0 of the Reporting Period (A) (excluding guarantees for subsidiaries) The guarantee of the Company and its subsidiaries for the subsidiaries Total amount of guarantee for 23,141.25 subsidiaries during the Reporting Period Total balance of guarantee for 9,900 subsidiaries at the end of the Reporting Period (B) Total amount of the Company guarantee (including guarantee for subsidiaries) 99 / 323 2020 ANNUAL REPORT Total amount of guarantee (A + B) 9,900 Proportion of total guarantee 4.14 amount to the Company’s net assets (%) Where: Amount of guarantee for shareholders, beneficial controllers and related parties thereof (C) Amount of debt guarantees directly or indirectly provided for guaranteed objects with asset-liability ratio exceeding 70% (D) Total amount of guarantee exceeding 50% of the net assets (E) Sum of the above three guarantees (C+D+E) Description on the possible joint liability for satisfaction of unexpired guarantee Description on guarantees (IV) Entrusting others to manage cash assets 1. Entrusted wealth management (1) Overall condition of entrusted wealth management √ Applicable□ Not applicable Unit: RMB 0’000 Currency: RMB Amount Overdue uncollected Types Source of fund Undue balance incurred amount Bank wealth Self-owned 17,000 3,000 0 management capital products Trust wealth Self-owned 7,000 0 0 management capital products Others □ Applicable√ Not applicable 100 / 323 2020 ANNUAL REPORT (2) Individual entrusted wealth management √ Applicable□ Not applicable Unit: RMB 0’000 Currency: RMB Whe Amo the unt Whe r of Beg the the pro Term Amo inn r it re vis Typ inat U unt ing has is a ion e of ion s Ann Exp of dat Met gon fut for ent date a ual ect Act ent e of Sou hod e ure the rus of g ize ed ual Act rus ent rce to thr ent imp Tru ted entr e d ret gai ual ted rus of det oug rus air ste wea uste o rat urn ns rec wea ted fun erm h a ted men e lth d f e of (if or ove lth wea d ine leg wea t man weal f ret any los ry man lth ret al lth (if age th u urn ) ses age man urn pro man any men mana n men age ced age ) t geme d t men ure men nt t or t not pla n or not Chi Pri 14, 201 2020 Sel 1.5 187 Rec Yes No na nci 000 9/9 /3/3 f-o 5% .78 ove Mer pal /3 wne or red cha gua d 2.6 nts ran cap 9% Ban tee ita or k d l 2.8 Xix wit 9% ing h Bra flo nch ati ng ret urn s Others □ Applicable√ Not applicable 101 / 323 2020 ANNUAL REPORT (3) Provision for the impairment of entrusted wealth management □ Applicable√ Not applicable 2. Entrusted loans (1) Overall condition of entrusted loans □ Applicable√ Not applicable Others □ Applicable√ Not applicable (2) Individual entrusted loans □ Applicable√ Not applicable Others □ Applicable√ Not applicable (3) Provision for the impairment of entrusted loans □ Applicable√ Not applicable 3. Others □ Applicable√ Not applicable (V) Other material contracts □ Applicable√ Not applicable XVI Explanation on other material matters □ Applicable√ Not applicable XVII Active fulfillment of social responsibilities (I) Poverty alleviation by the listed company □ Applicable√ Not applicable (II) Overview of social responsibility √ Applicable□ Not applicable See Sustainable Development Report of Proya Cosmetics Co., Ltd. 2020 on the website of Shanghai Stock Exchange (www.sse.com.cn) disclosed on the same day 102 / 323 2020 ANNUAL REPORT (III) Environmental information 1. Explanation on environmental protection of the company and its major subsidiaries falling into the category of key pollutant discharging units designated by the environmental protection authorities □ Applicable√ Not applicable 2. Explanation on environmental protection of companies other than key pollutant discharging units √ Applicable□ Not applicable 1. During the Reporting Period, the wastewater discharge was guaranteed to meet Class A standard by packing replacement in cooling tower, cleaning of boiler furnace, overall assessment of monthly production schedule, reduction of wire and boiler change, decrease of wastewater discharge, and 24h online monitoring of COD content in the treated water. 2. The concept of resource-saving and environment-friendly green factory was continued during the Reporting Period. The wastewater discharge at the production base was guaranteed to meet Class A standard by new investment of 120t water storage tank, premature cooling of process cooling water by peak-valley electricity, improvement of manufacturing efficiency, reduction of energy consumption input; addition of 4t ultra-low nitrogen gas fired boiler, active support of “actions on new standards for NOx atmospheric emission from boilers” issued by the Department of Environmental Protection, improvement of ambient air quality; intelligent evaluation of monthly production schedule by scheduling software, and decrease of wastewater discharge; and 24h online monitoring of COD content in the treated water. 3. Each department continued to perform the garbage sorting, pure water filtration and recycling of bottle washer, and rationalization proposals on energy conservation and consumption reduction. While providing customers with high-quality products and services, the factory has been committed to protecting the natural environment and sparing no effort to build a resource-saving and environment-friendly green factory. 3. Explanation on environment information of companies other than key pollutant discharging units not disclosed □ Applicable√ Not applicable 4. Explanation on further progress or changes of environmental information disclosed during the Reporting Period □ Applicable√ Not applicable (IV) Other particulars □ Applicable√ Not applicable XVIII Convertible corporate bonds □ Applicable√ Not applicable 103 / 323 2020 ANNUAL REPORT Section VI Changes in Ordinary Shares and Shareholders I Changes in share capital of ordinary shares (I) Changes in ordinary shares 1 Changes in ordinary shares Unit: 0’000 shares Before the After the Increase/decrease of the change (+, -) change change Capita Issue Bon l Percent of Percent Numbe us reserv Numbe age new Others Sub-total age r sha e-conv r (%) share (%) res erted s shares I. 13,917 69.149 -13,843 -13,843. 74.742 0.3716 Restricted .7760 9 .0335 0335 5 shares 1. State-owned shares 2. Shares held by state-owned legal person 3. Other 13,917 69.149 -13,843 -13,843. 74.742 0.3716 domestic .7760 9 .0335 0335 5 shares Where: Shares held by domestic non-state-o wned legal person Share 13,917 69.149 -13,843 -13,843. 74.742 0.3716 s held by .7760 9 .0335 0335 5 domestic natural person 4. Overseas 104 / 323 2020 ANNUAL REPORT shares Where: Shares held by overseas legal person Share s held by overseas natural person II. 6,209. 30.850 +13,827 +13,827. 20,036 99.628 Non-restric 18 1 .7700 7700 .9500 4 ted circulating shares 1. Ordinary 6,209. 30.850 +13,827 +13,827. 20,036 99.628 RMB shares 18 1 .7700 7700 .9500 4 2. Domesticall y listed foreign shares 3. Overseas listed foreign shares 4. Others III. Total 20,126 100.00 -15.263 -15.2635 20,111 100.00 ordinary .9560 5 .6925 shares 2 Explanation on changes in ordinary shares √ Applicable□ Not applicable th On 30 December 2019, the 10 meeting of the second session of the Board of Directors th and the 10 meeting of the second session of the Board of Supervisors of the Company reviewed and passed the Proposal on Achievements of Lifting Selling Restrictions in the First Selling Restrictions Lifting Date for the First Grant and Reserved Grant of Restricted Share Incentive Plan in 2018, and agreed to handle the matters about lifting the selling restrictions in a unified form for the incentive objects in line with the conditions for lifting selling restrictions, totaling 369,500 restricted shares lifted. The listing and circulation date of such lifted shares is 6 January 2020. The non-restricted circulating shares of the Company increased from 62,091,800 shares before 105 / 323 2020 ANNUAL REPORT this listing to 62,461,300 shares; the restricted circulating shares decreased from 139,177,760 shares before this listing to 138,808,260 shares. On 30 October 2020, the Company received the Certificate of Securities Change Registration issued by Shanghai Branch of China Securities Depository and Clearing Corporation Limited, and completed the repurchase and cancellation of 152,635 restricted shares that were authorized but not yet unlocked of incentive objects not meeting the incentive conditions. The total non-restricted shares of the Company decreased from 201,269,560 shares before this repurchase to 201,116,925 shares, in which the non-restricted circulating shares are 62,461,300 shares and the restricted circulating shares are 138,655,625 shares. The Company carried out initial public offering of some restricted shares on 16 November 2020, and the number of restricted shares for listing and circulation is 137,908,200 shares this time. The total shares of the Company remains unchanged, in which the non-restricted circulating shares increased from 62,461,300 shares before this listing to 200,369,500 share; the restricted circulating shares decreased from 138,655,625 shares before this listing to 747,425 shares. 3 Impact of changes in ordinary shares on the earnings per share, net asset value per share and other financial indicators in the last year and period (if any) □ Applicable√ Not applicable 4 Other contents that the Company deems necessary and the securities regulatory authorities require disclosing □ Applicable√ Not applicable (II) Changes in restricted shares √ Applicable□ Not applicable Unit: Share Increase Number of Number of Number of in number Date of restricted restricted restrict Name of of Reason for removal of shares at shares ed shares sharehol restrict selling selling the removed at the der ed shares restrictions restrictio beginning during the end of during ns of the year year the year the year Hou 72,640,500 72,640,500 0 0 Initial 16 Juncheng public November offering 2020 Fang 48,858,000 48,858,000 0 0 Initial 16 Yuyou public November offering 2020 Li 7,589,400 7,589,400 0 0 Initial 16 Xiaolin public November offering 2020 106 / 323 2020 ANNUAL REPORT Xu 7,419,900 7,419,900 0 0 Initial 16 Junqing public November offering 2020 Fang 390,900 390,900 0 0 Initial 16 Aifen public November offering 2020 Ye Caifu 216,300 216,300 0 0 Initial 16 public November offering 2020 Li 199,050 199,050 0 0 Initial 16 Jianqing public November offering 2020 Chen 183,300 183,300 0 0 Initial 16 Dongfang public November offering 2020 Li 159,150 159,150 0 0 Initial 16 Wenqing public November offering 2020 Xu 68,100 68,100 0 0 Initial 16 Dongkui public November offering 2020 Bao 65,400 65,400 0 0 Initial 16 Qingfang public November offering 2020 Fang 49,950 49,950 0 0 Initial 16 Jiaqin public November offering 2020 Fang 49,950 49,950 0 0 Initial 16 Shanming public November offering 2020 Ye Hong 18,300 18,300 0 0 Initial 16 public November offering 2020 Jin 97,481 28,671 0 68,810 First grant - Yanhua of the restricted share incentive plan in 2018 Zhang 47,770 13,750 0 34,020 First grant - Yefeng of the restricted share incentive 107 / 323 2020 ANNUAL REPORT plan in 2018 Wang Li 58,900 17,670 0 41,230 First grant - of the restricted share incentive plan in 2018 25 865,023 254,063 -149,315 461,645 First grant - grantees of the (first restricted grant of share the incentive restrict plan in 2018 ed share incentiv e plan in 2018) 10 200,386 55,346 -3,320 141,720 Reserved - grantees grant of the (reserve restricted d grant share of the incentive restrict plan in 2018 ed share incentiv e plan in 2018) Total 139,177,760 138,277,700 -152,635 747,425 / / Note: The negative “increase in number of restricted shares during the year” is due to the repurchase of restricted shares for equity incentive. II Issuance and listing of securities (I) Issuance of securities as at the Reporting Period □ Applicable√ Not applicable Explanation on issuance of securities as at the Reporting Period (please provide separate explanation on the bonds with different interest rates during their duration): □ Applicable√ Not applicable (II) Changes in the total number of ordinary shares and shareholder structure of the Company and changes in the structure of assets and liabilities of the Company √ Applicable□ Not applicable The total number of ordinary shares of the Company was 201,269,560 at the beginning of the Reporting Period and 201,116,925 at the end of the Reporting Period. 108 / 323 2020 ANNUAL REPORT At the beginning of the Reporting Period, the total assets were RMB 2,979,365,076.82, total liabilities were RMB 909,307,033.25, and the asset-liability ratio was 30.52%. At the end of the Reporting Period, the total assets were RMB 3,636,882,185.29, total liabilities were RMB 1,155,019,919.16, and the asset-liability ratio was 31.76%. (III) Existing internal employee shares □ Applicable√ Not applicable III Shareholders and beneficial controllers (I) Total number of shareholders Total number of shareholders of ordinary shares as at the 16,869 end of the Reporting Period Total number of shareholders of ordinary shares at the end 20,423 of last month prior to the disclosure date of this annual report Total number of shareholders of preferred shares whose 0 voting rights have been restored as at the end of the Reporting Period Total number of shareholders of preferred shares whose 0 voting rights have been restored at the end of last month prior to the disclosure date of this annual report (II) Table of shareholdings of the top ten shareholders and the top ten shareholders of shares in circulation (or shareholders not subject to selling restrictions) as at the end of the Reporting Period Unit: Share Shareholdings of the top ten shareholders Number of Pledged or frozen shares Number of Change held Name of shares Percen Shar Nature of during the subject shareholder held as at tage e sharehol Reporting to Number (full name) the end of (%) stat der Period selling the period us restrict ions Domestic Hou 72,640,500 36.12 0 None natural Juncheng person Domestic Pled Fang Yuyou -4,038,882 44,819,118 22.29 0 23,120,000 natural ge person 109 / 323 2020 ANNUAL REPORT Hong Kong Securities Clearing 16,309,444 16,759,683 8.33 0 None Others Company Limited Domestic Li Xiaolin -1,345,178 6,244,222 3.10 0 None natural person Domestic Xu Junqing -1,476,099 5,943,801 2.96 0 None natural person Domestic Cao -1,373,912 4,124,938 2.05 0 None natural Liangguo person China Constructio n Bank Corporation - Yinhua Fuyu Theme Hybrid Securities 1,209,437 3,649,293 1.81 0 None Others Investment Fund(中国建 设银行股份 有限公司- 银华富裕主 题混合型证 券投资基金) 110 / 323 2020 ANNUAL REPORT Industrial and Commercial Bank of China Limited-Inv esco Great Wall Emerging Mature and 2,499,766 2,499,766 1.24 0 None Others Hybrid Equity Investment Funds(中国 工商银行股 份有限公司 -景顺长城 新兴成长混 合型证券投 资基金) China Citic Bank Corporation Limited - China ABC-CA Strategy Selected Hybrid 221,096 1,028,941 0.51 0 None Others Securities Investment Fund(中信银 行股份有限 公司-农银 汇理策略精 选混合型证 券投资基金) Abu Dhabi Investment -142,311 997,598 0.50 0 None Others Authority Shareholdings of the top ten shareholders of non-restricted circulating shares Name of shareholder Number of Type and number of shares 111 / 323 2020 ANNUAL REPORT non-restricted circulating Type Number shares held Hou Juncheng 72,640,500 Ordinary RMB 72,640,500 Shares Fang Yuyou 44,819,118 Ordinary RMB 44,819,118 Shares Hong Kong Securities Clearing Company 16,759,683 Ordinary RMB 16,759,683 Limited Shares Li Xiaolin 6,244,222 Ordinary RMB 6,244,222 Shares Xu Junqing 5,943,801 Ordinary RMB 5,943,801 Shares Cao Liangguo 4,124,938 Ordinary RMB 4,124,938 Shares China Construction Bank Corporation - 3,649,293 Ordinary RMB 3,649,293 Yinhua Fuyu Theme Hybrid Securities Shares Investment Fund(中国建设银行股份有限公 司-银华富裕主题混合型证券投资基金) Industrial and Commercial Bank of China 2,499,766 Ordinary RMB 2,499,766 Limited-Invesco Great Wall Emerging Shares Mature and Hybrid Equity Investment Funds (中国工商银行股份有限公司-景顺长城新 兴成长混合型证券投资基金) China Citic Bank Corporation Limited - 1,028,941 Ordinary RMB 1,028,941 China ABC-CA Strategy Selected Hybrid Shares Securities Investment Fund(中信银行股份 有限公司-农银汇理策略精选混合型证券投 资基金) Abu Dhabi Investment Authority 997,598 Ordinary RMB 997,598 Shares Explanation on the related relationship Fang Yuyou is the younger brother of Hou or parties acting in concert among the Juncheng's spouse Fang Aiqin, so Hou Juncheng above shareholders and Fang Yuyou are related. Explanation on the preference None shareholders with voting rights restored and their shareholdings Shareholdings of the top ten shareholders subject to trading moratorium and the condition of trading moratorium √ Applicable□ Not applicable Unit: Share 112 / 323 2020 ANNUAL REPORT Listed transactions of restricted shares Number of Trading Selling Numb Name of restricted restricted time Number of new restrict er shareholder shares availabl tradable ions e for shares listing 1 Equity incentive object 747,425 See “note” for details Explanation on the related None relationship or parties acting in concert among the above shareholders Note: The restricted shares held by the equity incentive object is those from the first grant and reserved grant of restricted share incentive plan of the Company in 2018. The restricted period of first-grant shares is 24 months and 36 months from the completion of the registration of first-grant restricted share in Shanghai Branch of China Securities Depository and Clearing Corporation Limited (10 September 2018); the restricted period of reserved-grant shares is 25 months and 37 months from the completion of the registration of reserved-grant restricted share in Shanghai Branch of China Securities Depository and Clearing Corporation Limited (10 September 2018). (III) Strategic investors or general legal persons becoming the top ten shareholders because of placing of new shares □ Applicable√ Not applicable IV Controlling shareholders and beneficial controllers (I) Controlling shareholder 1 Legal person □ Applicable√ Not applicable 2 Natural person √ Applicable□ Not applicable Name Hou Juncheng, Fang Aiqin Nationality China Acquire right of residence in No other countries or regions or not Main job and title Hou Juncheng and Fang Aiqin are husband and wife. Hou Juncheng was the Chairman of the Company, and Fang Aiqin was the Senior Purchasing Consultant of the Company. 113 / 323 2020 ANNUAL REPORT 3 Special explanation on the Company not having controlling shareholders □ Applicable√ Not applicable 4 Index and date of changes in controlling shareholders during the Reporting Period □ Applicable√ Not applicable 5 Diagram of the ownership and controlling relationship between the Company and its controlling shareholders √ Applicable□ Not applicable 夫妇 Couple 侯军呈 Hou Juncheng 方爱琴 Fang Aiqin 潍坊正益 Weifang Zhengyi 珀莱雅化妆品股份有限公司 Proya Cosmetics Co., Ltd. Note: The shareholding ratio in the above diagram is the data as at the end of the Reporting Period. (II) Beneficial controllers 1 Legal person □ Applicable√ Not applicable 2 Natural person √ Applicable□ Not applicable Name Hou Juncheng, Fang Aiqin Nationality China Acquire right of residence in No other countries or regions or not Main job and title Hou Juncheng and Fang Aiqin are husband and wife. Hou Juncheng was the Chairman of the Company, and Fang Aiqin 114 / 323 2020 ANNUAL REPORT was the Senior Purchasing Consultant of the Company. Shareholdings in other domestic None or overseas listed companies over the past 10 years 3 Special explanation on the Company not having beneficial controllers □ Applicable√ Not applicable 4 Index and date of changes in beneficial controllers during the Reporting Period □ Applicable√ Not applicable 5 Diagram of the ownership and controlling relationship between the Company and its beneficial controllers √ Applicable□ Not applicable 夫妇 Couple 侯军呈 Hou Juncheng 方爱琴 Fang Aiqin 潍坊正益 Weifang Zhengyi 珀莱雅化妆品股份有限公司 Proya Cosmetics Co., Ltd. Note: The shareholding ratio in the above diagram is the data as at the end of the Reporting Period. 6 Control of the Company by beneficial controllers by way of trust or other means of asset management □ Applicable√ Not applicable (III) Other explanation regarding the controlling shareholders and the beneficial controllers □ Applicable√ Not applicable 115 / 323 2020 ANNUAL REPORT V Other legal person shareholders with more than 10% shareholdings □ Applicable√ Not applicable VI Explanation on limitation on reduction of shareholding □ Applicable√ Not applicable Section VII Preferred Shares □ Applicable√ Not applicable 116 / 323 2020 ANNUAL REPORT Section VIII Directors, Supervisors, Senior Management and Employees I Shareholding change and remuneration (I) Shareholding change and remuneration of directors, supervisors and senior management currently employed and retired during the Reporting Period √ Applicable□ Not applicable Unit: Share Total pre-tax Whether remuneration to get Number of from the remunera Number of shares held Change in Reasons Company during tion Position Gend shares held Name Age From To at the share of for the Reporting from (note) er at the end beginning the year change Period (RMB related of the year of the year 0’000) parties of the Company Hou Chairman Male 57 2015.7.30 2021.9.2 72,640,500 72,640,500 0 162.51 No Junchen g Fang Director, Male 52 2015.7.30 2021.9.2 48,858,000 44,819,118 -4,038,882 Decrease 162.51 No Yuyou General in Manager sharehol ding due to personal capital needs Cao Director, Male 49 2015.7.30 2021.9.2 5,498,850 4,124,938 -1,373,912 Decrease 125.61 No Lianggu Deputy in o General sharehol Manager ding due to 117 / 323 2020 ANNUAL REPORT personal capital needs Chu Independent Male 57 2015.7.30 2021.9.2 0 0 0 9.52 No Xiuqi Director Chen Independent Male 49 2017.8.1 2021.9.2 0 0 0 9.52 No Yan Director Ye Nana Chairman of Fema 37 2018.9.3 2021.9.2 0 0 0 21.21 No the Board of le Supervisors Fang Supervisor Fema 31 2018.5.8 2021.9.2 0 0 0 21.26 No Qin le Hou Supervisor Fema 32 2018.5.2 2021.9.2 0 0 0 17.66 No Luting le Jin Deputy Male 59 2018.4.16 2021.9.2 97,481 73,181 -24,300 Decrease 62.31 No Yanhua General in Manager sharehol ding due to personal capital needs Wang Li Financial Fema 43 2018.9.3 2021.9.2 58,900 44,200 -14,700 Decrease 82.77 No Leader le in sharehol ding due to personal capital needs Zhang Deputy Fema 46 2015.7.30 2021.9.2 47,770 35,870 -11,900 Decrease 59.99 No Yefeng General le in 118 / 323 2020 ANNUAL REPORT Manager, sharehol Board ding due Secretary to personal capital needs Total / / / / / 127,201,501 121,737,807 -5,463,694 / 734.87 / Name Main working experience Hou Hou Juncheng worked in Yiwu Liaoyuan Daily Chemical Co., Ltd., Hangzhou Proya Cosmetics Co., Ltd. and Hangzhou Proya Holding Juncheng Co., Ltd. Since 2007, Hou Juncheng has been working in the Company and its predecessor. He has served as the Executive Director of the Company since September 2007, and Chairman of the Company and its predecessor since August 2012. As at the end of the Reporting Period, Hou Juncheng concurrently served as Executive Director and General Manager of Hangzhou Proya Trade Co., Ltd., Executive Director of Zhejiang Meiligu Electronic Commerce Co., Ltd., Executive Director of Huzhou Chuangdai E-commerce Co., Ltd., Executive Director of Yueqing Laiya Trading Co., Ltd., Internal Director and Representative Director of Hanna Cosmetics Co., Ltd., Korea, Executive Director and General Manager of Hapsode (Hangzhou) Cosmetics Co., Ltd., Executive Director and General Manager of Huzhou Hapsode, Executive Director and General Manager of Danyang Hapsode, Executive Director and General Manager of Mijing Siyu (Hangzhou) Cosmetics Co., Ltd., Chairman and General Manager of Hangzhou Kunyi Industrial Co., Ltd., Chairman of Cosmetics Industry (Huzhou) Investment Development Co., Ltd., Executive Director and General Manager of Huzhou Meizhuang Town Science and Technology Incubation Park Co., Ltd., Chairman of Huzhou Younimi Cosmetics Co., Ltd., and Director of Xinjiang Huanyu New Silk Road Investment Development Co., Ltd. Fang Fang Yuyou worked in Shijiazhuang Liaoyuan Cosmetics Co., Ltd., Hangzhou Proya Cosmetics Co., Ltd. and Hangzhou Proya Holding Yuyou Co., Ltd. Since 2007, Fang Yuyou has been working in the Company and its predecessor. Fang Yuyou has served as the Director and General Manager of the Company and its predecessor since August 2012. As at the end of the Reporting Period, Fang Yuyou concurrently served as General Manager of Zhejiang Meiligu Electronic Commerce Co., Ltd., General Manager of Yueqing Laiya Trading Co., Ltd., Internal Director of Hanna Cosmetics Co., Ltd., Korea, Director of Hangzhou Kunyi Industrial Co., Ltd., Director of Hangzhou Tairentang Biotechnology Co., Ltd., Executive Director and Manager of Hangzhou Fangxiake Investment Co., Ltd., Director of Huzhou Younimi Cosmetics Co., Ltd. and Director of Hong Kong Xinghuo Industry Limited. Cao Cao Liangguo worked in Leshan Chengbei Electric Appliance Factory, Hainan International United Cosmetics Co., Ltd., Chongqing 119 / 323 2020 ANNUAL REPORT Liangguo Xielida Cosmetics Co., Ltd., Chongqing Dongyin Technology Industry Co., Ltd., Hangzhou Proya Cosmetics Co., Ltd. and Hangzhou Proya Holding Co., Ltd. Since 2007, Cao Liangguo has been working in the Company and its predecessor. Cao Liangguo has served as the Director and Deputy General Manager of the Company and its predecessor since August 2012. As at the end of the Reporting Period, he concurrently serves as Supervisor of Hanna Cosmetics Co., Ltd., Korea, Director of Hangzhou Kunyi Industrial Co., Ltd., Director of Hangzhou Tairentang Biotechnology Co., Ltd., Internal Director and General Manager of Hapsode Co., Ltd., Korea, Director of Huzhou Younimi Cosmetics Co., Ltd., Director of HONGKONG KESHI TRADING LIMITED, Director of Ningbo Keshi Trading Limited, Director of Hong Kong Zhongwen Electronic Commerce Co., Limited, Director of Hong Kong Wanyan Electronic Commerce Co., Limited, and Director of Japan OR. Chu Chu Xiuqi once served as Deputy Director of the Department Store Bureau of the Ministry of Commerce of the People's Republic Xiuqi of China, Deputy General Manager of China National General Merchandise and Textile CO., Ltd., and Executive Vice President and Secretary General of China Commerce Association for General Merchandise. As at the end of the Reporting Period, Chu Xiuqi concurrently served as Honorary President of China Commerce Association for General Merchandise, Vice Chairman of China Sporting Goods Federation, President of Trade Fair Economy Magazine, Vice Chairman of Reed Huabai Exhibitions (Beijing) Co., Ltd., Independent Director of Tianjin Yishang Friendly Co., Ltd., Independent Director of Zhejiang Aokang Shoes Co., Ltd. and Independent Director of Proya Cosmetics Co., Ltd. Chen Yan Chen Yan once served as Accountant of Huzhou Textile Import and Export Co., Ltd., Project Director of Zhejiang Omex Environmental Engineering Co., Ltd., Vice Chairman, Chief Financial Officer and Board Secretary and Deputy General Manager of Zhejiang Unifull Industrial Fibre Co., Ltd, and Investment Director of Huzhou Youchuang Investment Management Partnership (Limited Partnership). As at the end of the Reporting Period, Chen Yan concurrently served as Executive Partner of Huzhou Haoyu Investment Management Partnership (Limited Partnership), Executive Partner of Huzhou Haorui Enterprise Management Consulting Partnership (Limited Partnership), Executive Partner of Huzhou Juzhi Equity Investment Partnership (Limited Partnership), Supervisor of Hangzhou Quanzhimai Electronic Commerce Co., Ltd., Supervisor of Huzhou Jingrui Human Resources Management Co., Ltd., Supervisor of Shanghai Beikebo Technology Co., Ltd., Executive Director and General Manager of Huzhou Shengshun Trading Co., Ltd., and Independent Director of Proya Cosmetics Co., Ltd. Ye Nana Ye Nana worked in Zhejiang Dahua Technology Co., Ltd. and Hangzhou Gankun Industrial Co., Ltd. From 2010 to the end of the Reporting Period, Ye Nana served as Senior Administrative Manager in the Company and its predecessor, and has served as Supervisor of Huzhou Younimi Cosmetics Co., Ltd. since March 2019. Fang Qin From November 2008 to January 2018, Fang Qin served as Head of the Planning Department of the Company and its predecessor, and from January 2018 to the end of the Reporting Period, Fang Qin served as Planning Strategy Manager of the Company. Hou From July 2013 to January 2014, Hou Luting served as Expatriate Financial Specialist in Zhonghui Certified Public Accountants, Luting and from February 2014 to June 2017, Hou Luting served as Packaging Material Purchasing Specialist in the Purchasing Department of the Company; from June 2017 to October 2019, Hou Luting served as Raw Material Purchasing Specialist in the Purchasing Department 120 / 323 2020 ANNUAL REPORT of the Company; since October 2019, Hou Luting has served as Raw Material Evaluation Engineer in the Price Evaluation Department of the Company. Jin Jin Yanhua worked in Zhejiang Sanmen Chemical Fertilizer Plant, Zhejiang InBev Yandance Beer Co., Ltd., Zhejiang InBev Jinhua Yanhua Beer Co., Ltd., Hangzhou Proya Cosmetics Co., Ltd. and Hangzhou Proya Holding Co., Ltd. From 2007 to August 2012, Jin Yanhua served as General Manager of Huzhou Factory of the Company and its predecessor. Since August 2012, Jin Yanhua has served the General Manager of Supply Chain Management Center of the Company; since April 2018, Jin Yanhua has served as Deputy General Manager of the Company. As at the end of the Reporting Period, Jin Yanhua concurrently served as Executive Director of Anya (Huzhou) Cosmetics Co., Ltd., Executive Director of Huzhou UZERO Trading Co., Ltd., Manager of Huzhou Chuangdai E-commerce Co., Ltd., Executive Director and General Manager of Hangzhou Proya Commercial Management Co., Ltd., Executive Director and General Manager of Huzhou Niuke Technology Co., Ltd., Executive Director and General Manager of Huzhou Tizhi Cosmetics Co., Ltd., Director of Hong Kong Wanyan Electronic Commerce Co., Limited, Executive Director and General Manager of Hangzhou Wanyan Culture Media Co., Ltd., Executive Director and General Manager of Zhejiang Biyouti Cosmetics Co., Ltd., Director of Hong Kong Zhongwen Electronic Commerce Co., Limited, Chairman of Shanghai Zhongwen Electronic Commerce Co., Ltd., Executive Director and General Manager of Ningbo Proya Enterprise Consulting Management Co., Ltd., Chairman of HONGKONG KESHI TRADING LIMITED, Chairman of Ningbo Keshi Trading Limited, Chairman of Ningbo TIMAGE Cosmetics Co., Ltd., Director of Ningbo Segu Brand Management Co., Ltd. and Executive Partner of Weifang Zhengyi. In addition, Jin Yanhua served as Executive Director of Zhejiang Qingya Culture Art Communication Co., Ltd., Executive Director of Hangzhou Proya Snail Fitness Co., Ltd., Executive Director and General Manager of Hangzhou Yizhuo Culture Media Co., Ltd., Executive Director and General Manager of Hangzhou Weiluoke Cosmetics Co., Ltd., Executive Director and General Manager of Hangzhou Oumisi Trading Co., Ltd., Director of Japan OR, Executive Director and General Manager of Guangzhou Qianxi Network Technology Co., Ltd., Director of Ningbo Xiyou Mutual Entertainment Cultural Media Co., Ltd., Director of Shanghai Healthlong Biochemical Technology Co., Ltd., Executive Director and General Manager of Huzhou Poyun Electronic Commerce Co., Ltd., Executive Director of Xuzhou Proya Information Technology Co., Ltd., Director of Shanghai Weiman Cosmetics Co., Ltd., and Executive Director and General Manager of Ningbo Weiman Cosmetics Co., Ltd. Wang Li Wang Li worked in Nanjing Branch of Guangzhou Yingtai Digital Power Technology Co., Ltd., CELLSTAR of the United States, Nanjing Branch of Shanghai Ruili Sports Co., Ltd., Nanjing Biancheng Sports Co., Ltd., Vgrass Fashion Co., Ltd., Zhuoshang Clothing (Hangzhou) Co., Ltd. and Nanjing Rituo Photovoltaic Co., Ltd. Since May 2018, Wang Li has served the Chief Financial Officer of the Company. Zhang Zhang Yefeng worked in Zhejiang Modern Industry and Trade Group Co., Ltd., Guangdong Robust Group Co., Ltd., Hangzhou Aupu Electric Yefeng Appliance Co., Ltd., Hangzhou Proya Cosmetics Co., Ltd. and Hangzhou Proya Holding Co., Ltd. Since 2007, Zhang Yefeng has been working in the Company and its predecessor; since August 2012, Zhang Yefeng has served as the Board Secretary and Director of Public Relations Management Department of the Company and its predecessor; since December 2015, Zhang Yefeng has served as the Deputy General Manager of the Company. As at the end of the Reporting Period, she concurrently serves as Internal Director of 121 / 323 2020 ANNUAL REPORT Hapsode (Korea). Particulars on other information □ Applicable√ Not applicable (II) Equity incentives granted to directors and senior management during the Reporting Period □ Applicable√ Not applicable √ Applicable□ Not applicable Unit: Share Number of Number of Market price new Number of the restricted at the end of restricted Granted price of restricted shares at Locked the Name Position shares the restricted Locked shares shares at the the shares Reporting during the shares (RMB) end of the beginning Period Reporting period of the year (Yuan) Period Jin Deputy General 97,481 0 17.95 28,671 68,810 68,810 12,248,180.0 Yanhua Manager 0 Wang Li Financial Leader 58,900 0 17.95 17,670 41,230 41,230 7,338,940.00 Zhang Deputy General 47,770 0 17.95 13,750 34,020 34,020 6,055,560.00 Yefeng Manager, Board Secretary / 204,151 0 / 60,091 144,060 144,060 25,642,680.0 Total 0 II Employment of directors, supervisors and senior management currently employed and retired during the Reporting Period (I) Employment in shareholders’ companies √ Applicable□ Not applicable Position held in Name of person employed Name of shareholder’s company From To shareholder’s company 122 / 323 2020 ANNUAL REPORT Jin Yanhua Weifang Zhengyi Executive Partner August 2019 Particulars on employment None in shareholders’ companies (II) Employment in other companies √ Applicable□ Not applicable Name of Position held in other person Name of other companies From To companies employed Hou Juncheng Proya Trade Executive Director and June 2011 General Manager Meiligu Executive Director November 2012 Chuangdai E-commerce Executive Director December 2016 Yueqing Laiya Executive Director September 2015 Korea Hanna Internal Director and November 2011 Representative Director Hapsode (Hangzhou) Executive Director and February 2018 General Manager Huzhou Hapsode Executive Director and May 2016 General Manager Danyang Hapsode Executive Director and December 2016 General Manager Mijing Siyu (Hangzhou) Executive Director and February 2018 General Manager Hangzhou Kunyi Industrial Co., Ltd. Chairman and General April 2014 Manager Huzhou Meizhuang Town Science and Technology Executive Director and January 2019 Incubation Park Co., Ltd. General Manager Huzhou Younimi Chairman March 2019 123 / 323 2020 ANNUAL REPORT Cosmetics Industry (Huzhou) Investment Chairman December 2018 Development Co., Ltd. Xinjiang Huanyu New Silk Road Investment Director March 2021 Development Co., Ltd. Fang Yuyou Meiligu General Manager November 2012 Yueqing Laiya General Manager September 2015 Korea Hanna Internal Director November 2011 Hangzhou Kunyi Industrial Co., Ltd. Director April 2014 Hangzhou Tairentang Biotechnology Co., Ltd. Director December 2014 Hangzhou Fangxiake Investment Co., Ltd. Executive Director and May 2018 General Manager Huzhou Younimi Director March 2019 Hong Kong Xinghuo Director March 2019 Cao Liangguo Korea Hanna Supervisor November 2011 Hangzhou Kunyi Industrial Co., Ltd. Director February 2013 Hangzhou Tairentang Biotechnology Co., Ltd. Director December 2014 Korea Hapsode, Internal Director and August 2017 General Manager Shanghai Zhongwen Director April 2019 January 2021 Huzhou Younimi Director March 2019 HONGKONG KESHI Director March 2019 Ningbo Keshi Director September 2019 Ningbo Segu Brand Management Co., Ltd. Director June 2019 January 2021 Hong Kong Zhongwen Director July 2019 Hong Kong Wanyan Director October 2019 Japan OR Director August 2020 Chu Xiuqi Zhejiang Aokang Shoes Co., Ltd. Independent Director July 2015 Tianjin Yishang Friendly Co., Ltd. Independent Director October 2011 Reed Huabai Exhibitions (Beijing) Co., Ltd. Vice Chairman July 2018 Chen Yan Huzhou Haoyu Investment Management Partnership Executive Partner March 2018 (Limited Partnership) 124 / 323 2020 ANNUAL REPORT ZhongWang Fabric. Co., Ltd. Independent Director November 2017 June 2020 Hangzhou Quanzhimai Electronic Commerce Co., Supervisor March 2018 Ltd. Huzhou Jingrui Management Consulting Co., Ltd. Supervisor November 2019 Huzhou Haorui Enterprise Management Consulting Executive Partner August 2019 Partnership (Limited Partnership) Shanghai Beikebo Technology Co., Ltd. Supervisor April 2019 Huzhou Shengshun Trading Co., Ltd. Executive Director and March 2020 General Manager Jin Yanhua Anya (Hangzhou) Executive Director December 2016 Huzhou UZERO Executive Director January 2018 Chuangdai E-commerce Manager February 2018 Proya Commercial Executive Director and September 2018 General Manager Huzhou Niuke Executive Director and December 2018 General Manager Huzhou Tizhi Executive Director and September 2018 General Manager Hangzhou Wanyan Executive Director and January 2019 General Manager Hong Kong Wanyan Director October 2019 Zhejiang Biyouti Executive Director and March 2019 General Manager Shanghai Zhongwen Chairman April 2019 Hong Kong Zhongwen Director July 2019 Ningbo Segu Brand Management Co., Ltd. Director June 2019 HONGKONG KESHI Chairman March 2019 Ningbo Keshi Chairman September 2019 Ningbo TIMAGE Chairman July 2019 Weifang Zhengyi Executive Partner August 2019 Zhejiang Qingya Executive Director May 2020 125 / 323 2020 ANNUAL REPORT Snail Fitness Executive Director August 2020 Hangzhou Yizhuo Executive Director and July 2020 General Manager Hangzhou Weiluoke Executive Director and July 2020 General Manager Hangzhou Oumisi Executive Director and August 2020 General Manager Hangzhou Qingyan Cosmetics Co., Ltd. Chairman August 2020 December 2020 Japan OR Director August 2020 Guangzhou Qianxi Executive Director and October 2020 General Manager Ningbo Xiyou Mutual Entertainment Cultural Director September 2020 Media Co., Ltd. Shanghai Healthlong Director November 2020 Huzhou Poyun Executive Director and September 2020 General Manager Xuzhou Proya Information Technology Co., Ltd. Executive Director January 2021 Shanghai Weiman Cosmetics Co., Ltd. Director August 2020 Ningbo Weiman Cosmetics Co., Ltd. Executive Director and February 2021 General Manager Zhang Yefeng Hapsode (Korea) Internal Director August 2017 Ye Nana Huzhou Younimi Supervisor March 2019 Particulars None on employment in other companies III Remuneration of directors, supervisors and senior management √ Applicable□ Not applicable 126 / 323 2020 ANNUAL REPORT Decision-making procedures for the The remuneration of directors and supervisors of the Company shall be submitted to the general remuneration of directors, supervisors shareholders’ meeting for approval after passing the review by the Remuneration and Appraisal and senior management Committee of the Board of Directors, the Board of Directors and the Board of Supervisors; the remuneration of senior management shall be subject to the review by the Board of Directors and the Remuneration and Appraisal Committee of the Board of Directors. Determination basis for the remuneration The annual remuneration of directors, supervisors and senior management of the Company shall of directors, supervisors and senior be based on the basic remuneration and performance appraisal. management Actual payment of the remuneration of Already paid directors, supervisors and senior management Total remuneration actually received by The total amount of remuneration received by all directors, supervisors and senior management all directors, supervisors and senior of the Company during the Reporting Period was RMB 7,348,700. management at the end of the Reporting Period IV Changes in directors, supervisors and senior management of the Company □ Applicable√ Not applicable V Particulars on punishments by securities regulatory authorities in the past three years □ Applicable√ Not applicable 127 / 323 2020 ANNUAL REPORT VI Employees of the parent company and major subsidiaries (I) Employees Number of employees in the parent company 948 Number of employees in major subsidiaries 1,950 Number of employees 2,898 Number of retirees of whom the parent company and 6 major subsidiaries are responsible for the expenses Professional structure Category Number Production personnel 239 Sales personnel 2,002 Management personnel 461 R&D personnel 196 Total 2,898 Education background Category Number (person) Undergraduate and above 799 Junior college 616 High school and below 1,483 Total 2,898 (II) Remuneration policy √ Applicable□ Not applicable Value creation is the basis of the Company's remuneration distribution, and performance is the intuitive embodiment of value. Based on a comprehensive and objective performance evaluation system, the remuneration distribution and performance evaluation of employees are combined to comprehensively guide and motivate employees create greater value. (III) Training plan √ Applicable□ Not applicable To gather elite talents and develop outstanding talents in the industry, the Company has always taken the learning and growth of employees as its primary task, to continuously innovate and optimize training research, training topics, training forms, training implementation, training evaluation and improvement, teacher management, etc. The Company has provided offline teaching and online platform learning as well as sharing to enhance participation of employees, thus enabling employees to learn more pertinently and autonomously. (IV) Labor outsourcing √ Applicable□ Not applicable Unit:Yuan Currency:RMB Total working hours of labor outsourcing Total remuneration paid for labor 26,126,382.48 outsourcing Huzhou Branch of Proya Cosmetics Co., Ltd. signed the Service Project Contract Agreement with Jiangxi Zhilian Outsourcing Service Co., Ltd. in January 2017. Huzhou 128 / 323 2020 ANNUAL REPORT Branch outsourced auxiliary services such as canteen, greening, cleaning, goods handling, loading and unloading and packaging to Jiangxi Zhilian Outsourcing Service Co., Ltd. and paid remuneration according to the agreed business volume. As the Company adjusted its sales strategy, the number of urgent orders increased. In October 2019, in order to ensure timely shipment and other purposes, Huzhou Branch signed the Service Project Contract Agreement with Yancheng Dafeng Xinxinyuan Enterprise Management Co., Ltd. Huzhou Branch outsourced some work such as goods handling, loading and unloading, packaging and facial mask folding to Yancheng Dafeng Xinxinyuan Enterprise Management Co., Ltd. and paid remuneration according to the agreed business volume. VII Others □ Applicable√ Not applicable Section IX Corporate Governance I Particulars on corporate governance √ Applicable□ Not applicable During the Reporting Period, the Company continuously improved its standard operation level and corporate governance structure based on the actual situation in accordance with the provisions of the Company Law, Securities Law, Share Listing Rules of Shanghai Stock Exchange, Code of Corporate Governance for Listed Companies and other applicable laws and regulations as well as the Articles of Association. The Company has set up the general shareholders’ meeting, Board of Directors, Board of Supervisors and special committees under the Board of Directors as required, and developed the corresponding rules of procedure. It defines the duties and authorities, procedures and obligations of the institutions at all levels in terms of decision-making, supervision and implementation, so as to form a scientific and effective governance structure featuring clear rights and responsibilities, mutual checks and balances and mutual coordination. During the Reporting Period, the Company consciously fulfilled the obligation of information disclosure and managed investor relationship to continuously improve the standard operation level. The corporate governance of the Company conforms to the normative documents published by China Securities Regulatory Commission in connection with governance of the listed company. Whether there are significant differences between corporate governance and the requirements of the relevant regulations of the China Securities Regulatory Commission; if there are significant differences, the reasons should be explained □ Applicable√ Not applicable II Brief introduction to general shareholders’ meetings Query index of the Disclosure date designated website on Session number Convening date when the resolution which the resolution is published is published First extraordinary 20 March 2020 No. 2020-010 21 March 2020 general Announcement on the shareholders’ website of Shanghai meeting in 2020 Stock Exchange (www.sse.com.cn) 2019 annual general 22 April 2020 No. 2020-024 23 April 2020 129 / 323 2020 ANNUAL REPORT meeting Announcement on the website of Shanghai Stock Exchange (www.sse.com.cn) Second extraordinary 6 July 2020 No. 2020-035 7 July 2020 general Announcement on the shareholders’ website of Shanghai meeting in 2020 Stock Exchange (www.sse.com.cn) Third extraordinary 28 October 2020 No. 2020-055 29 October 2020 general Announcement on the shareholders’ website of Shanghai meeting in 2020 Stock Exchange (www.sse.com.cn) Particulars on general shareholders’ meetings □ Applicable√ Not applicable III Performance of functions and duties by directors (I) Attendance of directors at board meetings and general shareholders’ meetings Attendance at general Attendance at board meetings shareholde rs’ Name Indepen meetings of dent Number Two Number of direc directo Number Number of Number of Numbe consecu attendance tor r of attendanc of attenda r of tive at general attenda e by attenda nce absen absence shareholde nce in communica nce by require ce s in rs’ person tion proxy d person meetings Hou No 7 7 0 0 0 No 4 Junch eng Fang No 7 7 1 0 0 No 4 Yuyou Cao No 7 7 0 0 0 No 4 Liang guo Chu Yes 7 7 7 0 0 No 4 Xiuqi Chen Yes 7 7 7 0 0 No 4 Yan Particulars on two consecutive absences in person from board meetings □ Applicable√ Not applicable Number of board meetings held during the 7 year 130 / 323 2020 ANNUAL REPORT Where: Number of on-site meeting 0 by communication 0 on site and by communication 7 (II) Independent directors' objections to the Company's related matters □ Applicable√ Not applicable (III) Others □ Applicable√ Not applicable IV If there is any objection to important opinions and suggestions put forward by the special committees under the Board of Directors in performing its functions and duties during the Reporting Period, the specific situation should be disclosed □ Applicable√ Not applicable V Particulars on risks in the Company identified by the Board of Supervisors □ Applicable√ Not applicable VI Particulars on the situations that the Company and its controlling shareholders cannot guarantee independence and cannot maintain self-operation ability in the aspects of business, personnel, assets, organization and finance □ Applicable√ Not applicable The corresponding solutions, work progress and follow-up work plan of the Company in case of horizontal competition □ Applicable√ Not applicable VII Establishment and implementation of appraisal mechanism and the incentive mechanism for senior management during the Reporting Period √ Applicable□ Not applicable During the Reporting Period, the appraisal of General Manager and other senior management of the Company was conducted based on the performance indicator requirements, and the annual performance remuneration was submitted, by Remuneration and Appraisal Committee of the Board of Directors, to the Board of Directors for review. VIII Whether to disclose the self-appraisal report on internal control √ Applicable□ Not applicable See 2020 Appraisal Report on Internal Control disclosed by the Company on the website of Shanghai Stock Exchange (www.sse.com.cn) on the same day for details Particulars on major defects in the internal control during the Reporting Period □ Applicable√ Not applicable IX Particulars on the audit report on internal control √ Applicable□ Not applicable During the Reporting Period, Pan-China Certified Public Accountants LLP, the internal control audit organization of the Company, issued the Audit Report on Internal Control (TJS [2021] No.[3599]), and believed that the Company maintained effective internal 131 / 323 2020 ANNUAL REPORT control related to financial reports in all major aspects in accordance with the General Guidelines on Enterprise Internal Control System and relevant provisions on 31 December 2020. Whether to disclose the Audit Report on Internal Control: Yes Opinion types of the Audit Report on Internal Control: Standard and unqualified opinions X Others □ Applicable√ Not applicable Section X Corporate Bonds □ Applicable√ Not applicable 132 / 323 2020 ANNUAL REPORT Section XI Financial Report I Auditor’s Report √ Applicable□ Not applicable Auditor’s Report TJS [2021] No. 3598 To the shareholders of Proya Cosmetics Co., Ltd.: I. Audits’ opinion We have audited the accompanying financial statements of Proya Cosmetics Co., Ltd. (hereinafter referred to as “Proya”), which comprise the consolidated and parent company’s balance sheets as at 31 December 2020, the consolidated and parent company’s income statements, the consolidated and parent company’s cash flow statements, and the consolidated and parent company’s statements of changes in owners’ equity for the year of 2020, as well as notes to financial statements. In our opinion, the attached financial statements are prepared in accordance with the provisions of the Accounting Standards for Business Enterprises in all major aspects, and fairly reflect Proya's consolidated and parent company's financial position as at 31 December 2020, as well as the consolidated and parent company's operating results and cash flows in 2020. II. Basis of auditors’ opinion We have conducted our audit in accordance with the Chinese Auditing Standards for Certified Public Accountants. The “Responsibilities of Certified Public Accountants for Auditing of Financial Statements” in the auditor’s report further illustrate our responsibilities under those standards. In accordance with the Code of Professional Ethics of Chinese Certified Public Accountants, we are independent of Proya and have performed other responsibilities in respect of professional ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. III. Key audit matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements for the current period. These 133 / 323 2020 ANNUAL REPORT matters were addressed in the context of our audit of the financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters. (I) Revenue recognition 1. Item description Refer to V.38, VII.61 and XVI.6 in “Section XI Financial Report” herein for relevant information disclosure. The operating revenue of Proya mainly came from the sale of cosmetics. According to the financial statements, the operating revenue of Proya was RMB 3,752,386,800 in 2020. Pursuant to the sales contract between Proya and its customer, under the distribution mode, Proya recognizes the sales revenue after the its product delivery to the purchaser and acceptance by the purchaser; under the proxy mode, Proya delivers the products to the trustee and recognizes the sales revenue when the trustee achieves sales and issues the proxy list; under the direct sales mode, Proya delivers the products to the consumer and recognizes the sales revenue after the consumer confirms the receipt and makes the payment. Operating revenue is one of the key performance indicators of Proya, so there is an inherent risk that the management of Proya (hereinafter referred to as the “management”) achieves specific goals or expectations through inappropriate revenue recognition. Therefore, we identify the revenue recognition as a key audit matter. 2. Audit response Our main audit procedures for revenue recognition include the followings: (1) Understand the key internal controls related to the revenue recognition, evaluate the design of these controls, determine the feasibility, and test the effectiveness of the relevant internal controls; (2) Send letter to the main customers to confirm the sales volume in 2020 and the balance of accounts receivable at the end of 2020; (3) Perform the test of details, carry out spot check over the supporting documents for revenue recognition (including sales contract, delivery document, receipt, proxy list, sales invoice, etc.), in order to understand major contract terms or conditions, evaluate whether the revenue recognition method is appropriate, and check the recovery of accounts receivable; (4) Implement analysis procedures, including monthly income fluctuation analysis in 2020 and sales revenue change analysis of main customers; 134 / 323 2020 ANNUAL REPORT (5) Obtain the rebate and subsidy policy, rebate and subsidy calculation sheet and other information to check whether the withholding amount of rebate and subsidy at the end of 2020 was sufficient; and meanwhile, analyze whether the amount of rebate and subsidy and the withholding amount were reasonable based on the rebate and subsidy policy as well as the income in 2020; check the settlement after rebate and subsidy withholding period at the end of 2020; (6) Obtain the return and exchange policy, estimated balance sheet and other information, and check whether the estimated future return and exchange rate was reasonable; check the return and exchange situation after the period, and compare with the estimated return and exchange data; (7) Understand the inventory and stock age of the dealer at the end of 2020, and check whether the inventory amount and structure of the deal were reasonable; (8) Analyze the sales data of main online direct stores, calculate the consumption per capita, consumption per time, purchase times and repurchase information of customers of direct online stores to compare with the selling price and normal consumption of Proya products, judge the rationality of the above data in combination with normal consumption habits, and analyze the authenticity and rationality of the income of direct online stores; (9) Compare the background transaction data, Alipay receipts data and sales revenue data on financial accounts of direct online stores, analyze the matching attribute of data, and check the authenticity of sales from the direct online stores. (II) Inventory falling price reserve 1. Item description Refer to V.15 and VII.9 in “Section XI Financial Report” herein for relevant information disclosure. As at 31 December 2020, the book balance of inventory of Proya amounted to RMB 494,268,000, inventory falling price reserve amounted to RMB 25,627,000, and the carrying value of inventory amounted to RMB 468,641,000. Proya measures inventories on the basis of the lower one between the cost and net realizable value, and the inventory falling price reserve is withdrawn in accordance with the difference between the single inventory cost and the net realizable value. The management needs to estimate the net realizable value of inventories and make provision for inventory falling price reserve. Therefore, we identify this item as a key audit matter. 2. Audit response 135 / 323 2020 ANNUAL REPORT Our main audit procedures for inventory falling price reserve include the followings: (1) Understand the key internal controls related to the provision for inventory falling price reserve, evaluate the design of these controls, determine the feasibility, and test the effectiveness of the relevant internal controls; (2) Obtain the provision policy for inventory falling price reserve and calculation process prepared by Proya, and recheck the calculation process; (3) Obtain the inventory stock age sheet, and check whether provision for inventory falling price reserve was sufficient in combination with the inventory stock age, shelf life and post-period inventory sales; (4) Obtain a list of products that are no longer for sale, make statistics about the inventory of offline products and the corresponding raw materials, and pay attention to whether this part of the inventory made provision for inventory falling price reserve; (5) Monitor the inventory, check the quantity and condition of the inventory, and pay attention to whether the inventory with signs of impairment made provision for falling price reserve. IV. Other information The management is responsible for the other information, which comprises all the information covered in the Annual Report other than the financial statements and this auditor’s report. Our audit opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In conjunction with our audit to the financial statements, our responsibility is to read the other information. During the process, we considered whether there is material inconsistency or there is likely material misstatement between the other information and the financial statements or the information we obtained during the audit. As we have performed the work on the other information obtained before the date of our auditor’s report, we shall report if we confirmed there was a material misstatement among the other information. We have nothing needed to be reported on this case. V. Responsibilities of the management and governing bodies for the financial statements The management shall be responsible for the preparation of financial statements in accordance with the Accounting Standards for Business Enterprises to enable them to be fairly reflected, and to design, implement and maintain the necessary internal controls 136 / 323 2020 ANNUAL REPORT so that there is no material misstatement due to fraud or error in the financial statements. In the preparation of the financial statements, the management is responsible for assessing Proya’s continuous operating capacity, disclosing matters relating to continuous operations (if applicable), and applying the continuing operating assumptions unless the management plans to perform liquidation, cease operation or otherwise has no realistic choice. The governing bodies of Proya (hereinafter referred to as “governing bodies”) are responsible for overseeing the financial reporting process of Proya. VI. Responsibilities of CPA for the audit of the financial statements Our objective is to obtain reasonable assurance of the financial statements as a whole whether there is a material misstatement due to fraud or error and to issue an auditor’s report containing audit opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with China Standards on Auditing will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. As part of an audit in accordance with the auditing standards, we exercised professional judgment and maintained professional skepticism throughout the audit. We also performed the following works: (I) to identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error; design and perform audit procedures responsive to those risks; and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. (II) to understand the internal control related to the audit to design the appropriate audit procedures. (III) to evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management. (IV) to draw a conclusion on the appropriateness of the management’s use of the going concern basis of accounting, and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on 137 / 323 2020 ANNUAL REPORT the ability of Proya to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause Proya to cease to continue as a going concern. (V) to evaluate the overall presentation, structure and content of the financial statements, and to assess whether the financial statements reflect the related transactions and events fairly. (VI) to obtain sufficient and appropriate audit evidence of the financial information of the entity or business activity of the Proya in order to express an opinion on the financial statements. We are responsible for directing, supervising and performing group audits. We take full responsibility for the audit opinion. We communicated with the governing bodies regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during the audit. We also provided a statement to management on compliance with ethical requirements related to independence, and communicated with governing bodies about all relationships and other matters that may be reasonably considered to affect our independence, as well as related precautions (if applicable). From the matters we had discussed with the governing bodies, we confirmed which matters were most important to the audit of the financial statements for the current period and thus constituted the key audit matters. We set out these matters in the auditor’s report. Unless the disclosure of these matters are forbidden by the laws and regulations, or, in rare cases, if it is reasonably expected that the negative impacts caused by discussing certain matters in the auditor’s report would be larger than the benefits for public interest, we shall not disclose the matters in the auditor’s report under such circumstances. Pan-China Certified Public Accountants LLP Certified Public Accountant: (Project Partner) Hangzhou, China Certified Public Accountant: 21 April 2021 138 / 323 2020 ANNUAL REPORT II Financial Statements Consolidated Balance Sheet 31 December 2020 Prepared by: Proya Cosmetics Co., Ltd. Unit: Yuan Currency: RMB Item Notes 31 December 2020 31 December 2019 Current assets: Cash and equivalents VII. 1 1,416,654,640.93 1,246,901,218.99 Transaction settlement funds Lending funds Held-for-trading VII. 2 71,450,000.00 financial assets Derivative financial assets Bills receivable Accounts receivable VII. 5 284,878,419.58 198,409,249.19 Receivables financing VII. 6 5,531,997.32 2,150,000.00 Prepayment VII. 7 82,742,815.92 53,313,963.76 Premium receivable Reinsurance premium receivable Reserves for reinsurance contract receivable Other receivables VII. 8 48,733,527.35 15,269,949.97 Where: Interest receivable Dividend receivable Financial assets purchased under agreements to resell Inventories VII. 9 468,641,017.75 313,649,003.07 Contract assets Held for sale assets Non-current assets due within one year Other current assets VII. 13 35,235,811.27 11,723,268.59 Total current assets 2,342,418,230.12 1,912,866,653.57 Non-current assets: Loans and advances to customers Debt investment Other debt investment Long-term receivables Long-term equity VII. 17 58,220,059.60 14,728,003.68 investments 139 / 323 2020 ANNUAL REPORT Investments in other VII. 18 20,580,000.00 equity instruments Other non-current financial assets Investment real estate VII. 20 72,237,610.10 71,622,083.18 Fixed assets VII. 21 565,864,152.62 550,329,145.07 Construction in progress VII. 22 47,324,523.36 31,894,658.49 Productive biological assets Oil and gas assets Right-of-use assets Intangible assets VII. 26 314,643,323.97 328,564,563.33 Development expenses Goodwill VII. 28 31,034,161.20 Long-term prepaid VII. 29 50,576,793.53 26,378,564.50 expenses Deferred income tax VII. 30 46,660,550.76 27,975,258.51 assets Other non-current assets VII. 31 87,322,780.03 15,006,146.49 Total non-current 1,294,463,955.17 1,066,498,423.25 assets Total assets 3,636,882,185.29 2,979,365,076.82 Current liabilities: Short-term borrowings VII. 32 299,280,435.09 129,047,396.51 Borrowings from central bank Placements from banks and other financial institutions Held-for-trading financial liabilities Derivative financial liabilities Bills payable VII. 35 64,580,000.00 41,830,948.53 Accounts payable VII. 36 515,832,031.27 347,316,843.39 Accounts received in VII. 37 40,913,490.55 advance Contract liabilities VII. 38 30,618,778.99 Financial assets sold under repurchase agreements Deposits from customers and other banks Brokerage for trading securities Brokerage for underwriting securities Employee benefits VII. 39 70,828,239.70 66,684,151.98 payable 140 / 323 2020 ANNUAL REPORT Taxes payable VII. 40 71,335,290.77 71,833,700.61 Other payables VII. 41 75,546,323.32 91,444,673.31 Where: Interest payable Dividend payable Fees and commissions payable Reinsured accounts payable Held-for-sale liabilities Non-current liabilities VII. 43 85,258,247.69 due within one year Other current VII. 44 1,439,262.02 liabilities Total current 1,129,460,361.16 874,329,452.57 liabilities Non-current liabilities: Reserves for insurance contracts Long-term borrowings Bonds payable Where: Preference shares Perpetual bonds Lease liabilities Long-term payables Long-term employee benefits payable Estimated liabilities VII. 50 10,190,099.22 10,102,532.74 Deferred income VII. 51 8,495,353.33 19,743,036.56 Deferred income tax VII. 30 6,874,105.45 5,132,011.38 liabilities Other non-current liabilities Total non-current 25,559,558.00 34,977,580.68 liabilities Total liabilities 1,155,019,919.16 909,307,033.25 Owner’s equity (or shareholders’ equity): Share capital VII. 53 201,116,925.00 201,269,560.00 Other equity instruments Where: Preference shares Perpetual bonds Capital reserve VII. 55 837,034,836.69 835,353,615.48 Less: Treasury shares VII. 56 12,653,905.25 15,769,051.20 Other comprehensive VII. 57 -269,066.13 -212,628.22 income Special reserve Surplus reserve VII. 59 100,634,780.00 100,634,780.00 141 / 323 2020 ANNUAL REPORT General risk provision Undistributed profit VII. 60 1,265,671,865.63 908,411,607.62 Total equity 2,391,535,435.94 2,029,687,883.68 attributable to the owners of the parent company Minority equity 90,326,830.19 40,370,159.89 Total owners’ equity 2,481,862,266.13 2,070,058,043.57 (or shareholders’ equity) Total liabilities 3,636,882,185.29 2,979,365,076.82 and owner's equity (or shareholders’ equity) Legal Representative: Hou Juncheng CFO of the Company: Wang Li Head of the public accountant: Wang Li Balance Sheet of Parent Company 31 December 2020 Prepared by: Proya Cosmetics Co., Ltd. Unit: Yuan Currency: RMB Item Notes 31 December 2020 31 December 2019 Current assets: Cash and equivalents 498,358,108.55 403,072,398.35 Held-for-trading 70,000,000.00 financial assets Derivative financial assets Bills receivable Accounts receivable XVII. 1 565,037,411.15 614,081,454.90 Receivables financing Prepayment 9,389,481.27 13,257,712.52 Other receivables XVII. 2 236,585,409.48 31,800,093.90 Where: Interest receivable Dividend receivable Inventories 227,126,018.70 157,614,679.78 Contract assets Held for sale assets Non-current assets due within one year Other current assets 15,543,206.01 Total current assets 1,552,039,635.16 1,289,826,339.45 Non-current assets: Debt investment Other debt investment Long-term receivables Long-term equity XVII. 3 347,372,956.06 159,882,467.38 142 / 323 2020 ANNUAL REPORT investments Investments in other 20,580,000.00 equity instruments Other non-current financial assets Investment real estate 339,018,465.70 336,462,349.68 Fixed assets 291,193,420.67 283,156,520.47 Construction in progress 46,993,562.96 31,877,256.59 Productive biological assets Oil and gas assets Right-of-use assets Intangible assets 308,401,627.24 318,477,880.56 Development expenses Goodwill Long-term prepaid 34,817,495.54 1,177,831.47 expenses Deferred income tax 15,889,636.90 18,414,499.56 assets Other non-current assets 87,545,799.42 15,006,146.49 Total non-current 1,491,812,964.49 1,164,454,952.20 assets Total assets 3,043,852,599.65 2,454,281,291.65 Current liabilities: Short-term borrowings 200,163,972.59 Held-for-trading financial liabilities Derivative financial liabilities Bills payable 64,580,000.00 41,830,948.53 Accounts payable 403,605,887.84 300,820,130.33 Accounts received in 13,628,235.50 advance Contract liabilities 10,212,194.96 Employee benefits 29,624,549.78 23,436,531.67 payable Taxes payable 34,953,057.88 49,102,562.13 Other payables 24,771,086.23 27,706,157.37 Where: Interest payable Dividend payable Held-for-sale liabilities Non-current liabilities 85,258,247.69 due within one year Other current liabilities Total current 767,910,749.28 541,782,813.22 liabilities 143 / 323 2020 ANNUAL REPORT Non-current liabilities: Long-term borrowings Bonds payable Where: Preference shares Perpetual bonds Lease liabilities Long-term payables Long-term employee benefits payable Estimated liabilities Deferred income 8,495,353.33 8,491,110.00 Deferred income tax 6,283,428.68 4,986,605.71 liabilities Other non-current liabilities Total non-current 14,778,782.01 13,477,715.71 liabilities Total liabilities 782,689,531.29 555,260,528.93 Owner’s equity (or shareholders’ equity): Share capital 201,116,925.00 201,269,560.00 Other equity instruments Where: Preference shares Perpetual bonds Capital reserve 837,075,425.32 834,592,133.74 Less: Treasury shares 12,653,905.25 15,769,051.20 Other comprehensive income Special reserve Surplus reserve 100,634,780.00 100,634,780.00 Undistributed profit 1,134,989,843.29 778,293,340.18 Total owners’ equity 2,261,163,068.36 1,899,020,762.72 (or shareholders’ equity) Total liabilities 3,043,852,599.65 2,454,281,291.65 and owner's equity (or shareholders’ equity) Legal Representative: Hou Juncheng CFO of the Company: Wang Li Head of the public accountant: Wang Li Consolidated Income Statement January - December 2020 Unit: Yuan Currency: RMB Item Notes 2020 2019 I. Total operating income 3,752,386,849.02 3,123,520,211.77 Where: Revenue VII. 61 3,752,386,849.02 3,123,520,211.77 Interest income 144 / 323 2020 ANNUAL REPORT Premium received Handling fee and commission income II. Total operating costs 3,160,438,371.03 2,636,811,936.85 Where: Cost of sales VII. 61 1,367,561,949.78 1,125,573,226.23 Interest expenses Handling fee and commission expenses Payment on surrenders Net compensation expenses Net provision drawn for insurance contract Policy dividend expenses Reinsurance expenses Taxes and surcharges VII. 62 32,945,185.99 27,839,165.28 Selling expenses VII. 63 1,497,058,943.34 1,223,031,824.07 Administrative expenses VII. 64 204,279,378.68 195,259,927.02 R&D expenses VII. 65 72,200,028.77 74,602,606.55 Financial expenses VII. 66 -13,607,115.53 -9,494,812.30 Where: Interest expense 9,190,674.26 8,565,736.81 Interest income 20,740,463.77 18,108,947.26 Add: Other income VII. 67 13,491,509.72 8,415,457.68 Income from investment VII. 68 1,769,391.50 2,123,024.87 (“-” refers to loss) Where: Investment income -646,615.60 -2,530,337.96 from associates and joint ventures Derecognition of income from financial assets at amortized cost Exchange gains (“-” refers to loss) Net gain on exposure hedging (“-” refers to loss) Gain on change in fair value (“-” refers to loss) Losses on credit VII. 71 -23,908,722.39 -8,542,539.16 impairment (“-” refers to loss) Losses on assets VII. 72 -28,234,605.50 -27,139,408.88 impairment (“-” refers to loss) Gains from asset disposal VII. 73 854.57 43,245.67 (“-” refers to loss) III. Operating profits (“-” 555,066,905.89 461,608,055.10 refers to loss) Add: Non-operating profits VII. 74 1,542,594.25 778,978.15 Less: Non-operating expenses VII. 75 9,037,929.71 6,144,076.84 IV. Total profits (“-” refers 547,571,570.43 456,242,956.41 to total loss) Less: Income tax expenses VII. 76 95,962,016.20 89,874,756.94 145 / 323 2020 ANNUAL REPORT V. Net profits (“-” refers to 451,609,554.23 366,368,199.47 net loss) (I) Classified by operation continuity 1. Net profits from 451,609,554.23 366,368,199.47 continuing activities (“-” refers to net loss) 2. Net profits from discontinuing activities (“-” refers to net loss) (II) Classified by ownership 1. Net profits attributable 476,009,298.41 392,681,976.58 to shareholders of the parent company (“-” refers to net loss) 2. Profit or loss -24,399,744.18 -26,313,777.11 attributable to minority shareholders (“-” refers to net loss) VI. Net amount of other VII. 77 -56,437.91 117,952.25 comprehensive income after tax (I) Net amount of other -56,437.91 117,952.25 comprehensive income after tax attributable to owners of the parent company 1. Other comprehensive income not to be reclassified into profit or loss (1) Change in re-measurement of defined benefit plans (2) Other comprehensive income that may not be reclassified to profit or loss under equity method (3) Change in fair value of investments in other equity instruments (4) Change in fair value of enterprise's own credit risk 2. Other comprehensive -56,437.91 117,952.25 income to be reclassified into profit or loss (1) Other comprehensive income that may be reclassified to profit or loss under equity method (2) Change in fair value of other debt investments (3) Amount included in other comprehensive income on reclassification of financial 146 / 323 2020 ANNUAL REPORT assets (4) Credit impairment provisions of other debt investments (5) Cash flow hedging reserve (6) Exchange differences from -56,437.91 117,952.25 translation of financial statements (7) Others (II) Net amount of other comprehensive income after tax attributable to minority shareholders VII. Total comprehensive income 451,553,116.32 366,486,151.72 (I) Total comprehensive income 475,952,860.50 392,799,928.83 attributable to owners of the parent company (II) Total comprehensive -24,399,744.18 -26,313,777.11 income attributable to minority shareholders VIII. Earnings per share: (I) Basic earnings per share 2.37 1.96 (Yuan/share) (II) Diluted earnings per share 2.37 1.96 (Yuan/share) In case of business merger under common control, net profit realized by the acquiree before the merger in the current period was: RMB 0; net profit realized by the acquiree in the prior period was: RMB 0. Legal Representative: Hou Juncheng CFO of the Company: Wang Li Head of the public accountant: Wang Li Income Statement of Parent Company January - December 2020 Unit: Yuan Currency: RMB Item Notes 2020 2019 I. Revenue XVII. 4 1,950,969,218.93 1,770,795,873.74 Less: Cost of sales XVII. 4 918,617,344.96 870,410,762.03 Taxes and surcharges 17,071,963.70 17,659,284.56 Selling expenses 208,262,239.67 190,509,676.67 Administrative expenses 144,076,974.98 145,490,559.40 R&D expenses 77,218,796.44 79,845,015.25 Financial expenses -7,606,803.28 -3,225,179.42 Where: Interest expense 5,563,830.24 7,093,653.17 Interest income 19,588,179.32 10,371,466.14 Add: Other income 9,703,059.04 7,156,047.42 Income from investment XVII. 5 1,039,199.20 1,784,206.96 (“-” refers to loss) 147 / 323 2020 ANNUAL REPORT Where: Investment income -1,112,228.47 -2,869,155.87 from associates and joint ventures Derecognition of income from financial assets at amortized cost Net gain on exposure hedging (“-” refers to loss) Gain on change in fair value (“-” refers to loss) Losses on credit -30,085,608.30 -56,884,503.83 impairment (“-” refers to loss) Losses on assets -11,111,698.11 -12,656,887.41 impairment (“-” refers to loss) Gains from asset disposal -3,727.50 43,245.67 (“-” refers to loss) II. Operating profits (“-” 562,869,926.79 409,547,864.06 refers to loss) Add: Non-operating profits 783,184.91 29,722.00 Less: Non-operating expenses 8,378,795.22 4,974,545.09 III. Total profits (“-” refers 555,274,316.48 404,603,040.97 to total loss) Less: Income tax expenses 79,828,772.97 61,812,795.82 IV. Net profits (“-” refers to 475,445,543.51 342,790,245.15 net loss) (I) Net profits from continuing 475,445,543.51 342,790,245.15 activities (“-” refers to net loss) (II) Net profits from discontinuing activities (“-” refers to net loss) V. Net amount of other comprehensive income after tax (I) Other comprehensive income not to be reclassified into profit or loss 1. Change in re-measurement of defined benefit plans 2. Other comprehensive income that may not be reclassified to profit or loss under equity method 3. Change in fair value of investments in other equity instruments 4. Change in fair value of enterprise's own credit risk (II) Other comprehensive income to be reclassified into profit or loss 148 / 323 2020 ANNUAL REPORT 1. Other comprehensive income that may be reclassified to profit or loss under equity method 2. Change in fair value of other debt investments 3. Amount included in other comprehensive income on reclassification of financial assets 4. Credit impairment provisions of other debt investments 5. Cash flow hedging reserve 6. Exchange differences from translation of financial statements 7. Others VI. Total comprehensive income 475,445,543.51 342,790,245.15 VII. Earnings per share: (I) Basic earnings per share (Yuan/share) (II) Diluted earnings per share (Yuan/share) Legal Representative: Hou Juncheng CFO of the Company: Wang Li Head of the public accountant: Wang Li Consolidated Cash Flow Statement January - December 2020 Unit: Yuan Currency: RMB Item Notes 2020 2019 I. Cash flow from operating activities: Cash received from sales of 3,884,361,008.59 3,156,670,977.79 goods or rendering of services Net increase in customer and interbank deposits Net increase in borrowings from central bank Net increase in placements from banks and other financial institutions Cash received from premiums under original insurance contract Net cash received from reinsurance business Net increase in deposits of 149 / 323 2020 ANNUAL REPORT policy holders and investments Cash received from interest, fees and commissions Net increase in borrowings Net increase in repurchase business capital Net cash received from securities trading agency services Tax rebates 1,344,632.09 1,215,639.09 Other cash received from VII. 78(1) 81,739,953.02 27,439,741.01 operating activities Sub-total of cash inflows 3,967,445,593.70 3,185,326,357.89 from operating activities Cash paid for goods and 1,455,030,507.05 1,283,742,313.97 services Net increase in customer loans and advances Net increase in deposits with PBOC and interbank deposits Cash paid for compensation payments under original insurance contract Net increase in funds for lending Cash paid for interests, handling charges and commissions Cash paid for policy dividends Cash paid to and on behalf 376,790,463.82 366,291,357.36 of employees Taxes and fees paid 381,109,475.93 359,884,531.17 Cash paid for other VII. 78(2) 1,422,965,037.76 939,446,827.05 operating activities Sub-total of cash 3,635,895,484.56 2,949,365,029.55 outflows from operating activities Net cash flow generated 331,550,109.14 235,961,328.34 from operating activities II. Cash flow from investing activities: Cash received from disposal 213,200,000.00 380,000,000.00 of investments Cash received from returns 2,266,301.37 4,653,362.83 on investments Net cash received from 37,500.00 72,000.00 150 / 323 2020 ANNUAL REPORT disposal of fixed assets, intangible assets and other long-term assets Net cash received from disposal of subsidiaries and other operating entities Other cash received VII. 78(3) 66,052,759.40 2,500,000.00 relating to investing activities Sub-total of cash inflows 281,556,560.77 387,225,362.83 from investing activities Cash paid for purchase and 184,057,255.67 163,733,333.52 construction of fixed assets, intangible assets and other long-term assets Cash paid for investment 81,930,000.00 275,588,295.00 Net increase in pledged loans Net cash paid for acquiring subsidiaries and other operating entities Other cash paid relating to VII. 78(4) 1,035,148.02 2,500,000.00 investing activities Sub-total of cash 267,022,403.69 441,821,628.52 outflows from investing activities Net cash flow generated 14,534,157.08 -54,596,265.69 from investing activities III. Cash flow from financing activities: Proceeds received from 2,266,300.00 21,085,273.44 financing activities Where: Cash received by 2,266,300.00 21,085,273.44 subsidiaries from minority shareholders’ investment Cash received from 299,000,000.00 128,939,749.33 borrowings Other cash received from financing-related activities Sub-total of cash inflows 301,266,300.00 150,025,022.77 from financing activities Cash repayments of 214,230,868.48 259,800,000.00 borrowings Dividends paid, profit 127,734,055.29 97,824,202.19 distributed or interest paid Where: Dividend and profit paid by subsidiaries to minority shareholders Other cash paid for VII. 78(6) 2,684,110.55 1,657,699.80 financing-related activities 151 / 323 2020 ANNUAL REPORT Sub-total of cash 344,649,034.32 359,281,901.99 outflows from financing activities Net cash flow from -43,382,734.32 -209,256,879.22 financing activities IV. Effects of exchange rate 56,437.91 117,952.25 fluctuations on cash and cash equivalents V. Net increase in cash and 302,757,969.81 -27,773,864.32 cash equivalents Add: Cash and cash 1,099,092,785.07 1,126,866,649.39 equivalents at the beginning of the period VI. Cash and cash equivalents 1,401,850,754.88 1,099,092,785.07 at the end of the period Legal Representative: Hou Juncheng CFO of the Company: Wang Li Head of the public accountant: Wang Li Cash Flow Statement of Parent Company January - December 2020 Unit: Yuan Currency: RMB Item Notes 2020 2019 I. Cash flow from operating activities: Cash received from sales of 2,223,396,958.25 1,818,365,238.11 goods or rendering of services Tax rebates 8,126.42 Other cash received from 20,551,684.95 10,032,566.19 operating activities Sub-total of cash inflows 2,243,948,643.20 1,828,405,930.72 from operating activities Cash paid for goods and 922,769,531.45 900,766,094.66 services Cash paid to and on behalf 142,663,372.92 116,744,546.33 of employees Taxes and fees paid 226,100,654.30 215,181,333.30 Cash paid for other 332,949,353.49 280,174,037.91 operating activities Sub-total of cash 1,624,482,912.16 1,512,866,012.20 outflows from operating activities Net cash flow generated 619,465,731.04 315,539,918.52 from operating activities II. Cash flow from investing activities: Cash received from disposal 211,750,000.00 230,000,000.00 of investments 152 / 323 2020 ANNUAL REPORT Cash received from returns 2,266,301.37 4,653,362.83 on investments Net cash received from 5,000.00 72,000.00 disposal of fixed assets, intangible assets and other long-term assets Net cash received from disposal of subsidiaries and other operating entities Other cash received 1,000,000.00 2,500,000.00 relating to investing activities Sub-total of cash inflows 215,021,301.37 237,225,362.83 from investing activities Cash paid for purchase and 174,825,452.05 139,077,372.86 construction of fixed assets, intangible assets and other long-term assets Cash paid for investment 200,190,000.00 353,787,528.61 Net cash paid for acquiring subsidiaries and other operating entities Other cash paid relating to 219,330,066.00 9,500,000.00 investing activities Sub-total of cash 594,345,518.05 502,364,901.47 outflows from investing activities Net cash flow generated -379,324,216.68 -265,139,538.64 from investing activities III. Cash flow from financing activities: Proceeds received from financing activities Cash received from 200,000,000.00 borrowings Other cash received from financing-related activities Sub-total of cash inflows 200,000,000.00 from financing activities Cash repayments of 85,130,289.87 199,800,000.00 borrowings Dividends paid, profit 124,276,855.87 96,380,324.63 distributed or interest paid Other cash paid for 2,584,110.55 1,657,699.80 financing-related activities Sub-total of cash 211,991,256.29 297,838,024.43 outflows from financing activities Net cash flow from -11,991,256.29 -297,838,024.43 financing activities 153 / 323 2020 ANNUAL REPORT IV. Effects of exchange rate fluctuations on cash and cash equivalents V. Net increase in cash and 228,150,258.07 -247,437,644.55 cash equivalents Add: Cash and cash 255,868,964.43 503,306,608.98 equivalents at the beginning of the period VI. Cash and cash equivalents 484,019,222.50 255,868,964.43 at the end of the period Legal Representative: Hou Juncheng CFO of the Company: Wang Li Head of the public accountant: Wang Li 154 / 323 2020 ANNUAL REPORT Consolidated Statements of Changes in Owners’ Equity January - December 2020 Unit: Yuan Currency: RMB 2020 Equity attributable to owners of the parent company Other equity Paid-up Total equity Item instruments Gener Minority capital Other Spec attributable Pref Per Less: al Undistrib equity (or Capital comprehen ial Surplus to owners eren pet Treasury risk uted Others Sub-total share Oth reserve sive rese reserve ce ual shares provi profit capital ers income rve shar bon sion ) es ds I. 201,269 835,353 15,769,051 -212,628. 100,634, 908,411,6 2,029,687, 40,370,15 2,070,058,043 Balance ,560.00 ,615.48 .20 22 780.00 07.62 883.68 9.89 .57 at the end of last year Add: Changes in account ing policie s Co rrectio n for previou s errors En terpris e 155 / 323 2020 ANNUAL REPORT merger under the same control Ot hers II. 201,269 835,353 15,769,051 -212,628. 100,634, 908,411,6 2,029,687, 40,370,15 2,070,058,043 Balance ,560.00 ,615.48 .20 22 780.00 07.62 883.68 9.89 .57 at the beginni ng of the year III. -152,63 1,681,2 -3,115,145 -56,437.9 357,260,2 361,847,55 49,956,67 411,804,222.5 Increas 5.00 21.21 .95 1 58.01 2.26 0.30 6 e and decreas e for the period (“-” for decreas e) (I) -56,437.9 476,009,2 475,952,86 -24,399,7 451,553,116.3 Total 1 98.41 0.50 44.18 2 compreh ensive income (II) -152,63 1,761,8 -3,115,145 4,724,356. 2,266,300 6,990,656.27 Owner’ 5.00 45.32 .95 27 .00 s contrib ution and capital 156 / 323 2020 ANNUAL REPORT reducti on 1. -152,63 -2,431, -3,115,145 531,035.40 2,266,300 2,797,335.40 Ordinar 5.00 475.55 .95 .00 y shares contrib uted by the owners 2. Capital contrib utions by other equity instrum ent holders 3. 4,193,3 4,193,320. 4,193,320.87 Amount 20.87 87 of share-b ased payment s credite d to owners ’ equity 4. Others (III) -118,749, -118,749,0 -118,749,040. Profit 040.40 40.40 40 distrib 157 / 323 2020 ANNUAL REPORT ution 1. Withdra wal of surplus reserve 2. Withdra wal of general risk provisi on 3. -118,749, -118,749,0 -118,749,040. Distrib 040.40 40.40 40 ution to owners (or shareho lders) 4. Others (IV) Interna l carry-f orward of owners ’ equity 1. Transfe r of capital reserve 158 / 323 2020 ANNUAL REPORT to capital (or share capital ) 2. Transfe r of surplus reserve to capital (or share capital ) 3. Surplus reserve to cover loss 4. Changes in defined benefit plan carried forward to retaine d earning s 5. 159 / 323 2020 ANNUAL REPORT Carry-f orward of other compreh ensive income to retaine d earning s 6. Others (V) Special reserve 1. Withdra wal for the current period 2. Utiliza tion for the current period (VI) -80,624 -80,624.11 72,090,11 72,009,490.37 Others .11 4.48 IV. 201,116 837,034 12,653,905 -269,066. 100,634, 1,265,671 2,391,535, 90,326,83 2,481,862,266 Balance ,925.00 ,836.69 .25 13 780.00 ,865.63 435.94 0.19 .13 at the end of the period 160 / 323 2020 ANNUAL REPORT 2019 Equity attributable to owners of the parent company Total Other equity Gener equity Item Paid-up Other Spec Minority instruments Less: al Undistrib attributab capital Capital comprehe ial Surplus Oth equity Prefer Perpe Treasury risk uted Sub-total le to (or share Oth reserve nsive rese reserve ers ence tual shares provi profit owners capital) ers income rve shares bonds sion I. 201,362, 814,814, 24,453,2 -330,580 68,469,0 634,448,2 1,694,310, 4,000,27 1,698,310, Balance 300.00 724.28 85.00 .47 76.91 28.13 463.85 3.68 737.53 at the end of last year Add: Changes in accounti ng policies Cor rection for previous errors Ent erprise merger under the same control Oth ers II. 201,362, 814,814, 24,453,2 -330,580 68,469,0 634,448,2 1,694,310, 4,000,27 1,698,310, 161 / 323 2020 ANNUAL REPORT Balance 300.00 724.28 85.00 .47 76.91 28.13 463.85 3.68 737.53 at the beginnin g of the year III. -92,740. 20,538,8 -8,684,2 117,952. 32,165,7 273,963,3 335,377,41 36,369,8 371,747,30 Increase 00 91.20 33.80 25 03.09 79.49 9.83 86.21 6.04 and decrease for the period (“-” for decrease ) (I) 117,952. 392,681,9 392,799,92 -26,313, 366,486,15 Total 25 76.58 8.83 777.11 1.72 comprehe nsive income (II) -92,740. 15,299,1 -8,684,2 23,890,689 21,085,2 44,975,963 Owner’s 00 96.19 33.80 .99 73.44 .43 contribu tion and capital reductio n 1. -92,740. -1,564,9 -8,684,2 7,026,534. 21,085,2 28,111,807 Ordinary 00 59.80 33.80 00 73.44 .44 shares contribu ted by the owners 2. Capital contribu 162 / 323 2020 ANNUAL REPORT tions by other equity instrume nt holders 3. 16,864,1 16,864,155 16,864,155 Amount 55.99 .99 .99 of share-ba sed payments credited to owners’ equity 4. Others (III) 32,165,7 -118,718, -86,552,89 -86,552,89 Profit 03.09 597.09 4.00 4.00 distribu tion 1. 32,165,7 -32,165,7 Withdraw 03.09 03.09 al of surplus reserve 2. Withdraw al of general risk provisio n 3. -86,552,8 -86,552,89 -86,552,89 Distribu 94.00 4.00 4.00 tion to 163 / 323 2020 ANNUAL REPORT owners (or sharehol ders) 4. Others (IV) Internal carry-fo rward of owners’ equity 1. Transfer of capital reserve to capital (or share capital) 2. Transfer of surplus reserve to capital (or share capital) 3. Surplus reserve to cover loss 164 / 323 2020 ANNUAL REPORT 4. Changes in defined benefit plan carried forward to retained earnings 5. Carry-fo rward of other comprehe nsive income to retained earnings 6. Others (V) Special reserve 1. Withdraw al for the current period 2. Utilizat ion for the current 165 / 323 2020 ANNUAL REPORT period (VI) 5,239,69 5,239,695. 41,598,3 46,838,084 Others 5.01 01 89.88 .89 IV. 201,269, 835,353, 15,769,0 -212,628 100,634, 908,411,6 2,029,687, 40,370,1 2,070,058, Balance 560.00 615.48 51.20 .22 780.00 07.62 883.68 59.89 043.57 at the end of the period Legal Representative: Hou Juncheng CFO of the Company: Wang Li Head of the public accountant: Wang Li Statements of Changes in Owners’ Equity of Parent Company January - December 2020 Unit: Yuan Currency: RMB 2020 Other equity instruments Total Paid-up Other Less: Undistri equity Item capital Capital comprehe Special Surplus Preferenc Perpetual Treasury buted attributa (or share Others reserve nsive reserve reserve e shares bonds shares profit ble to capital) income owners I. Balance at the end of 201,269,5 834,592,1 15,769,05 100,634, 778,293, 1,899,020 last year 60.00 33.74 1.20 780.00 340.18 ,762.72 Add: Changes in accounting policies Correction for previous errors Others II. Balance at the 201,269,5 834,592,1 15,769,05 100,634, 778,293, 1,899,020 beginning of the year 60.00 33.74 1.20 780.00 340.18 ,762.72 III. Increase and decrease -152,635. 2,483,291 -3,115,14 356,696, 362,142,3 for the period (“-” for 00 .58 5.95 503.11 05.64 decrease) (I) Total comprehensive 475,445, 475,445,5 income 543.51 43.51 (II) Owner’s -152,635. -2,431,47 -3,115,14 531,035.4 166 / 323 2020 ANNUAL REPORT contribution and capital 00 5.55 5.95 0 reduction 1. Ordinary shares -152,635. -2,431,47 -3,115,14 531,035.4 contributed by the owners 00 5.55 5.95 0 2. Capital contributions by other equity instrument holders 3. Amount of share-based payments credited to owners’ equity 4. Others (III) Profit distribution -118,749 -118,749, ,040.40 040.40 1. Withdrawal of surplus reserve 2. Distribution to owners -118,749 -118,749, (or shareholders) ,040.40 040.40 3. Others (IV) Internal carry-forward of owners’ equity 1. Transfer of capital reserve to capital (or share capital) 2. Transfer of surplus reserve to capital (or share capital) 3. Surplus reserve to cover loss 4. Changes in defined benefit plan carried forward to retained earnings 5. Carry-forward of other comprehensive income to retained earnings 6. Others 167 / 323 2020 ANNUAL REPORT (V) Special reserve 1. Withdrawal for the current period 2. Utilization for the current period (VI) Others 4,914,767 4,914,767 .13 .13 IV. Balance at the end of 201,116,9 837,075,4 12,653,90 100,634, 1,134,98 2,261,163 the period 25.00 25.32 5.25 780.00 9,843.29 ,068.36 2019 Other equity instruments Total Paid-up Other Less: Undistri equity Item capital Capital comprehe Special Surplus Preferenc Perpetual Treasury buted attributa (or share Others reserve nsive reserve reserve e shares bonds shares profit ble to capital) income owners I. Balance at the end of 201,362,3 814,053,2 24,453,28 68,469,0 554,221, 1,613,653 last year 00.00 42.54 5.00 76.91 692.12 ,026.57 Add: Changes in accounting policies Correction for previous errors Others II. Balance at the 201,362,3 814,053,2 24,453,28 68,469,0 554,221, 1,613,653 beginning of the year 00.00 42.54 5.00 76.91 692.12 ,026.57 III. Increase and -92,740.0 20,538,89 -8,684,23 32,165,7 224,071, 285,367,7 decrease for the period 0 1.20 3.80 03.09 648.06 36.15 (“-” for decrease) (I) Total comprehensive 342,790, 342,790,2 income 245.15 45.15 (II) Owner’s -92,740.0 15,299,19 -8,684,23 23,890,68 contribution and capital 0 6.19 3.80 9.99 reduction 1. Ordinary shares -92,740.0 -1,564,95 -8,684,23 7,026,534 contributed by the owners 0 9.80 3.80 .00 168 / 323 2020 ANNUAL REPORT 2. Capital contributions by other equity instrument holders 3. Amount of share-based 16,864,15 16,864,15 payments credited to 5.99 5.99 owners’ equity 4. Others (III) Profit distribution 32,165,7 -118,718 -86,552,8 03.09 ,597.09 94.00 1. Withdrawal of surplus 32,165,7 -32,165, reserve 03.09 703.09 2. Distribution to owners -86,552, -86,552,8 (or shareholders) 894.00 94.00 3. Others (IV) Internal carry-forward of owners’ equity 1. Transfer of capital reserve to capital (or share capital) 2. Transfer of surplus reserve to capital (or share capital) 3. Surplus reserve to cover loss 4. Changes in defined benefit plan carried forward to retained earnings 5. Carry-forward of other comprehensive income to retained earnings 6. Others (V) Special reserve 1. Withdrawal for the current period 169 / 323 2020 ANNUAL REPORT 2. Utilization for the current period (VI) Others 5,239,695 5,239,695 .01 .01 IV. Balance at the end of 201,269,5 834,592,1 15,769,05 100,634, 778,293, 1,899,020 the period 60.00 33.74 1.20 780.00 340.18 ,762.72 Legal Representative: Hou Juncheng CFO of the Company: Wang Li Head of the public accountant: Wang Li 170 / 323 2020 ANNUAL REPORT III General Information about the Company 1. Company profile √ Applicable□ Not applicable Proya Cosmetics Co., Ltd. (hereinafter referred to as “Company” or “the Company”), formerly known as Proya (Huzhou) Cosmetics Co., Ltd., was registered in Wuxing Branch of Huzhou Municipal Administration for Industry and Commerce on 24 May 2006. The Company is headquartered in Hangzhou, Zhejiang Province. At present, the Company holds a business license with the unified social credit code of 91330100789665033F. The current registered capital is RMB 201,116,900, and the number of shares totals 201,116,925 (with a par value of RMB 1 per share). Among them, the number of restricted circulating shares is 747,425 (A-share), and the number of non-restricted circulating shares is 200,369,500 (A-share). The Company was listed on Shanghai Stock Exchange on 15 November 2017. The Company is an enterprise of the beauty and personal careindustry, mainly engaged in the research and development, production and sales of cosmetics products. The main product is: cosmetics. th The financial statements were approved for external disclosure by the 19 meeting of the second session of the Board of Directors on 21 April 2021. 2. Scope of consolidated financial statements √ Applicable□ Not applicable The Company has incorporated 49 subsidiaries, including Hangzhou Proya Trade Co., Ltd., Anya (Huzhou) Cosmetics Co., Ltd., Zhejiang Meiligu Electronic Commerce Co., Ltd., Huzhou Chuangdai E-commerce Co., Ltd., Yueqing Laiya Trading Co., Ltd. and Hapsode (Hangzhou) Cosmetics Co., Ltd., into the consolidated financial statements of the Reporting Period. See “VIII. Change in Consolidation Scope” and “IX. Equity in Other Entities” in “Section XI Financial Report” of this report for details. IV Preparation basis of financial statements 1. Preparation basis The financial statements of the Company are prepared based on going concern. 2. Going concern √ Applicable□ Not applicable There are no matters or situations that may cause a major doubt in respect of the going-concern ability of the Company within 12 months since the end of the Reporting Period. 171 / 323 2020 ANNUAL REPORT V Significant accounting policies and accounting estimates Notes to specific accounting policies and accounting estimates: √ Applicable□ Not applicable Refer to “44. Changes in significant accounting policies and accounting estimates” in “V. Significant accounting policies and accounting estimates” of “Section XI Financial Report”. 1. Statement of compliance of accounting standards for business enterprises The financial statements have been prepared by the Company in conformity with the China Accounting Standards for Business Enterprises, and present truly and completely the Company’s financial position, operating results, changes in shareholders' equity and cash flow and other related information. 2. Accounting period The accounting period of the Company is from 1 January to 31 December of each calendar year. 3. Operating cycle √ Applicable□ Not applicable The operating cycle of the Company’s businesses is short; the Company adopts 12 months as the liquidity classification criteria for assets and liabilities. 4. Reporting currency The reporting currency of the Company is RMB. 5. Accounting treatments for enterprise merger under or not under common control √ Applicable□ Not applicable 1. Accounting treatments for enterprise merger under common control The assets and liabilities acquired by the Company through enterprise merger are measured at the carrying value of the acquiree in the consolidated financial statements of the ultimate controlling party at the date of merger. The Company adjusts the capital reserve in accordance with the difference between the carrying value of the owner's equity of the acquiree in the final consolidated financial statements of the ultimate controlling party and the carrying value of the consideration paid for the merger or the total nominal value of the issued shares. If the capital reserve is insufficient to offset the difference, the retained earnings shall be adjusted. 2. Accounting treatments for enterprise merger not under common control Where the cost of merger is higher than the fair value proportion of the net identifiable assets acquired from the acquiree in the merger on the acquisition date, the Company recognizes such difference as goodwill. Where the combination cost is less than the fair value of the net identifiable assets acquired from the acquiree in the merger, 172 / 323 2020 ANNUAL REPORT the measurement of the obtained fair values of the acquiree’s identifiable assets, liabilities or contingent liabilities, as well as the combination cost shall be checked firstly; if the combination cost is still less than the fair value proportion of the net identifiable assets acquired from the acquiree in the merger after the recheck, the difference will be included in the current profit or loss. 6. Preparation of consolidated financial statements √ Applicable□ Not applicable The parent company incorporates all its subsidiaries under its control into the consolidation scope of the consolidated financial statements. The consolidated financial statements are based on the financial statements of the parent company and its subsidiaries, and prepared by the parent company in accordance with the Accounting Standards for Business Enterprises No. 33 - Consolidated Financial Statements. 7. Classification of joint venture arrangement and accounting treatment for joint operation √ Applicable□ Not applicable 1. Jointly venture arrangement can be divided into joint operation and joint venture. 2. When the Company is a joint venture party of joint operation, the following items that are related to the quantum of interest in joint operation are recognized: (1) Assets held alone, and recognize the jointly owned assets according to the holding shares; (2) Liabilities undertaken alone, and jointly undertaken liabilities according to the holding shares; (3) Income incurred from selling the Company's output share of joint operation; (4) Income of joint operation incurred from selling assets according to the Company's share; (5) Cost incurred alone; and cost incurred from joint operation according to the Company's share; 8. Determination of cash and cash equivalents The cash listed in the cash flow statement refers to the cash on hand and deposits that are available for payment at any time. The cash equivalents refer to the short-term and highly liquid investments that are readily convertible to known amounts of cash and subject to an insignificant risk of change in value. 173 / 323 2020 ANNUAL REPORT 9. Foreign currency transactions and translation of foreign-currency statements √ Applicable□ Not applicable 1. Translation of foreign currency transactions Foreign currency transactions are translated into RMB at the approximate rate of spot rate on the transaction date during initial recognition. On the balance sheet date, the foreign currency monetary items are translated based on the spot rate on the balance sheet date. The exchange difference arising from the different exchange rate is included in the current profit or loss, except the exchange difference between the principal and interest of the foreign currency borrowed for meeting the capitalization requirements; the foreign currency non-monetary items measured at historical cost are also translated based on the approximate rate of the spot rate on the transaction date, and the RMB amount is not changed; the foreign currency non-monetary items measured at fair value are translated based on the spot rate on the determination date of the fair value, and the difference is included in the current profit or loss or other comprehensive income. 2. Translation of foreign-currency financial statements Assets and liabilities items in the balance sheet are translated at the spot rates prevailing at the balance sheet date. Owners’ equity items other than “undistributed profit” are translated at the spot rates on the transaction dates. Income and expense items in the income statement are translated at the approximate rates of the spot rates on the transaction dates. Any balance incurred from the translation of foreign-currency financial statements by the above method is included in other comprehensive income. 10. Financial instruments √ Applicable□ Not applicable 1. Classification of financial assets and financial liabilities The financial assets are classified into the following three categories during initial recognition: (1) financial assets measured at amortized cost; (2) financial assets measured at fair value through other comprehensive income; (3) financial assets measured at fair value through current profit or loss. The financial liabilities are classified into the following four categories during initial recognition: (1) financial liabilities measured at fair value through current profit or loss; (2) financial liabilities from failure of transfer of financial assets to meet the derecognition conditions or continued involvement in transferred financial assets; (3) loan commitments given at a rate lower than market interest rate, not belonging to the financial guarantee contracts mentioned in (1) or (2) above and not in the case 174 / 323 2020 ANNUAL REPORT described (1) above; (4) financial liabilities measured at amortized cost. 2. Recognition basis, measurement method and derecognition conditions for financial assets and financial liabilities (1) Recognition basis and initial measurement method for financial assets and financial liabilities One financial assets or financial liabilities are recognized when the Company becomes one party of financial instrument contract. The financial assets and financial liabilities are measured at the fair value during initial recognition. For financial assets and financial liabilities measured at fair value through current profit or loss, relevant transaction expenses are directly included into the current profit or loss: for other kinds of financial assets or financial liabilities, relevant transaction expenses are included into the amount of initial recognition. However, where the accounts receivable initially recognized by the company do not include significant financing components or the subsidiary does not take into account the financing components in the contract for no more than one year, the initial measurement is made according to the transaction price defined in the Accounting Standards for Business Enterprises No. 14 – Revenue. (2) Subsequent measurement method for financial assets 1) Financial assets measured at amortized cost Such financial assets are subsequently measured at amortized cost by adopting the effective interest method. The gains and losses incurred by the financial assets measured at amortized cost but not belonging to any hedging relationship are included in the current profit or loss during derecognition, reclassification, amortization according to the effective interest method or impairment recognition. 2) Debt instrument investment at fair value through other comprehensive income The method of subsequent measurement with the fair value is adopted. The interest, impairment losses or gains and exchange gains and losses based on effective interest method are included in the current profit or loss, and other gains or losses are included in other comprehensive income. When the recognition is terminated, the accumulated gains or losses previously included in other comprehensive income are transferred from other comprehensive income and included in the current profit or loss. 3) Equity instrument investment at fair value through other comprehensive income The method of subsequent measurement with the fair value is adopted. The dividends obtained (except for the part of investment cost recovery) shall be included in the current 175 / 323 2020 ANNUAL REPORT profit or loss, and other gains or losses are included in other comprehensive income. When the recognition is terminated, the accumulated gains or losses previously included in other comprehensive income is transferred from other comprehensive income and included in retained earnings. 4) Financial assets measured at fair value through current profit or loss The method of subsequent measurement with the fair value is adopted. The generated gains or losses (including interest and dividend income) are included in the current profit or loss, unless the financial assets belong to part of the hedging relationship. (3) Subsequent measurement method for financial liabilities 1) Financial liabilities measured at fair value through current profit or loss Such financial liabilities include the trading financial liabilities (including derivative instruments belonging to financial liabilities) and those designated as financial liabilities measured at fair value through current profit or loss. As for such financial liabilities, the method of subsequent measurement with the fair value is adopted. The fair value changes of financial liabilities measured at fair value through current profit or loss arising from the credit risk change of the Company are included into other comprehensive income, unless the wrong accounting distribution in the profit or loss will be caused or expanded by this. Other gains or losses (including interest, except the fair value changes arising from the credit risk change of the Company) shall be included in the current profit or loss, unless the financial liabilities belong to part of the hedging relationship. When the recognition is terminated, the accumulated gains or losses previously included in other comprehensive income is transferred from other comprehensive income and included in retained earnings. 2) Financial liabilities from failure of transfer of financial assets to meet the derecognition conditions or continued involvement in transferred financial assets Measurement shall be performed in accordance with the Accounting Standards for Business Enterprises No. 23 - Transfer of Financial Assets. 3) Loan commitments given at a rate lower than market interest rate, not belonging to the financial guarantee contracts mentioned in 1) or 2) above and not in the case described in 1) above. The subsequent measurement is made by the higher of the following two amounts after initial recognition: ① loss provisions determined according to regulations on impairment of financial instruments; ② balance of the initially recognized amount after deducting cumulative amortization recognized in accordance with the regulations set out in the 176 / 323 2020 ANNUAL REPORT Accounting Standards for Business Enterprises No. 14 – Revenue. 4) Financial liabilities measured at amortized cost The effective interest method is adopted to measure at amortized cost. The gains and losses incurred by the financial liabilities measured at amortized cost but not belonging to any hedging relationship are included in the current profit or loss during derecognition, and amortization according to the effective interest method. (4) Derecognition of financial assets and financial liabilities 1) Financial assets in conformity to one of the following conditions are derecognized: ① The contract right to collect cash flow for the financial asset has terminated; ② The financial assets have been transferred in accordance with the provisions for derecognition of financial assets in the Accounting Standards for Business Enterprises No. 23 - Transfer of Financial Assets. 2) When the present obligations under the financial liabilities (or part thereof) are released, such financial liabilities (or that part thereof) are derecognized. 3. Recognition basis and measurement method for transfer of financial assets If the Company has transferred almost all the risks and rewards related to the ownership of financial assets, the financial assets are derecognized, and the rights and obligations resulting from or retained in the transfer are separately recognized as the assets or liabilities; and in case that almost all the risks and rewards related to the ownership of the financial asset are retained, the recognition of the transferred financial asset is continued. In case of neither transfer nor retaining of almost all the risks and rewards related to the ownership of the financial asset, it will dealt with according to the following situations respectively: (1) if the control over the financial assets is not retained, the financial asset shall be derecognized, and the rights and obligations resulting from or retained in the transfer are separately recognized as the assets or liabilities; (2) if the control over the financial assets is retained, the relevant financial assets are recognized according to the degree of continued involvement in the transferred financial assets, and the relevant liabilities are recognized accordingly. If the transfer of an entire financial asset satisfies the conditions for derecognition, the difference between the two amounts below shall be included in the current profit or loss: (1) Carrying value of the transferred financial assets at the date of derecognition; (2) The sum of consideration received for the transfer of financial assets, plus the corresponding derecognized portion of accumulated change in fair value 177 / 323 2020 ANNUAL REPORT previously included in other comprehensive income (in cases where the transferred financial assets are debt instrument investment at fair value through other comprehensive income). If partial transfer of financial assets is made and satisfies the conditions for derecognition, the overall carrying value before the transfer of financial assets is apportioned according to their respective relative fair value at the transfer date between the portion of derecognized part and the remaining part, and the difference between the two amounts below is included in the current profit or loss: (1) carrying value of the derecognized part; (2) the sum of consideration for the derecognized part, plus the corresponding derecognized part of accumulated change in fair value previously included in other comprehensive income (in cases where the transferred financial assets are debt instrument investment at fair value through other comprehensive income). 4. Method of determining the fair values of financial assets and financial liabilities The Company adopts valuation techniques appropriate to the prevailing circumstances with the support of sufficient data and other information available, to determine the fair value of relevant financial assets and financial liabilities. The Company divides the inputs used by the estimation technique into the following levels and uses them in turn: (1) The input value of the first level is the unadjusted quotation of the same assets or liabilities that can be obtained on the measurement date in the active market; (2) The input value of the second level is the directly or indirectly observable input value of related assets or liabilities except the input value of the first level, including: the quotation of similar assets or liabilities in an active market; the quotation of the same or similar assets or liabilities in an inactive market; other observable input values other than quotation, such as the interest rate and yield curves that can be observed during the normal quotation intervals; and the input values for market validation; (3) The third level input value is the unobservable input value of the related assets or liabilities, including interest rate that cannot be observed directly or cannot be verified according to observable market data, stock volatility, future cash flows of retirement obligations borne during the business merger, and financial forecasts based on its own data. 5. Impairment of financial instruments (1) Impairment measurement and accounting treatment of financial instruments Based on the expected credit loss, the Company carries out accounting treatment for impairment and recognizes the loss provision for the financial assets measured at 178 / 323 2020 ANNUAL REPORT amortized cost, the debt instrument investment measured at fair value through other comprehensive income, contract assets, lease receivables, loan commitment other than financial liabilities measured at fair value through current profit or loss, and the financial guarantee contracts of financial liabilities not measured at fair value through current profit or loss or financial liabilities not from failure of transfer of financial assets to meet the derecognition conditions or continued involvement in transferred financial assets. Expected credit loss refers to the weighted average of credit losses of financial instruments on the weight of default risk. Credit loss refers to the balance between all contractual cash flows discounted according to the original effective interest rate and receivable under the contract by the Company and all cash flows as expected, i.e. the present value of all cash shortages. The purchased or underlying financial assets of the Company with credit impairment incurred shall be discounted according to their effective interest rate upon credit adjustment. For the purchased or underlying financial assets with credit impairment incurred, only the accumulative changes in the expected credit loss in the whole duration after initial recognition shall be recognized by the Company as loss provision on the balance sheet date. For the receivables and contract assets from transactions in accordance with the Accounting Standards for Business Enterprises No. 14 – Revenue, excluding significant financing components or without consideration, by the Company, to the financing components in the contract for no more than one year, the Company measures the loss provision according to the amount equal to the expected credit loss in the whole duration by applying simplified measurement method. For the lease receivables as well as receivables and contract assets from transactions in accordance with the Accounting Standards for Business Enterprises No. 14 – Revenue, excluding significant financing components, the Company measures the loss provision according to the amount equal to the expected credit loss in the whole duration by applying simplified measurement method. For financial assets other than above measurement methods, the Company shall, on each balance sheet date, assess whether their credit risk has increased significantly since initial recognition. If the credit risk has increased significantly since the initial recognition, the Company will measure the loss provision based on the amount of expected credit loss in the whole duration; if the credit risk has not significantly increased 179 / 323 2020 ANNUAL REPORT since the initial recognition, the Company will measure the loss provision based on the amount of expected credit loss for the financial instruments in the next 12 months. The Company determines whether the credit risk of financial instruments has increased significantly since initial recognition by utilizing the available, reasonable and well-grounded information, including forward-looking information, and comparing the default risks of the financial instruments on the balance sheet date and on the initial recognition date. If the Company determines that the financial instruments bear a low credit risk on the balance sheet date, it assumes that the credit risk of the financial instruments has not increased significantly since initial recognition. The Company evaluates the expected credit risk and measures the expected credit loss based on single financial instrument or portfolio of financial instruments. When based on the portfolio of financial instruments, the Company divides financial instruments into different portfolios on the basis of the common risk characteristics. The Company re-measures the expected credit loss on each balance sheet date, and the increased or reversed amount of the loss provision arising therefrom, as losses or gains from impairment, shall be included in current profit or loss. For financial assets measured at amortized cost, the loss provision deducts the carrying value of the financial assets listed in the balance sheet; for the debt investment measured at fair value through other comprehensive income, the Company recognizes its loss provision in other comprehensive income without deducting the carrying value of the financial assets. (2) Financial instruments for evaluating expected credit risk and measuring expected credit loss by portfolio Item Basis for determining the Method for measurement of portfolio expected credit loss Calculating the expected credit loss by the default risk exposure and the expected credit loss rate in next 12 months or in the Other receivables - whole duration by Account age account age combination referring to historical experience in credit loss and according to the current situation and the forecast on future economic conditions (3) Receivables and contract assets with expected credit loss measured by portfolio 180 / 323 2020 ANNUAL REPORT 1) Portfolio details and method for measurement of expected credit loss Item Basis for determining the Method for measurement of portfolio expected credit loss Calculating the expected credit loss by the default risk exposure and the expected credit loss rate Receivables financing - Bill type by referring to historical bank acceptance experience in credit loss and according to the current situation and the forecast on future economic conditions Calculating the expected credit loss by preparing the comparison table between account age of accounts receivable and Accounts receivable - expected credit loss rate Account age in the whole duration by account age combination referring to historical experience in credit loss and according to the current situation and the forecast on future economic conditions 2) Accounts receivable - Comparison between account age of account age portfolio and expected credit loss rate in the whole duration Account age Accounts receivable Expected credit loss rate (%) Within 1 year (inclusive, same for 5 below) 1-2 years 30 2-3 years 50 Above 3 years 100 6. Offset of financial assets and financial liabilities The financial assets and financial liabilities are listed in the balance sheet respectively without offsetting. However, when the following conditions are met, the financial assets and liabilities are presented at the net amount after mutual offset in the balance sheet. (1) the Company has the legal right of offsetting the recognized amount and such legal right is currently executable; (2) the Company plans to settle by net amount 181 / 323 2020 ANNUAL REPORT or simultaneously realize the financial assets and clear off the financial liabilities. When the financial assets that do not meet the derecognition conditions are transferred, the Company does not offset the transferred financial assets with the relevant liabilities. 11. Notes receivable Determination and accounting treatment of the expected credit loss of notes receivable □ Applicable√ Not applicable 12. Accounts receivable Determination and accounting treatment of the expected credit loss of accounts receivable √ Applicable□ Not applicable See IV “10. Financial instruments” in “Section XI Financial Report” of this report for details 13. Receivables financing √ Applicable□ Not applicable See IV “10. Financial instruments” in “Section XI Financial Report” of this report for details 14. Other receivables Determination and accounting treatment of the expected credit loss of other receivables √ Applicable□ Not applicable See IV “10. Financial instruments” in “Section XI Financial Report” of this report for details. 15. Inventories √ Applicable□ Not applicable 1. Classification of inventories Inventories include finished goods or commodities for sale in daily routines, goods in process during the production, materials consumed during production or rendering of service. 2. Valuation method for delivered inventories Moving weighted average method is adopted for delivered inventories. 3. Basis for the determination of net realizable value of inventories On the balance sheet date, the inventories shall be measured on the basis of the lower one between the cost and net realizable value, and the inventory falling price reserve shall be withdrawn in accordance with the difference between the single inventory cost and the net realizable value. The net realizable value of inventories directly for sale 182 / 323 2020 ANNUAL REPORT is determined by the amount of the estimated selling price after subtracting the estimated selling expenses and relevant taxes during the normal production and operation; the net realizable value of inventories required to be processed is determined by the amount of the estimated selling price of the finished products after subtracting the estimated cost by the end of processing, the estimated selling expenses and relevant taxes during the normal production and operation. On the balance sheet date, the net realizable value is determined separately for the two parts of the same inventory with or without contract price, and is compared with the relevant costs to separately determine the amount withdrawn or reversed for inventory falling price reserve. 4. Inventory system The inventory system is the perpetual inventory system. 5. Amortization of low-value consumables and packaging materials (1) Low-value consumables Amortization is performed by the one-off write-off method. (2) Packaging materials Amortization is performed by the one-off write-off method. 16. Contract assets (1).Recognition methods and standards of contract assets √ Applicable□ Not applicable The rights of the Company to collect consideration from the customer unconditionally (i.e. only depending on time) are presented as receivables; the rights (depend on other factors than time) to collect consideration for transferring goods to the customer are presented as contract assets. (2).Determination and accounting treatment of the expected credit loss of contract assets □ Applicable√ Not applicable 17. Held-for-sale assets □ Applicable√ Not applicable 18. Debt investment (1).Determination and accounting treatment of the expected credit loss of debt investment □ Applicable√ Not applicable 183 / 323 2020 ANNUAL REPORT 19. Other debt investments (1).Determination and accounting treatment of the expected credit loss of other debt investments □ Applicable√ Not applicable 20. Long-term receivables (1).Determination and accounting treatment of the expected credit loss of long-term receivables □ Applicable√ Not applicable 21. Long-term equity investment √ Applicable□ Not applicable 1. Joint control or significant influence criterion Joint control is the contractually agreed sharing of control of an arrangement, and exists only when decisions about the relevant activities of the arrangement require the unanimous consent of the parties sharing control. Significant influence refers to the power to participate in the decision-making process on the financial and operating policies of the investee, but not power to control or jointly control the formulation of such policies with other parties. 2. Determination of investment cost (1) For enterprise merger under common control: where the merging party pays cash, transfers non-cash assets, bears debts or issues equity securities as consideration of merger, the initial investment cost is the share with reference to the carrying value of the owners’ equity of the acquiree in the consolidated financial statements of the ultimate controlling party on the date of merger. The difference between the initial investment cost of long-term equity investment and the carrying value of the consideration paid for the merger or total nominal value of the issued shares is adjusted to capital reserve. If the capital reserve is not sufficient to offset the difference, the retained earnings are adjusted. The Company judges whether the item is a "package deal” via long-term equity investment formed by enterprise merger under common control through multiple transactions. For “package deal”, multiple deals are subject to accounting treatment as one deal that has acquired control right. For items that do not belong to the “package deal”, the initial investment cost is determined on the basis of the share with reference to the carrying value of the net asset of the acquiree in the consolidated financial statements of the ultimate controlling party on the date of merger. The difference between initial investment cost of long-term equity investment at the date 184 / 323 2020 ANNUAL REPORT of merger and the carrying amount of long-term equity investment before merger and the sum of carrying value of newly paid consideration for additional shares acquired on the date of merger is to adjust capital reserve. If the balance of capital reserve is insufficient to offset the difference, the retained earnings are adjusted. (2) For the business merger not under common control, the fair value of consideration paid for merger is regarded as the initial investment cost on the acquisition date. For the long-term equity investment achieved by the Company via business merger not under common control through several transactions, the relevant accounting treatment is based on individual financial statement or consolidated financial statements: 1) In individual financial statements, the initial investment cost when changing to the cost method is the sum of the carrying value of the equity investment originally held and the newly increased investment cost. 2) In the consolidated financial statements, the item is determined whether it is a “package deal”. For “package deal”, multiple deals are subject to accounting treatment as one deal that has acquired control right. For items that do not belong to the “package deal”, the equity of the acquiree held before the acquisition date is re-measured at the fair value of this equity on the acquisition date, and the difference between the fair value and its carrying value is included in the current investment income; if the equity of the acquiree held before the acquisition date is related to other comprehensive income under the equity method, the other related comprehensive income is converted into the current income on the acquisition date, excluding the other comprehensive income derived from changes of net liabilities or net assets due to re-measurement on defined benefit plan by the investee. (3) For cases other than business merger: If it is obtained through paying cash, the initial investment cost shall be the actual payment; if it is obtained through issuing equity securities, the initial investment cost is the fair value of the equity securities; if it is obtained through debt restructuring, the initial investment cost is determined based on the Accounting Standards for Business Enterprises No. 12 - Debt Restructuring; if it is obtained through the exchange of non-monetary assets, the initial investment cost is determined based on the Accounting Standards for Business Enterprises No. 7 - Exchange of Non-monetary Assets. 3. Subsequent measurement and recognition of profit or loss For long-term equity investment controlled by the investee, cost method is adopted for accounting; for the long-term equity investment of associates and joint ventures, 185 / 323 2020 ANNUAL REPORT equity method is adopted for accounting. 4. Treatment methods for loss of control upon a stepwise disposal of investment to subsidiaries through multiple transactions (1) Individual financial statements For disposal of equity, the difference between the carrying value and the consideration actually received is included in the current profit or loss. The accounting of residual equity is completed by equity method in case of significant influence on the investee or implementation of joint control with other parties; but in case of no control, joint control or significant influence on the investee, the accounting of residual equity must comply with the relevant provisions of the Accounting Standards for Business Enterprises No.22 - Recognition and Measurement of Financial Instruments. (2) Consolidated financial statements 1) Loss of control upon stepwise disposal of investment to subsidiaries through multiple transactions, not belonging to “package deal” Before losing the control, for the difference between the price of disposal and the subsidiary’s net assets entitled from the disposal of long-term equity investment cumulatively calculated from the acquisition date or the date of merger, the capital reserve (capital premium) is adjusted. If the capital premium is insufficient to offset the difference, the retained earnings are adjusted. When control over the original subsidiary is lost, the remaining equity is remeasured at fair value as at the date on which the control is lost. The difference between the sum of the consideration received from equity disposal and the fair value of the remaining equity and the net assets of the original subsidiary proportionate to the original shareholding accumulated from the date of acquisition or merger is included in investment gains of the period during which the control is lost, and meanwhile, the goodwill is offset. Other comprehensive income related to the equity investment in the original subsidiary is transferred to investment gains of the period during which the control is lost. 2) Loss of control upon stepwise disposal of investment to subsidiaries through multiple transactions, belonging to “package deal” All transactions are regarded as one transaction disposing the subsidiaries and losing the control right for accounting treatment. However, the difference between the amount received each time for disposal before the control is lost and the net assets of such subsidiary corresponding to the disposal of investment is recognized as other comprehensive income in the consolidated financial statements, and is transferred to profit or 186 / 323 2020 ANNUAL REPORT loss of the period during which the control is lost upon loss of control. 22. Investment real estate (1).In case of cost measurement model: Depreciation or amortization method 1. The investment real estate includes leased land use right, land use right held for transfer upon appreciation, and rental building. 2. Cost method is employed for initial measurement of investment real estate, and cost model for subsequent measurement; depreciation or amortization shall be withdrawn using the same method as that for fixed assets and intangible assets. 23. Fixed assets (1).Conditions for recognition √ Applicable□ Not applicable Fixed assets are tangible assets that are held for use in the production or supply of goods or services, for rental to others, or for administrative purposes; and have a useful life of more than one accounting year. The fixed assets are recognized when following conditions are satisfied at the same time: the economic benefits are likely to inflow to the Company; the costs of such fixed assets can be measured reliably. (2).Method for depreciation √ Applicable□ Not applicable Useful lives of Annual Method for Category depreciation Residual value depreciation depreciation (year) rate Property and Straight-line 10 or 30 5% 9.50% or 3.17% buildings method General Straight-line 3-10 5% 31.67%-9.50% equipment method Dedicated Straight-line 5-10 5% 19.00%-9.50% equipment method Means of Straight-line 5 5% 19.00% transportation method (3).Recognition basis, valuation and depreciation method of fixed assets under finance lease □ Applicable√ Not applicable 24. Construction in progress √ Applicable□ Not applicable 1. The construction in progress is recognized when following conditions are satisfied at the same time: the economic benefits are likely to inflow to the Company; the costs 187 / 323 2020 ANNUAL REPORT of such construction in progress can be measured reliably. Construction in progress is measured at the actual cost incurred to make the assets ready for their intended use. 2. Construction in progress is transferred to fixed assets at the actual cost when it reaches the expected condition for service. When construction in progress has achieved serviceable conditions but final settlement has not been finished yet, it is first transferred to fixed assets as per estimated value. After final settlement is finished, the estimated value is adjusted based on actual cost, but the depreciated amount will not be adjusted. 25. Borrowing costs √ Applicable□ Not applicable 1. Criteria for recognition of capitalized borrowing costs For borrowing costs incurred by the Company that are directly attributable to the acquisition and construction or production of assets qualified for capitalization, the costs will be capitalized and included in the costs of the related assets. Other borrowing costs shall be recognized as expense in the period in which they incur and are included in the current profit or loss. 2. Capitalization period of borrowing costs (1) Capitalization of borrowing costs begins when the following three conditions are fully satisfied: 1) expenditures for the assets have been incurred; 2) borrowing costs have been incurred; 3) acquisition and construction or production that are necessary to enable the assets reach the intended usable or saleable conditions have commenced. (2) Where abnormal interruption of the assets eligible for capitalization occurs during the acquisition and construction or production process and such interruption has lasted for more than 3 consecutive months, the capitalization of borrowing costs is suspended; the borrowing costs during the interruption are recognized as current expenses till resumption of purchasing or production of the assets. (3) Capitalization of borrowing costs is suspended during periods in which the qualifying asset under acquisition and construction or production is ready for the intended use or sale. 3. Capitalization rate and amount of borrowing costs In case of special borrowing for the acquisition and construction or production of assets meeting the capitalization conditions, interest amount to be capitalized is recognized after deducting the bank interests for the unused portion or the investment income for temporary investment from the interest costs (including recognized 188 / 323 2020 ANNUAL REPORT depreciation or amortization of premium under effective interest method) actually incurred in the current period of specific borrowing; for general borrowing occupied for the acquisition and construction or production of assets meeting the capitalization conditions, the interest amount to be capitalized shall be determined by the result obtained by multiplying the capitalization rate of occupied general borrowing with the weighted average value of the asset expenditure for the accumulated expenditure exceeding the specific borrowing portion. 26. Biological assets □ Applicable√ Not applicable 27. Oil and gas assets □ Applicable√ Not applicable 28. Right-of-use assets □ Applicable√ Not applicable 29. Intangible assets (1).Valuation method, useful life and impairment test √ Applicable□ Not applicable 1. Intangible assets, including land use rights, patent rights and non-patented technologies, are measured at the cost. 2. Amortization for the intangible assets with limited useful life is reasonably performed in the expected realization pattern according to economic benefits related to the intangible assets within its useful life; if the expected realization pattern cannot be reliably determined, the straight-line method shall be adopted for amortization. The specific year information are shown as below: Item Amortization period (year) Land use rights 40 or 50 Unpatented 5 technology Office software 3-10 Patent right 5 Customer resources 3 Trademark right 10 189 / 323 2020 ANNUAL REPORT (2).Accounting policy regarding the expenditure on the internal research and development √ Applicable□ Not applicable Expenses incurred during the research phase of the internal research and development projects are included in the current profit or loss. Expenses in the development phase are recognized as intangible assets when all of the following conditions are satisfied: (1) It is technically feasible to complete the intangible assets so that it will be available for use or sale; (2) there is an intention to complete the intangible assets for use or sale; (3) the intangible assets can produce economic benefits, including there is evidence that the products produced using the intangible assets has a market or the intangible assets itself has a market; if the intangible assets is for internal use, there is evidence that there exists usage for the intangible assets; (4) there is sufficient support in terms of technology, financial resources and other resources in order to complete the development of the intangible assets, and there is capability to use or sell the intangible assets; (5) the expenses attributable to the development phase of the intangible assets can be measured reliably. 30. Impairment of long-term assets √ Applicable□ Not applicable For such long-term assets as long-term equity investment, investment real estate measured by the cost model, fixed assets, construction in progress and intangible assets with limited useful life, in case that there are signs indicating impairment on the balance sheet date, the recoverable amount shall be estimated. Whether there is a sign of impairment or not, the goodwill acquired in the enterprise merger and intangible assets with indefinite useful life is tested for impairment each year. The impairment test on goodwill is carried out in combination with its related asset group or asset group portfolio. In case the recoverable amount of the above long-term assets is less than its carrying value, the provision for asset impairment is recognized according to its differences and included into current profit or loss. 31. Long-term prepaid expenses √ Applicable□ Not applicable The long-term prepaid expenses involve all expenses already paid with amortization period of more than 1 year (excluding 1 year). Long-term prepaid expenses are entered in an account at the actual amounts, and are amortized by even amortization within the benefit period or prescribed amortization period. If the long-term deferred expenses 190 / 323 2020 ANNUAL REPORT cannot provide benefit to the future accounting period, then all of the amortized value of the unamortized long-term deferred expenses are transferred into the current profit or loss. 32. Contract liabilities (1).Recognition method of contract liabilities √ Applicable□ Not applicable The Company recognizes the obligation to transfer goods to customers for the consideration received or receivable from the customers as contract liabilities. 33. Employee remuneration (1).Accounting treatment for short-term remuneration √ Applicable□ Not applicable During the accounting period when employees provide service for the company, the short-term remuneration actually incurred will be recognized as liabilities, and will be included in the current profit or loss or the costs of the related assets. (2).Accounting treatment for post-employment benefits √ Applicable□ Not applicable Post-employment benefits are divided into the defined contribution plan and defined benefit plan. (1) During the accounting period when employees provide service for the Company, the amounted to be deposited as calculated according to the defined contribution plan shall be recognized as liabilities, and will be included in the current profit or loss or the costs of the related assets. (2) The accounting treatment for the defined benefit plan generally comprises the following steps: 1) According to the expected cumulative benefit unit method, the demographic variables, financial variables, etc. shall be estimated through unbiased and mutually consistent actuarial assumption, so as to measure the obligations arising from the defined benefit plan and determine the period of relevant obligations. In addition, the obligation generated from the defined benefit plan shall be discounted, so as to determine the present value of defined benefit plan obligation and current service cost; 2) In case of assets in the defined benefit plan, the deficit or surplus generated from the present value of obligations of the defined benefit plan minus the fair value of the assets of defined benefit plan is recognized as net liabilities or net assets in 191 / 323 2020 ANNUAL REPORT the defined benefit plan. When the defined benefit plan has surplus, the net assets of the defined benefit plan are measured at the lower of the surplus of defined benefit plan and the upper limit of the assets; 3) At the end of the period, the employee remuneration costs generated by the defined benefit plan are recognized as three parts, i.e., service costs, net interest of the net liabilities or net assets of the defined benefit plan, and the changes generated by re-measurement of the net liabilities or net assets of the defined benefit plan, in which the service costs and the net interest of the net liabilities or net assets of the defined benefit plan are included in current profit or loss or the costs of the related assets, and the changes generated by re-measurement of the net liabilities or net assets of the defined benefit plan are included in other comprehensive income, and cannot be reversed to profit or loss in the subsequent accounting period. However, the amount recognized in other comprehensive income can be transferred within the equity scope. (3).Accounting treatment methods of termination benefits √ Applicable□ Not applicable If termination benefits are provided to employees, the employee remuneration liabilities arising from the termination benefits are recognized on the earlier date of the following and included in the current profit or loss: (1) when the Company cannot unilaterally withdraw the termination benefits provided due to termination of labor relation plan or layoff proposal; (2) when the Company recognizes the cost or expenses related to the restructuring involving payment of termination benefits. (4).Accounting treatment for other long-term employees’ benefits √ Applicable□ Not applicable Other long-term employee benefits satisfying the conditions in the defined contribution plan are treated in accounting as stipulated in the defined contribution plan; and other long-term benefits beyond that are treated in accounting as stipulated in the defined benefit plan. In order to simplify related accounting treatment, the generated employee remuneration costs are recognized as the service cost. The total net amount of item composed of the net interest of net liabilities or net assets of other long-term employee benefits and the changes generated from re-measuring net liabilities or net assets of other long-term employee benefits is included in the current profit or loss or the costs of the related assets. 192 / 323 2020 ANNUAL REPORT 34. Lease liabilities □ Applicable√ Not applicable 35. Estimated liabilities √ Applicable□ Not applicable 1. The obligations imposed by contingencies, such as providing external guarantee, lawsuits, product quality assurance and onerous contract, become the current obligations assumed by the Company, which are determined by the Company as estimated liabilities when their performance is very likely to result in economic benefit outflow from the Company and their amount can be measured reliably. 2. The estimated liabilities are initially measured by the Company based on the optimal estimate to be paid for performing relevant current obligations and their carrying value are reviewed on the balance sheet date. 36. Share-based payments √ Applicable□ Not applicable 1. Types of share-based payments There are equity-settled and cash-settled share-based payments. 2. Relevant accounting treatment of implementing, modifying and terminating the share-based payment schedule (1) Equity-settled share-based payments These equity-settled share-based payments vested immediately after the grant date and exchanged for employee services shall be included in relevant costs or expenses as per the fair value of the equity instruments on the grant date, and the capital reserve shall be adjusted accordingly. For the equity-settled share-based payments that are vested only after the services within the waiting period are completed or the specified performance conditions are satisfied and that are exchanged for employee services, the services acquired in the current period are included in relevant costs or expenses as per the fair value of the equity instruments on the grant date based on the optimal estimate of the number of vesting equity instruments on each balance sheet date within the waiting period, and the capital reserve is adjusted accordingly. The equity-settled share-based payments exchanged for services of other parties are measured as per the fair value of the services of other parties on the date of acquiring if its reliable measurement is possible, and as per the fair value of the equity instruments on the date of acquiring the services if the reliable measurement of the fair value of the services of other parties is impossible, but that of the equity instruments 193 / 323 2020 ANNUAL REPORT is possible, they are included in relevant costs or expenses, and the owner’s equity is increased accordingly. (2) Cash-settled share-based payments These cash-settled share-based payments vested immediately after the grant date and exchanged for employee services shall be included in relevant costs or expenses as per the fair value of the liabilities assumed by the Company on the grant date, and the liabilities shall be increased accordingly. For these cash-settled share-based payments that are vested only after the services within the waiting period are completed or the specified performance conditions are satisfied and that are exchanged for employee services, the services acquired in the current period shall be included in relevant costs or expenses and corresponding liabilities as per the fair value of the liabilities assumed by the Company based on the optimal estimate of the vesting conditions on each balance sheet date within the waiting period. (3) Modifying and terminating the share-based payment schedule If the fair value of the granted equity instruments is increased, the Company recognizes the increase of the acquired services according to the fair value of the equity instruments. If the number of the granted equity instruments is increased, the Company recognizes the increased fair value of the equity instruments as the increase of the acquired services accordingly. If the Company modifies the vesting conditions in a way favorable to employees, the Company considers the modified vesting conditions when dealing with the vesting conditions. If the fair value of the granted equity instruments is decreased, the Company continues to recognize the amount of the acquired services according to the fair value of the equity instruments on the grant date, without taking into account the decrease of the fair value of the equity instruments. If the number of the granted equity instruments is decreased, the Company treats the decreased part as cancellation of the granted equity instruments. If the Company modifies the vesting conditions in a way unfavorable to employees, the Company will not consider the modified vesting conditions when dealing with the vesting conditions. If the Company cancels or settles the granted equity instruments within the waiting period (other than the cancellation arising from failure to meet the vesting conditions), the cancellation or settlement is regarded as accelerated vesting treatment to immediately recognize the amount that should be recognized within the remaining waiting period. 194 / 323 2020 ANNUAL REPORT 37. Preferred shares, perpetual bonds and other financial instruments □ Applicable√ Not applicable 38. Revenue (1).Accounting policy applied for revenue recognition and measurement √ Applicable□ Not applicable 1. Revenue recognition principle The Company shall, on the commencement date of the contract, evaluate the contract, identify the individual performance obligations provided in the contract and determine whether to perform them within a period or at a time point. The performance obligations shall be deemed to perform within a period if one of the following conditions is satisfied, otherwise, at a time point: (1) The customer acquires and consumes the economic benefits brought by the Company’s performance while the Company is performing its obligations; (2) the customer is capable to control the commodities under creation during the Company’s performance; (3) the commodities produced during the Company’s performance have irreplaceable purpose and the Company has the right to collect the amounts for the performance part already completed to date within the whole contract term. For the obligations performed within a period, the Company shall recognize the revenue according to the performance progress in that period. If the performance progress cannot be determined in a reasonable way, but the incurred costs are expected to be reimbursed, the revenue shall be recognized according to the incurred amount of costs until the performance progress can be determined in a reasonable way. For the obligations performed at a time point, the revenue shall be recognized at the time of the customer’s acquiring the control of related commodities or services. The Company shall take into account the following when judging whether the customer has acquired the commodity control: (1) The Company has the current right for collection, namely the customer has the current obligation for payment with respect to the commodity; (2) the Company has transferred the legal title of the commodity to the customer, namely the customer has acquired the same; (3) the Company has transferred the physical commodity to the customer, namely the customer has physical possession of the commodity; (4) the Company has passed the main risks and return on the commodity’s title to the customer, namely the customer has acquired the same; (5) the customer has accepted the commodity; and (6) there are other signs indicating that the customer has acquired the commodity control. 195 / 323 2020 ANNUAL REPORT 2. Revenue measurement principle (1) The Company shall measure the revenue according to the transaction price apportioned to the individual performance obligations. The transaction price refers to the consideration amount of which the Company is expected to have right for collection due to transfer of commodities or services to the customer, excluding the amounts charged on behalf of the third party and expected to refund to the customer. (2) In case of variable consideration in the contract, the Company shall determine the optimal estimate of the variable consideration according to the expected value or the amount most likely to incur, while the transaction price including the variable consideration shall not exceed the amount under the circumstance where the accumulatively recognized revenue will not be highly likely to suffer major reversal when relevant uncertainties are eliminated. (3) In case of major financing composition in the contract, the Company shall determine the transaction price according to the payable amount assumed to be paid by the customer in cash immediately after he acquires the control of the commodities or services. The difference between the transaction price and the contract consideration shall be amortized by the effective interest method within the contract term. If the Company expects, on the commencement date of the contract, that the interval between the customer’s acquisition of the control of the commodities or services and its payment is not more than one year, the major financing composition in the contract shall not be taken into account. (4) In case of two or more performance obligations in the contract, the Company shall, on the commencement date of the contract, apportion the transaction price to the individual performance obligations according to the relative proportion of the individual sales price of the commodities undertaken as per the individual performance obligations. (2).Difference in accounting policy for revenue recognition resulting from different business models for similar businesses √ Applicable□ Not applicable The Company sells cosmetics. It has different sales models classified as distribution, direct selling and sales on commission. (1) Distribution The sales revenue shall be recognized after the Company delivers the products to the buyer according to the provisions of the contract and the buyer accepts the same. (2) Direct selling 196 / 323 2020 ANNUAL REPORT The sales revenue shall be recognized after the Company delivers the commodities to the consumer, and the consumer confirms receipt and makes payment. (3) Sales on commission The sales revenue shall be recognized after the Company delivers the products to the commissioned party according to the provisions of the contract and the commissioned party provides the list of sales on commission to the Company upon selling the products to others. 39. Contract cost √ Applicable□ Not applicable The assets associated with the contract cost include the contract acquisition cost and contract performance cost. The incremental cost incurred by the Company for acquiring the contract that is expected to be recoverable, as the contract acquisition cost, shall be recognized as an asset. If the amortization period of the contract acquisition cost is no more than one year, it shall be directly included in the current profit or loss at the time of incurrence. The cost incurred by the Company for performing the contract that falls out of the standard scope of relevant criteria for stock, fixed assets or intangible assets and that satisfies the following conditions, as the contract performance cost, shall be recognized as an asset: 1. The cost is directly related to one contract acquired currently or as expected, including direct labor, direct materials and manufacturing expenses (or similar), costs expressly borne by the customer and other costs incurred solely in connection with the contract; 2. The cost increases the resources for the Company to perform its obligations in the future; 3. The cost is expected to be recoverable. The Company shall amortize the assets related to the contract cost on the same basis as for recognizing the revenue of the commodities or services in connection with the assets and include the same in the current profit or loss. If the carrying value of the assets related to the contract cost is more than the surplus consideration expected to be acquired for transferring the commodities or services in connection with the assets minus the cost expected to incur, the Company shall make the provision for impairment against the exceeding part and recognize it as the assets impairment loss. If any changes in the factors for impairment in previous periods make 197 / 323 2020 ANNUAL REPORT the surplus consideration expected to be acquired for transferring the commodities or services in connection with the assets minus the cost expected to incur higher than the carrying value of the assets, the provision for assets impairment made originally shall be reversed and included in the current profit or loss, provided that the reversed carrying value of the assets is no more than that on the reversal date without making the provision for impairment. 40. Government grant √ Applicable□ Not applicable 1. Government grants are recognized when all of the following conditions are satisfied: (1) The Company is able to meet the conditions attached to the government grants; (2) the Company is able to receive the government grants. In case of government grants as monetary assets, they shall be measured as per the amount received or receivable. In case of government grants as non-monetary assets, they shall be measured as per the fair value; in case that the fair value cannot be acquired in a reliable way, they shall be measured as per the nominal amount. 2. Basis of determination and accounting treatment method for government grants related to assets These government grants that are used for purchasing and constructing or otherwise forming long-term assets as specified in government documents are classified as government grants related to assets. In case of no provision in government documents, the government grants shall be determined on the basis of the essential condition required for obtaining the grants, and shall be considered as related to assets if the essential condition is purchasing and constructing or otherwise forming long-term assets. The government grants related to assets shall offset the carrying value of relevant assets or be recognized as deferred income. If the government grants related to assets are recognized as deferred income, they shall be included in the profit and loss in a reasonable and systematic way within the useful life of relevant assets. The government grants measured as per the nominal amount shall be directly included in the current profit or loss. If related assets are sold, transferred, scrapped or damaged before the end of their useful life, related deferred income balance unallocated shall be transferred into the profit and loss in the current period of assets disposal. 3. Basis of determination and accounting treatment method for government grants related to income The government grants other than those related to assets are classified as government 198 / 323 2020 ANNUAL REPORT grants related to income. If it is difficult to distinguish whether the government grants containing both the part related to assets and the part related to income are related to assets or income, they shall be entirely classified as the government grants related to income. The government grants related to income that are used for compensation for relevant costs or losses in subsequent periods shall be recognized as deferred income, and included in the current profit or loss or offset relevant costs in the period in which relevant costs or losses are recognized; those used for compensation for relevant costs or losses that have incurred shall be directly included in the current profit or loss or offset relevant costs. 4. The government grants related to daily business activities of the Company shall be included in other incomes or offset relevant costs according to the nature of the economic business. The government grants unrelated to the daily activities of the Company shall be included in non-operating income and expenses. 41. Deferred income tax assets/liabilities √ Applicable□ Not applicable 1. According to the difference between the carrying value of the assets and liabilities and their tax basis (if the tax basis of the items recognized not as assets and liabilities can be determined according to the provisions of the tax law, the difference between that tax basis and their physical count quantity), the deferred income tax assets or liabilities shall be calculated and recognized according to the tax rate applicable in the period where it is expected to recover the assets or liquidate the liabilities. 2. Deferred income tax assets are recognized to the extent that it is very likely to obtain the taxable income to deduct the deductible temporary differences. If on the balance sheet date, there are conclusive evidences proving that it is very likely to obtain sufficient taxable income in future periods to deduct the deductible temporary differences, the deferred income tax assets not recognized yet in previous accounting periods shall be recognized. 3. If the carrying value of the deferred income tax assets is reviewed on the balance sheet date and it is very likely to not obtain sufficient taxable income in future periods to deduct their benefits, the carrying value of the deferred income tax assets shall be written down. When it is very likely to obtain sufficient taxable income, the amount written down shall be reversed. 4. The current income tax and deferred income tax of the Company are included in the 199 / 323 2020 ANNUAL REPORT current profit or loss as the income tax expense or income, except for the income tax arising from the following circumstances: (1) Business merger; (2) transaction or matters recognized directly in the owner’s equity. 42. Lease (1).Accounting treatment method of operating lease √ Applicable□ Not applicable If the Company is the lessee, the rent is included in relevant asset cost or recognized as the current profit or loss according to the straight-line method during each period of the lease term, and the initial direct expenses incurred are directly included in the current profit or loss. The contingent rent is included in the current profit or loss at the time of actually incurring. If the Company is the lessor, the rent is recognized as the current profit or loss according to the straight-line method during each period of the lease term, and the initial direct expenses incurred are directly included in the current profit or loss, except for the large amount which is capitalized and included in the profit and loss in stages. The contingent rent is included in the current profit or loss at the time of actually incurring. (2).Accounting treatment method of financing lease □ Applicable√ Not applicable (3).Determination method and accounting treatment method of lease under new lease standards □ Applicable√ Not applicable 43. Other significant accounting policies and accounting estimates □ Applicable√ Not applicable 44. Changes in significant accounting policies and accounting estimates (1).Changes in significant accounting policies √ Applicable□ Not applicable Contents and reasons of Remarks (name and amount of Review and approval changes in accounting report items affected procedure policies materially) th The Company has implemented For Resolutions at the 12 In accordance with the the revised Accounting meeting of the Second Session link-up rules for relevant Standards for Business of the Board of Directors in new and old standards, the Enterprises No. 14 - Revenue 2020, refer to Company Notice information in the of the Ministry of Finance No.: 2020-012 comparable periods shall not (hereinafter referred to as be adjusted, and the 200 / 323 2020 ANNUAL REPORT “new revenue standards”) cumulative effects of since 1 January 2020. implementing the new standards on the first implementation date shall be used for retroactive adjustment of the retained earnings at the beginning of the Reporting Period as well as the amount of other related items in the financial statements. See “other particulars” below for details. Other particulars 1. The major impact of the implementation of new revenue standards on the Company's financial statements on 1 January 2020 is as follows: Balance sheet 31 December 2019 Impact from 1 January 2020 Item adjustment of new revenue standards Other current 11,723,268.59 7,122,566.88 18,845,835.47 assets Accounts received 40,913,490.55 -40,913,490.55 in advance Contract 50,216,613.89 50,216,613.89 liabilities Other current 1,948,803.22 1,948,803.22 liabilities Estimated 10,102,532.74 7,122,566.88 17,225,099.62 liabilities Deferred income 19,743,036.56 -11,251,926.56 8,491,110.00 2. The Company has implemented the Interpretation No. 13 of the Accounting Standards for Business Enterprises issued by the Ministry of Finance in 2019 since 1 January 2020, and prospective application was adopted for this accounting policy change. (2).Changes in significant accounting estimates □ Applicable√ Not applicable 201 / 323 2020 ANNUAL REPORT (3).Particulars on adjustment to the financial statements at the beginning of the year for the first implementation of new standards for revenues and new standards for lease from 2020 √ Applicable□ Not applicable Combined Balance Sheet Unit: Yuan Currency: RMB Item 31 December 2019 1 January 2020 Adjusted amount Current assets: Cash and equivalents 1,246,901,218.99 1,246,901,218.99 Transaction settlement funds Lending funds Held-for-trading financial 71,450,000.00 71,450,000.00 assets Derivative financial assets Bills receivable Accounts receivable 198,409,249.19 198,409,249.19 Receivables financing 2,150,000.00 2,150,000.00 Prepayment 53,313,963.76 53,313,963.76 Premium receivable Reinsurance premium receivable Reserves for reinsurance contract receivable Other receivables 15,269,949.97 15,269,949.97 Where: Interest receivable Dividend receivable Financial assets purchased under agreements to resell Inventories 313,649,003.07 313,649,003.07 Contract assets Held for sale assets Non-current assets due within one year Other current assets 11,723,268.59 18,845,835.47 7,122,566.88 Total current assets 1,912,866,653.57 1,919,989,220.45 7,122,566.88 Non-current assets: Loans and advances to customers Debt investment Other debt investment Long-term receivables Long-term equity 14,728,003.68 14,728,003.68 investments Investments in other equity instruments Other non-current financial assets Investment real estate 71,622,083.18 71,622,083.18 202 / 323 2020 ANNUAL REPORT Fixed assets 550,329,145.07 550,329,145.07 Construction in progress 31,894,658.49 31,894,658.49 Productive biological assets Oil and gas assets Right-of-use assets Intangible assets 328,564,563.33 328,564,563.33 Development expenses Goodwill Long-term prepaid expenses 26,378,564.50 26,378,564.50 Deferred income tax assets 27,975,258.51 27,975,258.51 Other non-current assets 15,006,146.49 15,006,146.49 Total non-current assets 1,066,498,423.25 1,066,498,423.25 Total assets 2,979,365,076.82 2,986,487,643.7 7,122,566.88 Current liabilities: Short-term borrowings 129,047,396.51 129,047,396.51 Borrowings from central bank Placements from banks and other financial institutions Held-for-trading financial liabilities Derivative financial liabilities Bills payable 41,830,948.53 41,830,948.53 Accounts payable 347,316,843.39 347,316,843.39 Accounts received in 40,913,490.55 -40,913,490.55 advance Contract liabilities 50,216,613.89 50,216,613.89 Financial assets sold under repurchase agreements Deposits from customers and other banks Brokerage for trading securities Brokerage for underwriting securities Employee benefits payable 66,684,151.98 66,684,151.98 Taxes payable 71,833,700.61 71,833,700.61 Other payables 91,444,673.31 91,444,673.31 Where: Interest payable Dividend payable Fees and commissions payable Reinsured accounts payable Held-for-sale liabilities Non-current liabilities due 85,258,247.69 85,258,247.69 within one year Other current liabilities 1,948,803.22 1,948,803.22 203 / 323 2020 ANNUAL REPORT Total current liabilities 874,329,452.57 885,581,379.13 11,251,926.56 Non-current liabilities: Reserves for insurance contracts Long-term borrowings Bonds payable Where: Preference shares Perpetual bonds Lease liabilities Long-term payables Long-term employee benefits payable Estimated liabilities 10,102,532.74 17,225,099.62 7,122,566.88 Deferred income 19,743,036.56 8,491,110.00 -11,251,926.56 Deferred income tax 5,132,011.38 5,132,011.38 liabilities Other non-current liabilities Total non-current 34,977,580.68 30,848,221.00 -4,129,359.68 liabilities Total liabilities 909,307,033.25 916,429,600.13 7,122,566.88 Owner’s equity (or shareholders’ equity): Share capital 201,269,560.00 201,269,560.00 Other equity instruments Where: Preference shares Perpetual bonds Capital reserve 835,353,615.48 835,353,615.48 Less: Treasury shares 15,769,051.20 15,769,051.20 Other comprehensive income -212,628.22 -212,628.22 Special reserve Surplus reserve 100,634,780.00 100,634,780.00 General risk provision Undistributed profit 908,411,607.62 908,411,607.62 Total equity attributable 2,029,687,883.68 2,029,687,883.68 to the owners of the parent company Minority equity 40,370,159.89 40,370,159.89 Total owners’ equity (or 2,070,058,043.57 2,070,058,043.57 shareholders’ equity) Total liabilities and 2,979,365,076.82 2,986,487,643.70 7,122,566.88 owner's equity (or shareholders’ equity) Description on adjustment to relevant items: □ Applicable√ Not applicable Balance Sheet of Parent Company Unit: Yuan Currency: RMB Item 31 December 2019 1 January 2020 Adjusted amount 204 / 323 2020 ANNUAL REPORT Current assets: Cash and equivalents 403,072,398.35 403,072,398.35 Held-for-trading 70,000,000.00 70,000,000.00 financial assets Derivative financial assets Bills receivable Accounts receivable 614,081,454.90 614,081,454.90 Receivables financing Prepayment 13,257,712.52 13,257,712.52 Other receivables 31,800,093.90 31,800,093.90 Where: Interest receivable Dividend receivable Inventories 157,614,679.78 157,614,679.78 Contract assets Held for sale assets Non-current assets due within one year Other current assets Total current assets 1,289,826,339.45 1,289,826,339.45 Non-current assets: Debt investment Other debt investment Long-term receivables Long-term equity 159,882,467.38 159,882,467.38 investments Investments in other equity instruments Other non-current financial assets Investment real estate 336,462,349.68 336,462,349.68 Fixed assets 283,156,520.47 283,156,520.47 Construction in progress 31,877,256.59 31,877,256.59 Productive biological assets Oil and gas assets Right-of-use assets Intangible assets 318,477,880.56 318,477,880.56 Development expenses Goodwill Long-term prepaid expenses 1,177,831.47 1,177,831.47 Deferred income tax assets 18,414,499.56 18,414,499.56 Other non-current assets 15,006,146.49 15,006,146.49 Total non-current assets 1,164,454,952.20 1,164,454,952.20 Total assets 2,454,281,291.65 2,454,281,291.65 Current liabilities: Short-term borrowings Held-for-trading financial liabilities 205 / 323 2020 ANNUAL REPORT Derivative financial liabilities Bills payable 41,830,948.53 41,830,948.53 Accounts payable 300,820,130.33 300,820,130.33 Accounts received in 13,628,235.50 -13,628,235.50 advance Contract liabilities 12,060,385.40 12,060,385.40 Employee benefits payable 23,436,531.67 23,436,531.67 Taxes payable 49,102,562.13 49,102,562.13 Other payables 27,706,157.37 27,706,157.37 Where: Interest payable Dividend payable Held-for-sale liabilities Non-current liabilities 85,258,247.69 85,258,247.69 due within one year Other current liabilities 1,567,850.10 1,567,850.10 Total current 541,782,813.22 541,782,813.22 liabilities Non-current liabilities: Long-term borrowings Bonds payable Where: Preference shares Perpetual bonds Lease liabilities Long-term payables Long-term employee benefits payable Estimated liabilities Deferred income 8,491,110.00 8,491,110.00 Deferred income tax 4,986,605.71 4,986,605.71 liabilities Other non-current liabilities Total non-current 13,477,715.71 13,477,715.71 liabilities Total liabilities 555,260,528.93 555,260,528.93 Owner’s equity (or shareholders’ equity): Share capital 201,269,560.00 201,269,560.00 Other equity instruments Where: Preference shares Perpetual bonds Capital reserve 834,592,133.74 834,592,133.74 Less: Treasury shares 15,769,051.20 15,769,051.20 Other comprehensive income Special reserve Surplus reserve 100,634,780.00 100,634,780.00 Undistributed profit 778,293,340.18 778,293,340.18 Total owners’ equity 1,899,020,762.72 1,899,020,762.72 (or shareholders’ equity) 206 / 323 2020 ANNUAL REPORT Total liabilities and 2,454,281,291.65 2,454,281,291.65 owner's equity (or shareholders’ equity) Description on adjustment to relevant items: □ Applicable√ Not applicable (4).Description on retrospective adjustment to previous comparative data for the first implementation of new standards for revenues and new standards for lease from 2020 □ Applicable√ Not applicable 45. Others □ Applicable√ Not applicable VI Taxes 1. Major tax types and tax rates Particulars on major tax types and tax rates √ Applicable□ Not applicable Tax type Taxing basis Tax rate Value added tax (“VAT”) The output tax is calculated 13%, 9%, 6% on the basis of the income from sales of products and taxable income from rendering of services calculated according to the provisions of the tax law. The difference between the output tax and the amount after deducting the input tax which is allowed to be deductible in the current period is the payable VAT. Consumption tax Taxable sales (volume) 15% Business tax Urban maintenance and Actual turnover tax paid 7%, 5% construction tax Enterprise income tax Taxable income [Note] Property tax In case of ad valorem 12%, 1.2% taxation, it is calculated and paid as per 1.2% of the remaining value after 30% of the original value of the property is deducted in a lump sum; in case of taxation according to lease, it is calculated and paid as per 12% of the rental income Education surcharge Actual turnover tax paid 3% Local education surcharge Actual turnover tax paid 2% [Note]: Descriptions on tax payers with different enterprise income tax rates 207 / 323 2020 ANNUAL REPORT If there are taxpayers with different enterprise income tax rates, the disclosure will be made for description √ Applicable□ Not applicable Name of taxpayer Income tax rate (%) The Company 15% Huzhou Niuke Technology Co., Ltd. 20% Relevant taxes are calculated and paid Korea Younimi Cosmetics Co., Ltd. according to local tax regulations in South Korea Relevant taxes are calculated and paid Hanna Cosmetics Co., Ltd. according to local tax regulations in South Korea Relevant taxes are calculated and paid Hapsode Co., Ltd. according to local tax regulations in South Korea Relevant taxes are calculated and paid HONGKONG KESHI TRADING LIMITED according to local tax regulations in Hong Kong, China Relevant taxes are calculated and paid Hong Kong Xinghuo Industry Limited according to local tax regulations in Hong Kong, China Relevant taxes are calculated and paid Hong Kong Wanyan Electronic Commerce Co., according to local tax regulations in Hong Limited Kong, China Relevant taxes are calculated and paid Hong Kong Zhongwen Electronic Commerce Co., according to local tax regulations in Hong Limited Kong, China Relevant taxes are calculated and paid Hong Kong Xuchen Trading Limited according to local tax regulations in Hong Kong, China Relevant taxes are calculated and paid BOYA (Hong Kong) Investment Management Co., according to local tax regulations in Hong Limited Kong, China Relevant taxes are calculated and paid Proya Europe SARL according to local tax regulations in Luxembourg Relevant taxes are calculated and paid P.R.O CO., LTD. according to local tax regulations in Japan Tax payers other than the above 25% 2. Tax preference √ Applicable□ Not applicable The Company was reviewed as the high-tech enterprise on 1 December 2020 and obtained the high-tech enterprise certificate, with the validity of certification of 3 years and the grace period for enterprise income tax in 2020-2022. The Company was subject to the enterprise income tax at the preferential rate of 15% in 2020. According to the Notice of the Ministry of Finance and the State Taxation 208 / 323 2020 ANNUAL REPORT Administration on the Implementation of Inclusive Tax Relief Policy for Small and Micro Enterprises (CS [2019] No.13) and the Announcement of the State Taxation Administration on Relevant Issues on the Implementation of Inclusive Tax Relief Policy for Small and Micro Enterprises (Announcement No. 2 of the State Taxation Administration in 2019), Huzhou Niuke Technology Co., Ltd. complies with the criteria for tax payment of small and micro enterprises and would pay the enterprise income tax as per the tax rate of 20% in 2020. In accordance with the provisions of the Announcement on Clarifying Policies for Accrual and Deduction of Value-Added Tax for Life Service Industry jointly issued by the Ministry of Finance and the State Taxation Administration (Announcement No. 87 of the Ministry of Finance and the State Taxation Administration in 2019), Hangzhou Proya Commercial Management Co., Ltd., a subsidiary of the Company, complies with the conditions for general tax payers engaged in production and consumer-oriented service industries, and the input tax deductible in the current period plus 15% would be used for deducting the tax payable from 1 October 2019 to 31 December 2021. 3. Others □ Applicable√ Not applicable VII Notes to the Items in Consolidated Financial Statements 1 Cash and equivalents √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Cash on hand 26,853.58 42,499.65 Cash at bank 1,368,800,012.77 1,230,772,238.87 Other cash and 47,827,774.58 16,086,480.47 equivalents Total 1,416,654,640.93 1,246,901,218.99 Where: Total cash 83,771,568.02 27,200,237.51 deposited outside China Other particulars At the end of the period, the scope of restricted use covered the margin for fixed-term deposits of transformer of RMB 293,481.72 in bank deposits, as well as the land construction deposit of RMB 7,036,404.33, L/C deposit of RMB 7,000,000.00, ETC vehicle deposit of RMB 69,000.00, and Tmall and Alipay deposits of RMB 405,000.00 in other monetary capitals. At the beginning of the period, the scope of restricted use covered the structured 209 / 323 2020 ANNUAL REPORT deposits of RMB 140,000,000.00 and margin for fixed-term deposits of transformer of RMB 293,481.72 in bank deposits, as well as the land construction deposit of RMB 6,909,952.20 and Tmall and Alipay deposits of RMB 605,000.00 in other monetary capitals. 2 Held-for-trading financial assets √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Financial assets at fair value 71,450,000.00 through current profit or loss Where: Wealth management products 71,450,000.00 Financial asset designated as at fair value through profit or loss Where: Total 71,450,000.00 Other particulars: □ Applicable√ Not applicable 3 Derivative financial assets □ Applicable√ Not applicable 4 Notes receivable (1). Notes receivable presented by category □ Applicable√ Not applicable (2). Notes receivable pledged by the Company at the end of the period □ Applicable√ Not applicable (3). Notes receivable endorsed or discounted by the Company at the end of the period but not due yet at the balance sheet date □ Applicable√ Not applicable (4). Notes transferred by the Company into accounts receivable at the end of the period due to the note issuer’s failure of performance □ Applicable√ Not applicable (5). Disclosure by accruing method for bad debt provisions □ Applicable√ Not applicable Bad debt provisions accrued separately: □ Applicable√ Not applicable Bad debt provisions accrued according to the combination: □ Applicable√ Not applicable If bad debt provisions are accrued according to the general model of expected credit losses, please refer to the disclosure on other receivables: □ Applicable√ Not applicable 210 / 323 2020 ANNUAL REPORT (6). Particulars on bad debt provisions □ Applicable√ Not applicable (7). Particulars on notes receivable actually written-off in the current period □ Applicable√ Not applicable Other particulars □ Applicable√ Not applicable 5 Accounts receivable (1).Disclosure by account age √ Applicable□ Not applicable Unit: Yuan Currency: RMB Account age Carrying balance at the end of the period Within 1 year Where: Subitems within 1 year Sub-total within 1 year 298,778,494.35 1-2 years 14,593,734.48 2-3 years 4,710,807.60 Above 3 years 1,840,662.14 3-4 years 4-5 years Above 5 years Total 319,923,698.57 (2).Disclosure by accruing method for bad debt provisions √ Applicable□ Not applicable Unit: Yuan Currency: RMB Closing balance Opening balance Carrying Bad debt Carrying Bad debt balance provisions balance provisions Accr Accr Categ Carryi Carryi Perc uing Perc uing ory ng ng enta perc enta perc Amount Amount value Amount Amount value ge enta ge enta (%) ge (%) ge (%) (%) Bad 16,916 5.29 16,916 100. 130,18 0.06 130,18 100. debt ,210.8 ,210.8 00 7.88 7.88 00 provi 8 8 sions accru ed separ ately Where: 211 / 323 2020 ANNUAL REPORT Bad 303,00 94.7 18,129 5.98 284,87 212,01 99.9 13,609 6.42 198,40 debt 7,487. 1 ,068.1 8,419. 9,218. 4 ,969.2 9,249. provi 69 1 58 48 9 19 sions accru ed accor ding to the combi natio n Where: 319,92 / 35,045 / 284,87 212,14 / 13,740 / 198,40 Total 3,698. ,278.9 8,419. 9,406. ,157.1 9,249. 57 9 58 36 7 19 Bad debt provisions accrued separately: √ Applicable□ Not applicable Unit: Yuan Currency: RMB Closing balance Name Carrying Bad debt Accruing Accruing reason balance provisions percentage (%) Bad debt 16,916,210.88 16,916,210.88 100.00 Not expected to provisions accrued be recovered separately Total 16,916,210.88 16,916,210.88 100.00 / Description on bad debt provisions accrued separately: □ Applicable√ Not applicable Bad debt provisions accrued according to the combination: √ Applicable□ Not applicable Items of portfolio provision: Account age combination Unit: Yuan Currency: RMB Closing balance Name Accruing percentage Accounts receivable Bad debt provisions (%) Account age 303,007,487.69 18,129,068.11 5.98 combination Total 303,007,487.69 18,129,068.11 5.98 Recognition standards and descriptions on bad debts in portfolio provision: √ Applicable□ Not applicable In the account age combination, accounts receivable with bad debt provisions were withdrawn according to the comparison of account age loss rate Account age Closing balance 212 / 323 2020 ANNUAL REPORT Carrying balance Bad debt provisions Accruing percentage (%) Within 1 year 297,087,692.51 14,854,383.70 5.00 1-2 years 2,702,251.55 810,675.46 30.00 2-3 years 1,507,069.37 753,534.69 50.00 Above 3 years 1,710,474.26 1,710,474.26 100.00 Subtotal 303,007,487.69 18,129,068.11 5.98 If bad debt provisions are accrued according to the general model of expected credit losses, please refer to the disclosure on other receivables: □ Applicable√ Not applicable (3).Particulars on bad debt provisions √ Applicable□ Not applicable Unit: Yuan Currency: RMB Change of the current period Recover Opening Resold or Closing Category ed or Other balance Accrued written-of balance reverse changes f d Bad debt 130,187.88 16,786,023. 16,916,210. provision 00 88 s accrued separatel y Bad debt 13,609,969. 7,506,093.3 3,593,624. 606,629. 18,129,068. provision 29 8 01 45 11 s accrued according to the combinati on Total 13,740,157. 24,292,116. 3,593,624. 606,629. 35,045,278. 17 38 01 45 99 Significant bad debt provision amounts recovered or reversed in the current period: □ Applicable√ Not applicable (4).Particulars on accounts receivable actually written-off in the current period √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Written-off amount Accounts receivable actually written-off 3,593,624.01 Writing-off of significant accounts receivable □ Applicable√ Not applicable Description on writing-off of accounts receivable: 213 / 323 2020 ANNUAL REPORT □ Applicable√ Not applicable (5).Particulars on top 5 accounts receivable in terms of the balance at the end of the period based on debtors √ Applicable□ Not applicable Proportion (%) of the balance of Bad debt Company name Carrying balance accounts provisions receivable Beijing Jingdong Century Trading 66,863,696.90 20.90 3,343,184.85 Co., Ltd. Zhejiang Youcaihua Network 35,000,003.20 10.94 1,750,000.16 Technology Co., Ltd. Quzhou Mingbo Century Trading Co., 24,108,668.27 7.54 1,205,433.41 Ltd. [Note] Vipshop (China) Co., Ltd. 18,795,189.86 5.87 939,759.49 Shandong Chengtian Trading Co., 13,339,122.10 4.17 666,956.11 Ltd. Subtotal 158,106,680.33 49.42 7,905,334.02 [Note] The amount of Quzhou Mingbo Century Trading Co., Ltd. refers to the consolidated amount of Quzhou Mingbo Century Trading Co., Ltd., Quzhou Jiaomei Trading Co., Ltd., Quzhou Yumei Trading Co., Ltd. and Quzhou Ruoxi Cosmetics Co., Ltd. under the control of the same person. (6).Accounts receivable derecognized due to the transfer of financial assets □ Applicable√ Not applicable (7).Amount of assets and liabilities formed due to the transfer and continuous involvement of accounts receivable □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable 6 Receivables financing √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Bills receivable 5,531,997.32 2,150,000.00 Total 5,531,997.32 2,150,000.00 214 / 323 2020 ANNUAL REPORT Changes in receivables financing during the current period and changes in fair value: □ Applicable√ Not applicable If bad debt provisions are accrued according to the general model of expected credit losses, please refer to the disclosure on other receivables: □ Applicable√ Not applicable Other particulars: √ Applicable□ Not applicable Notes receivable endorsed or discounted by the Company at the end of the period and unexpired at the balance sheet date Amount derecognized Item at the end of the period Bank acceptance 2,750,000.00 Subtotal 2,750,000.00 The acceptor of bank acceptance is the commercial bank. Due to higher credit of commercial bank, the possibility of nonpayment when the banker acceptance is expired is low. Therefore, the Company has terminated the recognition for the endorsed or discounted bank acceptance. However, in case of nonpayment when such bank acceptance is expired, as stipulated in the Law of Negotiable Instruments, the Company will still bear the joint liability for the bearer. 7 Advance payment (1).Advance payment presented by account age √ Applicable□ Not applicable Unit: Yuan Currency: RMB Closing balance Opening balance Account age Amount Percentage (%) Amount Percentage (%) Within 1 81,149,897.32 98.07 52,483,348.55 98.44 year 1-2 years 802,393.47 0.97 830,615.21 1.56 2-3 years 790,525.13 0.96 Above 3 years Total 82,742,815.92 100.00 53,313,963.76 100.00 Description on the reasons for failure to settle the advance payment with an account age over one year and a significant amount: None 215 / 323 2020 ANNUAL REPORT (2).Particulars on top 5 advance payments in terms of the balance at the end of the period according to the concentration of parties to which the advance payments are made √ Applicable□ Not applicable Percentage (%) in the Company name Carrying balance balance of prepayment Zhuhai Healthlong Biotechnology Co., Ltd. 21,432,452.28 25.90 Beauty Hi-tech Innovation Co., Ltd. 9,196,896.04 11.12 Alipay (China) Network Technology Co., 6,201,918.15 7.50 Ltd. Shanghai Mamamiya Mutual Entertainment 4,443,396.10 5.36 Network Technology Co., Ltd. Shanghai Xunmeng Information Technology 3,490,744.72 4.22 Co., Ltd. Subtotal 44,765,407.29 54.10 Other particulars □ Applicable√ Not applicable 8 Other receivables Presented by item √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Interest receivable Dividend receivable Other receivables 48,733,527.35 15,269,949.97 Total 48,733,527.35 15,269,949.97 Other particulars: □ Applicable√ Not applicable Interest receivable (1).Classification of interest receivable □ Applicable√ Not applicable (2).Important overdue interest □ Applicable√ Not applicable (3).Particulars on accruing of bad debt provisions □ Applicable√ Not applicable Other particulars: 216 / 323 2020 ANNUAL REPORT □ Applicable√ Not applicable Dividend receivable (1).Dividend receivable □ Applicable√ Not applicable (2).Important dividend receivable with the account age over one year □ Applicable√ Not applicable (3).Particulars on accruing of bad debt provisions □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable Other receivables (1).Disclosure by account age √ Applicable□ Not applicable Unit: Yuan Currency: RMB Account age Carrying balance at the end of the period Within 1 year Where: Subitems within 1 year Sub-total within 1 year 42,822,248.80 1-2 years 10,571,067.64 2-3 years 1,305,284.32 Above 3 years 1,009,369.58 3-4 years 4-5 years Above 5 years Total 55,707,970.34 (2).Particulars on classification by amount nature √ Applicable□ Not applicable Unit: Yuan Currency: RMB Carrying balance at the end Carrying balance at the Amount nature of the period beginning of the period Deposit and margin 15,177,436.77 10,024,373.00 Provisional receivables 39,073,769.81 6,892,173.88 Petty cash 712,751.90 539,361.62 Others 744,011.86 27,000.00 Total 55,707,970.34 17,482,908.50 (3).Particulars on accruing of bad debt provisions √ Applicable□ Not applicable Unit: Yuan Currency: RMB Bad debt Phase 1 Phase 2 Phase 3 Total provisions Expected Expected credit Expected credit 217 / 323 2020 ANNUAL REPORT credit losses loss for the loss for the in the next 12 entire duration entire duration months (no credit (credit impairment impairment occurred) occurred) Balance as at 1 716,693.59 514,051.50 982,213.44 2,212,958.53 January 2020 Balance as at 1 January 2020 in the current period -- Transferred -528,553.38 528,553.38 into Phase 2 -- Transferred -391,585.29 391,585.29 into Phase 3 -- Reversed into Phase 2 -- Reversed into Phase 1 Accrued in the -376,997.57 -25,638.37 19,241.95 -383,393.99 current period Reserved in the current period Resold in the current period Written-off in 56,484.22 56,484.22 the current period Other changes 2,329,968.32 2,545,939.07 325,455.28 5,201,362.67 Balance as at 31 2,141,110.96 3,171,320.29 1,662,011.74 6,974,442.99 December 2020 Particulars on the significant changes in the carrying balance of other receivables in which changes in loss provisions occurred in the current period: □ Applicable√ Not applicable The basis for adopting the amount of bad debt provisions accrued for the current period and the assessment on whether the credit risk of financial instruments increased significantly: □ Applicable√ Not applicable (4).Particulars on bad debt provisions √ Applicable□ Not applicable Unit: Yuan Currency: RMB Change of the current period Opening Recovere Resold or Closing Category Other balance Accrued d or written-of balance changes reversed f Account 2,212,958. -383,393.9 56,484.22 5,201,362. 6,974,442. age 53 9 67 99 218 / 323 2020 ANNUAL REPORT combinatio n Total 2,212,958. -383,393.9 56,484.22 5,201,362. 6,974,442. 53 9 67 99 Significant bad debt provision amounts reversed or recovered in the current period: □ Applicable√ Not applicable (5).Particulars on other receivables actually written-off in the current period □ Applicable√ Not applicable (6).Particulars on top 5 other receivables in terms of the balance at the end of the period based on debtors √ Applicable□ Not applicable Unit: Yuan Currency: RMB Percentage (%) in the total Bad debt balance at the Company Amount Closing Account provisions end of the name nature balance age Closing period of balance other receivables EURL Provisional 24,167,639.75 Within 1 43.38 1,208,381.99 PHARMATICA receivables year [Note 1] SIKEROM Provisional 8,204,225.54 Within 1 14.73 410,211.28 EUROPE GMBH receivables year Hangzhou Deposit and 4,708,614.72 1-2 years 8.45 1,412,584.42 Property margin Maintenance Fund Management Center Shanghai Provisional 1,500,000.00 [Note 2] 2.69 443,955.00 Zhicheng receivables Heli Network Media Development Co., Ltd. Zhejiang Provisional 1,412,036.00 Within 1 2.53 70,601.80 ZTO Jixiang receivables year Express Service Co., Ltd. Total / 39,992,516.01 / 71.78 3,545,734.49 [Note 1] The amount of EURL PHARMATICA refers to the consolidated amount of EURL PHARMATICA, PARISEZHAN HK LIMITED, SARL ORTUS and S.A.S AREDIS under the control of the 219 / 323 2020 ANNUAL REPORT same person. [Note 2] Within 1 year: RMB 24,180.00; 1-2 years: RMB 1,475,820.00. (7).Receivables involving government grants □ Applicable√ Not applicable (8).Other receivables derecognized due to the transfer of financial assets □ Applicable√ Not applicable (9).Amount of assets and liabilities formed due to the transfer and continuous involvement of other receivables □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable 9 Inventories (1).Classification of inventories √ Applicable□ Not applicable Unit: Yuan Currency: RMB Closing balance Opening balance Inventory Inventory falling depreciation price provisions/im reserves/imp Item Carrying pairment Carrying Carrying Carrying airment balance provisions for value balance value provisions contract for contract performance performance cost cost Raw 25,023,19 790,191.51 24,233,00 16,474,64 801,848.85 15,672,79 materials 8.10 6.59 4.08 5.23 Work-in-p 19,699,80 333,215.45 19,366,59 8,767,643 1,331,381.19 7,436,261 rocess 9.41 3.96 .14 .95 Finished 402,419,0 21,221,419.14 381,197,6 280,160,0 16,867,854.4 263,292,2 products 36.40 17.26 75.99 6 21.53 Revolving materials Expendabl e biologica l assets Contract performan ce cost Packaging 32,988,46 1,383,453.99 31,605,01 18,042,22 1,623,844.55 16,418,38 materials 9.32 5.33 8.43 3.88 220 / 323 2020 ANNUAL REPORT Low-value 2,643,028 268,617.88 2,374,410 1,918,233 95,937.86 1,822,295 consumabl .64 .76 .68 .82 es Purchased 11,494,42 1,630,055.73 9,864,373 12,946,64 3,939,600.16 gift 9.58 .85 4.82 9,007,044 .66 Total 494,267,9 25,626,953.70 468,641,0 338,309,4 24,660,467.0 313,649,0 71.45 17.75 70.14 7 03.07 (2).Inventory falling price reserves and impairment provisions for contract performance cost √ Applicable□ Not applicable Unit: Yuan Currency: RMB Increase amount of the Decrease amount of the Opening current period current period Closing Item balance Reversed balance Accrued Others Others or resold Raw materials 801,848.8 695,497.9 166.09 707,321.3 790,191.5 5 6 9 1 Work-in-process 1,331,381 182,647.5 1,180,813 333,215.4 .19 7 .31 5 Finished 16,867,85 24,751,87 378,553.9 20,776,85 21,221,41 products 4.46 0.03 7 9.32 9.14 Revolving materials Expendable biological assets Contract performance cost Packaging 1,623,844 1,057,784 1,298,174 1,383,453 materials .55 .09 .65 .99 Low-value 95,937.86 178,070.3 17,532.14 22,922.43 268,617.8 consumables 1 8 Purchased gift 3,939,600 1,368,735 3,678,279 1,630,055 .16 .54 .97 .73 Total 24,660,46 28,234,60 396,252.2 27,664,37 25,626,95 7.07 5.50 0 1.07 3.70 Other increase of RMB 396,252.20 of inventory falling price reserve in the current period came from the equity of Shanghai Healthlong Biochemical Technology Co., Ltd., and its inventory falling price reserve was transferred in correspondingly. At the end of the current period, the net realizable value of some products was lower than the corresponding cost, so the inventory falling price reserve shall be withdrawn in accordance with the difference between the cost and the net realizable value. 221 / 323 2020 ANNUAL REPORT (3).Description on the capitalization amount of the borrowing expenses included in the balance of inventories at the end of the period □ Applicable√ Not applicable (4).Description of amortization amount of the contract performance cost in the current period □ Applicable√ Not applicable Other particulars □ Applicable√ Not applicable 10 Contract assets (1).Contract assets □ Applicable√ Not applicable (2).Amount of and reasons for material changes in the carrying value in the Reporting Period □ Applicable√ Not applicable (3).Impairment provisions accrued from the contract assets in the current period □ Applicable√ Not applicable If bad debt provisions are accrued according to the general model of expected credit losses, please refer to the disclosure on other receivables: □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable 11 Held-for-sale assets □ Applicable√ Not applicable 12 Non-current assets due within one year □ Applicable√ Not applicable Important debt investment and other debt investment at the end of the period: □ Applicable√ Not applicable Other particulars None 13 Other current assets √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Contract acquisition cost Return cost receivable 4,434,684.01 7,122,566.88 VAT input tax to be deducted 24,162,220.64 7,126,880.88 Advance payment of taxes 6,638,906.62 4,596,387.71 Total 35,235,811.27 18,845,835.47 222 / 323 2020 ANNUAL REPORT Other particulars Refer to the particulars of V.44 in “Section XI Financial Report” of this report for the difference between the opening balance and closing balance of prior period (31 December 2019). 14 Debt investment (1).Particulars on debt investment □ Applicable√ Not applicable (2).Important debt investment at the end of the period □ Applicable√ Not applicable (3).Particulars on accruing of impairment provisions □ Applicable√ Not applicable The basis for adopting the amount of impairment provisions accrued for the current period and the assessment on whether the credit risk of financial instruments increased significantly: □ Applicable√ Not applicable Other particulars □ Applicable√ Not applicable 15 Other debt investments (1).Particulars on other debt investments □ Applicable√ Not applicable (2).Other important debt investments at the end of the period □ Applicable√ Not applicable (3).Particulars on accruing of impairment provisions □ Applicable√ Not applicable The basis for adopting the amount of impairment provisions accrued for the current period and the assessment on whether the credit risk of financial instruments increased significantly: □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable 16 Long-term receivables (1).Long-term receivables □ Applicable√ Not applicable (2).Particulars on accruing of bad debt provisions □ Applicable√ Not applicable The basis for adopting the amount of bad debt provisions accrued for the current period and the assessment on whether the credit risk of financial instruments increased significantly: □ Applicable√ Not applicable 223 / 323 2020 ANNUAL REPORT (3).Long-term receivables derecognized due to the transfer of financial assets □ Applicable√ Not applicable (4).Amount of assets and liabilities formed due to the transfer and continuous involvement of long-term receivables □ Applicable√ Not applicable Other particulars □ Applicable√ Not applicable 17 Long-term equity investment √ Applicable□ Not applicable Unit: Yuan Currency: RMB Change of the current period Inves Balan tment Decla ce of Adju gains ratio impai stme and n on rment nt to Accru With losse Othe distr provi Inves Openi othe ing Closi Addit draw s r ibuti sions ted ng r of ng ional n recog equi on of Other at compa balan comp impai balan inves inve nized ty cash s the ny ce rehe rment ce tment stme under chan divid end nsiv provi nt the ges ends of e sions equit or the inco y profi perio me metho ts d d I. Joint venture Huzho 3,314 -7,85 3,306 u ,489. 9.00 ,630. Panru 57 57 i Indus trial Inves tment Partn ershi p (Limi ted Partn ershi p) Sub-t 3,314 -7,85 3,306 otal ,489. 9.00 ,630. 224 / 323 2020 ANNUAL REPORT 57 57 II. Associate Xiong 2,999 -14,4 2,985 ke ,955. 44.47 ,511. Cultu 82 35 re Media (Hang zhou) Co., Ltd. Beiji ng Mitan gpai Cosme tics Co., Ltd. [Note 1] Ningb 2,574 1,86 -713, o Segu ,740. 1,32 411.9 Brand 38 8.48 0 Manag ement Co., Ltd. [Note 2] Metis 5,838 465,6 6,304 Info ,817. 12.87 ,430. Tech 91 78 (Guan gzhou ) Co., LTD. Jiaxi 46,00 -376, 45,62 ng 0,000 513.1 3,486 Woyon .00 0 .90 g Inves tment Partn ershi p (Limi ted Partn ershi 225 / 323 2020 ANNUAL REPORT p) Sub-t 11,41 46,00 1,86 -638, 54,91 otal 3,514 0,000 1,32 756.6 3,429 .11 .00 8.48 0 .03 14,72 46,00 1,86 -646, 58,22 Total 8,003 0,000 1,32 615.6 0,059 .68 .00 8.48 0 .60 Other particulars [Note 1] The original investment, by the Company, on Beijing Mitangpai Cosmetics Co., Ltd. was RMB 5,638,295.00, the investment gains and losses recognized under the equity method was RMB -1,561,584.17, and the accruing of impairment provisions amounted to RMB 4,076,710.83. This company was canceled in August 2020. [Note 2] The Company transferred 35% equity of Ningbo Segu Brand Management Co., Ltd. to Liu Wei at a consideration of RMB 1.75 million in November 2020, and the investment income of RMB -111,328.48 was recognized. 18 Investments in other equity instruments (1).Particulars on other equity instrument investments √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Hangzhou Regenovo Biotechnology., 20,580,000.00 Ltd. Total 20,580,000.00 (2).Particulars on non-trading equity instrument investment □ Applicable√ Not applicable Other particulars: √ Applicable□ Not applicable Based on the strategic investment purpose, the Company made foreign equity investment, and the investee will obtain the investment of the Company as equity instrument. Therefore, this part of equity instrument investment was designated, by the Company, as financial assets measured at fair value through other comprehensive income. 19 Other non-current financial assets □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable 20 Investment real estate Measurement model of investment real estate 226 / 323 2020 ANNUAL REPORT (1).Investment real estate applying cost measurement model Unit: Yuan Currency: RMB Buildings and Land use Construction Item Total constructions rights in progress I. Original carrying value 1. Balance at the 73,788,298.77 73,788,298.77 beginning of the period 2. Increase amount of 3,071,733.33 3,071,733.33 the current period (1) Acquisition (2) Transfer in of 3,071,733.33 3,071,733.33 inventories\fixed assets\projects under construction (3) Increase for business combination 3. Decrease amount of the current period (1) Disposal (2) Other transfer out 4. Balance at the end 76,860,032.10 76,860,032.10 of the period II. Accumulated depreciation and accumulated amortization 1. Balance at the 2,166,215.59 2,166,215.59 beginning of the period 2. Increase amount of 2,456,206.41 2,456,206.41 the current period (1) Accrual or 2,456,206.41 2,456,206.41 amortization 3. Decrease amount of the current period (1) Disposal (2) Other transfer out 4. Balance at the end 4,622,422.00 4,622,422.00 of the period III. Impairment provisions 1. Balance at the beginning of the period 2. Increase amount of the current period (1) Accruing 3. Decreased amount in the current period (1) Disposal (2) Other transfer out 4. Balance at the end 227 / 323 2020 ANNUAL REPORT of the period IV. Carrying value 1. Carrying value at 72,237,610.10 72,237,610.10 the end of the period 2. Carrying value at 71,622,083.18 71,622,083.18 the beginning of the period (2).Investment real estate with the property ownership certificate unsettled □ Applicable√ Not applicable Other particulars □ Applicable√ Not applicable 21 Fixed assets Presented by item √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Fixed assets 565,864,152.62 550,329,145.07 Disposal of fixed assets Total 565,864,152.62 550,329,145.07 Other particulars: □ Applicable√ Not applicable Fixed assets (1).Particulars on fixed assets √ Applicable□ Not applicable Unit: Yuan Currency: RMB Means of Property and Machinery and General Item transportati Total buildings equipment equipment on I. Original carrying value: 1. Balance at the 512,551,045. 154,267,432. 17,017,117.5 55,344,021. 739,179,616. beginning 14 04 8 49 25 of the period 2. Increase 21,138,093.2 23,392,008.6 7,242,158.1 56,391,544.5 amount of 4,619,284.66 0 0 0 6 the current period (1) 3,928,467.6 15,285,639.1 7,666,292.13 3,690,879.37 Acquisitio 9 9 228 / 323 2020 ANNUAL REPORT n (2) Transfer-i n from 21,138,093.2 15,725,716.4 1,617,977.3 38,481,787.0 constructi 0 7 4 1 on in progress (3) Increase for 1,695,713.0 928,405.29 2,624,118.36 business 7 combinatio n 3. Decrease amount of 6,837.61 411,428.99 335,243.75 753,510.35 the current period (1) Disposal or 6,837.61 411,428.99 335,243.75 753,510.35 scraping 4. Balance at 533,689,138. 177,652,603. 21,224,973.2 62,250,935. 794,817,650. the end of 34 03 5 84 46 the period II. Accumulati ve depreciati on 1. Balance at the 72,724,807.3 87,465,399.0 10,683,650.7 17,976,614. 188,850,471. beginning 5 2 4 07 18 of the period 2. Increase 16,496,264.7 14,109,195.8 8,000,920.4 40,815,777.6 amount of 2,209,396.57 4 9 3 3 the current period (1) 16,496,264.7 14,109,195.8 6,963,029.5 39,489,836.6 1,921,346.50 Accruing 4 9 6 9 Othe 288,050.07 1,037,890.8 1,325,940.94 r 7 transfer-i n [Note] 3. Decrease 6,170.94 387,106.96 319,473.07 712,750.97 amount of 229 / 323 2020 ANNUAL REPORT the current period (1) Disposal or 6,170.94 387,106.96 319,473.07 712,750.97 scraping 4. Balance at 89,221,072.0 101,568,423. 12,505,940.3 25,658,061. 228,953,497. the end of 9 97 5 43 84 the period III. Impairment provisions 1. Balance at the beginning of the period 2. Increase amount of the current period (1) Accruing 3. Decrease amount of the current period (1) Disposal or scraping 4. Balance at the end of the period IV. Carrying value 1. Carrying 444,468,066. 76,084,179.0 36,592,874. 565,864,152. value at 8,719,032.90 25 6 41 62 the end of the period 2. Carrying 439,826,237. 66,802,033.0 37,367,407. 550,329,145. value at 6,333,466.84 79 2 42 07 the beginning 230 / 323 2020 ANNUAL REPORT of the period [Note] Other transfer-in of original value of fixed assets of RMB 2,624,118.36 and other transfer-in of accumulated depreciation of RMB 1,325,940.94 came from the equity of Shanghai Healthlong Biochemical Technology Co., Ltd., and its original value of fixed assets and accumulated depreciation were transferred in correspondingly. (2).Particulars on temporary idle fixed assets □ Applicable√ Not applicable (3).Particulars on fixed assets leased in under financing leases □ Applicable√ Not applicable (4).Fixed assets leased out under operating leases □ Applicable√ Not applicable (5).Particulars on fixed assets with the property ownership certificate unsettled □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable Disposal of fixed assets □ Applicable√ Not applicable 22 Construction in progress Presented by item √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Construction in progress 47,324,523.36 31,894,658.49 Engineering materials Total 47,324,523.36 31,894,658.49 Other particulars: □ Applicable√ Not applicable Construction in progress (1).Particulars on projects under construction √ Applicable□ Not applicable Unit: Yuan Currency: RMB Closing balance Opening balance Impairme Carrying Impairme Item Carrying nt Carrying nt Carrying balanc balance provision value provision value s e s 231 / 323 2020 ANNUAL REPORT Decoration 1,725,308. 1,725,308. 10,299,774 10,299,774 works 02 02 .68 .68 Make-up 28,236,822 28,236,822 9,919,160. 9,919,160. factory .35 .35 47 47 Proya Building Other 17,362,392 17,362,392 11,675,723 11,675,723 miscellane .99 .99 .34 .34 ous works 47,324,523 47,324,523 31,894,658 31,894,658 Total .36 .36 .49 .49 (2).Changes in important projects under construction in the current period √ Applicable□ Not applicable Unit: Yuan Currency: RMB Pro por Amou tio Where nt n of : Inter of Othe cum Amoun est Incr fixe r ula Accum t of capit ease d decr tiv ulate inter aliza Ope amou asse ease e Pro d est tion nin nt ts amou Clos inv gre amoun Sour It capit rate Bud g of tran nts ing est ss t of ce em aliza (%) get bal the sfer in bala men of inter of s tion in anc curr red the nce t in wor est fund in the e ent in curr the ks capit the curre peri the ent pro aliza curre nt od curr peri jec tion nt perio ent od t to perio d peri the d od bud get (%) Pr RMB 23,9 23,9 82. 100 9,206 Self oy 458 27,3 27,3 22 .00 ,186. -rai a ,93 48.6 48.6 % 05 sed Bu 6,3 5 5 il 00 di ng Ma 9,91 36,9 5,27 13,3 28,2 89. 96. Self ke 9,16 37,7 1,73 48,3 36,8 92 47% -rai -u 0.47 89.5 0.94 96.6 22.3 sed p 0 8 5 fa ct or y 232 / 323 2020 ANNUAL REPORT RMB 9,91 60,8 29,1 13,3 28,2 / / 9,206 / / To 458 9,16 65,1 99,0 48,3 36,8 ,186. ta ,93 0.47 38.1 79.5 96.6 22.3 05 l 6,3 5 9 8 5 00 [Note] Other decreases in the current period were transferred long-term prepaid expenses. (3).Particulars on impairment provisions accrued for projects under construction in the current period □ Applicable√ Not applicable Other particulars □ Applicable√ Not applicable Engineering materials (1).Particulars on engineering materials □ Applicable√ Not applicable 23 Productive biological assets (1).Productive biological assets applying cost measurement model □ Applicable√ Not applicable (2).Productive biological assets applying fair value measurement model □ Applicable√ Not applicable Other particulars □ Applicable√ Not applicable 24 Oil and gas assets □ Applicable√ Not applicable 25 Right-of-use assets □ Applicable√ Not applicable 26 Intangible assets (1).Particulars on intangible assets √ Applicable□ Not applicable Unit: Yuan Currency: RMB Unpaten Tradema Land use Patent ted Customer Item Software rk Total rights right technol resources right ogy I. Original carrying value 1. 376,212,92 18,390,99 420,000 532,600 12,833,68 120,640 408,510,85 Balance 8.47 8.71 .00 .00 4.00 .00 1.18 at the beginnin 233 / 323 2020 ANNUAL REPORT g of the period 2. 1,168,132 126,900 16,491. 1,311,523. Increase .13 .00 75 88 amount of the current period (1 740,165.5 16,491. 756,657.27 ) 2 75 Acquisit ion (2 ) R&D (3 427,966.6 126,900 554,866.61 ) 1 .00 Increase for business combinat ion 3. Decrease amount of the current period (1 ) Disposal 4. 376,212,92 19,559,13 420,000 659,500 12,833,68 137,131 409,822,37 Balance 8.47 0.84 .00 .00 4.00 .75 5.06 at the end of the period 2. Cumulati ve amortiza tion 1. 59,724,558 16,060,00 420,000 525,265 3,208,421 8,042.3 79,946,287 Balance .17 1.34 .00 .00 .00 4 .85 at the beginnin g of the period 2. 9,230,473. 1,704,823 3,260.0 4,277,894 16,311. 15,232,763 Increase 82 .03 0 .67 72 .24 amount of 234 / 323 2020 ANNUAL REPORT the current period (1 9,230,473. 1,454,410 3,260.0 4,277,894 16,311. 14,982,350 ) 82 .50 0 .67 72 .71 Accruing 22 250,412.5 250,412.53 ) Other 3 transfer -in [Note] 3. Decrease amount of the current period (1) Disposal 4. 68,955,031 17,764,82 420,000 528,525 7,486,315 24,354. 95,179,051 Balance .99 4.37 .00 .00 .67 06 .09 at the end of the period III. Impairme nt provisio ns 1. Balance at the beginnin g of the period 2. Increase amount of the current period (1 ) Accruing 3. Decrease amount of 235 / 323 2020 ANNUAL REPORT the current period (1 ) Disposal 4. Balance at the end of the period IV. Carrying value 1. 307,257,89 1,794,306 130,975 5,347,368 112,777 314,643,32 Carrying 6.48 .47 .00 .33 .69 3.97 value at the end of the period 2. 316,488,37 2,330,997 7,335.0 9,625,263 112,597 328,564,56 Carrying 0.30 .37 0 .00 .66 3.33 value at the beginnin g of the period [Note] Other transfer-in of original value of intangible assets of RMB 554,866.61 and other transfer-in of accumulated amortization of RMB 250,412.53 came from the equity of Shanghai Healthlong Biochemical Technology Co., Ltd., and its original value of intangible assets and accumulated amortization were transferred in correspondingly. The proportion of intangible assets formed by the Company's internal R&D at the end of the current period in the balance of intangible assets was 0 (2).Particulars on land use rights with the property ownership certificate unsettled □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable 27 Development expenses □ Applicable√ Not applicable 236 / 323 2020 ANNUAL REPORT 28 Goodwill (1).Original carrying value of goodwill √ Applicable□ Not applicable Unit: Yuan Currency: RMB Increase of the Decrease of the current period current period Name of invested Formed Opening Closing company or event due to balance balance forming goodwill business Disposal combinati on Shanghai 31,034,16 31,034,1 Healthlong 1.20 61.20 Biochemical Technology Co., Ltd. 31,034,16 31,034,1 Total 1.20 61.20 (2).Impairment provisions of goodwill √ Applicable□ Not applicable Unit: Yuan Currency: RMB Name of invested Increase of the Decrease of the Opening Closing company or event current period current period balance balance forming goodwill Accrued Disposal Shanghai Healthlong Biochemical Technology Co., Ltd. Total (3).Information regarding the asset group or the combination of asset groups to which goodwill belongs √ Applicable□ Not applicable Composition of asset group or Operating assets and liabilities of Shanghai Healthlong combination of asset groups Biochemical Technology Co., Ltd. Carrying value of the asset group 146,178,528.82 or the combination of asset groups Carrying value and apportionment The Company held 52% equity of Shanghai Healthlong method of goodwill apportioned to Biochemical Technology Co., Ltd., and the goodwill the asset group or the combination value apportioned to its asset group was RMB of asset groups 59,681,079.23 Carrying value of the asset group or the combination of asset groups 205,859,608.05 including goodwill 237 / 323 2020 ANNUAL REPORT Whether the asset group or the combination of asset groups is consistent with that determined in Yes goodwill impairment test on the acquisition date and in previous years (4).Describe the goodwill impairment test process, key parameters (such as growth rate in the forecast period, growth rate in the stable period, profit margin, discount rate, forecast period, etc. when estimating the present value of the estimated future cash flow, if applicable) and the recognition method for impairment losses of goodwill √ Applicable□ Not applicable The recoverable amount of goodwill is calculated at the present value of the expected future cash flow. The expected cash flow is based on the 2021 cash flow forecast approved by the Company, with the discount rate of 17.77% for cash flow forecast. The cash flow after the forecast period is calculated by the growth rate of 0%. Other key data used in impairment test include: estimated selling price, sales volume, production cost and other related expenses. The Company determines the above key data according to the historical experience and the market development forecast. The discount rate adopted by the Company is the pre-tax rate reflecting the time value of money in current market and special risks of relevant asset groups. The forecast on the above recoverable amount indicates no impairment loss in goodwill. (5).Effect of goodwill impairment test □ Applicable√ Not applicable Other particulars □ Applicable√ Not applicable 29 Long-term prepaid expenses √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Opening Increase Amortization Other Closing balance amount of the amount of the decrease balance current current amounts period period Decoration 25,303,734.19 23,795,756.26 15,887,393.25 33,212,097.20 and rental fee Endorsement 488,145.15 31,132,074.61 14,757,013.06 16,863,206.70 fee 238 / 323 2020 ANNUAL REPORT Garage use 578,850.40 192,949.92 385,900.48 fee Mould 7,834.76 7,834.76 Software 134,423.63 18,834.48 115,589.15 service fee Total 26,378,564.50 55,062,254.50 30,864,025.47 50,576,793.53 Other particulars: In the current period, the decoration and rental fee increased by RMB 640,613.07, and the software service fee increased by RMB 134,423.63, which came from the equity of Shanghai Healthlong Biochemical Technology Co., Ltd.; its long-term prepaid expenses were transferred in correspondingly. 30 Deferred income tax assets/liabilities (1).Non-offset deferred income tax assets √ Applicable□ Not applicable Unit: Yuan Currency: RMB Closing balance Opening balance Deductible Deferred Deductible Deferred Item temporary income tax temporary income tax differences Assets differences assets Impairment provisions of assets Unrealized profits 28,021,116.50 7,005,279.12 34,435,895.93 8,608,973.98 from internal transactions Deductible losses 14,342,610.24 3,585,652.56 Bad debt provisions 27,188,715.77 6,796,972.50 8,107,969.05 2,025,703.32 for accounts receivable Devaluation 15,796,150.28 2,634,264.73 14,868,791.08 2,571,107.32 provisions of inventories Impact from 103,953,760.07 22,803,327.25 61,640,988.02 9,246,148.20 share-based payment Government grants 8,495,353.33 1,274,303.00 8,491,110.00 1,273,666.50 related to assets Unredeemed member 4,487,591.14 1,121,897.79 6,896,104.00 1,724,026.00 points Expected return loss 5,755,415.21 1,438,853.81 10,102,532.74 2,525,633.19 Total 208,040,712.54 46,660,550.76 144,543,390.82 27,975,258.51 (2).Non-offset deferred income tax liabilities √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance 239 / 323 2020 ANNUAL REPORT Taxable Deferred Taxable Deferred temporary income tax temporary income tax differences liabilities differences liabilities Assets appreciation for business combination not under the common control Changes in fair value of other debt investments Changes in fair value of other equity instrument investments One-time deduction of 44,252,231.66 6,874,105.45 33,825,660.75 5,132,011.38 depreciation of fixed assets Total 44,252,231.66 6,874,105.45 33,825,660.75 5,132,011.38 (3).Deferred income tax assets or liabilities presented on a net basis after offsetting □ Applicable√ Not applicable (4).Details of unrecognized deferred income tax assets √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Deductible temporary 25,362,258.78 23,305,078.22 differences Deductible losses 379,300,493.32 275,181,937.40 Total 404,662,752.10 298,487,015.62 (5).The deductible losses of unrecognized deferred income tax assets will expire in the following years √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount at the Amount at the end of Year beginning of the Note the period period 2021 48,812,246.22 48,812,246.22 2022 62,924,802.76 63,135,622.67 2023 63,485,783.30 63,485,783.30 2024 99,748,285.21 99,748,285.21 2025 104,329,375.83 Total 379,300,493.32 275,181,937.40 / Other particulars: □ Applicable√ Not applicable 240 / 323 2020 ANNUAL REPORT 31 Other non-current assets √ Applicable□ Not applicable Unit: Yuan Currency: RMB Closing balance Opening balance Carrying Impairme Carrying Impairme Item balance nt Carrying balance nt Carrying provisio value provisio value ns ns Contract acquisiti on cost Contract performan ce cost Return cost receivabl e Contract assets Prepaymen 83,203,303. 83,203,303. 15,006,146. 15,006,146. t for 76 76 49 49 purchase of long-term assets Other 4,119,476.2 4,119,476.2 long-term 7 7 assets 87,322,780. 87,322,780. 15,006,146. 15,006,146. Total 03 03 49 49 Other particulars: RMB 81.6 million was used for land purchase in Longwu. As at 31 December 2020, the corresponding land delivery procedure has not been completed. 32 Short-term borrowings (1).Classification of short-term borrowings √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Pledged borrowings Mortgaged borrowings Guaranteed borrowings 99,116,462.50 Credit borrowings 200,163,972.59 Pledged and guaranteed 129,047,396.51 borrowings Total 299,280,435.09 129,047,396.51 241 / 323 2020 ANNUAL REPORT Description on classification of short-term borrowings: None (2).Particulars on overdue but outstanding short-term borrowings □ Applicable√ Not applicable Particulars of important overdue but yet unrepaid short-term borrowings: □ Applicable√ Not applicable Other particulars □ Applicable√ Not applicable 33 Held-for-trading financial liabilities □ Applicable√ Not applicable 34 Derivative financial liabilities □ Applicable√ Not applicable 35 Notes payable (1).Presentation of notes payable √ Applicable□ Not applicable Unit: Yuan Currency: RMB Type Closing balance Opening balance Trade acceptance Bank acceptance 64,580,000.00 41,830,948.53 Total 64,580,000.00 41,830,948.53 The total amount of notes payable due but outstanding at the end of the current period was RMB 0. 36 Accounts payable (1).Presentation of accounts payable √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Payment for goods 428,697,891.17 277,377,279.70 Expenses payable 69,493,675.06 44,347,651.15 Payment for engineering 17,640,465.04 25,591,912.54 equipment Total 515,832,031.27 347,316,843.39 (2).Significant accounts payable with the account age over one year □ Applicable√ Not applicable Other particulars □ Applicable√ Not applicable 242 / 323 2020 ANNUAL REPORT 37 Prepayment received (1). Presentation of advance received from customers √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Payment for goods Total (2). Significant prepayment received with the account age over one year □ Applicable√ Not applicable Other particulars √ Applicable□ Not applicable Refer to the particulars of V.44 in “Section XI Financial Report” herein for the difference between the opening balance and closing balance of prior year (31 December 2019). 38 Contract liabilities (1).Contract liabilities √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Advances on sales 25,430,738.70 38,964,687.33 Unredeemed member points 5,188,040.29 11,251,926.56 Total 30,618,778.99 50,216,613.89 (2).Amount of and reasons for material changes in the carrying value in the Reporting Period □ Applicable√ Not applicable Other particulars: √ Applicable□ Not applicable Refer to the particulars of V.44 in “Section XI Financial Report” herein for the difference between the opening balance and closing balance of prior year (31 December 2019). 39 Employee benefits payable (1).Presentation of employee benefits payable √ Applicable□ Not applicable Unit: Yuan Currency: RMB Increase of Decrease of Opening Closing Item the current the current balance balance period period I. Short-term benefits 65,565,250.54 375,017,339.6 370,327,967.4 70,254,622.82 8 II. Post-employment 1,118,901.44 5,863,903.93 6,409,188.49 573,616.88 243 / 323 2020 ANNUAL REPORT benefits - Defined contribution plans III. Dismissal benefits 201,571.73 201,571.73 IV. Other benefits due within one year 66,684,151.98 381,082,815.3 376,938,727.6 70,828,239.70 Total 4 2 (2).Presentation of short-term benefits √ Applicable□ Not applicable Unit: Yuan Currency: RMB Increase of Decrease of Opening Closing Item the current the current balance balance period period I. Salary, bonus, 63,909,902.04 334,251,903.2 329,517,966.7 68,643,838.60 allowance and subsidy 8 2 II. Employee benefits 14,327,349.36 14,320,533.80 6,815.56 III. Social insurance 938,499.38 12,849,186.25 12,905,457.63 882,228.00 Where: Medical 789,484.39 12,246,181.23 12,259,474.67 776,190.95 insurance premiums Work-related 62,603.91 167,745.13 172,489.71 57,859.33 injury insurance Maternity 86,411.08 435,259.89 473,493.25 48,177.72 insurance IV. Housing provident 716,771.52 11,587,769.58 11,582,800.44 721,740.66 fund V. Labor union and 77.6 2,001,131.21 2,001,208.81 employee education funds VI. Short-term compensated absences VII. Short-term profit sharing plan 65,565,250.54 375,017,339.6 370,327,967.4 70,254,622.82 Total 8 0 (3).Presentation of defined contribution plans √ Applicable□ Not applicable Unit: Yuan Currency: RMB Increase of Decrease of Opening Closing Item the current the current balance balance period period 1. Basic pension 1,078,408.97 5,605,689.66 6,137,980.91 546,117.72 2. Unemployment 40,492.47 258,214.27 271,207.58 27,499.16 insurance 3. Enterprise annuity payment 244 / 323 2020 ANNUAL REPORT Total 1,118,901.44 5,863,903.93 6,409,188.49 573,616.88 Other particulars: □ Applicable√ Not applicable 40 Taxes payable √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Value added tax (“VAT”) 25,557,167.53 25,197,722.01 Consumption tax 359.31 4,103.80 Business tax Enterprise income tax 32,994,016.76 35,920,176.92 Personnel income tax 1,193,830.42 1,145,293.78 Urban maintenance and 2,971,080.02 1,711,912.59 construction tax Property tax 5,822,344.89 6,188,353.46 Education surcharge 1,469,430.26 900,330.64 Local education surcharge 979,620.14 600,220.42 Stamp duty 330,703.60 154,729.52 Disabled security fund 16,737.84 10,857.47 Total 71,335,290.77 71,833,700.61 Other particulars: None 41 Other payables Presented by item √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Interest payable Dividend payable Other payables 75,546,323.32 91,444,673.31 Total 75,546,323.32 91,444,673.31 Other particulars: □ Applicable√ Not applicable Interest payable (1).Presentation by category □ Applicable√ Not applicable Dividends payable (1).Presentation by category □ Applicable√ Not applicable 245 / 323 2020 ANNUAL REPORT Other payables (1). Other payables presented by amount nature √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Deposit and margin 54,289,062.52 66,903,407.44 Repurchase obligation of 12,653,905.25 15,769,051.20 restricted shares Others 8,603,355.55 8,772,214.67 Total 75,546,323.32 91,444,673.31 (2). Other payables with the account age over one year √ Applicable□ Not applicable Unit: Yuan Currency: RMB Reasons for outstanding Item Closing balance amount or carry-over Repurchase obligation of 12,653,905.25 The repurchase obligation of restricted shares restricted shares has not been fulfilled yet Total 12,653,905.25 / Other particulars: □ Applicable√ Not applicable 42 Held-for-sale liabilities □ Applicable√ Not applicable 43 Non-current liabilities due within one year √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Long-term borrowings due 85,258,247.69 within one year Bonds payable due within one year Long-term payables due within one year Lease liabilities due within one year Total 85,258,247.69 Other particulars: None 44 Other current liabilities Particulars on other current liabilities √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance 246 / 323 2020 ANNUAL REPORT Short-term bonds payable Return refunds payable Output taxes to be 1,439,262.02 1,948,803.22 transferred Total 1,439,262.02 1,948,803.22 Changes in short-term bonds payable: □ Applicable√ Not applicable Other particulars: √ Applicable□ Not applicable Refer to the particulars of V.44 in “Section XI Financial Report” herein for the difference between the opening balance and closing balance of prior year (31 December 2019). 45 Long-term borrowings (1). Classification of long-term borrowings □ Applicable√ Not applicable Other particulars, including interest rate ranges: □ Applicable√ Not applicable 46 Bonds payable (1).Bonds payable □ Applicable√ Not applicable (2).Increase or decrease of bonds payable: (excluding other financial instruments such as preferred shares and perpetual bonds classified as financial liabilities) □ Applicable√ Not applicable (3).Description on the conversion conditions and conversion time of convertible corporate bonds □ Applicable√ Not applicable (4).Description on other financial instruments classified as financial liabilities Basic information on other financial instruments such as outstanding preferred shares and perpetual bonds at the end of the period □ Applicable√ Not applicable Form of changes in financial instruments such as outstanding preferred shares and perpetual bonds at the end of the period □ Applicable√ Not applicable Description of the basis for other financial instruments classified as financial liabilities: □ Applicable√ Not applicable 247 / 323 2020 ANNUAL REPORT Other particulars: □ Applicable√ Not applicable 47 Lease liabilities □ Applicable√ Not applicable 48 Long-term payables Presented by item □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable Long-term payables (1).Long-term payables presented by amount nature □ Applicable√ Not applicable Special payables (1).Special payables presented by amount nature □ Applicable√ Not applicable 49 Long-term employee remuneration payable □ Applicable√ Not applicable 50 Estimated liabilities √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Opening balance Closing balance Cause of formation External guarantee Pending actions Product quality assurance Restructuring obligation Onerous contract to be executed 17,225,099.62 10,190,099.22 Estimate the Return refunds possible return payable loss in the future Others Total 17,225,099.62 10,190,099.22 / Other particulars, including descriptions on relevant important assumptions and estimates of significant estimated liabilities: 248 / 323 2020 ANNUAL REPORT Refer to the particulars of V.44 in “Section XI Financial Report” herein for the difference between the opening balance and closing balance of prior period (31 December 2019). 51 Deferred income Particulars on deferred income √ Applicable□ Not applicable Unit: Yuan Currency: RMB Increase of Decrease of Opening Closing Cause of Item the current the current balance balance formation period period Government 8,491,110.00 2,000,000.00 1,995,756.67 8,495,353.33 Government grant allocations Total 8,491,110.00 2,000,000.00 1,995,756.67 8,495,353.33 / Refer to the particulars of V.44 in “Section XI Financial Report” of the report for the difference between the opening balance and closing balance of prior period (31 December 2019). Items involving government subsidies: √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount Amount included included Subsidy in in other amount Pertinent non-opera income of Other Liability Opening increase Closing to ting the chang items balance d in the balance assets/in income of current es current come the period period current period Subsidy 8,491,11 2,000,00 1,995,75 8,495,35 Pertinent for 0.00 0.00 6.67 3.33 to assets technologi cal transforma tion of cosmetics Other particulars: √ Applicable□ Not applicable Refer to the particulars of “VII. 84 Government grant” in “Section XI Financial Report” herein for the amount of government grant included in current profit or loss in the current period. 249 / 323 2020 ANNUAL REPORT 52 Other non-current liabilities □ Applicable√ Not applicable 53 Share capital √ Applicable□ Not applicable Unit: Yuan Currency: RMB Increase or decrease (+ or -) due to this change Provident Opening Issue Closing Bonus funds balance New Others Sub-total balance shares Transferred shares shares Total 201,269,560 -152,635 -152,635 201,116,925 shares Other particulars: th th According to the resolution at the 15 and 16 meetings of the Second Session of the rd Board of Directors in 2020, the 3 extraordinary general shareholders’ meeting in 2020 and the amended articles of association, the Company applied for repurchasing 152,635 restricted RMB ordinary shares (A-shares) that are authorized but not yet unlocked by cash, and the share repurchase payment totaled RMB 2,584,110.55, in which the share capital decreased by RMB 152,635.00 and the capital reserve (share premium) decreased by RMB 2,431,475.55. Pan-China Certified Public Accountants LLP has audited and verified the above matters, and issued the Capital Verification Report (TJY [2020] No. 496). Statement of equity pledge As at 31 December 2020, the breakdown for the shares of major shareholders of the Company was as follows: Name of shareholder Total number of Number of frozen Freezing type shares held shares (share) (share) Fang Yuyou 46,830,632 23,120,000 Pledge Subtotal 46,830,632 23,120,000 54 Other equity instruments (1).Basic information on other financial instruments such as preferred shares and perpetual bonds outstanding at the end of the period □ Applicable√ Not applicable (2).Changes in financial instruments such as preferred shares and perpetual bonds outstanding at the end of the period □ Applicable√ Not applicable 250 / 323 2020 ANNUAL REPORT Changes in other equity instruments of the current period, reasons for changes, and basis for relevant accounting treatment: □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable 55 Capital reserve √ Applicable□ Not applicable Unit: Yuan Currency: RMB Increase of the Decrease of the Item Opening balance Closing balance current period current period Capital 803,404,232.49 11,225,993.69 20,344,266.98 794,285,959.20 premium (Share premium) Other capital 31,949,382.99 21,994,190.14 11,194,695.64 42,748,877.49 reserve Total 835,353,615.48 33,220,183.83 31,538,962.62 837,034,836.69 Other particulars, including descriptions on changes of the current period and reasons for changes: 1) Increase or decrease of capital premium The capital premium (share premium) increased by RMB 11,225,993.69 in the current period, due to the followings: ① the increase of RMB 11,194,695.64 was because that other capital reserve recognized in the waiting period of the unlocked part of restricted shares issued by equity incentive plan had been transferred to the share premium; the increase of RMB 31,298.05 was because that the minority shareholder increased the capital of Zhejiang Biyouti Cosmetics Co., Ltd. (hereinafter referred to as “Biyouti”) by 5%, and because of the difference between the share in carrying net asset of Biyouti calculated according to the shareholding ratio of the Company after the capital increase and that before the capital increase. The capital premium (share premium) decreased by RMB 20,344,266.98 in the current period, due to the followings: ① decreased by RMB 2,431,475.55; see the particulars of “VII.53 share capital” in “Section XI Financial Report” of this report for details; ② the decrease of RMB 3,065,227.01 was due to the purchase of minority shareholder equity of subsidiary - Huzhou UZERO Trading Co., Ltd., as well as the difference between the payment and the share of net identifiable assets of the subsidiary according to the new shareholding ratio; ③ the decrease of RMB 1,088,996.78 was due to the purchase of minority shareholder equity of subsidiary - Shanghai Zhongwen Electronic Commerce Co., Ltd., as well as the difference between the payment and the share of net identifiable assets of 251 / 323 2020 ANNUAL REPORT the subsidiary according to the new shareholding ratio; ④ the decrease of RMB 110,459.96 was due to the purchase of minority shareholder equity of Hong Kong Zhongwen Electronic Commerce Co., Limited, as well as the difference between the payment and the share of net identifiable assets of the subsidiary according to the new shareholding ratio; ⑤ the decrease of RMB 13,648,107.68 was due to the purchase of minority shareholder equity of subsidiary - Ningbo TIMAGE Cosmetics Co., Ltd., as well as the difference between the payment and the share of net identifiable assets of the subsidiary according to the new shareholding ratio. 2) Increase and decrease of other capital reserve The capital reserve increased by RMB 21,994,190.14 in the current period, due to the followings: ① the increase of RMB 19,832,803.09 was because that, according to the equity incentive plan of the Company, restricted shares incentive expense of RMB 4,193,320.87 was recognized in 2020 and included in other capital reserve; meanwhile, deferred income tax assets of RMB 15,639,482.22 were withdrawn and included in other capital reserve for the deductible amount before tax in the future that exceeded the recognized incentive expense of restricted shares; ② the increase of RMB 2,161,387.05 was due to the adjustment of capital reserve based on the difference between the actual deductible amount before tax of the unlocked part and the amount recognized in previous years. The decrease of other capital reserve of RMB 11,194,695.64 in the current period was because that other capital reserve recognized in the waiting period of the unlocked part of restricted shares issued by equity incentive plan had been transferred to the share premium. 56 Treasury shares √ Applicable□ Not applicable Unit: Yuan Currency: RMB Increase of the Decrease of the Item Opening balance Closing balance current period current period Restricted 15,769,051.20 3,115,145.95 12,653,905.25 shares with repurchase obligation Total 15,769,051.20 3,115,145.95 12,653,905.25 Other particulars, including descriptions on changes of the current period and reasons for changes: Main reasons for the decrease of RMB 3,115,145.95 in the current period: 1) the decrease of RMB 2,584,110.55 in the current period was due to the repurchase of 152,635 252 / 323 2020 ANNUAL REPORT restricted RMB ordinary shares (A-shares) that are authorized but not yet unlocked by cash; 2) the decrease of RMB 531,035.40 in the current period was due to the offset of treasury shares for dividend distributed for 747,425 unlocked restricted shares and 152,635 restricted shares repurchased in the current period and corresponding adjustment of other payables. 57 Other comprehensive incomes √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount accounted for in the current period Less: Less: Included Included in other in other Amount comprehe comprehe incurr nsive nsive Attribu At the ed incomes incomes Attribu table to At the beginni before in the in the Less: table to minorit end of ng of income prior previous Incom the Item y the the tax period period e tax parent shareho period period for and and expen company lders Balance Balance the transfer transfer ses after after curren red to red to the tax the tax t profit retained period and loss earnings in the in the current current period period I. Other comprehens ive income not to be reclassifi ed into profit or loss Where: Re-measure ment of the changes in the defined benefit plan Other comprehens ive income that may 253 / 323 2020 ANNUAL REPORT not be reclassifi ed to profit or loss under equity method Changes in fair value of other equity instrument investment s Change in fair value of enterprise 's own credit risk II. Other -212,62 -56,43 -56,437 -269,06 comprehens 8.22 7.91 .91 6.13 ive income to be reclassifi ed into profit or loss Where: Other comprehens ive incomes to be reclassifi ed to profits and losses via equity method Changes in fair value of other debt investment s Amount included 254 / 323 2020 ANNUAL REPORT in other comprehens ive income on reclassifi cation of financial assets Credit impairment provisions of other debt investment s Cash flow hedging reserve Exchange -212,62 -56,43 -56,437 -269,06 difference 8.22 7.91 .91 6.13 s from translatio n of financial statements Total -212,62 -56,43 -56,437 -269,06 other 8.22 7.91 .91 6.13 comprehens ive income Other particulars, including the adjustment of the effective portion of cash flow hedging profit or loss transferred to the initial recognition amount of the hedged item: None 58 Special reserve □ Applicable√ Not applicable 59 Surplus reserve √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Opening balance Increase of the Decrease of the Closing balance current period current period Statutory 100,634,780.00 100,634,780.00 surplus reserve Arbitrary surplus reserve Reserve fund Enterprise 255 / 323 2020 ANNUAL REPORT development fund Others Total 100,634,780.00 100,634,780.00 Descriptions on surplus reserve, including descriptions on changes of the current period and reasons for changes: In accordance with the Company Law, where the Company’s accumulated amount of legal reserve exceeds 50% of the Company’s registered capital, it can be no longer withdrawn. 60 Undistributed profit √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Current period Previous period Pre-adjustment undistributed 908,411,607.62 634,448,228.13 profits at the end of the previous period Total adjustment amount of 908,411,607.62 634,448,228.13 undistributed profits at the beginning of the period (“+” refers to increase by adjustment and “-” refers to decrease by adjustment) Post-adjustment amount of undistributed profits at the beginning of the period Add: Net profit attributable to 476,009,298.41 392,681,976.58 shareholders of the parent company in the current period Less: Withdrawal of statutory 32,165,703.09 surplus reserves Arbitrary surplus reserve accrued Withdrawal of general risk provision Dividends on common shares 118,749,040.40 86,552,894.00 payable Dividends on common shares converted to stock capital Undistributed profit at the end 1,265,671,865.63 908,411,607.62 of the period According to the resolution at the 2019 annual general meeting of the Company, the Company distributed cash dividend of RMB 5.90 (tax inclusive) per 10 shares to all shareholders based on the total share capital of 201,269,560 shares registered on the registration date of dividend-paying equity, totaling RMB 118,749,040.40 (tax 256 / 323 2020 ANNUAL REPORT inclusive). Details on adjustment of undistributed profits at the beginning of the period: 1. Due to the retrospective adjustment based on the Accounting Standards for Business Enterprises and their related new regulations, the affected undistributed profit at the beginning of the period was RMB 0. 2. Due to changes in accounting policies, the affected undistributed profit at the beginning of the period was RMB0. 3. Due to correction of major accounting errors, the affected undistributed profit at the beginning of the period was RMB 0. 4. Due to changes in the scope of the consolidated financial statements caused by the business combination under common control, the affected undistributed profit at the beginning of the period was RMB 0. 5. Due to other adjustments, the affected undistributed profit at the beginning of the period was RMB 0. 61 Operating revenues and operating costs (1).Particulars on operating revenues and operating costs √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount accounted for in the current Amount accounted for in the previous Item period period Revenue Costs Revenue Costs Main 3,747,924,600.60 1,363,486,774.26 3,116,453,641.63 1,120,308,887.81 operations Other 4,462,248.42 4,075,175.52 7,066,570.14 5,264,338.42 operations Total 3,752,386,849.02 1,367,561,949.78 3,123,520,211.77 1,125,573,226.23 (2).Particulars on revenues from contracts □ Applicable√ Not applicable Description on revenues from contracts: □ Applicable√ Not applicable (3).Description on performance obligations □ Applicable√ Not applicable (4).Description on apportionment to remaining performance obligations □ Applicable√ Not applicable Other particulars: None 62 Taxes and surcharges √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Amount accounted for in the Amount accounted for in the 257 / 323 2020 ANNUAL REPORT current period previous period Consumption tax 66,493.56 155,946.77 Business tax Urban maintenance and 13,634,530.33 10,717,040.55 construction tax Education surcharge 6,988,508.15 5,651,261.92 Resource tax -527,984.00 Property tax 5,822,344.89 6,189,563.61 Land use tax -527,984.00 Vehicle usage tax 15,600.00 356,788.50 Stamp duty 1,758,703.64 1,537,784.18 Local education surcharge 4,659,005.42 3,758,763.75 Total 32,945,185.99 27,839,165.28 Other particulars: The land use tax was negative in the prior period, because the land use tax of RMB 527,984.00 in 2018 was exempted in accordance with the Notice on Tax Matters of Huzhou Wuxing District Taxation Bureau, State Taxation Administration. 63 Selling expenses √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount accounted for in the Amount accounted for in the Item current period previous period Image promotion expense 1,226,430,935.32 839,023,707.19 Employee remuneration 216,021,800.31 233,027,016.74 Freight 76,246,332.91 Office expense 22,228,325.98 25,640,510.49 Travel expense 15,220,908.88 22,754,602.59 Conference fee 6,610,405.20 15,008,494.06 Research and consulting fee 7,764,271.67 9,052,048.12 Others 2,782,295.98 2,279,111.97 Total 1,497,058,943.34 1,223,031,824.07 Other particulars: Due to the implementation of new revenue standards, the freight of RMB 117,852,735.96 was presented in the principal business cost in the current period. 64 Administrative expenses √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Amount accounted for in Amount accounted for the current period in the previous period Employee remuneration and service fee 99,248,945.51 79,481,331.22 Office expense and business 33,851,704.91 37,535,967.80 entertainment expense Expenses for depreciation, 40,809,336.86 29,130,823.88 amortization and lease 258 / 323 2020 ANNUAL REPORT Equity incentive expense for 4,193,320.87 16,864,155.99 restricted shares Consulting and intermediary expenses 17,799,433.91 12,403,364.64 Travel expense and conference fee 3,368,329.40 10,784,663.99 Others 5,008,307.22 9,059,619.50 Total 204,279,378.68 195,259,927.02 Other particulars: None 65 R&D expenses √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Amount accounted for in Amount accounted for the current period in the previous period Labor charge 42,457,484.59 33,218,856.20 Outsourced R&D expense 22,198,043.50 28,528,937.23 Direct input expense 2,232,870.29 8,553,749.86 Expenses for depreciation, 3,976,173.74 3,179,228.45 amortization and lease Others 1,335,456.65 1,121,834.81 Total 72,200,028.77 74,602,606.55 Other particulars: None 66 Financial expenses √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Amount accounted for in Amount accounted for the current period in the previous period Interest expenses 9,190,674.26 8,565,736.81 Interest income -20,740,463.77 -18,108,947.26 Handling fee 963,155.58 542,976.58 Exchange gains and losses -3,020,481.60 -494,578.43 Total -13,607,115.53 -9,494,812.30 Other particulars: None 67 Other incomes √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Amount accounted for in the Amount accounted for in the current period previous period Government grants related to 1,995,756.67 1,879,090.00 assets [Note] Government grants related to 10,202,653.51 6,042,824.03 income [Note] Return of handling fee for 684,529.89 236,203.39 withholding individual 259 / 323 2020 ANNUAL REPORT income tax Additional deduction of VAT 608,569.65 257,340.26 input tax Total 13,491,509.72 8,415,457.68 Other particulars: [Note] Refer to the particulars of “VII. 84 Government grant” in “Section XI Financial Report” herein for the amount of government grant included in other income in the current period. 68 Investment income √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount accounted for in Amount accounted for in Item the current period the previous period Long-term equity investment income -646,615.60 -2,530,337.96 accounted for under the equity method Investment income from disposal of 149,705.73 long-term equity investment Investment income from held-for-trading financial assets during the holding period Dividend income from other equity instrument investments during the holding period Interest income from debt investment during the holding period Interest income from other debt investments during the holding period Investment income from disposal of held-for-trading financial assets Investment income from disposal of other equity instrument investments Investment income from disposal of debt investment Investment income from disposal of other debt investments Income from wealth management 2,266,301.37 4,653,362.83 products Total 1,769,391.50 2,123,024.87 Other particulars: None 260 / 323 2020 ANNUAL REPORT 69 Net exposure hedging income □ Applicable√ Not applicable 70 Income from changes in fair value □ Applicable√ Not applicable 71 Credit impairment losses √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount accounted for in Amount accounted for in Item the current period the previous period Bad debt losses of notes receivable Bad debt losses of accounts -24,292,116.38 -8,203,372.40 receivable Bad debt losses of other 383,393.99 -339,166.76 receivables Impairment losses of debt investment Impairment losses of other debt investments Bad debt losses of long-term receivables Impairment losses of contract assets Total -23,908,722.39 -8,542,539.16 Other particulars: None 72 Asset impairment losses √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount accounted for in Amount accounted for in the Item the current period previous period 1. Bad debt losses II. Inventory falling price loss -28,234,605.50 -23,062,698.05 and impairment losses of contract performance cost III. Impairment losses of -4,076,710.83 long-term equity investment IV. Impairment losses of investment real estate V. Impairment losses of fixed assets VI. Impairment losses of 261 / 323 2020 ANNUAL REPORT engineering materials VII. Impairment loss of projects under construction VIII. Impairment losses of productive biological assets IX. Impairment losses of oil and gas assets X. Impairment losses of intangible assets XI. Impairment losses of goodwill XII. Others Total -28,234,605.50 -27,139,408.88 Other particulars: None 73 Income from disposal of assets √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Amount accounted for in the Amount accounted for in the current period previous period Income from disposal of 854.57 43,245.67 fixed assets Total 854.57 43,245.67 Other particulars: None 74 Non-operating income Non-operating profits √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount included in Amount accounted for Amount accounted for the current Item in the previous in the current period non-recurring gains period and losses Total gains from disposal of non-current assets Where: Gains from disposal of fixed assets Gains from disposal of intangible assets Gains from restructuring of debts Gains from exchange of non-currency 262 / 323 2020 ANNUAL REPORT assets Acceptance of donations Government grant Income from 1,438,505.28 576,749.36 1,438,505.28 forfeiture and liquidated damages Others 104,088.97 202,228.79 104,088.97 Total 1,542,594.25 778,978.15 1,542,594.25 Government subsidies included in current profit and loss □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable 75 Non-operating expenditure √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount included in Amount accounted for Amount accounted for the current Item in the previous in the current period non-recurring gains period and losses Total losses from disposal of non-current assets Where: Losses from disposal of fixed assets Losses from disposal of intangible assets Losses from restructuring of debts Losses from exchange of non-currency assets Offering of 8,419,034.02 4,950,639.40 8,419,034.02 donations Compensation 304,032.01 expenditure Losses from 4,113.95 4,831.73 4,113.95 retirement of non-current assets 263 / 323 2020 ANNUAL REPORT Others 614,781.74 884,573.70 614,781.74 Total 9,037,929.71 6,144,076.84 9,037,929.71 Other particulars: None 76 Income tax expenses (1).Table of income tax expenses √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount accounted for in the Amount accounted for in the Item current period previous period Current income tax expenses 97,265,732.16 87,534,077.32 Deferred income tax expenses -1,303,715.96 2,340,679.62 Total 95,962,016.20 89,874,756.94 (2).Adjustment process of accounting profits and income tax expenses √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Amount accounted for in the current period Total profits 547,571,570.43 Income tax expenses calculated at 136,892,892.61 statutory/applicable tax rate Effect of applying different tax rates to -59,108,336.59 subsidiaries Effect of adjusting income taxes of the 918,095.21 previous periods Effect of non-taxable income Effect of non-deductible costs, expenses 224,499.02 and losses Effect of deductible losses of deferred -367,935.75 income tax assets not recognized in the previous period Effect of deductible temporary 24,833,284.65 differences or deductible losses of deferred income tax assets not recognized in the current period Additional deduction of R&D expense -7,430,482.95 Income tax expenses 95,962,016.20 Other particulars: □ Applicable√ Not applicable 77 Other comprehensive incomes √ Applicable□ Not applicable Refer to V.57 in “Section XI Financial Report” of this report for details. 264 / 323 2020 ANNUAL REPORT 78 Items of the cash flow statement (1).Other cash received relating to operating activities √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Amount accounted for in Amount accounted for in the current period the previous period Bank interest income 20,755,011.64 17,945,462.87 Government grant 12,198,410.18 6,034,656.66 Others related to operating 3,459,621.48 activities 48,786,531.20 Total 81,739,953.02 27,439,741.01 Descriptions on other cash received from operating activities: None (2).Other cash paid relating to operating activities √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Amount accounted for in Amount accounted for in the current period the previous period Image promotion expense 1,146,440,191.10 712,065,545.72 Other cash expenses 241,438,672.23 216,134,626.98 Others related to operating 35,086,174.43 11,246,654.35 activities Total 1,422,965,037.76 939,446,827.05 Descriptions on cash paid for other operating activities: None (3).Other cash received relating to investing activities √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Amount accounted for in the Amount accounted for in current period the previous period Net cash received from subsidiaries 66,052,759.40 Recovery of working capital 2,500,000.00 provided to associates Total 66,052,759.40 2,500,000.00 Description on other cash received relating to investing activities None (4).Other cash paid relating to investing activities √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Amount accounted for in the Amount accounted for in current period the previous period Net cash paid for disposal of 1,035,148.02 265 / 323 2020 ANNUAL REPORT subsidiaries Working capital provided to 2,500,000.00 associates Total 1,035,148.02 2,500,000.00 Description on other cash paid relating to investing activities None (5).Other cash received relating to financing activities □ Applicable√ Not applicable (6).Other cash paid relating to financing activities √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Amount accounted for in the Amount accounted for in current period the previous period Payment for share repurchase 2,584,110.55 1,657,699.80 Amount for acquisition of minority shareholder equity 100,000.00 Total 2,684,110.55 1,657,699.80 Descriptions on other cash paid for financing-related activities: None 79 Supplementary information for the cash flow statement (1).Supplementary information for the cash flow statement √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount in the current Supplementary information Amount in the last period period 1. Operating cash flow adjusted from net profits: Net profit 451,609,554.23 366,368,199.47 Add: Impairment provisions of 23,908,722.39 8,542,539.16 assets Credit impairment losses 28,234,605.50 27,139,408.88 Depreciation of fixed assets, oil 41,946,043.10 35,243,126.99 and gas assets, and productive biological assets Amortization of right-of-use assets Amortization of intangible 14,982,350.71 14,015,243.08 assets Amortization of long-term 30,864,025.47 25,913,102.37 prepaid expenses Losses from disposal of fixed -854.57 -43,245.67 assets, intangible assets and other long-term assets (“-” refers to gains) 266 / 323 2020 ANNUAL REPORT Losses from retirement of fixed 4,113.95 4,831.73 assets (“-” refers to gains) Losses from changes in fair value (“-” refers to gains) Financial expenses (“-” refers 9,190,674.26 8,538,736.81 to income) Investment losses (“-” refers -1,769,391.50 -2,123,024.87 to gains) Decrease in deferred income tax -3,045,810.03 -5,115,103.48 assets (“-” refers to increase) Increase in deferred income tax 1,742,094.07 2,216,088.09 liabilities (“-” refers to decrease) Decrease in inventories (“-” -174,795,286.43 -103,933,904.36 refers to increase) Decrease in operating -145,846,608.97 -163,773,517.84 receivables (“-” refers to increase) Increase in operating payables 48,171,169.04 864,996.98 (“-” refers to decrease) Others 6,354,707.92 22,103,851.00 Net cash flow generated from 331,550,109.14 235,961,328.34 operating activities 2. Major investment and financing activities involving no cash deposit and withdrawal: Debts converted to capital Convertible company bonds due within one year Fixed assets acquired under financing leases 3. Net change in cash and cash equivalents: Closing balance of cash 1,401,850,754.88 1,099,092,785.07 Less: Opening balance of cash 1,099,092,785.07 1,126,866,649.39 Add: Closing balance of cash equivalents Less: Opening balance of cash equivalents Net increase in cash and cash 302,757,969.81 -27,773,864.32 equivalents (2).Net cash amount paid for the acquisition of subsidiaries in the current period √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount Cash or cash equivalents paid for the business combination of the current period in the current period Less: Cash and cash equivalents held by the subsidiaries 66,052,759.40 267 / 323 2020 ANNUAL REPORT on the acquisition date Where: Shanghai Healthlong Biochemical Technology Co., 66,052,759.40 Ltd. Add: Cash or cash equivalents paid in the current period for the consolidation in the previous periods Net cash paid for acquiring subsidiaries -66,052,759.40 Other particulars: In the current period, the capital increase of RMB 110,500,000 was made, by the Company, to Shanghai Healthlong Biochemical Technology Co., Ltd. to acquire its 52% equity, and the cash and cash equivalents held by Shanghai Healthlong Biochemical Technology Co., Ltd. on the acquisition date were listed in “other cash received relating to investing activities”. (3).Net cash amount received from the disposal of subsidiaries in the current period √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount Cash or cash equivalents received in the current period 2,445,612.19 from the disposal of subsidiaries in the current period Where: Huzhou Tizhi Cosmetics Co., Ltd. 2,445,612.19 Less: Cash and cash equivalents held by the subsidiaries 3,480,760.21 on the date of losing the control Where: Huzhou Tizhi Cosmetics Co., Ltd. 3,480,760.21 Add: Cash or cash equivalents received in the current period from the disposal of subsidiaries in the previous periods Net cash received from disposal of subsidiaries -1,035,148.02 Other particulars: The net cash was listed in “other cash paid relating to investing activities”. (4).Composition of cash and cash equivalents √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance I. Cash 1,401,850,754.88 1,099,092,785.07 Where: Cash on hand 26,853.58 42,499.65 Bank deposits readily 1,368,515,531.05 1,090,478,757.15 available for payment Other cash and equivalents 33,308,370.25 8,571,528.27 readily available for payment at any time Due from central bank available for payment Due from placements with banks and other financial institutions Call loan to banks and other financial institutions 268 / 323 2020 ANNUAL REPORT II. Cash equivalents Where: Bond investment due in 3 months III. Closing balance of cash and 1,401,850,754.88 1,099,092,785.07 cash equivalents Where: Cash and cash equivalents the use of which by the parent company or any subsidiary of the Group is limited The amount of trade bills transferred by endorsement, involving no cash payment and expenses Item Amount in the Balance in last current period period Amount of trade bills transferred by 12,176,952.00 58,796,965.82 endorsement Where: Payment of goods 12,176,952.00 58,796,965.82 Other particulars: √ Applicable□ Not applicable Supplementary information of cash flow statement Time Balance of monetary Cash and cash Amount difference Causes of difference capital equivalents The margin for fixed-term deposits of transformer was RMB 293,481.72, the ETC vehicle deposit was RMB 69,000.00, the land 31 December 2020 1,416,654,640.93 1,401,850,754.88 14,803,886.05 construction deposit was RMB 7,036,404.33, the L/C deposit was RMB 7,000,000.00, and Tmall and Alipay deposits were RMB 405,000.00. The margin for fixed-term deposits of transformer was RMB 293,481.72, the land construction deposit was 31 December 2019 1,246,901,218.99 1,099,092,785.07 147,808,433.92 RMB 6,909,952.20, Tmall and Alipay deposits were RMB 605,000.00, and the structured deposit was RMB 140,000,000.00. 269 / 323 2020 ANNUAL REPORT 80 Notes to items of the Statements of Changes in Owners’ Equity Description on “other” item name and adjustment amount adjusted for balance at the end of the previous year: □ Applicable√ Not applicable 81 Assets with restricted ownership or use rights √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Carrying value at the end of Reason for restriction the period Cash and equivalents 14,803,886.05 Land construction deposit, transformer deposit, L/C deposit, Tmall deposit, Alipay deposit, etc. Bills receivable Inventories Fixed assets Intangible assets Total 14,803,886.05 / Other particulars: None 82 Foreign currency monetary items (1).Foreign currency monetary items √ Applicable□ Not applicable Unit: Yuan RMB translated at Foreign currency Translation the end of the Item balance at the end foreign exchange period of the period rate Balance Cash and equivalents - - 84,925,396.80 Where: USD 910,161.83 6.5249 5,938,714.92 EUR 9,089,403.05 8.0250 72,942,459.48 HKD 4,707,222.42 0.84164 3,961,786.68 Japanese Yen 2,080.00 0.063236 131.53 Korean Won 318,899,153.00 0.005997 1,912,438.22 Swiss franc 22,953.00 7.4006 169,865.97 Accounts receivable - - 2,872,452.48 Where: USD EUR 331,984.86 8.0250 2,664,178.50 HKD 19,218.52 0.84164 16,175.08 Korean Won 32,032,500.00 0.005997 192,098.90 Long-term borrowings - - Where: USD EUR HKD 270 / 323 2020 ANNUAL REPORT Accounts payable - - 7,486,451.74 Where: USD 6,813.05 6.5249 44,454.47 EUR 897,119.52 8.0250 7,199,384.15 HKD 288,262.35 0.84164 242,613.12 Other receivables - - 29,027,874.26 Where: USD 29,565.13 6.5249 192,909.52 EUR 3,485,128.23 8.0250 27,968,154.05 HKD 737,060.97 0.84164 620,339.99 Korean Won 41,099,000.00 0.005997 246,470.70 Other payables - - 751,958.71 Where: Korean Won 99,667,602.97 0.005997 597,706.62 EUR 16,933.33 8.0250 135,889.97 HKD 21,817.07 0.84164 18,362.12 Other particulars: None (2).Descriptions on overseas operating entities, including, for important overseas business entities, their main overseas business locations, accounting currency and selection basis shall be disclosed; in case of any change in the accounting currency, the reasons for such change shall be also disclosed √ Applicable□ Not applicable Hapsode Co., Ltd., Hanna Cosmetics Co., Ltd. and Korea Younimi Cosmetics Co., Ltd. are located in South Korea, with business income and expenditure dominated by Korean Won, which is used as the accounting currency; Hong Kong Xinghuo Industry Limited, Hong Kong Zhongwen Electronic Commerce Co., Limited, Hong Kong Xuchen Trading Limited, HONGKONG KESHI TRADING LIMITED, BOYA (Hong Kong) Investment Management Co., Limited and Hong Kong Wanyan Electronic Commerce Co., Limited are located in Hong Kong, with RMB as the accounting currency; P.R.O CO., LTD. is located in Japan, with business income and expenditure dominated by Japanese Yen, which is used as the accounting currency. 83 Hedging □ Applicable√ Not applicable 84 Government grant (1).Basic information on government grant √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount included in Type Amount Presentation item current profit and loss Government grants 1,995,756.67 Other income 1,995,756.67 related to assets Government grants 10,202,653.51 Other income 10,202,653.51 271 / 323 2020 ANNUAL REPORT related to income (2).Return of government grant □ Applicable√ Not applicable Other particulars: 1) Government grants related to assets Amount of Deferred Amortization Deferred Amortization subsidies income at the of the income at the items in the the Item increased in beginning of current end of the current situation the current the period period period period period Subsidy for technological 2,000,000.00 8,491,110.00 1,995,756.67 8,495,353.33 Other income transformation of cosmetics Subtotal 8,491,110.00 2,000,000.00 1,995,756.67 8,495,353.33 According to the Notice on the Award for Technical Transformation of Proya Cosmetics Co., Ltd. Huzhou Branch issued by the People's Government of Daixi Town, Huzhou, the Company received technical transformation subsidy of RMB 14,561,400.00 from the Government of Daixi Town in 2014, relevant assets were allocated equally within the service life, and RMB 1,456,140.00 was included in the other income in the current period. According to the Notice on Issuing Construction and Development Fund (First Batch) for Powerful Industrial City in 2015 (HCQ [2015] No. 150) issued by Huzhou Finance and Huzhou Economy and Information Bureau, the technical transformation subsidy of RMB 2,350,000.00 was appropriated by Huzhou Finance in 2015, relevant assets were allocated equally within the service life, and RMB 235,000.00 was included in the other income in the current period. According to the Notice on Issuing Special Funds (Second Batch) for “Machine Substitution for Humans” Project in 2014 (WFG [2015] No. 18) issued by Development and Reform Commission of Wuxing District, Huzhou and Finance Bureau of Wuxing District, the technical transformation subsidy of RMB 500,000.00 was appropriated by Finance Bureau of Wuxing District, Huzhou in 2015, relevant assets were allocated equally within the service life, and RMB 50,000.00 was included in the other income in the current period. According to the Notice on Issuing Special Funds (Second Batch) for Industrial Development in Huzhou in 2018 (HCQ [2018] No. 319) issued by Huzhou Finance and Huzhou Economy and Information Bureau, the technical transformation subsidy of RMB 1,379,500.00 was appropriated by Huzhou Finance in December 2018, relevant assets were allocated equally within the service life, and RMB 137,950.00 was included in the other income in 272 / 323 2020 ANNUAL REPORT the current period. According to the Notice on Appropriating Special Subsidy Fund for Demonstration Intelligent Workshop in Wuxing District in 2019 (WCQH [2020] No. 145) issued by Huzhou Finance and Development, Reform and Economic Information Technology Commission of Wuxing District, the technical transformation subsidy of RMB 2,000,000.00 was appropriated by Finance Bureau of Wuxing District, Huzhou in May 2020, relevant assets were allocated equally within the service life, and RMB 116,666.67 was included in the other income in the current period. 2) Government grants related to income, used to cover the accrued relevant costs or losses Presenta Item Amount the situation tion item According to the Supporting Opinions on Promoting the Financial Innovation and Utilization of municipal Other Development of “Internet Plus” (XFG [2016] support funds for 3,915,000.00 No. 1), it was appropriated by Xixi income capital market in 2019 Sub-district Office and Liuxia Sub-district Office of the People's Government of Xihu District, Hangzhou According to the Notice on Declaration for Scale Award of Large Enterprises and Groups Enterprise scale award Other under "Kunpeng Plan" in 2019 issued by Hangzhou for municipal “Kunpeng 1,000,000.00 Municipal Bureau of Economy and Information income Plan” Technology (HJXYX [2020] No. 98), it was appropriated by Hangzhou Municipal Bureau of Economy and Information Technology According to the Opinions of CPC Zhejiang Provincial Committee and Zhejiang Provincial People's Government on Fight against COVID-19 as well as Stable Enterprises, Stable Economy and Stable Development, Notice of Zhejiang Province Human Resources and Social Security Other 530,528.03 Department and Zhejiang Provincial Department Post stability subsidies income of Finance on Implementation of the Policy for Steady Work and Refund with Unemployment Insurance in 2020, Notice on Further Implementation of the Work for Steady Work with Unemployment Insurance (ZWF [2020] No. 4, ZRSF [2020] No. 10), it was appropriated by Hangzhou Employment Service Center Special subsidy for Appropriated by Liuxia Sub-district Office of Other municipal Industry and 4,757,125.48 the People's Government of Xihu District, information technology, income Hangzhou, Huzhou Finance, Hangzhou Finance invention patent Bureau, Finance Bureau of Qingpu District, 273 / 323 2020 ANNUAL REPORT subsidy, special subsidy Shanghai, Finance Bureau of Wuxing District, for e-commerce, Huzhou, Human Resources and Social Security financial support fund Bureau of Wuxing District, Huzhou, Market from Qingpu Finance Supervision Administration of Xihu, Hangzhou, Bureau, district subsidy etc. for provincial leading innovation team, special subsidy for service industry, two-direct subsidy, etc. Subtotal 10,202,653.51 (2) The government grant included in the current profit or loss was RMB 12,198,410.18 in the current period. 85 Others □ Applicable√ Not applicable VIII Change in Consolidation Scope 1 Consolidation not under common control √ Applicable□ Not applicable (1).Consolidation not under common control occurring in the current period √ Applicable□ Not applicable Unit: Yuan Currency: RMB Net Income of profit Basis acquiree of Equity for from the acquiree Equity acquis determ Name of Equity Equity Date of acquisit from the acquis ition ining acquir acquisit acquisit acquis ion date acquisit ition percen the ee ion cost ion type ition to the ion date time tage acquis end of to the (%) ition the end of date period the period Shangh Octobe 110,500, 52.00 Consolid Octobe Comple 181,257, -6,640,3 ai r 2020 000.00 ation r 2020 tion of 879.50 91.94 Health not proper long under ty Bioche common right mical control transf Techno er and logy obtain Co., ing of Ltd. contro l Other particulars: None 274 / 323 2020 ANNUAL REPORT (2).Consolidation cost and goodwill √ Applicable□ Not applicable Unit: Yuan Currency: RMB Combination cost Shanghai Healthlong Biochemical Technology Co., Ltd. --Cash 110,500,000.00 --Fair value of non-cash assets --Fair value of the debts issued or assumed --Fair value of the equity securities issued --Fair value of contingent consideration --Acquisition-date fair value of the equity held before the acquisition date --Others Total combination cost 110,500,000.00 Less: Fair value share of the identifiable 79,465,838.80 net assets acquired Goodwill/Amount of the combination cost 31,034,161.20 below fair value share of the identifiable net assets acquired Description on determination method for fair value of combination cost, contingent consideration and its change: None Main reason for the formation of large-amount goodwill: None Other particulars: The fair value share of the net identifiable assets acquired includes RMB 57.46 million entitled by the Company as per the shareholding ratio in the capital increase of RMB 110.5 million of the Company. (3).Identifiable assets and liabilities of the acquiree on the acquisition date √ Applicable□ Not applicable Unit: Yuan Currency: RMB Shanghai Healthlong Biochemical Technology Co., Ltd. Fair value on the acquisition date Carrying value on the acquisition Assets: 171,243,990.12 date 171,243,990.12 Cash and 66,052,759.40 66,052,759.40 equivalents Receivables 5,746,539.14 5,746,539.14 Inventories 8,431,333.75 8,431,333.75 Fixed assets 1,298,177.42 1,298,177.42 Intangible 304,454.08 304,454.08 assets Long-term 775,036.70 775,036.70 prepaid 275 / 323 2020 ANNUAL REPORT expenses Prepayment 38,318,670.27 38,318,670.27 Other 50,317,019.36 50,317,019.36 receivables Liabilities: 128,925,069.36 128,925,069.36 Borrowings Payables 78,525,109.34 78,525,109.34 Deferred income tax liabilities Accounts 20,272,794.03 20,272,794.03 received in advance Other 16,504,326.42 16,504,326.42 payables Employee 1,224,371.90 1,224,371.90 benefits payable Taxes 12,398,467.67 12,398,467.67 payable Net assets 42,318,920.76 42,318,920.76 Less: Minority equity Net assets 42,318,920.76 42,318,920.76 acquired Determination method for fair value of identifiable assets and liabilities: None Contingent liabilities of acquiree assumed in the business combination: None Other particulars: None (4).Gains or losses arising from the re-measurement of the equity held before the acquisition date as per the fair value Whether there is a transaction where a business combination is achieved stepwise through multiple transactions and the control is obtained within the Reporting Period □ Applicable√ Not applicable (5).Descriptions on the situation that it is unable to reasonably determine the consolidation consideration or the fair value of identifiable assets and liabilities of the acquiree on the acquisition date or at the end of the current consolidation period □ Applicable√ Not applicable 276 / 323 2020 ANNUAL REPORT (6).Other particulars □ Applicable√ Not applicable 2 Consolidation under common control □ Applicable√ Not applicable 3 Reverse acquisition □ Applicable√ Not applicable 277 / 323 2020 ANNUAL REPORT 4 Disposal of subsidiaries Whether there is a loss of control upon a single disposal of investment to subsidiaries √ Applicable□ Not applicable Unit: Yuan Currency: RMB Balance of net assets Determinati shares of Carrying Fair Proportion method an subsidiaries value of value of Gains or losses of the main Time Basis of corresponded the the arising from remaining assumption Equity point determination by disposal remaining remaining re-measurement Equity Equity equities of the fai Name of disposal of of the time of price and equities equities of the disposal disposal on the day value of t subsidiaries ratio losing point of disposal of on the on the remaining price method of losing remaining (%) the losing the investment date of date of equities the equities o control control at the level losing losing pursuant to the control the date o of the the fair value (%) losing th consolidated control control control financial statements Huzhou Tizhi 4,106,289.39 51.00 Sales April Control loss 261,034.21 Cosmetics 2020 upon Co., Ltd. completion of property right transfer Other particulars: □ Applicable√ Not applicable 278 / 323 2020 ANNUAL REPORT 5 Change in consolidation scope due to other reasons Descriptions on changes in the scope of consolidated financial statements for other reasons (e.g., establishing subsidiaries, clearing subsidiaries, etc.) and their related circumstances: √ Applicable□ Not applicable 1. Increase of consolidation scope Company Name Equity Equity Amount of Contribution acquisition acquisition contribution ratio (%) type time New Hong Kong Xuchen March 2020 0.00 100.00 Trading Limited subsidiaries BOYA (Hong New Kong) Investment March 2020 0.00 100.00 Management Co., subsidiaries Limited New Proya Europe SARL April 2020 90,685.20 100.00 subsidiaries Zhejiang Qingya New Culture Art May 2020 550,000.00 55.00 Communication subsidiaries Co., Ltd. Hangzhou Weiluoke New Cosmetics Co., Ltd. July 2020 3,907,664.00 100.00 [Note] subsidiaries Hangzhou Yizhuo New Culture Media Co., July 2020 1,000,000.00 100.00 Ltd. subsidiaries New P.R.O CO., LTD. August 2020 0.00 95.00 subsidiaries 279 / 323 2020 ANNUAL REPORT Hangzhou Tiedingxian New Catering August 2020 2,000,000.00 80.00 Management Co., subsidiaries Ltd. Hangzhou Tielexin New Aini Catering August 2020 500,000.00 100.00 Management Co., subsidiaries Ltd. Hangzhou Xiake New Bar Catering August 2020 2,500,000.00 100.00 Management Co., subsidiaries Ltd. Hangzhou Proya New Snail Fitness Co., August 2020 1,000,000.00 100.00 Ltd. subsidiaries New Hangzhou Qingyan August 2020 0.00 51.00 Cosmetics Co., Ltd. subsidiaries New Hangzhou Oumisi August 2020 2,000,000.00 100.00 Trading Co., Ltd. subsidiaries Huzhou Poyun New September Electronic 1,200,000.00 60.00 Commerce Co., Ltd. subsidiaries 2020 Guangzhou Qianxi New Network October 2020 1,000,000.00 100.00 Technology Co., subsidiaries Ltd. [Note] Hangzhou Weiluoke Cosmetics Co., Ltd. is jointly contributed by the Company and Hong Kong Xinghuo Industry Limited, with the total amount of RMB 3,907,664.00. 280 / 323 2020 ANNUAL REPORT 2. Decrease of consolidation scope Net profit from Time point of Company Name Equity disposal disposal of Net assets on the beginning of method disposal date the period to the equity disposal date Hangzhou Qingyan Cancellation December 2020 993,316.79 -6,683.21 Cosmetics Co., Ltd. 6 Others □ Applicable√ Not applicable 281 / 323 2020 ANNUAL REPORT IX Equity in Other Entities 1 Equity in subsidiaries (1).Composition of the enterprise group √ Applicable□ Not applicable Main Nature of Shareholding ratio Name of Registered Mode of place of the (%) subsidiaries address acquisition business business Direct Indirect Hangzhou Hangzhou Hangzhou Wholesale 100.00 Establishment Proya Trade and Co., Ltd. retail business Zhejiang Hangzhou Hangzhou Wholesale 100.00 Establishment Meiligu and Electronic retail Commerce business Co., Ltd. Huzhou Huzhou Huzhou Wholesale 100.00 Establishment Chuangdai and E-commerce retail Co., Ltd. business Hapsode Hangzhou Hangzhou Wholesale 100.00 Establishment (Hangzhou) and Cosmetics retail Co., Ltd. business Huzhou UZERO Huzhou Huzhou Wholesale 100.00 Establishment Trading Co., and Ltd. retail business Hong Kong Hong Kong Hong Kong Wholesale 100.00 Establishment Xinghuo and Industry retail Limited business HONGKONG Hong Kong Hong Kong Wholesale 52.00 Establishment KESHI and TRADING retail LIMITED business Ningbo Keshi Ningbo Ningbo Wholesale 52.00 Establishment Trading and Limited retail business Ningbo Ningbo Ningbo Wholesale 61.36 Establishment TIMAGE and Cosmetics retail Co., Ltd. business Shanghai Shanghai Shanghai Wholesale 52.00 Consolidation Healthlong and not under Biochemical retail common Technology business control Co., Ltd. 282 / 323 2020 ANNUAL REPORT Descriptions on the situation that the shareholding ratio in the subsidiary is different from the share of the voting rights: None Basis for holding half or less of the voting rights of the investee but still controlling the investee and holding more than half of the voting rights but not controlling the investee: None Basis for controlling important structured entities included in the scope of consolidated financial statements: None Basis for determining whether the Company is an agent or a principal: None Other particulars: None (2).Important non-wholly-owned subsidiaries √ Applicable□ Not applicable Unit: Yuan Currency: RMB Profits and Dividends losses declared and Shareholding Minority equity attributable to distributed to Name of ratio of balance at the minority minority subsidiaries minority end of the shareholders in shareholders in shareholders period the current the current period period HONGKONG 48.00% -5,981,584.30 17,365,581.26 KESHI TRADING LIMITED Ningbo Keshi 48.00% -3,917,661.02 -5,614,155.64 Trading Limited Ningbo TIMAGE 38.64% -5,345,955.31 -8,636,628.03 Cosmetics Co., Ltd. Shanghai 48.00% -3,187,388.13 70,165,693.83 Healthlong Biochemical Technology Co., Ltd. Descriptions on the situation that the shareholding ratio of minority shareholders in the subsidiary is different from that of the voting rights: □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable 283 / 323 2020 ANNUAL REPORT (3).Major financial information of important non-wholly-owned subsidiaries √ Applicable□ Not applicable Unit: Yuan Currency: RMB Closing balance Opening balance Name Non- Non- Non-c Curr Tota Non- Curre of Curre curr Curre curr Total urren Total ent l curr Total nt subs nt ent nt ent liabi t asset liab liab ent asset liabi idia asset liab asset liab litie asset s ilit ilit asse s litie ries s ilit s ilit s s ies ies ts s ies ies HONG 81,65 81,65 50,8 50,8 155,4 155,4 116,4 116,4 KONG 5,123 5,123 24,1 24,1 19,17 19,17 04,50 04,50 KESH .48 .48 97.5 97.5 4.42 4.42 9.18 9.18 I 4 4 TRAD ING LIMI TED Ning 10,51 10,51 22,2 22,2 4,866 45, 4,911 8,445 8,445 bo 8,765 8,765 14,9 14,9 ,629. 000 ,629. ,992. ,992. Kesh .49 .49 23.0 23.0 16 .00 16 96 96 i 8 8 Trad ing Limi ted Ning 42,47 85,0 42,56 64,3 64,3 4,383 4,383 7,454 7,454 bo 7,967 10.0 2,977 00,8 00,8 ,228. ,228. ,712. ,712. TIMA .12 7 .19 99.0 99.0 97 97 50 50 GE 0 0 Cosm etic s Co., Ltd. Shan 163,0 3,94 166,9 20,7 20,7 ghai 08,51 5,88 54,40 75,8 75,8 Heal 8.70 5.57 4.27 75.4 75.4 thlo 5 5 ng Bioc hemi cal Tech nolo gy Co., Ltd. Name of Amount accounted for in the current Amount accounted for in the previous 284 / 323 2020 ANNUAL REPORT subsid period period iaries Cash Cash flow flow Total Total from from Net compreh Net compreh Revenue operati Revenue operati profit ensive profit ensive ng ng income income activit activit ies ies HONGKO 115,636 -8,183, -8,183, 3,713,5 135,818 4,278,1 4,278,1 -13,269 NG ,625.15 739.30 739.30 47.69 ,021.02 74.24 74.24 ,802.15 KESHI TRADIN G LIMITE D Ningbo 11,342, -8,161, -8,161, -3,229, 738,107 -4,534, -4,534, -235,67 Keshi 789.14 793.79 793.79 770.29 .69 363.80 363.80 0.94 Tradin g Limite d Ningbo 176,461 -18,666 -18,666 4,907,6 -3,685, -3,685, 794,443 TIMAGE ,811.57 ,438.28 ,438.28 11.95 083.53 083.53 .17 Cosmet ics Co., Ltd. Shangh 181,257 -6,640, -6,640, -72,438 ai ,879.50 391.94 391.94 ,611.71 Health long Bioche mical Techno logy Co., Ltd. Other particulars: None (4).Significant restrictions on the use of corporate group assets and the liquidation of corporate group debts □ Applicable√ Not applicable 285 / 323 2020 ANNUAL REPORT (5).Financial support or other supports provided to structured entities included in the scope of consolidated financial statements □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable 2 Transaction resulting in change of owner’s equity proportion in subsidiaries but still in control of the subsidiaries √ Applicable□ Not applicable (1).Description on change of owner’s equity proportion in subsidiaries √ Applicable□ Not applicable Shareholding Shareholding Name of subsidiaries Change date ratio before ratio after change change Huzhou UZERO Trading Co., March 2020 95.00% 100.00% Ltd. Zhejiang Biyouti Cosmetics May 2020 100.00% 95.00% Co., Ltd. Shanghai Zhongwen Electronic September 2020 53.00% 83.00% Commerce Co., Limited Hong Kong Zhongwen Electronic September 2020 53.00% 83.00% Commerce Co., Limited Ningbo TIMAGE Cosmetics Co., November 2020 55.22% 61.36% Ltd. (2).Influence of transactions on minority shareholders’ equity and equity attributable to shareholders of the parent company √ Applicable□ Not applicable Unit: Yuan Currency: RMB Huzhou UZERO Shanghai Hong Kong Ningbo TIMAGE Trading Co., Ltd. Zhongwen Zhongwen Cosmetics Electronic Electronic Co., Ltd. Commerce Co., Commerce Limited Co., Limited Purchase 100,000.00 15,350,000.00 cost/disposal consideration --Cash 100,000.00 15,350,000.00 --Fair value of non-cash assets Total purchase 100,000.00 15,350,000.00 cost/disposal consideration Less: Net assets of -3,065,227.01 -988,996.78 -110,459.96 1,701,892.32 286 / 323 2020 ANNUAL REPORT subsidiaries calculated as per the equity ratio of acquisition/disposal Difference 3,065,227.01 1,088,996.78 110,459.96 13,648,107.68 Where: Adjusted 3,065,227.01 1,088,996.78 110,459.96 13,648,107.68 capital reserve Adjusted surplus reserve Adjusted undistributed profits Other particulars √ Applicable□ Not applicable On 26 May 2020, the Resolution of Shareholders Meeting of Zhejiang Biyouti Cosmetics Co., Ltd. approved the registered capital increase of RMB 526,300 and the contribution of RMB 1.50 million by TEOH YONG WOOI, including RMB 526,300 as the paid-up capital and RMB 973,700 as the capital reserve. The difference between the share in carrying net asset of Biyouti calculated according to the shareholding ratio of the Company after the capital increase and that before the capital increase was RMB 31,298.05 and included in the capital reserve. 3 Equity in joint ventures or associates √ Applicable□ Not applicable (1).Important joint ventures or associates □ Applicable√ Not applicable (2).Major financial information of important joint ventures □ Applicable√ Not applicable (3).Major financial information of important associates □ Applicable√ Not applicable (4).Summary financial information of unimportant joint ventures and associates √ Applicable□ Not applicable Unit: Yuan Currency: RMB Balance at the end of the Balance at the beginning of period/Amount accounted for the period/Amount accounted in the current period for in the previous period Joint ventures: Total carrying value of 3,306,630.57 3,314,489.57 investments Total of the following items calculated according to the shareholding ratio 287 / 323 2020 ANNUAL REPORT --Net profits -7,859.00 -882,267.90 --Other comprehensive income --Total comprehensive -7,859.00 -882,267.90 income Associates: Total carrying value of 54,913,429.03 11,413,514.11 investments Total of the following items calculated according to the shareholding ratio --Net profits -638,756.60 -1,648,070.06 --Other comprehensive income --Total comprehensive -638,756.60 -1,648,070.06 income Other particulars None (5).Descriptions on significant limitation of the ability of a joint venture or associate to transfer funds to the Company □ Applicable√ Not applicable (6).Excess losses incurred by a joint venture or associate □ Applicable√ Not applicable (7).Unrecognized commitments related to joint venture investment □ Applicable√ Not applicable (8).Contingent liabilities related to joint venture or associate investment □ Applicable√ Not applicable 4 Important joint operations □ Applicable√ Not applicable 5 Equity in structured entities not included in the consolidated financial statements Descriptions on structured entities not included in the consolidated financial statements: □ Applicable√ Not applicable 6 Others □ Applicable√ Not applicable X Risks Associated with Financial Instruments √ Applicable□ Not applicable 288 / 323 2020 ANNUAL REPORT The Company's risk management objective is to achieve balance between risks and returns and minimize the negative impact of risks on our results of operations, so as to maximize interests of shareholders and other equity investors. Based on this risk management objective, the basic strategy of the Company's risk management is to identify and analyze the risks faced by the Company, establish appropriate baseline risk tolerance and carry out risk management, and monitor various risks in a timely and reliable manner, so as to control the risks within a limited range. The Company is faced with different risks related to financial instruments during daily activities, mainly including credit risk, liquidity risk and market risk. The Company’s management has examined and approved policies for managing these risks, which can be summarized as follows. (I) Credit risk Credit risk refers to the risk that may bring financial loss to one party of the financial instrument caused by the other party’s failure to perform its obligations in the contract. 1. Practice of credit risk management (1) Assessment method of credit risk The Company, on each balance sheet date, assesses whether the credit risk of relevant financial instruments has increased significantly since initial recognition. In determining whether the credit risk has increased significantly since initial recognition, the Company takes into account the reasonable and well-founded information available without unnecessary additional costs or efforts, including qualitative and quantitative analysis based on historical data, external credit risk rating and forward-looking information. The Company determines the changes that may result in default risk of financial instruments within their expected duration by comparing the default risk of the financial instruments on the balance sheet date and the initial recognition date based on an individual financial instrument or the combined financial instruments with similar credit risk characteristics. The Company deems that the credit risk of the financial instruments has increased significantly if any one or more of the following quantitative and qualitative standards are triggered: 1) The main quantitative standard is that the probability of default within the remaining duration on the balance sheet date has increased by more than certain proportion compared with that at the initial recognition; 289 / 323 2020 ANNUAL REPORT 2) The main qualitative standard is that there are material adverse changes occurring to the business or financial conditions of the debtor and changes in the exiting or anticipated technology, market, economic or legal environment which have a material adverse effect on the debtor’s ability to make repayment to the Company. (2) Definitions of default and assets with credit impairment If the financial instruments meet any one or more of the following conditions, the Company defines the financial assets as in default, with its standard consistent with the definition of credit impairment: 1) The debtor faces major financial difficulties; 2) The debtor breaches the governing provisions for it in the contract; 3) The debtor is very likely to become bankrupt or undergo other financial restructuring proceedings; 4) The creditor makes a concession to the debtor which it will not make under any other circumstances for the economic or contractual considerations in connection with the debtor’s financial difficulties; 2. Measurement of expected credit loss The key parameters for measurement of expected credit loss include the probability of default, loss given default and default risk exposure. The Company builds the model of probability of default, loss given default and default risk exposure considering the quantitative analysis of historical statistical data (such as counterparty rating, guarantee type, category of collateral and pledge, repayment method) and forward-looking information. 3. Refer to the particulars of VII.5, VII.6 and VII.8 in “Section XI Financial Report” herein for the opening balance and closing balance reconciliation sheet of financial instrument loss provisions. 4. Credit risk exposure and credit risk concentration The credit risk of the Company is mainly from the monetary capital and receivables. To control the above related risk, the Company has respectively taken the following measures. (1) Monetary capital The bank deposit and other monetary capitals of the Company were deposited at financial institutions with high credit rating; therefore, the credit risk was low. (2) Receivables The Company continuously carries out credit assessment on customers who trade in 290 / 323 2020 ANNUAL REPORT credit. According to the result of credit assessment, the Company deals with the approved customers with good credit, and monitors the balance of its receivables, so as to prevent a significant risk of bad debt. No guarantee is required as the Company only transacts with recognized and reputable third parties. Credit risk concentration is managed as per customers. As of 31 December 2020, there was certain credit risk concentration in the Company and 49.42% (31 December 2019: 56.80%) of the accounts receivable of the Company was from the customers with a balance ranking top 5. The Company had no guarantee or other credit enhancements on the balance of the accounts receivable. The maximum credit risk exposure of the Company is the carrying value of the financial assets in the balance sheet. (II) Liquidity risk Liquidity risk refers to the risk of a shortage of funds of the Company when the Company is performing its obligation to settle in the form of delivery of cash or other financial assets. Liquidity risk may be from the inability to sell financial assets at fair value as soon as possible, the other party’ inability to pay off its contractual debt, the debt due in advance or the inability to generate anticipated cash flow. To control such risk, the Company applies various financing methods, such as clearing and bank loans, in appropriate combination of long and short-term financing ways to optimize the financing structure and keep the balance between financing sustainability and flexibility. The Company has obtained line of credit from several commercial banks to meet the working capital demand and capital expenditure. Financial liabilities classified as per the remaining due date Closing balance Item 1-3 Above 3 Carrying value Undiscounted Within 1 year contract value years years Bank loans 299,280,435.09 306,965,009.72 306,965,009.72 Bills 64,580,000.00 64,580,000.00 64,580,000.00 payable Accounts 515,832,031.27 515,832,031.27 515,832,031.27 payable Other 75,546,323.32 75,546,323.32 75,546,323.32 payables 291 / 323 2020 ANNUAL REPORT Subtotal 955,238,789.68 962,923,364.31 962,923,364.31 (Continued) Year-end balance of last year Item 1-3 Above 3 Carrying value Undiscounted Within 1 year contract value years years Bank loans 214,305,644.20 217,020,041.44 217,020,041.44 Bills 41,830,948.53 41,830,948.53 41,830,948.53 payable Accounts 347,316,843.39 347,316,843.39 347,316,843.39 payable Other 91,444,673.31 91,444,673.31 91,444,673.31 payables Subtotal 694,898,109.43 697,612,506.67 697,612,506.67 (III) Market risk Market risk refers to the risk of fluctuating fair value of the financial instruments or future cash flow due to the change of the market price. Market risk mainly includes interest rate risk and foreign exchange risk. 1. Interest rate risk Interest rate risk refers to the risk of fluctuating fair value of the financial instruments or future cash flow due to the change of the market interest rate. The interest-bearing financial instruments with a fixed interest rate put the Company at the interest rate risk of fair value and those with a floating interest rate put the Company at the interest rate risk of cash flow. The Company determines the proportion of financial instruments with a fixed interest rate and floating interest rate according to the market environment, and maintains an appropriate combination of financial instruments through regular review and monitoring. 2. Foreign exchange risk Foreign exchange risk refers to the risk of fluctuating fair value of the financial instruments or future cash flow due to the change of foreign exchange rate. The risk of foreign exchange rate changes faced by the Company is mainly related to the Company's foreign currency assets and liabilities. The Company carries out business in the Chinese mainland, with the main activities valuated in RMB. Therefore, the market risk of foreign exchange changes faced by the Company is not material. See VII.82 in “Section XI Financial Report” of this report for particulars on the 292 / 323 2020 ANNUAL REPORT foreign currency assets and liabilities of the Company at the end of the period. XI Disclosure of Fair Value 1 Closing fair value of assets and liabilities measured at fair value √ Applicable□ Not applicable Unit: Yuan Currency: RMB Closing fair value Level-1 fair Level-2 fair Level-3 fair Item value value value Total measurement measurement measurement I. Continuous fair value measurement (I) Held-for-trading financial assets 1. Financial assets at fair value through profit or loss (1) Debt instrument investment (2) Equity instrument investment (3) Derivative financial assets 2. Financial asset designated as at fair value through profit or loss (1) Debt instrument investment (2) Equity instrument investment (II) Other debt investments (III) Other equity instrument investments (IV) Investment real estate 1. Land use rights used for rent 2. Rental buildings 3. Land use rights held and ready to be transferred after appreciation (V) Biological assets 1. Consumable biological assets 2. Productive 293 / 323 2020 ANNUAL REPORT biological assets (VI) Receivables 5,531,997.32 5,531,997.32 financing Total assets 5,531,997.32 5,531,997.32 continuously measured at fair value (VI) Held-for-trading financial liabilities 1. Financial liabilities at fair value through profit or loss Where: Tradable bonds issued Derivative financial liabilities Others 2. Financial liabilities designated to be measured as per fair value, with their changes included in the current profit or loss Total liabilities continuously measured at fair value II. Non-continuous fair value measurement (I) Assets held for sale Total assets not continuously measured at fair value Total liabilities not continuously measured at fair value 2 Basis for determining market prices of items continuously and not continuously measured at the first-level fair value □ Applicable√ Not applicable 3 Qualitative and quantitative information on valuation techniques and important parameters adopted by items continuously and not continuously measured at the second-level fair value □ Applicable√ Not applicable 294 / 323 2020 ANNUAL REPORT 4 Qualitative and quantitative information on valuation techniques and important parameters adopted by items continuously and not continuously measured at the third-level fair value √ Applicable□ Not applicable The fair value of the notes receivable held is determined by their nominal amount. 5 Information on reconciliation between the beginning carrying value and the closing carrying value of items continuously measured at the third-level fair value and sensitivity analysis on unobservable parameters □ Applicable√ Not applicable 6 For items continuously measured at fair value, in case of any conversion between various levels in the current period, reasons for the conversion and policies to determine the conversion time should be provided □ Applicable√ Not applicable 7 Changes in valuation techniques and reasons for changes in the current period □ Applicable√ Not applicable 8 Particulars on fair value of financial assets and liabilities which are not measured at fair value □ Applicable√ Not applicable 9 Others □ Applicable√ Not applicable XII Related Parties and Related-party Transactions 1 Particulars on the parent company of the Company □ Applicable√ Not applicable 2 Particulars on subsidiaries of the Company Particulars on subsidiaries of the Company are shown in the relevant notes √ Applicable□ Not applicable See Note IX in Section XI of this Report for the particulars on subsidiaries of the Company. 3 Particulars on joint ventures and associates of the Company For important joint ventures and associates of the Company, see the Notes for details □ Applicable√ Not applicable Particulars on other joint ventures and associates which have related-party transactions with the Company in the current period or had related-party transactions with the Company in the previous period and form balances are as follows □ Applicable√ Not applicable Other particulars □ Applicable√ Not applicable 4 Particulars on other related parties √ Applicable□ Not applicable Name of other related parties Relationship between other related parties and 295 / 323 2020 ANNUAL REPORT the Company Chu Xiuqi Others Zhejiang Yueqing Rural Commercial Others Bank Company Limited Huzhou Meizhuang Town Science and Others Technology Incubation Park Co., Ltd. Raohe Ussuri River Rice Industry Co., Others Ltd. China Commerce Association for Others General Merchandise Xiongke Culture Media (Hangzhou) Co., Others Ltd. Beijing Mitangpai Cosmetics Co., Ltd. Others [Note] Metis Info Tech (Guangzhou) Co., LTD. Others Hangzhou Regenovo Biotechnology., Others Ltd. Zhuhai Healthlong Biotechnology Co., Others Ltd. Shaoxing Keqiao Qingteng Culture Others Investment Co., Ltd. PARISEZHAN HK LIMITED Others EURL PHARMATICA Others SARL ORTUS Others S.A.S AREDIS Others Korea Youke Co., Ltd. Others Shanghai Youke Brand Management Co., Others Ltd. Pan Xiang Others Other particulars [Note] Beijing Mitangpai Cosmetics Co., Ltd. was cancelled in August 2020. 5 Particulars on related-party transactions (1).Related-party transactions for the purchase and sales of goods and the rendering and receipt of services Table of information on the purchase of goods/the receipt of services √ Applicable□ Not applicable Unit: RMB 0’000 Currency: RMB Amount accounted Amount accounted Related-party Related party for in the current for in the previous transaction content period period Zhuhai Healthlong Procurement of 2,914.13 Biotechnology Co., goods Ltd. EURL PHARMATICA [Note] Procurement of 2,908.10 3,023.88 goods 296 / 323 2020 ANNUAL REPORT SARL ORTUS [Note] Procurement of 959.72 962.16 goods Metis Info Tech Advertising and 203.88 1,262.47 (Guangzhou) Co., LTD. communication service fees Hangzhou Regenovo R&D and design fees 120.00 Biotechnology., Ltd. S.A.S AREDIS [Note] Procurement of 117.16 274.11 goods Shaoxing Keqiao Procurement of 54.08 Qingteng Culture goods Investment Co., Ltd. Beijing Mitangpai Procurement of 10.00 Cosmetics Co., Ltd. goods Xiongke Culture Media Consulting fees, 0.53 164.18 (Hangzhou) Co., Ltd. video production services China Commerce Membership fee 0.50 0.50 Association for General Merchandise PARISEZHAN HK LIMITED Procurement of 8,198.96 [Note] goods Korea Youke Co., Ltd. Procurement of 744.54 goods Raohe Ussuri River Purchase of rice 7.49 Rice Industry Co., Ltd. [Note] The Company and PARISEZHAN HK LIMITED entered into the Investment Cooperation Contract and a Supplementary Agreement (hereinafter collectively referred to as “Investment Agreement”) in 2019. According to the Investment Agreement, the Parties will jointly found HONGKONG KESHI TRADING LIMITED, to which PARISEZHAN HK LIMITED and its shareholders agree to transfer its brand agency services (including Boiron and Puressentiel), cross-border e-commerce business, online Tmall International Store, etc. After founding HONGKONG KESHI TRADING LIMITED, the Parties completed the business handover and transferred the online store to HONGKONG KESHI TRADING LIMITED for operation. Before completion of the change of registration information of the store, HONGKONG KESHI TRADING LIMITED carries out sales through the online store, with the payment for goods and promotion expenses collected and paid by PARISEZHAN HK LIMITED. PARISEZHAN HK LIMITED has collected the sales volume of RMB 10,296,200 through the online store and paid the store promotion expenses of RMB 675,300 in the current period. Meanwhile, pursuant to the investment agreement, PARISEZHAN HK LIMITED agreed that the business of EURL PHARMATICA, SARL ORTUS and S.A.S AREDIS controlled by PARISEZHAN 297 / 323 2020 ANNUAL REPORT HK LIMITED and its shareholders would be transferred into HONGKONG KESHI TRADING LIMITED within 12 months from the date of officially becoming a shareholder of HONGKONG KESHI TRADING LIMITED (subject to the industrial and commercial registration), and EURL PHARMATICA, SARL ORTUS and SARL ORTUS would no longer engage in business competing with the Company and HONGKONG KESHI TRADING LIMITED. As at 31 December 2020, EURL PHARMATICA, SARL ORTUS and S.A.S AREDIS have not transferred related business to HONGKONG KESHI TRADING LIMITED due to overseas COVID-19 pandemic situation, business direction adjustment of the Company, etc. Table of information on the sale of goods/the rendering of services √ Applicable□ Not applicable Unit: RMB 0’000 Currency: RMB Amount accounted for Amount accounted for Related-party Related party in the current in the previous transaction content period period Shanghai Youke Brand Sales of goods 5,672.40 Management Co., Ltd. Korea Youke Co., Ltd. Sales of goods 630.03 813.22 Beijing Mitangpai Sales of goods, 224.53 139.44 Cosmetics Co., Ltd. agent operation services Shaoxing Keqiao Sales of goods 0.71 Qingteng Culture Investment Co., Ltd. PARISEZHAN HK LIMITED Sales of goods 248.09 Particulars on related-party transactions for the purchase and sales of goods and the rendering and receipt of services □ Applicable√ Not applicable (2).Particulars on related-party entrusted management/contracting and entrusting management/outsourcing Table of information on the Company's entrusted management/contracting: □ Applicable√ Not applicable Particulars on related-party entrusting/contracting □ Applicable√ Not applicable Table of information on the Company's entrusting management/outsourcing □ Applicable√ Not applicable Particulars on related-party management/outsourcing □ Applicable√ Not applicable (3).Particulars on related-party leases The Company as the lessor: □ Applicable√ Not applicable 298 / 323 2020 ANNUAL REPORT The Company as the lessee: √ Applicable□ Not applicable Unit: RMB 0’000 Currency: RMB Types of leased Rental fee recognized Rental fee recognized in Name of lessor assets in the current period the previous period Huzhou Plant 65.26 42.64 Meizhuang Town Science and Technology Incubation Park Co., Ltd. Descriptions on related-party leases □ Applicable√ Not applicable (4).Particulars on related-party guarantees The Company as a guarantor □ Applicable√ Not applicable The Company as a guaranteed party □ Applicable√ Not applicable Descriptions on related-party guarantees □ Applicable√ Not applicable (5).Related-party fund lending □ Applicable√ Not applicable (6).Particulars on related-party asset transfer and debt restructuring □ Applicable√ Not applicable (7).Compensation of key management personnel √ Applicable□ Not applicable Unit: RMB 0’000 Currency: RMB Amount accounted for in the Amount accounted for in Item current period the previous period Compensation of key management 734.87 731.15 personnel (8).Other related-party transactions √ Applicable□ Not applicable The Company and its subsidiaries have opened bank accounts in Zhejiang Yueqing Rural Commercial Bank Company Limited and collected the interest on deposit according to the market interest rate. (1) Deposit in related-party bank Unit: RMB 0’000 Related-party Related party Closing Opening transaction balance balance content 299 / 323 2020 ANNUAL REPORT Zhejiang Yueqing Rural Commercial Bank Cash at bank 14,390.77 12,149.26 Company Limited (2) Interest collection from related party Unit: RMB 0’000 Related-party Amount in the Related party Balance in transaction current last period content period Zhejiang Yueqing Rural Commercial Bank Interest income 593.97 513.91 Company Limited 6 Receivables from and payables to related parties (1).Receivables √ Applicable□ Not applicable Unit: Yuan Currency: RMB Closing balance Opening balance Items Related party Carrying Bad debt Carrying Bad debt balance provisions balance provisions Accounts receivable Beijing 1,436,213.74 71,810.69 Mitangpai Cosmetics Co., Ltd. Subtotal 1,436,213.74 71,810.69 Prepayment Zhuhai 21,432,452.28 Healthlong Biotechnology Co., Ltd. Huzhou 44,000.00 1,000.00 Meizhuang Town Science and Technology Incubation Park Co., Ltd. Shanghai 39,150.95 Youke Brand Management Co., Ltd. EURL 16,860,085.06 PHARMATICA [Note] Xiongke 5,300.00 Culture Media 300 / 323 2020 ANNUAL REPORT (Hangzhou) Co., Ltd. Subtotal 21,515,603.23 16,866,385.06 Other receivables EURL 24,167,639.75 1,208,381.99 5,004,666.01 250,233.30 PHARMATICA [Note] Huzhou 132,568.20 61,770.46 132,568.20 34,128.41 Meizhuang Town Science and Technology Incubation Park Co., Ltd. Pan Xiang 75,000.00 22,500.00 75,000.00 3,750.00 Beijing 27,000.00 1,350.00 Mitangpai Cosmetics Co., Ltd. Subtotal 24,375,207.95 1,292,652.45 5,239,234.21 289,461.71 [Note] The item EURL PHARMATICA refers to the consolidated statistics of EURL PHARMATICA, PARISEZHAN HK LIMITED, SARL ORTUS and S.A.S AREDIS under the control of the same person. (2).Payables √ Applicable□ Not applicable Unit: Yuan Currency: RMB Items Related party Carrying balance Carrying balance at the at the end of the beginning of the period period Accounts payable Metis Info Tech 99,718.88 (Guangzhou) Co., LTD. S.A.S AREDIS 263,358.19 Huzhou Meizhuang 126,303.38 Town Science and Technology Incubation Park Co., Ltd. Subtotal 363,077.07 126,303.38 Contract liabilities Shanghai Youke 34,200.00 Brand Management Co., Ltd. 301 / 323 2020 ANNUAL REPORT Subtotal 34,200.00 7 Related-party commitments □ Applicable√ Not applicable 8 Others □ Applicable√ Not applicable XIII Share-based payments 1 Overall situation of share-based payment √ Applicable□ Not applicable Unit: Share Currency: RMB Total amount of equity instruments granted by Not applicable the Company in the current period Total amount of equity instruments exercised by the Company in the current period Total amount of equity instruments invalid in 152,635 the Company in the current period Range of the exercise price for outstanding Not applicable share options of the Company at the end of the period, and the remaining contract term Range of the exercise price for other The grant price of the granted restricted outstanding equity instruments of the shares is RMB 17.95/share, with the term Company at the end of the period, and the of 60 months from the grant date. remaining contract term Other particulars On 12 July 2018, according to the Proposal on the Restricted Share Incentive Plan of the Company in 2018 (Draft) and Its Summary reviewed and adopted at the First Extraordinary General Meeting of the Company in 2018 and to the Incentive Plan, the Company proposed to grant no more than 1.4672 million restricted shares to incentive objects, where 1.2011 million stocks would be initially granted and 266,100 stocks would be reserved. The initial grant date of the restricted shares is 12 July 2018, the incentive objects include senior management, middle management and backbone employees working for the Company (excluding the independent directors and supervisors, the shareholder or actual controller severally or jointly holding more than 5% shares in the Company and its spouse, parents and children), with 32 persons in total, and the grant price is RMB 17.95/share. The subject shares involved in this Incentive Plan is from the Class A ordinary shares of the Company introduced to the incentive objects by the Company. The validity period of this Incentive Plan is from the date when the registration of the grant of restricted shares was completed to the date when all the restricted shares granted to the incentive objects are exempt from restricted sales or repurchased and cancelled, 302 / 323 2020 ANNUAL REPORT with the maximum period no more than 60 months. The granted restricted shares will be exempt from restricted sales within 36 months in three phases after 12 months of initial grant of the restricted shares, with the proportion in three phases respectively as 30%, 30% and 40%. The performance condition for exempting from restricted sales in phase 1 is that: On the basis of the operating revenue and net profit in 2017, the growth rate of operating revenue and net profit in 2018 was respectively no less than 30.8% and 30.1%. The performance condition for exempting from restricted sales in phase 2 is that: On the basis of the operating revenue and net profit in 2017, the growth rate of operating revenue and net profit in 2019 was respectively no less than 74.24% and 71.21%. The performance condition for exempting from restricted sales in phase 3 is that: On the basis of the operating revenue and net profit in 2017, the growth rate of operating revenue and net profit in 2020 was respectively no less than 132.61% and 131.99%. On 12 July 2018, the Proposal on Initial Grant of Restricted Shares to Incentive Objects was reviewed and adopted at the 22th meeting of the First Session of the Board of Directors of the Company to determine 12 July 2018 as the initial grant date. Some incentive objects voluntarily waived the subscription in practice and the number of restricted shares actually granted by the Company was 1.0962 million. On 12 December 2018, the Proposal on Grant of Reserved Restricted Shares to Incentive Objects was reviewed and adopted at the 3rd meeting of the Second Session of the Board of Directors of the Company to determine 12 December 2018 as the grant date of the reserved restricted shares. The incentive objects completed the subscription in practice and the number of restricted shares actually granted by the Company was 266,100. On 30 December 2019, the Proposal on Achievement Conditions for Exempting from Restricted Sales in Phase 1 of Initial Grant and Reserved Grant in the Restricted Share Incentive Plan in 2018 was reviewed and adopted at the 10th meeting of the Second Session of the Board of Directors of the Company to lift 369,500 restricted shares held by the incentive objects meeting the conditions for exempting from the restricted sales in phase 1, with the circulation date as 6 January 2020. According to the Proposal on Repurchase and Cancellation of the Restricted Shares Granted to the Incentive Objects No Longer Meeting the Incentive Conditions But Not Exempt from Restricted Sales reviewed and adopted at the 4th meeting of the Second Session of the Board of Directors in 2019 and the First Extraordinary General Meeting in 2019, and the Proposal on Repurchase and Cancellation of Some Equity Incentive Restricted Shares th reviewed and adopted at the 8 meeting of the Second Session of the Board of Directors 303 / 323 2020 ANNUAL REPORT in 2019, 92,740 restricted shares were repurchased and cancelled and the repurchase cost of RMB 1,657,699.80 was paid because some incentive objects quitted the job or their performance assessment failed to meet the conditions for exempting from restricted sales of restricted shares in the current period. On 6 July 2020, according to the Proposal on Adjusting the Performance Assessment Indexes at Company Level in 2020 in the Restricted Share Incentive Plan in 2018 and Relevant Documents reviewed and adopted at the Second Extraordinary General Meeting of the Company in 2020, the Company adjusted the performance assessment target in phase 3 of exempting from restricted sales in the original incentive plan to that: on the basis of the operating revenue and net profit in 2017, the growth rate of the operating revenue and net profit in 2020 is respectively no less than 110.22% and 131.99%. The equity instruments invalid in the current period were, in accordance with the th th resolutions at the 15 and 16 meetings of the Second Session of the Board of Directors in 2020 and the Proposal on Repurchase and Cancellation of Some Equity Incentive Restricted Shares reviewed and adopted at the Third Extraordinary General Meeting in 2020, to repurchase and cancel 152,635 restricted shares and pay the repurchase cost of RMB 2,584,110.55 because some incentive objects resigned or their performance assessment failed to meet the conditions for exempting from restricted sales of restricted shares in the current period. 2 Particulars on equity-settled share-based payment √ Applicable□ Not applicable Unit: Yuan Currency: RMB Determination method for the fair value of Determined as per the stock price on the equity instruments on the grant date grant date and the grant price of restricted shares Basis for determining the number of Determined according to the estimated exercisable equity instruments performance conditions in the lifting period Reasons for significant differences between Not applicable the estimates in the current period and the previous period Accumulative amount of equity-settled 53,943,573.13 share-based payments included in the capital reserve Total expenses recognized by equity-settled 4,193,320.87 share-based payments in the current period Other particulars None 304 / 323 2020 ANNUAL REPORT 3 Particulars on cash-settled share-based payment □ Applicable√ Not applicable 4 Particulars on modification and termination of share-based payment □ Applicable√ Not applicable 5 Others □ Applicable√ Not applicable XIV Commitments and Contingencies 1 Important commitments √ Applicable□ Not applicable Important external commitments, nature, and amount existing on the balance sheet date In 18 October 2020, as approved by the 3rd extraordinary general shareholders’ meeting in 2020, the Company was proposed to apply for public offering of A-share convertible bonds of not exceeding RMB 803,500,000, and the net amount of the funds raised for issuing of convertible bonds, net of issue expenses, will be used for the following items: Items Total investment Raised fund to be (00’000) invested Huzhou Production Base Expansion 48,687.11 33,850.00 Project Longwu R&D Center Construction Project 21,774.45 19,450.00 Information System Upgrade Project 11,239.50 9,050.00 Additional working capital 18,000.00 18,000.00 Total 99,701.06 80,350.00 2 Contingencies (1).Important contingencies on the balance sheet date □ Applicable√ Not applicable (2).If the Company has no important contingencies that need to be disclosed, explanation shall also be provided: □ Applicable√ Not applicable 3 Others □ Applicable√ Not applicable XV Events after the Balance Sheet Date 1 Important non-adjusting events □ Applicable√ Not applicable 305 / 323 2020 ANNUAL REPORT 2 Profit distribution √ Applicable□ Not applicable Unit: Yuan Currency: RMB Profits or dividends proposed to be 144,804,186.00 distributed Profits or dividends reviewed and 144,804,186.00 approved to be declared for distribution 3 Sales return □ Applicable√ Not applicable 4 Description on other events after the balance sheet date □ Applicable√ Not applicable XVI Other Important Events 1 Correction of accounting errors in previous period (1).Retrospective restatement method □ Applicable√ Not applicable (2).Future application method □ Applicable√ Not applicable 2 Debt restructuring □ Applicable√ Not applicable 3 Assets replacement (1).Non-monetary assets exchange □ Applicable√ Not applicable (2).Other assets replacement □ Applicable√ Not applicable 4 Annuity plan □ Applicable√ Not applicable 5 Discontinued operations □ Applicable√ Not applicable 6 Segment information (1).Basis for determining reporting segments and accounting policies √ Applicable□ Not applicable 306 / 323 2020 ANNUAL REPORT The Company has no diversified operations or trans-regional operations, so no segmental reporting is made. The breakdown of principal business income and principal business cost of the Company, by brand, was as follows: 2020 Brand Income from main Cost of principal Gross profit operations business Proya 2,985,608,479.56 986,945,516.11 1,998,662,963.45 Other brands 762,316,121.04 376,541,258.15 385,774,862.89 Subtotal 3,747,924,600.60 1,363,486,774.26 2,384,437,826.34 2019 Brand Income from main Cost of principal Gross profit operations business Proya 2,655,623,315.78 862,688,977.18 1,792,934,338.60 Other brands 460,830,325.85 257,619,910.63 203,210,415.22 Subtotal 3,116,453,641.63 1,120,308,887.81 1,996,144,753.82 (2).Financial information of reporting segments □ Applicable√ Not applicable (3).If the Company does not have a reporting segment, or if it cannot disclose the total assets and total liabilities of each reporting segment, the reasons shall be explained □ Applicable√ Not applicable (4).Other particulars □ Applicable√ Not applicable 7 Other important transactions and events that have an impact on investors’ decisions □ Applicable√ Not applicable 8 Others □ Applicable√ Not applicable XVII Notes to the main items of the parent company’s financial statements 1 Accounts receivable (1).Disclosure by account age √ Applicable□ Not applicable Unit: Yuan Currency: RMB Account age Carrying balance at the end of the period Within 1 year 307 / 323 2020 ANNUAL REPORT Where: Subitems within 1 year Sub-total within 1 year 539,730,234.31 1-2 years 67,108,742.67 2-3 years 10,635,137.38 Above 3 years 3-4 years 4-5 years Above 5 years Total 617,474,114.36 (2).Disclosure by accruing method for bad debt provisions √ Applicable□ Not applicable Unit: Yuan Currency: RMB Closing balance Opening balance Carrying Bad debt Carrying Bad debt balance provisions balance provisions Accr Accr Categ Carryi Carryi Perc uing Perc uing ory ng ng enta perc enta perc Amount Amount value Amount Amount value ge enta ge enta (%) ge (%) ge (%) (%) Bad debt provi sions accru ed separ ately Where: Bad 617,47 100. 52,436 8.49 565,03 655,25 100. 41,170 6.28 614,08 debt 4,114. 00 ,703.2 7,411. 1,782. 00 ,327.8 1,454. provi 36 1 15 77 7 90 sions accru ed accor ding to the combi natio n Where: 617,47 / 52,436 / 565,03 655,25 / 41,170 / 614,08 Total 4,114. ,703.2 7,411. 1,782. ,327.8 1,454. 36 1 15 77 7 90 308 / 323 2020 ANNUAL REPORT Bad debt provisions accrued separately: □ Applicable√ Not applicable Bad debt provisions accrued according to the combination: √ Applicable□ Not applicable Items of portfolio provision: Account age combination Unit: Yuan Currency: RMB Closing balance Name Accruing percentage Accounts receivable Bad debt provisions (%) Account age 617,474,114.36 52,436,703.21 8.49 combination Total 617,474,114.36 52,436,703.21 8.49 Recognition standards and descriptions on bad debts in portfolio provision: □ Applicable√ Not applicable If bad debt provisions are accrued according to the general model of expected credit losses, please refer to the disclosure on other receivables: □ Applicable√ Not applicable (3).Particulars on bad debt provisions √ Applicable□ Not applicable Unit: Yuan Currency: RMB Change of the current period Opening Recovere Resold or Other Closing Category balance Accrued d or written-of change balance reversed f s Bad debt 41,170,327.8 11,477,535.5 211,160.22 52,436,703.2 provisions 7 6 1 accrued according to the combinatio n Total 41,170,327.8 11,477,535.5 211,160.22 52,436,703.2 7 6 1 Significant bad debt provision amounts recovered or reversed in the current period: □ Applicable√ Not applicable (4).Particulars on accounts receivable actually written-off in the current period √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Written-off amount Accounts receivable actually written-off 211,160.22 309 / 323 2020 ANNUAL REPORT Writing-off of significant accounts receivable □ Applicable√ Not applicable (5).Particulars on top 5 accounts receivable in terms of the balance at the end of the period based on debtors √ Applicable□ Not applicable Proportion (%) of the balance of Bad debt Company name Carrying balance accounts provisions receivable Zhejiang Meiligu Electronic 194,757,806.35 31.54 9,737,890.32 Commerce Co., Ltd. Hangzhou Proya Trade Co., Ltd. 164,236,582.96 26.60 8,211,829.15 Huzhou UZERO Trading Co., Ltd. 105,627,945.58 17.11 18,370,228.37 Huzhou Chuangdai E-commerce Co., 57,196,907.32 9.26 2,859,845.37 Ltd. Hangzhou Proya Commercial 44,351,306.05 7.18 4,435,130.61 Management Co., Ltd. Subtotal 566,170,548.26 91.69 43,614,923.82 (6).Accounts receivable derecognized due to the transfer of financial assets □ Applicable√ Not applicable (7).Amount of assets and liabilities formed due to the transfer and continuous involvement of accounts receivable □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable 2 Other receivables Presented by item √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance Interest receivable Dividend receivable Other receivables 236,585,409.48 31,800,093.90 Total 236,585,409.48 31,800,093.90 Other particulars: □ Applicable√ Not applicable 310 / 323 2020 ANNUAL REPORT Interest receivable (1).Classification of interest receivable □ Applicable√ Not applicable (2).Important overdue interest □ Applicable√ Not applicable (3).Particulars on accruing of bad debt provisions □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable Dividend receivable (1).Dividend receivable □ Applicable√ Not applicable (2).Important dividend receivable with the account age over one year □ Applicable√ Not applicable (3).Particulars on accruing of bad debt provisions □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable Other receivables (1). Disclosure by account age √ Applicable□ Not applicable Unit: Yuan Currency: RMB Account age Carrying balance at the end of the period Within 1 year Where: Subitems within 1 year Sub-total within 1 year 225,714,864.15 1-2 years 23,059,702.19 2-3 years 35,780,461.67 Above 3 years 123,488,831.25 3-4 years 4-5 years Above 5 years Total 408,043,859.26 (2). Particulars on classification by amount nature √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount nature Carrying balance at the end Carrying balance at the 311 / 323 2020 ANNUAL REPORT of the period beginning of the period Borrowing/lending cost 402,005,709.08 179,090,840.39 Deposit and margin 5,100,314.72 4,838,414.72 Petty cash 932,910.70 300,000.00 Others 4,924.76 421,215.83 Total 408,043,859.26 184,650,470.94 (3). Particulars on accruing of bad debt provisions √ Applicable□ Not applicable Unit: Yuan Currency: RMB Phase 1 Phase 2 Phase 3 Expected credit Expected credit Expected loss for the loss for the Bad debt Total credit losses entire duration entire duration provisions in the next 12 (no credit (credit months impairment impairment occurred) occurred) Balance as at 1 579,944.52 14,700.00 152,255,732.52 152,850,377.04 January 2020 Balance as at 1 January 2020 in the current period -- Transferred -465,370.74 465,370.74 into Phase 2 -- Transferred -14,700.00 14,700.00 into Phase 3 -- Reversed into Phase 2 -- Reversed into Phase 1 Accrued in the 7,890,983.06 2,326,853.68 8,390,236.00 18,608,072.74 current period Reserved in the current period Resold in the current period Written-off in the current period Other changes Balance as at 31 8,005,556.84 2,792,224.42 160,660,668.52 171,458,449.78 December 2020 Particulars on the significant changes in the carrying balance of other receivables in which changes in loss provisions occurred in the current period: □ Applicable√ Not applicable 312 / 323 2020 ANNUAL REPORT The basis for adopting the amount of bad debt provisions accrued for the current period and the assessment on whether the credit risk of financial instruments increased significantly: □ Applicable√ Not applicable (4). Particulars on bad debt provisions √ Applicable□ Not applicable Unit: Yuan Currency: RMB Change of the current period Opening Recovere Resold or Other Closing Category balance Accrued d or written-o change balance reversed ff s Bad debt 152,209,232. 8,363,936.0 160,573,168. provision 52 0 52 s accrued separatel y Bad debt 641,144.52 10,244,136. 10,885,281.2 provision 74 6 s accrued according to the combinati on Total 152,850,377. 18,608,072. 171,458,449. 04 74 78 Significant bad debt provision amounts reversed or recovered in the current period: □ Applicable√ Not applicable (5). Particulars on other receivables actually written-off in the current period □ Applicable√ Not applicable (6). Particulars on top 5 other receivables in terms of the balance at the end of the period based on debtors √ Applicable□ Not applicable Unit: Yuan Currency: RMB Percentage (%) in the total Balance of bad balance at debt Company Closing Accoun Amount nature the end of provisions at name balance t age the period the end of the of other period receivable s 313 / 323 2020 ANNUAL REPORT Hapsode Borrowing/lendin 237,448,782.7 [Note 58.19 159,856,503.4 (Hangzhou) g cost 0 1] 9 Cosmetics Co., Ltd. Hong Kong Borrowing/lendin 143,782,379.1 Within 35.24 7,189,118.96 Xinghuo g cost 9 1 year Industry Limited Ningbo Borrowing/lendin 15,849,466.68 [Note 3.88 1,942,173.33 TIMAGE g cost 2] Cosmetics Co., Ltd. Hangzhou Deposit and 4,708,614.72 1-2 1.15 1,412,584.42 Property margin years Maintenanc e Fund Management Center Ningbo Borrowing/lendin 3,031,666.68 Within 0.74 151,583.33 Keshi g cost 1 year Trading Limited Total / 404,820,909.9 / 99.20 170,551,963.5 7 3 [Note 1] Within 1 year: RMB 65,559,502.30; 1-2 years: RMB 12,731,987.48; 2-3 years: RMB 35,731,461.67; more than 3 years: RMB 123,425,831.25. [Note 2] Within 1 year: RMB 11,250,666.68; 1-2 years: RMB 4,598,800.00. (7). Receivables involving government grants □ Applicable√ Not applicable (8). Other receivables derecognized due to the transfer of financial assets □ Applicable√ Not applicable (9). Amount of assets and liabilities formed due to the transfer and continuous involvement of other receivables □ Applicable√ Not applicable Other particulars: □ Applicable√ Not applicable 3 Long-term equity investment √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Closing balance Opening balance 314 / 323 2020 ANNUAL REPORT Impairmen Impairmen Carrying t Carrying Carrying t Carrying balance provision value balance provision value s s Investmen 337,957,32 42,500,00 295,457,32 193,493,28 42,500,00 150,993,28 t to 7.24 0.00 7.24 1.61 0.00 1.61 subsidiar ies Investmen 51,915,628 51,915,628 12,965,896 4,076,710 8,889,185. ts to .82 .82 .60 .83 77 associate s and joint ventures 389,872,95 42,500,00 347,372,95 206,459,17 46,576,71 159,882,46 Total 6.06 0.00 6.06 8.21 0.83 7.38 (1). Investment to subsidiaries √ Applicable□ Not applicable Unit: Yuan Currency: RMB Impairme nt Balance of Decrease provisio impairment Increase of Invested Opening of the Closing ns provisions the current company balance current balance accrued at the end period period in the of the current period period Hangzhou 30,000,000. 875,097.64 30,875,097. Proya Trade 00 64 Co., Ltd. Hanna 2,094,048.0 2,094,048.0 Cosmetics 0 0 Co., Ltd. Zhejiang 10,000,000. 6,383,777.5 16,383,777. Meiligu 00 1 51 Electronic Commerce Co., Ltd. Yueqing 1,000,000.0 1,000,000.0 Laiya 0 0 Trading Co., Ltd. Hapsode 42,500,000. 42,500,000. 42,500,000 (Hangzhou) 00 00 .00 Cosmetics Co., Ltd. Mijing Siyu 18,000,000. 18,000,000. (Hangzhou) 00 00 Cosmetics 315 / 323 2020 ANNUAL REPORT Co., Ltd. Huzhou 4,750,000.0 818,795.63 5,568,795.6 UZERO 0 3 Trading Co., Ltd. Huzhou 3,500,000.0 3,500,000.0 Niuke 0 0 Technology Co., Ltd. Hangzhou 5,000,000.0 5,000,000.0 Proya 0 0 Commercial Management Co., Ltd. Huzhou 20,308,163. 20,308,163. Younimi 00 00 Cosmetics Co., Ltd. Shanghai 5,300,000.0 100,000.00 5,400,000.0 Zhongwen 0 0 Electronic Commerce Co., Limited Korea 5,046,455.6 5,046,455.6 Younimi 1 1 Cosmetics Co., Ltd. HONGKONG 24,736,491. 24,736,491. KESHI 00 00 TRADING LIMITED Hong Kong 10,185,924. 10,185,924. Xinghuo 00 00 Industry Limited Ningbo 552,200.00 15,350,000. 15,902,200. TIMAGE 00 00 Cosmetics Co., Ltd. Ningbo 520,000.00 520,000.00 Keshi Trading Limited Zhejiang 10,000,000. 10,000,000. Biyouti 00 00 Cosmetics Co., Ltd. Ningbo 4,186,374.8 4,186,374.8 Proya 5 5 316 / 323 2020 ANNUAL REPORT Enterprise Consulting Management Co., Ltd. Hangzhou 1,000,000.0 1,000,000.0 Yizhuo 0 0 Culture Media Co., Ltd. Hangzhou 2,000,000.0 2,000,000.0 Oumisi 0 0 Trading Co., Ltd. Guangzhou 1,000,000.0 1,000,000.0 Qianxi 0 0 Network Technology Co., Ltd. Zhejiang 550,000.00 550,000.00 Qingya Culture Art Communicat ion Co., Ltd. Hangzhou 510,000.00 510,000. Qingyan 00 Cosmetics Co., Ltd. Huzhou 1,200,000.0 1,200,000.0 Poyun 0 0 Electronic Commerce Co., Ltd. Shanghai 110,500,000 110,500,000 Healthlong .00 .00 Biochemica l Technology Co., Ltd. Hangzhou 500,000.00 500,000.00 Weiluoke Cosmetics Co., Ltd. BOYA (Hong Kong) Investment Management Co., Limited Total 193,493,281 144,974,045 510,000. 337,957,327 42,500,000 317 / 323 2020 ANNUAL REPORT .61 .63 00 .24 .00 (2). Investments to associates and joint ventures √ Applicable□ Not applicable Unit: Yuan Currency: RMB Change of the current period Bala Inves nce tment Decla of Adju gains ratio impa stme and n on irme nt to Accru With losse Othe distr nt Openi othe ing Closi Addit draw s r ibuti prov Inves ng r of ng ional n recog equi on of Other isio tor balan comp impai balan inves inve nized ty cash s ns at ce rehe rment ce tment stme under chan divid the nsiv provi nt the ges ends end e sions equit or of inco y profi the me metho ts peri d od I. Joint venture Huzho 3,314 -7,85 3,306 u ,489. 9.00 ,630. Panru 57 57 i Indus trial Inves tment Partn ershi p (Limi ted Partn ershi p) Sub-t 3,314 -7,85 3,306 otal ,489. 9.00 ,630. 57 57 II. Associate Xiong 2,999 -14,4 2,985 ke ,955. 44.47 ,511. Cultu 82 35 re Media (Hang zhou) Co., Ltd. 318 / 323 2020 ANNUAL REPORT Beiji ng Mitan gpai Cosme tics Co., Ltd. Ningb 2,574 1,86 -713, o Segu ,740. 1,32 411.9 Brand 38 8.48 0 Manag ement Co., Ltd. Jiaxi 46,00 -376, 45,62 ng 0,000 513.1 3,486 Woyon .00 0 .90 g Inves tment Partn ershi p (Limi ted Partn ershi p) Sub-t 5,574 46,00 1,86 -1,10 48,60 otal ,696. 0,000 1,32 4,369 8,998 20 .00 8.48 .47 .25 8,889 46,00 1,86 -1,11 51,91 Total ,185. 0,000 1,32 2,228 5,628 77 .00 8.48 .47 .82 Other particulars: None 4 Operating revenues and operating costs (1). Particulars on operating revenues and operating costs √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount accounted for in the Amount accounted for in the Item current period previous period Revenue Costs Revenue Costs Main operations 1,877,388,044.31 906,212,295.56 1,733,852,516.29 859,925,094.37 Other operations 73,581,174.62 12,405,049.40 36,943,357.45 10,485,667.66 Total 1,950,969,218.93 918,617,344.96 1,770,795,873.74 870,410,762.03 319 / 323 2020 ANNUAL REPORT (2). Particulars on revenues from contracts □ Applicable√ Not applicable (3). Description on performance obligations □ Applicable√ Not applicable (4). Description on apportionment to remaining performance obligations □ Applicable√ Not applicable Other particulars: None 5 Investment income √ Applicable□ Not applicable Unit: Yuan Currency: RMB Amount accounted for in Amount accounted for in Item the current period the previous period Long-term equity investment income calculated by cost method Long-term equity investment income -1,112,228.47 -2,869,155.87 accounted for under the equity method Investment income from disposal of -114,873.70 long-term equity investment Investment income from held-for-trading financial assets during the holding period Dividend income from other equity instrument investments during the holding period Interest income from debt investment during the holding period Interest income from other debt investments during the holding period Investment income from disposal of held-for-trading financial assets Investment income from disposal of other equity instrument investments Investment income from disposal of debt investment Investment income from disposal of other debt investments Income from wealth management 2,266,301.37 4,653,362.83 products 320 / 323 2020 ANNUAL REPORT Total 1,039,199.20 1,784,206.96 Other particulars: None 6 Others □ Applicable√ Not applicable XVIII Supplementary Information I Statement of non-recurring profit and loss in the current period √ Applicable□ Not applicable Unit: Yuan Currency: RMB Item Amount the situation Gains or losses on disposal of 150,560.30 non-current assets Tax returns and exemption with approval exceeding one's authority or without formal approval document Government subsidies included in the 12,198,410.18 profits and losses of the current period (except those closely related to the Company's business and of fixed amount or fixed quantity granted in accordance with national uniform standards) Fund possession cost from non-financial business included in current profit or loss Gains arising from investment costs for acquisition of subsidiaries, associates and joint ventures less than the fair values of attributable identifiable net assets of the invested entity at the time of acquisition Profit and loss from exchange of non-currency assets Gains or losses on entrusted investment or asset management Provision for asset impairment due to force majeure factors, such as natural disaster Profit and loss from restructuring of debts Enterprise restructuring charge, such as expenditure on staffing, integration cost Profit and loss of the part exceeding fair value generated from transaction 321 / 323 2020 ANNUAL REPORT with unreasonable transaction price Net current profit and loss of subsidiary generated from enterprise merger under common control from the beginning of the period to the date of merger Profit and loss generated from contingencies unrelated to normal business of company Investment income arising from changes 2,266,301.37 Investment income from in fair values held-for-trading disposal of financial financial assets, derivative financial asset designated as at assets, held-for-trading financial fair value through liabilities and derivative financial profit or loss liabilities, and investment gains on the disposal of held-for-trading financial assets, derivative financial assets, held-for-trading financial liabilities, derivative financial liabilities and other debt investment, except the Company normal operations related to effective hedging business Reversal of provision for impairment of receivables and contract assets which are individually tested for impairment Profit and loss obtained from entrusted loans Profit and loss generated from fair value change of investment real estate whose subsequent measurement is conducted with fair value model Influences on current profit and loss of one-time adjustment to current profit or loss pursuant to the laws and regulations on tax and accounting Trustee fee income obtained from entrusted operation Other net non-operating income and -6,810,805.57 expenses, other than the above items Other profit and loss items conforming to the definition of non-recurring gains and losses Effect of income tax -1,042,102.64 Effect of minority equity -688,969.45 Total 6,073,394.19 For non-recurring profit and loss items defined by the Company according to the Explanatory Announcement of Information Disclosure by Companies Offering Securities to 322 / 323 2020 ANNUAL REPORT the Public No. 1 - Non-recurring Gains and Losses, and non-recurring profit and loss items listed in the Explanatory Announcement of Information Disclosure by Companies Offering Securities to the Public No. 1 - Non-recurring Gains and Losses defined as recurring profit and loss items,the reasons shall be explained. □ Applicable√ Not applicable II Return on net assets and income per share √ Applicable□ Not applicable Earnings per share Profits during the Weighted Basic earnings per Diluted earnings Reporting Period average ROE (%) share per share Net profit attributable to 21.82 2.37 2.37 ordinary shareholders of the company Net profit attributable to 21.54 2.34 2.34 ordinary shareholders of the company after deducting non-recurring gains and losses III Accounting data difference between PRC GAAP and Overseas Accounting Standards □ Applicable√ Not applicable IV Others □ Applicable√ Not applicable Section XII Directory of Documents for Future Reference Financial statements signed and sealed by the Legal Representative, CFO References of the Company, and the Head of the public accountant Original of the audit report with the seal of the accounting firm and the References signature and seal of the certified public accountant Originals of all company documents and announcements publicly disclosed References on the designated newspapers by CSRC in the Reporting Period Chairman: Hou Juncheng Date of submission approved by the Board of Directors:21 April 2021 Revision information □ Applicable√ Not applicable 323 / 323