Shang Gong Group Co., Ltd. Semi-Annual Report 2016 上工申贝(集团)股份有限公司 Important Notes Shang Gong Group Co., Ltd Important Notes 1. The Board of Directors, the Board of Supervisors, and all the directors, supervisors, and senior managers guarantee that there are no false statement, vital misunderstandings or important omissions in this report, and hold both individual and joint liability for the authenticity, accuracy and integrity of its contents. 2. All the members of the Board of Directors attended the Board Meeting of Shang Gong Group Co., Ltd. 3. This semi-annual financial report of the Company was not audited. 4. Zhang Min, Chairman of the Company, Li Jiaming, the principal in charge of the accounting, and Zhao Lixin, Chief of Accounting Affairs, make the pledge for the authenticity and integrity of the attached financial statements. 5. There was no occupation of fund of the Company occurred for non-operating use by holding shareholder and the related party. 6. There was no external guarantee against the rules and regulations of the Company. 7. If the English Version of this Semi-Annual Report involves any differences from the Chinese Version, the latter shall be effective. 2 / 85 CONTENTS Chapter 1 Definition ........................................................................................................................................ 4 Chapter 2 Company Profile ............................................................................................................................. 5 Chapter 3 Accounting Data and Financial Index Highlights ........................................................................... 6 Chapter 4 Report by the Board of Directors.................................................................................................... 7 Chapter 5 Important Events........................................................................................................................... 19 Chapter 6 Changes in Share Capital and Shareholder Status ........................................................................ 22 Chapter 7 Relevant Situation about Preferred Shares ................................................................................... 23 Chapter 8 Director, Supervisor, Officer and Employee Status ...................................................................... 23 Chapter 9 Relevant Situation about Corporate Bond .................................................................................... 23 Chapter 10 Financial Report ......................................................................................................................... 24 Chapter 11 For References ............................................................................................................................ 85 3 / 85 上工申贝(集团)股份有限公司 Definition Shang Gong Group Co., Ltd Chapter 1 Definition As used in this Report, the following terms have the following meanings unless the context requires otherwise: Definition of common terms ShangGong Group, the Refer to Shang Gong Group Co., Ltd Company Shanghai Pudong New Area State-owned Assets Supervision and Pudong SASAC Refers to Administration Commission, the main shareholder and actual controller ShangGong Europe, SGE Refer to ShangGong (Europe) Holding Corp. GmbH Dürkopp Adler AG, a German listed company, ShangGong Europe holding DA AG Refers to approx. 94.01% of its stock rights PFAFF GmbH Refers to PFAFF Industriesysteme und Maschinen GmbH KSL GmbH Refers to KSL Keilmann Sondermaschinenbau GmbH KSL and its affiliated KSL Keilmann Sondermaschinenbau GmbH, KSE GmbH, Refer to companies KSA Verwaltungs GmbH, and KSA GmbH & Co. KG DAP Shanghai Refers to DAP (Shanghai) Co., Ltd SHENSY Refers to Shanghai Shensy Enterprise Development Co., Ltd Shanggong Butterfly Refers to Shanghai Shanggong Butterfly Sewing Machine Co., Ltd. SG & GEMSY Refers to Zhejiang SG & GEMSY Sewing Technology Co., Ltd. Stoll KG Refers to H. Stoll AG & KG CSRC Refers to China Securities Regulatory Commission SSE Refers to Shanghai Stock Exchange Report Period Refers to From January1, 2016 to June 30,2016 Articles of Association Refers to The Articles of Association of Shang Gong Group Co., Ltd. Company Law Refers to Company Law of the Peoples Republic of China Securities Law Refers to Securities Law of the Peoples Republic of China RMB Refers to The lawful currency of China EUR Refers to The lawful currency of the European Union 4 / 85 上工申贝(集团)股份有限公司 Company Profile Shang Gong Group Co., Ltd Chapter 2 Company Profile 1. Company information Company name in Chinese 上工申贝(集团)股份有限公司 Abbreviation of the Company name in Chinese 上工申贝 Company name in English Shang Gong Group Co., Ltd. Abbreviation of the Company name in English ShangGong Group Legal representative of the Company Zhang Min 2. Contact information Secretary of Board of Directors Representative of Securities Affairs Name Zhang Jianguo Shen Lijie Address No.1566 New Jinqiao Road, Pudong New Area, Shanghai No.1566 New Jinqiao Road, Pudong New Area, Shanghai Telephone 021-68407515 021-68407700 Fax 021-63302939 021-63302939 Email zhangjianguo@sgsbgroup.com shenlj@sgsbgroup.com 3. Basic situation introduction Room A-D, 12th Floor, Orient Mansion, No. 1500, Century Avenue, Registered Address China (Shanghai) Pilot Free Trade Zone Postal Code of Registered Address 200122 Office address No.1566 New Jinqiao Road, Pudong New Area, Shanghai Postal Code of Office address 201206 Website http://www.sgsbgroup.com Email sgsb@sgsbgroup.com 4. Information disclosure and place for consulting Name of newspaper selected by the Company for information Shanghai Securities News; Hong Kong Commercial Daily release Website appointed by CSRC for publishing semi-annual report http://www.sse.com.cn Lodging address of semi-annual report of the Company Office of the Company 5. Corporate stock Introduction to Companys Stock Type of Stock Stock Exchange Stock Abbreviation Stock Code Stock Abbreviation before Change A Share Shanghai Stock Exchange SGSB 600843 B Share Shanghai Stock Exchange SGBG 900924 6. Registration modification information Registration date April 13, 2016 Room A-D, 12th Floor, Orient Mansion, No. 1500, Century Avenue, China (Shanghai) Registration place Pilot Free Trade Zone Enterprise unified social credit code 91310000132210544K 5 / 85 上工申贝(集团)股份有限公司 Accounting Data and Financial Index Highlights Shang Gong Group Co., Ltd Chapter 3 Accounting Data and Financial Index Highlights 1. The Company’s main accounting data and financial index (1) Main accounting data Unit: Yuan, Currency: RMB Increase or decrease in This Report Period Same period in the Main accounting data this Report Period over the (from January to June) previous year previous year (%) Operating income 1,359,342,529.45 1,039,062,089.09 30.82 Net profit attributed to shareholders 101,164,717.70 100,341,086.85 0.82 Net profit attributed to shareholders after 95,925,846.84 90,696,688.83 5.77 non-recurrent account profit/loss Net cash flow from operating activities -45,943,085.71 -8,407,210.31 Inapplicable Increase or decrease at the At the end of this Report At the end of the end of this Report Period Period previous year over the previous year (%) Net assets attributed to shareholders 1,864,209,688.74 1,774,674,087.49 5.05 Total assets 3,409,534,677.67 3,146,701,717.06 8.35 (2) Main financial data Increase or decrease in This Report Period Same period in the this Report Period over Main financial data (from January to June) previous year the same period in the previous year (%) Basic earnings per share (yuan/share) 0.1844 0.1829 0.82 Diluted earnings per share (yuan/share) 0.1844 0.1829 0.82 Basic EPS after non-recurrent account profit/loss 0.1749 0.1653 5.81 (yuan/share) Weighted rate of return on net assets (%) 5.5425 6.0951 Decrease 0.55 percent Weighted average return on net assets after 5.2555 5.5093 Decrease 0.25 percent non-recurrent account profit/loss (%) 2. Items and amount of non-recurring profit and loss Unit: Yuan, Currency: RMB Items and amount of non-recurring profit and loss Amount Profits and losses from disposal of non-current assets -557,934.71 Government subsidies recorded in the current profit and loss 4,973,690.84 Except effective hedging business relevant to the normal business of the Company, gains and losses from changes in fair value arising from trading financial assets and trading financial liabilities, and investment income 2,956,194.83 from disposal of trading financial assets, trading financial liabilities and available-for-sale financial assets Other non-operating income and expenditure except the above-said items -57,067.79 Impact on minority interests -1,350,348.82 Impact on income tax -725,663.49 Total 5,238,870.86 6 / 85 上工申贝(集团)股份有限公司 Report by the Board of Directors Shang Gong Group Co., Ltd Chapter 4 Report by the Board of Directors 1. Discussion and analysis by the Board regarding the operation of the Company during report period In the first half of 2016, the international environment is still complicated and grim. The world economic recovery is less than expected. Influenced by events such as Brexit, the uncertainty of the world economy is increasing. From a domestic perspective, Chinas economy continues to maintain the overall-smooth, steady-progress development trend in the first half of 2016. China's economy is at a critical stage of structural adjustment, transformation and upgrading, the labor pains continue in the adjustment. In the first half of 2016, the domestic and international market growth momentum of Chinas sewing machinery industry is weak. The production and sales continued to decline, and revenue declined slightly. Export was in modest recovery while innovation and upgrading was accelerating. The sales of smart products were great. And some efficiency indicators increased as well. In general, the economic downturn of the industry has slowed down. The industry economy maintains stable and may have hit bottom. Data from the National Bureau of Statistics show that the industrial added value of enterprises above designated size in China's sewing machinery industry increased by 3% in the first half of 2016, three percentage points lower than the national industrial added value growth rate over the same period. According to the China Sewing Machinery Association, from January to June 2016, the production of sewing machine of top 100 enterprises in the industry is 23.574 million sets, reduced by 13.11% comparing to the first half of 2015; the sales volume is 24.876 million sets, decreased by 13.78; sales income realized is RMB 8,211 million, declined by 3.37%. In this context, with the effort of the Companys managers and staff, in the Report Period, ShangGong Group realized operating income of RMB 1,359.34 million, rose by 30.82%; the Company realized operating profit of RMB 155.18 million, increased by 12.35%; net profit attributable to shareholders of the listed company totaled RMB 101.16 million, increased by 0.82%; net profit attributable to shareholders of the listed company after deducting non-recurring gains and losses increased by 5.77. Subsidiaries at home and abroad of the Company operated stably in the Report Period. According to the operating plan of 2016, the Company mainly implemented the following work: (1) Actively explore the market reform, seek opportunities for industrial chain expansion In the first half of 2016, the Company actively explored the market reform measures and sought opportunities to expand the company's industry. In the Report Period, the Company provided support to Pudong SASAC, the controlling shareholder/actual controller of the Company, on transferring shares of the Company. Up to now, this issue is still in process. Moreover in the first half of 2016, the Companys stock was suspended from trading due to planning major asset reorganization. The Company put much effort on the reorganization about overseas asset merger and acquisition. The Company carried out multi round negotiations with the parties to the transaction, but failed to reach an agreement on key provisions within the prescribed time. Finally, the Company's board of directors terminated the reorganization. (2) Build domestic manufacturing bases, develop made-in-China ability In order to achieve the Companys strategic objectives -- accelerate domestic manufacturing base construction during the 13th five-year plan, in the Report Period, the Company completed the reorganization of DA Suzhou and PFAFF Taicang, and relocated to Zhangjiagang base. The Company is making effort to build the Zhangjiagang base into a thick-material machine production base. In addition, through several months of running after establishment, SG & GEMSY has basically been on the right track. In the Report Period, SG & GEMSY realized operating income of approx. RMB 92.52 million, and achieved a little profit. (3) Continue to promote internal integration, enhance the profitability of the parent company In the Report Period, the Company continued to promote internal integration. According to changes in the market, the Company has made adjustments to the organization and other aspects. In order to integrate the Company's resources, reduce management costs, improve operational efficiency, the Company began to carry out the merger of SG Butterfly, the Companys wholly-owned subsidiary. It is of benefit to optimize 7 / 85 上工申贝(集团)股份有限公司 Report by the Board of Directors Shang Gong Group Co., Ltd the management structure of the Company. In this way the parent company will have profitable business in China, directly control sales, and become a profit centre. It helps to solve the problem that the parent company cannot distribute profit for a long time as the undistributed profit is negative, so that the Company could better return the shareholders of the listed company. 1.1 Analysis on main business 1.1.1 Analysis on Change of Relevant Items in Financial Statements Unit: Yuan, Currency: RMB Item Current period Previous period Variable proportion (%) Operating income 1,359,342,529.45 1,039,062,089.09 30.82 Operating cost 954,500,289.41 701,662,230.84 36.03 Sales expenses 124,035,260.82 113,957,035.76 8.84 Administration expense 131,096,375.43 100,450,384.67 30.51 Financial expenses 10,089,517.50 4,949,996.23 103.83 Net cash flow from operating activities -45,943,085.71 -8,407,210.31 -446.47 Net cash flow from investing activities -155,320,334.25 145,227,247.78 -206.95 Net cash flow from financing activities 35,222,499.79 -93,121,196.84 137.82 Research and development expenditures 32,046,934.73 22,386,716.12 43.15 Reasons for changes in operating income: mainly caused by the increase of enterprises and months incorporated into the scope of consolidation comparing to the same period last year. Reasons for changes in operating cost: mainly caused by the increase of enterprises and months incorporated into the scope of consolidation comparing to the same period last year. Reasons for changes in sales expenses: mainly caused by the increase of sales expenses led by the increase of sales revenue of SGE comparing to the same period last year. Reasons for changes in administration expense: mainly caused by the increase of enterprises and months incorporated into the scope of consolidation comparing to the same period last year. Reasons for changes in financial expenses: mainly caused by the increase of exchange loss comparing to the same period last year. Reasons for changes in net cash flow from operating activities: mainly caused by business model characteristics and market share expansion by the holding subsidiaries in China in the Report Period. Reasons for changes in net cash flow from investing activities: mainly caused by investing in 26% equity of Stoll KG by SGE and the decrease of cash received from disposal of fixed assets comparing to the same period last year. Reasons for changes in net cash flow from financing activities: mainly caused by the increase of bank loan and the decrease of cash paid in dividend distribution. Reasons for changes in research and development expenditures: mainly caused by the increase of R&D expenditures spent in automatic sewing unit by SGE. (1) Large change of items in the balance sheet of the Company at the end of Report Period and reasons Unit: Yuan, Currency: RMB Increase/decrease Item June 30, 2016 December 31, 2015 Increase/decrease Reason (%) Prepayments 39,544,224.85 27,058,587.15 12,485,637.70 46.14 Note 1 Long-term equity 249,884,481.94 - 249,884,481.94 Inapplicable Note 2 investments Construction in 32,542,606.21 24,088,386.74 8,454,219.47 35.10 Note 3 process Long-term deferred 888,271.73 579,474.57 308,797.16 53.29 Note 4 expenses Other current 863,079.88 319,502.32 543,577.56 170.13 Note 5 liabilities Long-term loan 79,353,328.43 29,374,120.87 49,979,207.56 170.15 Note 6 Long-term accounts 74,338,217.87 4,724,683.15 69,613,534.72 1473.40 Note 7 payable Note 1: Mainly caused by prepayment increase of SHENSY in Report Period. Note 2: Caused by investing in 26% equity of Stoll KG by ShangGong Europe in the Report Period. Note 3: Mainly caused by the increase of investment in sewing equipment project and manufacturing base construction. 8 / 85 上工申贝(集团)股份有限公司 Report by the Board of Directors Shang Gong Group Co., Ltd Note 4: Mainly caused by the increase of cost of moulds of subsidiaries in the Report Period. Note 5: Mainly caused by the increase of interest and rental fees of subsidiaries overseas in the Report Period. Note 6: Mainly caused by the increase of long-term loan of SGE in the Report Period. Note 7: Mainly caused by the increase of unpaid balance payment according to the agreement of investing in Stoll KG through SGE in the Report Period. (2) Large change of items in the income statement of the Company in Report Period and reasons Unit: Yuan, Currency: RMB Same period in the Increase/ Item Report period Increase/decrease Reason previous year decrease (%) Operating income 1,359,342,529.45 1,039,062,089.09 320,280,440.36 30.82 Note 1 Operating cost 954,500,289.41 701,662,230.84 252,838,058.57 36.03 Note 2 Business taxes and surcharges 4,180,944.00 3,119,612.56 1,061,331.44 34.02 Note 3 General and administration expense 131,096,375.43 100,450,384.67 30,645,990.76 30.51 Note 4 Financial expenses 10,089,517.50 4,949,996.23 5,139,521.27 103.83 Note 5 Losses from asset impairment -1,574,549.62 -2,815,816.88 1,241,267.26 44.08 Note 6 non-operating expenses 3,300,707.74 334,406.84 2,966,300.90 887.03 Note 7 Minority interest 12,993,109.73 9,471,015.73 3,522,094.00 37.19 Note 8 Net of tax of other comprehensive -21,624,435.26 22,964,056.08 -44,588,491.34 -194.17 Note 9 income Note 1: Mainly caused by the increase of enterprises and months incorporated into the scope of consolidation comparing to the same period last year. Note 2: Mainly caused by the increase of enterprises and months incorporated into the scope of consolidation comparing to the same period last year. Note 3: Mainly caused by the increase of enterprises and months incorporated into the scope of consolidation comparing to the same period last year. Note 4: Mainly caused by the increase of enterprises and months incorporated into the scope of consolidation comparing to the same period last year. Note 5: Mainly caused by the increase of exchange loss comparing to the same period last year. Note 6: Mainly caused by increase of provision for bad debts of accounts receivable and he decrease of Provisions for decline in inventory. Note 7: Mainly caused by the increase of loss on disposal of fixed assets. Note 8: Mainly caused by the change of consolidation period of SHENSY which was incorporated into the scope of consolidation in May 2015. Note 9: Mainly caused by the decrease of changes in the fair value of available-for-sale financial assets and the increase of translation difference of foreign currency financial statements comparing to the same period last year. (3) Large change of items in the statement of cash flows of the Company in Report Period and reasons Unit: Yuan, Currency: RMB Same period in the Increase/decrease Item Report period Increase/decrease Reason previous year (%) Net cash flows from -45,943,085.71 -8,407,210.31 -37,535,875.40 -446.47 Note 1 operating activities Net cash flows from -155,320,334.25 145,227,247.78 -300,547,582.03 -206.95 Note 2 investing activities Net cash flows from 35,222,499.79 -93,121,196.84 128,343,696.63 137.82 Note 3 financing activities Effect of fluctuation in exchange rate on cash 15,358,918.84 -24,238,194.98 39,597,113.82 163.37 Note 4 and cash equivalents Note 1: Mainly caused by business model characteristics and market share expansion by the holding subsidiaries in China in the Report Period. Note 2: Mainly caused by investing in 26% equity of Stoll KG by SGE and the decrease of cash received from disposal of fixed assets comparing to the same period last year. Note 3: Mainly caused by the increase of bank loan and the decrease of cash paid in dividend distribution. Note 4: Mainly caused by the change of euro exchange rate. 9 / 85 上工申贝(集团)股份有限公司 Report by the Board of Directors Shang Gong Group Co., Ltd 1.1.2 Others (1) Detailed description of major changes of profit composition or profit source In the Report Period, the main business of the Company was stable, and there was no major change in profit structure and profit sources of the Company. (2) Analysis and description on the earlier-stage implementation progress of various financing and major asset restructuring events of the Company. The 2013 third temporary general meeting of shareholders held by the Company on August 20, 2013, reviewed and adopted the pre-plan of non-public share offering (A Shares). In February 28, 2014, CSRC examined and approved the non-public share offering of the Company. This offering was completed on March 28, 2014, the actual offering amount was 99,702,823 shares, the offering price was RMB 6.73 Yuan/share, the amount of raised funds was RMB 670,999,998.79, and after deduction of offering fees of RMB 32,791,767.81, the net amount of raised funds was RMB 638,208,230.98. Refer to Special report on the storage and actual use of the funds raised (From January 1, 2016 to June 30, 2016) which is published on Shanghai Stock Exchange Website for details. (3) Statement on progress of operation plan In this Report Period, the Company actively organized to implement the annual operation plan established by the Board of Directors at the earlier of this year, and the production and operation of Company were healthy and steady. Without consideration of the impact of irregular factors, the operation performance basically met expectations. 1.2 Analysis on operation by industry, products or region 1.2.1 Principal operating activities by industry Unit: Yuan, Currency: RMB Main business by industries Operating Operating cost Gross margin Gross margin income Industry Operating income Operating cost Increase/ Increase/ (%) Increase/ decrease (%) decrease (%) decrease (%) Sewing Increase 0.64 817,409,862.43 471,904,502.94 42.27 14.50 13.25 equipment percent Logistics Decrease 3.69 331,071,742.92 299,358,373.64 9.58 223.15 236.88 service percent Increase 0.8 Export trade 120,525,022.03 117,698,791.94 2.34 -15.28 -15.97 percent Office Decrease 1.28 Equipment and 36,505,321.97 31,158,290.55 14.65 -22.87 -21.69 percent film material Decrease 10.49 Others 8,740,169.41 4,438,266.34 49.22 37.02 72.71 percent Decrease 2.39 Total 1,314,252,118.76 924,558,225.41 29.65 29.83 34.39 percent 1.2.2 Principal operating activities by regions. Unit: Yuan, Currency: RMB Increase / decrease of operating income over Region Operating revenue the previous year (%) Domestic 765,711,781.25 47.03 Overseas 655,747,866.63 11.28 1.3 Core competitiveness The Company is the first listed enterprise with the longest history in the domestic sewing equipment industry, and has multiple years of experience in production of sewing equipment. The Company successfully purchased German DA AG in 2005, one of the famous sewing machine manufacturing companies in the world, which gives the Company the most advanced sewing machine manufacturing technology in the world. In 2013, through cross-border merger and acquisition, the Company successfully controlled German PFAFF AG and German KSL GmbH and its affiliates, both of which were well-established sewing equipment manufacturing enterprises in the same industry, to make its international influence and brand recognition improve largely, and further enhance the core competence of 10 / 85 上工申贝(集团)股份有限公司 Report by the Board of Directors Shang Gong Group Co., Ltd the Company. In the Report Period, the Company invested in Stoll KG which expand the Companys industrial chain and supplement the Companys business and product. Meanwhile, the Company invested in SG & GEMSY in China. The manufacturing capacity is enhanced in China. During the report period, the Company started the merger of SG Butterfly, a wholly owned subsidiary of the Company, which will improve the Company's management efficiency, reduce the management level, and optimize the Company's management organization. The core competence of the Company is mainly shown in the following aspects: I. Technology Advancement Advantage German KSL GmbH, purchased by the Company, holds the leading position in CNC and robot controlled automatic sewing technologies, and its products are not only applied in the traditional market for sewing machine industry but also applied in some emerging fields, such as automobile, environmental protection, aeronautics and astronautics and renewable energy, etc. In many fields, such as automobile airbags, filters protecting environment, light carbon fiber structure for plane, etc., the sewing application technology of KSL GmbH has the absolute competition advantage, and especially, it originally created the sewing technology for light carbon fiber and 3D sewing automation. Technologies of KSL GmbH together with technologies of German DA AG and PFAFF AG make the Company own the most advanced sewing technologies in the world. II. Brand and Product Advantage Through overseas acquisition, the Company owns some internationally well-known brands, such as “DA” and “PFAFF” with 150 years history, and “KSL” and “Beisler” with more than 50 years history, etc., and some famous domestic brands, such as “Butterfly” brand with more than 90 years history and “Shanggong” brand with more than 50 years history. These brands have a high recognition and reputation in the sewing machine industry. The products of the Company focus on smart, modularized and highly efficient automatic sewing unit and other sewing equipment with integrated machinery and electronics, covering various advanced technologies in the field of high-end sewing equipment, and the Company holds the leading position in the segmented market of sewing equipment. III. Technological Research and Development Capability The Company highly attaches importance to the construction of technological research and development capabilities, which have become the important force driving the development of the Company. The Company has owned a powerful technological research and development team and had the complete and efficient scientific and technological innovation system, the leading sewing machine design plan and the first class assessment method for testing sewing machines in the world. Shanggong technology center domestically is the city level of research and development center in Shanghai, and has the strong digestion and absorption and supporting development capability. IV. Sales Network throughout the Globe The products of the Company are widely sold domestically, and the Company has established the relatively perfect marketing channel and service network, and had a great number of valuable and stable high-end clients which manufacture automobile accessories and luxuries. V. Internationalized Operation and Management Experience Since 2005, the Company has started to implement strategies of “going out”, and after conducting the internationalized operation of the main business, gradually cultured an operation and management team accumulating a great deal of experience in cross-border operation and management. During the Report Period, the Company continued to promote the integration of global resources and accelerate the construction of manufacturing base in China. The Companys core competitiveness kept on strengthening. 1.4 Investment by the Company 1.4.1 Analysis on the equity investment Unit: 10,000 Yuan, Currency: RMB Amount of long-term equity investment in the Report Period 27,232 11 / 85 上工申贝(集团)股份有限公司 Report by the Board of Directors Shang Gong Group Co., Ltd Increase or decrease on the amount of long-term equity investment 19,683 Amount of long-term equity investment in the same period of previous year 7,549 Increase or decrease proportion 260.74% Status of invested company: Name Main business Proportion in the invested company Shanghai SGSB The Company holds 51% equity directly; DA AG, Finance Lease Co., Finance lease holding subsidiary of the Companys wholly-owned Ltd subsidiary ShangGong Europe, holds 49% equity. Production, distribution and planning of electronically and H. Stoll AG & Co. ShangGong Europe, a wholly-owned subsidiary of the mechanically controlled, fully automatic flat knitting KG Company, holds 26% equity of Stoll KG machines, including related services and financing (1) Investment in stock exchange Not applicable. (2) Stock equity of other listed companies held by the Company Unit: Yuan, Currency: RMB Proportion Change in Initial in the Period-end Origin of Code Entity Profit /loss shareholder Account title investment invested book value equity equity company Changjiang Available-for-sale 600757 Publishing 72,085,722.82 <5 86,404,700.26 -26,673,203.06 Note 1 financial assets & Media Lujia B Available-for-sale 900932 773,099.71 <5 2,330,508.98 47,305.05 -984,495.90 Enforcement Shares financial assets Shenwan & Available-for-sale 000166 200,000.00 <5 1,361,932.22 -372,466.60 Note 2 Hongyuan financial assets Total 73,058,822.53 / 90,097,141.46 47,305.05 -28,030,165.56 / / Note 1: Shares of Changjiang Publishing & Media were transferred to the Company by bank to which interests of Changjiang Publishing & Media were compensated in the bankruptcy and restructuring. Note 2: While Shenwan & Hongyuan was founded and established, the Company subscribed to its equity, and now it is untradeable. (3) Stock equity of non-listed financial institutions held by the Company Proportion Change in Initial Quantity in the Period-end Origin of Company Profit/loss shareholder Account title investment of shares invested book value equity equity company Bank of Available-for-sale 951,400.00 <5 <5 951,400.00 Purchased Shanghai financial assets Baoding Available-for-sale 7,500.00 <5 <5 7,500.00 Purchased Investment financial assets Total 958,900.00 / / 958,900.00 / / Note: While the above-said financial enterprises were founded and established, the Company subscribed to their equity, and holds them until now. 12 / 85 上工申贝(集团)股份有限公司 Report by the Board of Directors Shang Gong Group Co., Ltd 1.4.2 Status of investment in entrusted financing and derivatives of non-financial companies (1) Entrusted Financing Unit: 10,000 Yuan, Currency: RMB Whether Amount of Whether Method of Principal Gains legal Whether Fund source and Starting Predicted provision affiliated Affiliated Name of partner Product name Amount Ending date determining actually actually proceedings lawsuit is whether it is date gains for transaction relationship gains recovered obtained are involved raised fund impairment is involved involved Bank of Shanghai Guarantee Bank of “Winner” Currency and gains with Shanghai Fumin Bond Series (intravenous 5,000 2015/11/2 2016/2/3 3.70% 5,000 47.14 Yes 0 No No Yes guaranteed Branch Drip into Gold) Financial principal Product (WG15154S) Bank of Shanghai Guarantee Bank of “Winner” Currency and gains with Shanghai Fumin Bond Series (intravenous 7,000 2015/11/2 2016/2/3 3.70% 7,000 65.99 Yes 0 No No No guaranteed Branch Drip into Gold) Financial principal Product (WG15154S) Guarantee Bank of Yuntong Wealth Rizengli gains with Communications 5,000 2015/11/11 2016/2/5 3.50% 5,000 41.23 Yes 0 No No Yes 86 days guaranteed Xuhui Branch principal Bank of Shanghai Guarantee Bank of “Winner” Currency and gains with Shanghai Fumin Bond Series (intravenous 6,000 2015/11/18 2016/2/17 3.60% 6,000 53.85 Yes 0 No No No guaranteed Branch Drip into Gold) Financial principal Product (WG15M03043) Xiamen Floating International Win Step-by-step phase gains with 7,000 2015/12/11 2016/3/11 3.72% 7,000 65.82 Yes 0 No No No Bank Shanghai 152001 guaranteed Branch principal Guarantee Bank of Yuntong Wealth Rizengli gains with Communications 4,000 2015/12/15 2016/3/14 3.50% 4,000 34.52 Yes 0 No No Yes 90 days guaranteed Xuhui Branch principal Guarantee Bank of Yuntong Wealth Rizengli gains with Communications 1,000 2015/12/15 2016/3/14 3.50% 1,000 8.63 Yes 0 No No No 90 days guaranteed Xuhui Branch principal Bank of Shanghai Guarantee Bank of “Winner” Currency and gains with Shanghai Fumin Bond Series (intravenous 5,000 2016/2/4 2016/5/5 3.18% 5,000 39.64 Yes 0 No No Yes guaranteed Branch Drip into Gold) Financial principal Product (WG16017S) Bank of Bank of Shanghai Guarantee 6,000 2016/2/4 2016/5/5 3.18% 6,000 47.57 Yes 0 No No No Shanghai Fumin “Winner” Currency and gains with 13 / 85 上工申贝(集团)股份有限公司 Report by the Board of Directors Shang Gong Group Co., Ltd Branch Bond Series (intravenous guaranteed Drip into Gold) Financial principal Product (WG16017S) Guarantee Bank of Yuntong Wealth Rizengli gains with Communications 5,000 2016/2/6 2016/5/4 3.20% 5,000.00 38.58 Yes 0 No No Yes 88 days guaranteed Xuhui Branch principal Bank of Shanghai Guarantee Bank of “Winner” Currency and gains with Shanghai Fumin Bond Series (intravenous 5,000 2016/2/22 2016/5/23 3.20% 5,000 39.89 Yes 0 No No No guaranteed Branch Drip into Gold) Financial principal Product (WG16018S) Floating Bank of “Wenjin” No. 2 gains with Shanghai Fumin 7,500 2016/3/15 2016/9/13 3.20% Yes 0 No No No SD21606M018A guaranteed Branch principal Guarantee Bank of Yuntong Wealth Rizengli gains with Communications 2,500 2016/3/17 2016/6/13 3.20% 2,500 19.29 Yes 0 No No Yes 88 days guaranteed Xuhui Branch principal Guarantee Bank of Yuntong Wealth Rizengli gains with Communications 2,500 2016/3/17 2016/6/13 3.20% 2,500 19.29 Yes 0 No No No 88 days guaranteed Xuhui Branch principal Floating Bank of “Wenjin” No. 2 gains with Shanghai Fumin 8,300 2016/5/10 2016/11/10 3.08% Yes 0 No No Yes SD21606M031A guaranteed Branch principal Floating Bank of “Wenjin” No. 2 gains with Shanghai Fumin 1,200 2016/5/10 2016/11/10 3.08% Yes 0 No No No SD21606M031A guaranteed Branch principal Floating Bank of “Wenjin” No. 2 gains with Shanghai Fumin 8,000 2016/5/26 2016/11/24 3.00% Yes 0 No No No SD21606M034B guaranteed Branch principal Guarantee Bank of Yuntong Wealth Rizengli gains with Communications 2,500 2016/6/14 2016/9/9 3.00% Yes 0 No No Yes 87 days guaranteed Xuhui Branch principal Guarantee Bank of Yuntong Wealth Rizengli gains with Communications 2,500 2016/6/14 2016/9/9 3.00% Yes 0 No No No 87 days guaranteed Xuhui Branch principal Total / 91,000 / / / 61,000 521.44 / / / / / 14 / 85 上工申贝(集团)股份有限公司 Report by the Board of Directors Shang Gong Group Co., Ltd Aggregate principal and gains amount overdue and non-refunded (RMB) 0 st With the review and approval of the 21 meeting of the Seventh Board of Directors on April 28, 2015, it is resolved that idle raised funds of RMB 250 million and self-owned funds of 250 million were managed in purchasing RMB financial products of the bank with principal guaranteed. With the review and approval of Statement on consigned financing the 26th meeting of the Seventh Board of Directors on March 18, 2016, it is resolved that idle raised funds of RMB 130 million and self-owned funds of 250 million were managed in purchasing RMB financial products of the bank with principal guaranteed. (2) Entrusted loan Applicable Not applicable (3) Other investment in financing products and derivatives Applicable Not applicable 15 / 85 上工申贝(集团)股份有限公司 Report by the Board of Directors Shang Gong Group Co., Ltd 1.4.3 Use of Raised Funds (1) Overall Use of Raised Funds Unit: Yuan, Currency: RMB Total amount of Total amount of Total amount of Raising Total amount of Usage and allocation of Raising method raised funds spent in raised funded raised funded not year raised funds raised funded not spent this Report Period aggregately spent spent saved in special account of Non-public 2014 670,999,998.79 25,408,947.73 135,491,773.14 raised funds, continue to 525,738,978.95 offering use in the committed project Total / 670,999,998.79 25,408,947.73 525,738,978.95 135,491,773.14 / As at June 30, 2016, the balance of Companys raised funds is RMB 135,491,773.14 (including interests). Total Overall use statement on amount of raised funded aggregately spent is RMB 525,738,978.95. Approved by the Board, idle raised funds of raised funds RMB 130 million were managed in purchasing RMB financial products with principal guaranteed. (2) Committed projects for which funds are raised Unit:10,000 Yuan, Currency: RMB Reason for Investment Statement Project progress Predicted gains Amount Aggregate change and Whether amount of Whether Whether on Name of of raised amount of statement project raised funds scheduled Gains predicted scheduled (%) committed funds to raised funds on change is in this progress produced gains are progress project be actually procedures changed Report is met met and gains invested invested of raised Period not met funds PFAFF project and KSL and its affiliates -657.65 project invested Yes 45,000 0 34,502.63 Note 2 through (Note 1) ShangGong Europe Project of Research and development and production of automatic Yes 15,100 982.25 3,177.63 Note 2 sewing unit and electronic controlled system Project of developing modern household Yes 5,000 0 238.06 Note 2 multi-functional sewing machines Project of establishing and perfecting internal Yes 2,000 58.64 255.58 Note 2 Enterprise Resource Planning (ERP) system Total / 67,100 1,040.89 38,173.90 / / / / / / Statement on raised funds spent in Refer to Special report on the storage and actual use of the funds raised (From 01/01/2016 to committed projects 30/06/2016) which is published on Shanghai Stock Exchange Website for details. Note 1: main reasons which influenced the gains produced are: ① Focusing on the overall efficiency, the Company has integrated the subsidiaries of ShangGong Europe adjusted the division of each subsidiary, and developed coordinately, after the acquisition of PFAFF GmbH and KSL GmbH by ShangGong Europe. Through integration after the acquisition, the economic efficiency has greatly improved. In the Report Period, the operating profit of ShangGong Europe is RMB 126 million, increased by 14.27 comparing to the first half of 2015. ② PFAFF Taicang, a wholly-owned subsidiary of PFAFF GmbH, relocated to Zhangjiagang in the Report Period. Its operation was influenced and some expenses, such as relocation cost and personnel placement fee, were generated which caused the poor earnings in the Report Period. Note 2: the First temporary shareholders meeting in 2015 has approved the change of project for which funds are raised. Refer to Temporary bulletin No. 2015-036 released on September 30, 2015 by the Company for details. 16 / 85 上工申贝(集团)股份有限公司 Report by the Board of Directors Shang Gong Group Co., Ltd (2) Change of project for which funds are raised Unit:10,000 Yuan, Currency: RMB Total amount of raised funds to be invested in the project after the change 16,759.31 Amount of raised Investment Aggregate Statement funds to amount of amount of Whether Whether on Project Corresponding be raised raised scheduled Predicted Gains Project predicted scheduled name after original project invested in funds in funds progress gains produced schedule gains are progress the change the project this Report actually is met met and gains after the Period invested not met change PFAFF project and KSL and its Invest in affiliates project SG & 15,259.31 0 12,900.00 19.37 invested through GEMSY ShangGong Europe Project of establishing and Supplement perfecting working internal 1,500.00 1,500.00 1,500.00 Inapplicable capital Enterprise permanently Resource Planning (ERP) system Total / 16,759.31 1,500 14,400.00 / / / / / Note: the First temporary shareholders meeting in 2015 has approved the change of project for which funds are raised. 1.4.4 Analysis on main subsidiaries and companies of which ShangGong Group holds shares Unit: Yuan, Currency: RMB Company Business Registered Operating Operating Total assets Net assets Net profit name scope capital revenue profit Investment in, assets management ShangGong on, and (Europe) production, EUR 12.5 1,755,505,356.14 669,557,352.17 663,330,748.41 126,013,662.46 85,383,661.07 Holding Corp. processing and million GmbH sales of industrial sewing equipment Shanghai Road freight Shensy transportation, RMB Enterprise distribution, 178.82 377,336,635.29 240,706,483.69 331,071,742.92 8,179,921.52 8,342,057.90 Development warehousing million Co., Ltd services etc. Zhejiang SG & Manufacturing GEMSY and sales of RMB 216 Sewing 261,465,995.43 215,051,373.08 92,515,943.23 207,286.67 193,662.48 various sewing million Technology equipment Co., Ltd DAP Sales of USD 6 (Shanghai) various sewing 190,938,025.47 83,721,658.64 148,519,677.58 11,271,987.95 9,465,388.39 million Co., Ltd. equipment Shanghai Shanggong Manufacturing Butterfly and sales of RMB 79 105,292,618.13 79,216,486.44 76,007,809.10 270,200.73 557,177.11 Sewing various sewing million Machine Co., equipment Ltd. 1.4.5 Utility of non-collected funds Unit:10,000 Yuan, Currency: RMB Amount invested in Accumulated actual Project Name Amount Schedule the Report Period investment amount return Invest in Stoll KG EUR 28.50 million Completed 23,887 23,887 1,134 17 / 85 上工申贝(集团)股份有限公司 Report by the Board of Directors Shang Gong Group Co., Ltd through SGE Total EUR 28.50 million / 23,887 23,887 / 2. Pre-plan of profit distribution and capitalization of capital reserve 2.1 Implementation or adjustment on profit distribution plan performed in the report period In the Report Period, the 2015 shareholders meeting of the Company had adopted the profit distribution plan under which the dividend was not distributed in cash, no bonus shares were allotted, and no stock capital was capitalized, and such plan has been implemented. 2.2 Pre-plan of profit distribution and capitalization of capital reserve to be prepared within the half year Whether profit is distributed or capital reserve is capitalized? No 3. Other issues disclosed 3.1 Warning and description for forecasting the cumulative net profit from January 1,2016 to December 31, 2016 may be negative or have a significant change over the same period of previous year Applicable Not applicable 3.2 Statement of the Board of Directors and the Supervision Committee on Non-standard Auditing Report Issued by the Certified Accountants Firm Applicable Not applicable 18 / 85 上工申贝(集团)股份有限公司 Important Events Shang Gong Group Co., Ltd Chapter 5 Important Events 1. Major litigations and arbitrations and issues generally questioned by media Applicable Not applicable 2. Issues relevant to bankruptcy and restructuring Applicable Not applicable 3. Assets transaction and enterprise merger Applicable Not applicable 4. Equity incentive of the company and its impact Applicable Not applicable 5. Major associated transactions 5.1 Associated Transactions Relevant to Daily Operations Issues already disclosed in the temporary bulletin and for which there was no progress or change in the follow-up implementation: Summary of Issues Inquiry Index Shanghai SGSB Electronic Co., Ltd., one wholly-owned subsidiary of the The bulletin No. 2016-015 disclosed by the Company, sells products to Fiji Xerox of Shanghai Limited., and is its permanent Company on March 22, 2016, published in Shanghai accessory supplier, and the above-said transaction constitutes the daily associated Securities News and Hong Kong Commercial Daily transaction. It is estimated that in 2016, the amount of products that it will sell to and website of Shanghai Stock Exchange Fiji Xerox is RMB 33 million, and in this report period, the sales amount was RMB (http://www.sse.com.cn/). 15.43 million, and there was no major change. 6. Major contracts and their performance 6.1 Trusteeship, contracting and lease Applicable Not applicable 6.2 Guarantee Unit: 10,000 Yuan, Currency: RMB Company external guarantee list (excluded those for subsidiaries) Relations of Guarantee If If Guarantee If Guarantee If it is the guarantor Amount date Guarantee Type of guarantee counter- Guarantee Guarantor Security party expiration guarantee overdue affiliate to public guaranteed (agreement starting date guarantee is guarantee relation date is done amounts guarantee? company sign-off date) overdue available? Commerzbank Joint ShangGong The March 25, March 25, Shanghai 7,000 liability No No 0 No No No Group Company 2014 2014 Branch guarantee Commerzbank Joint ShangGong The June 30, July 1, Shanghai 6,490 liability No No 0 No No No Group Company 2014 2014 Branch guarantee Commerzbank Joint ShangGong The October October Shanghai 10,244 liability No No 0 No No No Group Company 8, 2015 8, 2015 Branch guarantee Commerzbank Joint ShangGong The August August Shanghai 8,113 liability No No 0 No No No Group Company 28, 2015 28, 2015 Branch guarantee Industrial & Commercial Joint ShangGong The Bank of China December December December 5,900 liability No No 0 No No No Group Company Shanghai 21, 2015 21, 2015 21, 2020 guarantee Hongkou Branch Subsidiary Joint ShangGong January 7, January 7, July 30, of sole Commerzbank 2,028 liability No No 0 No No No Europe 2016 2016 2017 investment guarantee ShangGong Subsidiary Commerzbank 2,028 January 7, January 7, July 30, Joint No No 0 No No No 19 / 85 上工申贝(集团)股份有限公司 Important Events Shang Gong Group Co., Ltd Europe of sole 2016 2016 2018 liability investment guarantee Guarantee amounts spent during the report period (excluded guarantee to affiliate company. 4,056 Total balance of guarantee at the end of period (affiliate companies are not quailed.)(A) 41,803 Guarantee of company to affiliates Total guarantee amounts of subsidiaries in the report period 0 Total balance of guarantee to subsidiaries at the end of report period (B) 0 Company total guarantee amounts (including those to subsidiaries) Total guarantee amounts(A+B) 41,803 Ratio of total guarantee amounts to company net assets (%) 19.42 In which: Guarantee amounts provided to stockholders, actual controller and affiliated parties (C) Guarantee amounts directly or indirectly provided for liabilities of guarantor whose assets liabilities ratio is higher than 70%(D) Differences of total guarantee amounts exceeds 50% of the net assets(E) Total guarantee amounts of the above-mentioned three items (C+D+E) Statement on Guarantee: 1. On March 25, 2014, ShangGong Europe, the Companys wholly owned subsidiary, applied to the Bielefeld Branch of Commerzbank for current funds loan equivalent to not more than RMB 58 million, the Shanghai Branch of Commerzbank issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable corporate letter of guarantee for payment of RMB 70 million as counter guarantee for the abovementioned financing guarantee letter. 2. On June 30, 2014, ShangGong Europe, the Company's wholly owned subsidiary, applied to the Bielefeld Branch of Commerzbank for a current fund loan of EUR 8 million, the Shanghai Branch of Commerzbank issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable corporate letter of guarantee for payment of EUR 8.8 million as counter guarantee for the abovementioned financing guarantee letter. 3. On October 8, 2015, ShangGong Europe, the Company's wholly owned subsidiary, applied to the Bielefeld Branch of Commerzbank for a short-term loan line of EUR 12 million, the Shanghai Branch of Commerzbank issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable corporate letter of guarantee for payment of EUR 10.5 million as counter guarantee for the abovementioned financing guarantee letter. 4. On August 28, 2015, PFAFF GmbH, the Company's wholly owned subsidiary, applied to the Bielefeld Branch of Commerzbank for a loan of EUR 10 million, the Shanghai Branch of Commerzbank issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable corporate letter of guarantee for payment of EUR 11 million as counter guarantee for the abovementioned financing guarantee letter. 5. On December 21, 2015, ShangGong Europe, the Company's wholly owned subsidiary, applied to the Industrial & Commercial Bank of China Frankfurt Branch for a loan of EUR 7.878 million to pay for 26% equity of Stoll KG. Industrial & Commercial Bank of China Shanghai Hongkou Branch issued a financing guarantee letter for the funds, and the Company mortgaged real estate in No.603 Dapu Road, Shanghai for the abovementioned counter guarantee. 6. ShangGong Europe mortgaged 500,000 shares of DA AG held by ShangGong Europe for two bank guarantee letters of EUR 2.75 million issued by Commerzbank to guarantee the money paid by ShangGong Europe to the seller of Stoll KG shares. The time limit of the two letters is from January 1, 2016 to July 30, 2017 and from January 1, 2016 to July 30, 2018. 7. Performance of committed issues Whether Whether Background of Type of Commitment timely and Content Time limit there is a commitment commitment party strictly time limit perform Commitments Others The Company The Company will not plan major From July Yes Yes 20 / 85 上工申贝(集团)股份有限公司 Important Events Shang Gong Group Co., Ltd related to major asset restructuring from July 26, 26, 2016 to asset 2016 to January 25, 2017. January restructuring 25,2017 From July 10, 2016 to January 10, From July Other Non-tradable 2016, Pudong SASAC will not sell 10, 2016 to Pudong SASAC Yes Yes commitment shares the Companys shares in the January 10, secondary market. 2016 8. Engagement and dismiss of accountants firm In the Report Period, with the approval of the shareholders meeting of the Company, the Company continuously engaged BDO China Shu Lun Pan Certified Public Accountants LLP to act as the auditor of financial statements and internal control of the Company for 2016. 9. Punishment on and rectification of listed company and its directors, supervisors, senior officers, shareholders holding over 5% shares, actual controller and purchaser Applicable Not applicable 10. Convertible bonds Applicable Not applicable 11. Company governance In the Report Period, the Company, in strict accordance with relevant provisions of laws and regulations, such as the Company Law, the Securities Law, and the Code of Corporate Governance for Listed Companies, etc., and relevant requirements of CSRC, established and perfected and strictly implemented the internal control system, strengthened the inside information management, enhanced the information disclosure, gradually perfected the corporate governance structure, and practically maintained the interests of the Company and all the shareholders. There is no discrepancy between the governance of the Company and the requirements in the Code of Corporate Governance for Listed Companies. 12. Notes of other important issues Applicable Not applicable 21 / 85 上工申贝(集团)股份有限公司 Director, Supervisor, Officer and Shang Gong Group Co., Ltd Employee Status Chapter 6 Changes in Share Capital and Shareholder Status 1. Capital Stock Change 1.1 Share Change During the reporting period, the total number of shares of the Company and the capital structure has not changed. 1.2 Change of non-tradable shares Applicable Not applicable 2. Shareholder Status (1) Total number of shareholders Total Number of Shareholder at the End of Reporting Period 60,473 (A share: 31,487; B share: 29,986) (2) Shareholding status of top 10 shareholders and top 10 unrestricted shareholders Unit: Share Top 10 Shareholders Changes in Holding Shares Total Shares Restricted Shareholder Description Report Percentage pledged or Shareholder Status Held Share Period (%) frozen Shanghai Pudong New Area State-owned Assets Supervision and 0 105,395,358 19.21% 0 No State Administration Commission China Great Wall Asset Management State-owned legal 0 22,200,000 4.05% 0 No Corporation person SHANGHAI INTERNATIONAL State-owned legal 0 10,968,033 2.00% 0 No GROUP Asset Management Co., Ltd. person SCBHK A/C KG INVESTMENTS -13,500 4,839,543 0.88% 0 No Foreign legal person ASIA LIMITED Wuhu Changyuan Private Equity Fund 0 4,770,654 0.87% 0 No Unknown (limited partnership) GUOTAI JUNAN SECURITIES 73,000 3,352,701 0.61% 0 No Foreign legal person (HONGKONG) LIMITED Lianxun securities - Everbright Bank – Lianxun securities Lianxin No. 1 0 2,870,011 0.52% 0 No Unknown Collective asset management plan China Minsheng Trust Co., Ltd.- Minsheng trust value selection first 0 2,800,000 0.51% 0 No Unknown phase Securities investment trust VANGUARD TOTAL INTERNATIONAL STOCK INDEX 0 2,545,396 0.46% 0 No Foreign legal person FUND Bank of China- ChinaAMC Return -164,600 1,935,400 0.35% 0 No Unknown Fund Top 10 Unrestricted Shareholder Share type and amount Name of Shareholders Unrestricted Shares Type Amount Shanghai Pudong New Area State-owned Assets Supervision and 105,395,358 A share 105,395,358 Administration Commission China Great Wall Asset Management Corporation 22,200,000 A share 22,200,000 SHANGHAI INTERNATIONAL GROUP Asset Management Co., Ltd. 10,968,033 A share 10,968,033 SCBHK A/C KG INVESTMENTS ASIA LIMITED 4,839,543 B share 4,839,543 Wuhu Changyuan Private Equity Fund (limited partnership) 4,770,654 A share 4,770,654 GUOTAI JUNAN SECURITIES (HONGKONG) LIMITED 3,352,701 B share 3,352,701 22 / 85 上工申贝(集团)股份有限公司 Director, Supervisor, Officer and Shang Gong Group Co., Ltd Employee Status Lianxun securities - Everbright Bank – Lianxun securities Lianxin No. 1 2,870,011 A share 2,870,011 Collective asset management plan China Minsheng Trust Co., Ltd.- Minsheng trust value selection first 2,800,000 A share 2,800,000 phase Securities investment trust VANGUARD TOTAL INTERNATIONAL STOCK INDEX FUND 2,545,396 B share 2,545,396 Bank of China- ChinaAMC Return Fund 1,935,400 A share 1,935,400 Relationship between the above shareholders is not known to Shareholder Relationship and Consistent Actions Notes the Company 3. Change of Controlling Shareholder or Actual Controller Applicable Not applicable 4. Others Pudong SASAC, controlling shareholder/actual controller of the Company, signed the Share Transfer Agreement on Transferring 60 Million A Shares of Shang Gong Group Co., Ltd with Shanghai Puke Feiren Investment Co., Ltd.(hereinafter refers to Puke), a wholly-owned subsidiary of Shanghai Pudong Science and Technology Investment Co., Ltd on June 29, 2016. This issue has to be approved by the SASAC before implementation. If this issue is successfully implemented, Puke will hold 60 million shares (approximately 10.94%) of ShangGong Group, and Pudong SASAC will hold 45,395,358 shares (approximately 8.27%). As of the date of this report, this issue is still in progress. Chapter 7 Relevant Situation about Preferred Shares Applicable Not applicable Chapter 8 Director, Supervisor, Officer and Employee Status 1. Shareholding change 1.1 Shareholding change of current and dismissed directors, supervisors and senior officers in the report period Applicable Not applicable 1.2 Equity incentive granted to directors, supervisors and senior officers in the report period Applicable Not applicable 2. Change of directors, supervisors and senior officers of the company Applicable Not applicable Chapter 9 Relevant Situation about Corporate Bond Applicable Not applicable 23 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Chapter 10 Financial Report 1. Audit report Applicable Not applicable 2. Financial statements Shang Gong Group Co., Ltd. Consolidated Statement of Financial Position As of June 30, 2016 Unit: Yuan, Currency: RMB Beginning Item Notes Ending Balance Balance Current assets: Cash and cash equivalents 622,651,976.73 773,572,182.69 Deposit reservation for balance Lending funds Financial assets at fair value whose fluctuation is attributed to profit or loss for current period Derivative financial assets Notes receivable 64,943,408.89 63,502,861.92 Accounts receivable 476,437,506.33 373,164,448.57 Prepayment 39,544,224.85 27,058,587.15 Premiums receivable Reinsurance accounts receivable Provision of cession receivable Interest receivable Dividends receivable Other receivables 69,502,755.50 62,684,178.64 Redemptory monetary capital for sale Inventories 672,194,832.53 581,295,155.15 Classified as assets held for sale Non-current assets maturing within one year Other current assets 326,124,977.49 373,659,277.60 Total current assets 2,271,399,682.32 2,254,936,691.72 Non-current assets: Loans and payments on behalf Available-for-sale financial assets 120,286,798.34 148,716,963.61 Held-to-maturity investments Long-term receivables Long-term equity investments 249,884,481.94 Investment properties 104,036,347.57 105,831,480.56 Fixed assets 354,979,546.62 336,334,409.01 Construction in progress 32,542,606.21 24,088,386.74 Project materials Disposal of fixed assets Productive biological assets Oil and gas assets Intangible assets 123,361,882.60 127,464,082.18 Development expenditures 36,142,745.88 37,111,588.93 Goodwill 68,512,489.47 65,913,195.29 Long-term deferred expenses 888,271.73 579,474.57 Deferred income tax assets 47,499,824.99 45,725,444.45 Other non-current assets Total non-current assets 1,138,134,995.35 891,765,025.34 Total assets 3,409,534,677.67 3,146,701,717.06 Current liabilities: Short-term loans 304,419,881.79 300,547,829.62 Borrowings from central bank Deposits from customers and interbank Borrowings from banks and other financial institutions Financial liabilities at fair value whose fluctuation is attributed to profit or loss for current period Derivative financial liabilities Notes payable Accounts payable 198,360,365.50 161,024,708.59 24 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Beginning Item Notes Ending Balance Balance Receipt in advance 26,996,952.71 25,598,146.20 Financial assets sold for repurchase Handling charges and commissions payable Employee benefits payable 74,562,963.51 78,096,683.38 Taxes and surcharges payable 42,780,692.23 49,065,663.29 Interest payable 60,512.50 88,934.73 Dividends payable 1,032,818.86 1,032,818.86 Other payables 171,914,739.75 171,163,174.57 Reinsurance accounts payable Provision for insurance contracts Acting trading securities Acting underwriting securities Classified as liabilities held for sale Non-current liabilities maturing within one year Other current liabilities 863,079.88 319,502.32 Total current liabilities 820,992,006.73 786,937,461.56 Non-current liabilities: Long-term loans 79,353,328.43 29,374,120.87 Bonds payable Including: preference shares Perpetual bond Long-term payables 74,338,217.87 4,724,683.15 Long-term employee benefits payable 241,047,861.38 239,476,427.52 Special payables Estimated liabilities Deferred income Deferred income tax liabilities 40,159,810.06 35,136,271.15 Other non-current liabilities 520,000.00 520,000.00 Total non-current liabilities 435,419,217.74 309,231,502.69 Total liabilities 1,256,411,224.47 1,096,168,964.25 Owners' equity Share capital 548,589,600.00 548,589,600.00 Other equity instruments Including: preference shares Perpetual bond Capital reserves 968,157,579.65 956,286,021.43 Less: treasury stock Other comprehensive income -108,771,572.53 -85,270,897.86 Special reserves Surplus reserves 4,546,242.52 4,546,242.52 General risk reserves Undistributed profits 451,687,839.10 350,523,121.40 Total owners' equity attributable to the parent company 1,864,209,688.74 1,774,674,087.49 Minority equity 288,913,764.46 275,858,665.32 Total owners' equity 2,153,123,453.20 2,050,532,752.81 Liabilities and owners' equity 3,409,534,677.67 3,146,701,717.06 Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin Shang Gong Group Co., Ltd. Statement of Financial Position As of June 30, 2016 Unit: Yuan, Currency: RMB Beginning Item Notes Ending Balance Balance Current assets: Cash and cash equivalents 135,119,705.79 139,839,269.51 Financial assets at fair value whose fluctuation is attributed to profit or loss for current period Derivative financial assets Notes receivable 200,000.00 210,000.00 Accounts receivable 3,070,224.21 2,768,214.13 Prepayment 1,377,755.47 532,941.05 Interest receivable Dividends receivable 25 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Beginning Item Notes Ending Balance Balance Other receivables 79,636,633.16 58,219,199.88 Inventories 3,713,966.03 4,310,781.84 Classified as assets held for sale Non-current assets maturing within one year Other current assets 301,727,424.64 351,766,361.4 Total current assets 524,845,709.30 557,646,767.81 Non-current assets: Available-for-sale financial assets 120,286,790.96 148,716,956.51 Held-to-maturity investments Long-term receivables 122,990,482.62 116,625,633.32 Long-term equity investments 597,595,339.37 564,142,909.37 Investment properties 83,671,988.55 86,239,724.61 Fixed assets 17,758,871.17 18,441,058.74 Construction in progress 7,016,581.62 4,740,428.42 Project materials Disposal of fixed assets Productive biological assets Oil and gas assets Intangible assets 13,053,736.78 13,245,172.99 Development expenditures Goodwill Long-term deferred expenses Deferred income tax assets Other non-current assets Total non-current assets 962,373,791.07 952,151,883.96 Total assets 1,487,219,500.37 1,509,798,651.77 Current liabilities: Short-term loans 348,148.62 348,148.62 Financial liabilities at fair value whose fluctuation is attributed to profit or loss for current period Derivative financial liabilities Notes payable Accounts payable 17,461,378.45 20,234,518.45 Receipt in advance 2,623,429.85 2,993,707.32 Employee benefits payable 4,000,000.00 Taxes and surcharges payable 96,185.71 50,849.35 Interest payable Dividends payable 1,032,818.86 1,032,818.86 Other payables 113,053,599.13 107,026,319.64 Classified as liabilities held for sale Non-current liabilities maturing within one year Other current liabilities Total current liabilities 134,615,560.62 135,686,362.24 Non-current liabilities: Long-term loans 1,489,984.87 1,489,984.87 Bonds payable Including: preference shares Perpetual bond Long-term payables 1,611,944.32 1,611,944.32 Long-term employee benefits payable Special payables Provisions Deferred income Deferred income tax liabilities 1,197,067.41 1,197,067.41 Other non-current liabilities 520,000.00 520,000 Total non-current liabilities 4,818,996.60 4,818,996.60 Total liabilities 139,434,557.22 140,505,358.84 Owners' equity Share capital 548,589,600.00 548,589,600.00 Other equity instruments Including: preference shares Perpetual bond Capital reserves 1,003,282,687.73 1,003,282,687.73 Less: treasury stock Other comprehensive income 17,038,318.94 45,068,484.49 Special reserves Surplus reserves 4,546,242.52 4,546,242.52 26 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Beginning Item Notes Ending Balance Balance Undistributed profits -225,671,906.04 -232,193,721.81 Total owners' equity 1,347,784,943.15 1,369,293,292.93 Liabilities and owners' equity 1,487,219,500.37 1,509,798,651.77 Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin Shang Gong Group Co., Ltd Consolidated Statement of Comprehensive Incomes January – June 2016 Unit: Yuan, Currency: RMB Same Period in Item Notes Current Period Previous Year 1. Incomes 1,359,342,529.45 1,039,062,089.09 Including: operating income 1,359,342,529.45 1,039,062,089.09 Interest income Premiums earned Income from handling charges and commissions 2. Costs 1,222,327,837.54 921,323,443.18 Including: Cost of sales 954,500,289.41 701,662,230.84 Interest expenses Handling charges and commissions expenses Surrender value Net amount of compensation payout Net amount withdrawn for insurance contract reserves Policy dividend payment Reinsurance costs Business taxes and surcharges 4,180,944.00 3,119,612.56 Selling expenses 124,035,260.82 113,957,035.76 General and administrative expenses 131,096,375.43 100,450,384.67 Financial expenses 10,089,517.50 4,949,996.23 Losses from asset impairment -1,574,549.62 -2,815,816.88 Plus: gains from changes in fair value ("-" for losses) Investment income ("-" for losses) 18,165,848.81 20,386,398.17 Including: income from investment in associates and joint ventures 11,338,598.93 Foreign exchange gains ("-" for losses) 3. Operating profits ("-" for losses) 155,180,540.72 138,125,044.08 Plus: non-operating income 7,659,396.08 7,858,279.71 Including: gains from disposal of non-current assets 2,540,561.45 311,518.30 Less: non-operating expenses 3,300,707.74 334,406.84 Including: losses from disposal of non-current assets 3,098,496.16 113,231.77 4. Total profits ("-" for total losses) 159,539,229.06 145,648,916.95 Less: income tax expenses 45,381,401.63 35,836,814.37 5. Net profit ("-" for net loss) 114,157,827.43 109,812,102.58 Net profit attributable to owners of the parent company 101,164,717.70 100,341,086.85 Non-controlling interests 12,993,109.73 9,471,015.73 6. Net of tax of other comprehensive income -21,624,435.26 22,964,056.08 Net of tax of other comprehensive income attributable to owners of the -23,500,674.67 28,780,026.28 parent company (1) Other comprehensive income can't be reclassified to gains and losses later a. Changes in net liabilities or assets due to the remeasurement and redefinition of the benefit plan b. The shares in other comprehensive income of the investee that can't be reclassified to gains and losses under the equity method (2) Other comprehensive income to be reclassified to gains and losses later -23,500,674.67 28,780,026.28 a. The shares in other comprehensive income of the investee that can be reclassified to gains and losses under the equity method b. Gains and losses from changes in fair value of available-for-sale financial -28,030,165.55 58,379,704.76 assets c. Gains and losses from the reclassification of the held-to-maturity investment to held-for-sale financial assets d. The effective portion of the gains and losses from cash flow hedging e. Translation differences of financial statements 4,529,490.88 -29,599,678.48 f. Others Net of tax of other comprehensive income attributable to non-controlling 1,876,239.41 -5,815,970.20 shareholders 27 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Same Period in Item Notes Current Period Previous Year 7. Total comprehensive incomes 92,533,392.17 132,776,158.66 Total comprehensive income attributable to owners of the parent company 77,664,043.03 129,121,113.13 Total comprehensive income attributable to non-controlling shareholders 14,869,349.14 3,655,045.53 8. Earnings per share: (1) Basic earnings per share 0.1844 0.1829 (2) Diluted earnings per share 0.1844 0.1829 Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin Shang Gong Group Co., Ltd Statement of Comprehensive Incomes January – June 2016 Unit: Yuan, Currency: RMB Same Period in Item Notes Current Period Previous Year 1. Operating income 18,604,456.82 21,274,614.98 Less: Operating cost 8,113,595.28 11,805,326.85 Sales tax and surcharges 2,072,413.03 1,926,102.87 Selling expenses 258,334.34 787,037.72 General and Administration expenses 12,210,527.32 17,034,717.65 Finance expenses -4,016,794.71 3,591,492.67 Impairment losses on assets 1,512,395.93 -2,828,510.44 Plus: gains from changes in fair value ("-" for losses) Investment income ("-" for losses) 6,827,249.88 17,630,536.99 Including: Investment income in associates and joint ventures 2. Operating profits ("-" for losses) 5,281,235.51 6,588,984.65 Plus: Non-operating income 1,451,036.51 6,539,135.00 Including: gains from disposal of non-current assets 165,136.00 Less: non-operating expenses 210,456.25 263,536.40 Including: losses from disposal of non-current assets 10,456.25 63,536.40 3. Total profits ("-" for total losses) 6,521,815.77 12,864,583.25 Less: income tax expenses 4. Net profit ("-" for net loss) 6,521,815.77 12,864,583.25 4. Net of tax of other comprehensive income -28,030,165.55 58,379,704.76 (1) Other comprehensive income can't be reclassified to gains and losses later a. Changes in net liabilities or assets due to the remeasurement and redefinition of the benefit plan b. The shares in other comprehensive income of the investee that can't be reclassified to gains and losses under the equity method (2) Other comprehensive income to be reclassified to gains and losses later -28,030,165.55 58,379,704.76 a. The shares in other comprehensive income of the investee that can be reclassified to gains and losses under the equity method b. Gains and losses from changes in fair value of available-for-sale financial assets -28,030,165.55 58,379,704.76 c. Gains and losses from the reclassification of the held-to-maturity investment to held-for-sale financial assets d. The effective portion of the gains and losses from cash flow hedging e. Translation differences of financial statements f. Others 6. Total comprehensive incomes -21,508,349.78 71,244,288.01 7. Earnings per share: (1) Basic earnings per share (2) Diluted earnings per share Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin Shang Gong Group Co., Ltd Consolidated Statement of Cash Flows January – June 2016 Unit: Yuan, Currency: RMB Same Period in Item Notes Current Period Previous Year 1. Cash flows from operating activities: Cash received from sale of goods and provision of services 1,437,839,370.97 1,234,634,702.28 Net increase in customer bank deposits and placement from banks and other 28 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Same Period in Item Notes Current Period Previous Year financial institutions Net increase in borrowings from central bank Net increase in loans from other financial institutions Premiums received from original insurance contracts Net cash received from reinsurance business Net increase in deposits and investments from policyholders Net increase from disposal of financial assets at fair value whose fluctuation is attributed to profit or loss for current period Cash received from interest, handling charges and commissions Net increase in loans from banks and other financial institutions Net capital increase in repurchase business Refunds of taxes and surcharges 30,980,782.69 31,554,998.72 Cash received from other operating activities 25,698,235.62 13,776,580.70 Sub-total of cash inflows from operating activities 1,494,518,389.28 1,279,966,281.70 Cash paid for goods purchased and services received 1,045,794,957.00 902,022,241.32 Net increase in loans and advances to customers Net increase in deposits in central bank and other banks and financial institutions Cash paid for original insurance contract claims Cash paid for interests, handling charges and commissions Cash paid for policy dividends Cash paid to and on behalf of employees 299,241,866.26 256,898,952.41 Cash paid for taxes and surcharges 76,973,192.74 50,044,465.42 Cash paid for other operating activities 118,451,458.99 79,407,832.86 Sub-total of cash outflows from operating activities 1,540,461,474.99 1,288,373,492.01 Net cash flows from operating activities -45,943,085.71 -8,407,210.31 2. Cash flows from investing activities: Cash inflow from divestment 615,261,697.25 532,350,218.55 Cash inflow from investment incomes 7,295,645.53 Cash gain from disposal of fixed assets, intangible assets, and other long-term 852,535.50 66,610,149.60 investment Cash inflow from disposal of subsidiaries and other operating units 1,115,552.60 Cash received from other investing activities 60,250,855.95 Sub-total of cash inflows from investing activities 617,229,785.35 666,506,869.63 Cash paid for acquisition of fixed assets, intangible assets and other long-term 45,556,680.50 41,279,621.85 assets Cash paid for investments 726,993,439.10 480,000,000.00 Net increase in pledge loans Net cash paid to acquire subsidiaries and other business units Cash paid for other investing activities Sub-total of cash outflows from investing activities 772,550,119.60 521,279,621.85 Net cash flows from investing activities -155,320,334.25 145,227,247.78 3. Cash flows from financing activities Cash received from investors Including: cash received by subsidiaries from investments by non-controlling shareholders Cash received from loans 206,901,370.20 9,000,000.00 Cash received from bonds issuance Cash received from other financing activities 355,261.67 4,333,644.42 Sub-total of cash inflows from financing activities 207,256,631.87 13,333,644.42 Cash paid for debt repayments 166,820,569.00 58,869,017.00 Cash paid for distribution of dividends and profits or payment of interest 5,213,563.08 47,308,375.12 Including: dividends and profits paid to non-controlling shareholders by subsidiaries Cash paid for other financing activities 277,449.14 Sub-total of cash outflows from financing activities 172,034,132.08 106,454,841.26 Net cash flows from financing activities 35,222,499.79 -93,121,196.84 4. Effect of fluctuation in exchange rate on cash and cash equivalents 15,358,918.84 -24,238,194.98 5. Net increase in cash and cash equivalents -150,682,001.33 19,460,645.65 Plus: beginning balance of cash and cash equivalents 744,700,658.82 581,848,889.10 6. Ending balance of cash and cash equivalents 594,018,657.49 601,309,534.75 Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin 29 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Shang Gong Group Co., Ltd Statement of Cash Flows January – June 2016 Unit: Yuan, Currency: RMB Same Period in Item Notes Current Period Previous Period 1. Cash flows from operating activities: Cash received from sale of goods and provision of services 17,776,248.12 22,927,787.45 Refunds of taxes and surcharges 25,900.51 1,613,100.00 Cash received from other operating activities 16,236,047.04 8,050,784.30 Sub-total of cash inflows from operating activities 34,038,195.67 32,591,671.75 Cash paid for goods purchased and services received 4,648,663.54 14,543,225.30 Cash paid to and on behalf of employees 12,105,236.53 12,817,937.00 Cash paid for taxes and surcharges 2,270,830.52 3,237,488.41 Cash paid for other operating activities 36,846,820.39 22,554,986.49 Sub-total of cash outflows from operating activities 55,871,550.98 53,153,637.20 Net cash flows from operating activities -21,833,355.31 -20,561,965.45 2. Cash flows from investing activities: Cash inflow from divestment 615,261,697.25 532,350,218.55 Cash inflow from investment incomes 7,295,645.53 Cash gain from disposal of fixed assets, intangible assets, and other long-term 66,044,064.00 investment Cash inflow from disposal of subsidiaries and other operating units 1,115,552.6 Cash received from other investing activities Sub-total of cash inflows from investing activities 616,377,249.85 605,689,928.08 Cash paid for acquisition of fixed assets, intangible assets and other 5,814,046.20 11,229,154.40 long-term assets Cash paid for investments 593,452,430.00 Net cash paid to acquire subsidiaries and other business units 555,490,000.00 Cash paid for other investing activities Sub-total of cash outflows from investing activities 599,266,476.20 566,719,154.40 Net cash flows from investing activities 17,110,773.65 38,970,773.68 3. Cash flows from financing activities Cash received from investors Cash received from loans Cash received from bonds issuance 4,333,644.42 Cash received from other financing activities 0.00 4,333,644.42 Sub-total of cash inflows from financing activities Cash paid for debt repayments Cash paid for distribution of dividends and profits or payment of interest Cash paid for other financing activities Sub-total of cash outflows from financing activities 4,333,644.42 Net cash flows from financing activities 3,017.94 -36.11 4. Effect of fluctuation in exchange rate on cash and cash equivalents -4,719,563.72 22,742,416.54 5. Net increase in cash and cash equivalents 114,839,269.51 150,504,700.28 Plus: beginning balance of cash and cash equivalents 110,119,705.79 173,247,116.82 Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin 30 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Shang Gong Group Co., Ltd Consolidated Statement of Changes in Equity January – June 2016 Unit: Yuan, Currency: RMB Current period Owners' equity attributable to the parent company Item Other equity instruments Less: Other General Total owners' Special Surplus Undistributed Minority equity Share capital Preference Perpetual Capital reserves treasury comprehensive risk equity Others reserves reserves profits shares bond stock income reserves 1. Previous year ending balance brought 548,589,600.00 956,286,021.43 -85,270,897.86 4,546,242.52 350,523,121.40 275,858,665.32 2,050,532,752.81 forward Plus: accounting policy changes Correction of previous-period accounting errors Business combination involving entities under common control Others 2. Beginning balance of 548,589,600.00 956,286,021.43 -85,270,897.86 4,546,242.52 350,523,121.40 275,858,665.32 2,050,532,752.81 current year 3. Increase/(decrease) for the current year ("-" 11,871,558.22 -23,500,674.67 101,164,717.70 13,055,099.14 102,590,700.39 for losses) (1) Total -23,500,674.67 101,164,717.70 14,869,349.14 92,533,392.17 comprehensive incomes (2) 11,871,558.22 0.00 11,871,558.22 Investment/(divestment) a. Common shares 0.00 from shareholders b. Investment capital from the holders of 0.00 other equity instruments c. Amount of the share-based payment 0.00 included in the owners' equity d. Others 11,871,558.22 11,871,558.22 (3) Distribution of -1,814,250.00 -1,814,250.00 profits a. Surplus reserves 31 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd b. General risk reserves c. Distribution to owners or shareholders d. Others -1,814,250 -1,814,250.00 (4) Internal transfer of owners' equity a. Capital reserve turn to stock equity b. Surplus reserve turn to stock equity c. Surplus reserve to recover loss d. Others (5) Special reserves a. Appropriation for current year b. Use in current year (6) Others 4. Ending balance of the 548,589,600.00 968,157,579.65 -108,771,572.53 4,546,242.52 451,687,839.10 288,913,764.46 2,153,123,453.20 current year Previous period Owners' equity attributable to the parent company Item Other equity instruments Less: Other General Total owners' Special Surplus Undistributed Minority equity Share capital Preference Perpetual Capital reserves treasury comprehensive risk equity Others reserves reserves profits shares bond stock income reserves 1. Previous year ending balance brought 548,589,600.00 949,310,284.01 -99,466,982.70 4,546,242.52 193,106,033.92 40,079,662.83 1,636,164,840.58 forward Plus: accounting policy changes Correction of previous-period accounting errors Business combination involving entities under common control Others 2. Beginning balance of 548,589,600.00 949,310,284.01 -99,466,982.70 4,546,242.52 193,106,033.92 40,079,662.83 1,636,164,840.58 current year 32 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd 3. Increase/(decrease) for the current year ("-" 8,303,849.03 28,780,026.28 100,341,086.85 139,685,751.08 277,110,713.24 for losses) (1) Total 28,780,026.28 100,341,086.85 3,655,045.53 132,776,158.66 comprehensive incomes (2) 8,303,849.03 136,030,705.55 144,334,554.58 Investment/(divestment) a. Common shares from shareholders b. Investment capital from the holders of other equity instruments c. Amount of the share-based payment included in the owners' equity d. Others 8,303,849.03 136,030,705.55 144,334,554.58 (3) Distribution of profits a. Surplus reserves b. General risk reserves c. Distribution to owners or shareholders d. Others (4) Internal transfer of owners' equity a. Capital reserve turn to stock equity b. Surplus reserve turn to stock equity c. Surplus reserve to recover loss d. Others (5) Special reserves a. Appropriation for current period b. Use in current period (6) Others 4. Ending balance of 548,589,600.00 957,614,133.04 -70,686,956.42 4,546,242.52 293,447,120.77 179,765,413.91 1,913,275,553.82 current period Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin 33 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Shang Gong Group Co., Ltd Consolidated Statement of Changes in Equity January – June 2016 Unit: Yuan, Currency: RMB Current period Item Other equity instruments Less: Other Special Surplus Undistributed Total owners' Share capital Preference Perpetual Capital reserves treasury comprehensive Others reserves reserves profits equity shares bond stock income 1. Previous year ending balance 548,589,600.00 1,003,282,687.73 45,068,484.49 4,546,242.52 -232,193,721.81 1,369,293,292.93 brought forward Plus: accounting policy changes Correction of previous-period accounting errors Others 2. Beginning balance of current 548,589,600.00 1,003,282,687.73 45,068,484.49 4,546,242.52 -232,193,721.81 1,369,293,292.93 year 3. Increase/(decrease) for the -28,030,165.55 6,521,815.77 -21,508,349.78 current year ("-" for losses) (1) Total comprehensive -28,030,165.55 6,521,815.77 -21,508,349.78 incomes (2) Investment/(divestment) a. Common shares from shareholders b. Investment capital from the holders of other equity instruments c. Amount of the share-based payment included in the owners' equity d. Others (3) Distribution of profits a. Surplus reserves b. Distribution to owners or shareholders c. Others (4) Internal transfer of owners' equity a. Capital reserve turn to stock equity b. Surplus reserve turn to stock 34 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd equity c. Surplus reserve to recover loss d. Others (5) Special reserves a. Appropriation for current period b. Use in current period (6) Others 4. Ending balance of the current 548,589,600.00 1,003,282,687.73 17,038,318.94 4,546,242.52 -225,671,906.04 1,347,784,943.15 period Previous period Item Other equity instruments Less: Other Special Surplus Undistributed Total owners' Share capital Preference Perpetual Capital reserves treasury comprehensive Others reserves reserves profits equity shares bond stock income 1. Previous year ending balance 548,589,600.00 1,003,282,687.73 16,789,785.05 4,546,242.52 -237,700,994.08 1,335,507,321.22 brought forward Plus: accounting policy changes Correction of previous-period accounting errors Others 2. Beginning balance of current 548,589,600.00 1,003,282,687.73 16,789,785.05 4,546,242.52 -237,700,994.08 1,335,507,321.22 year 3. Increase/(decrease) for the 58,379,704.76 12,864,583.25 71,244,288.01 current year ("-" for losses) (1) Total comprehensive 58,379,704.76 12,864,583.25 71,244,288.01 incomes (2) Investment/(divestment) a. Common shares from shareholders b. Investment capital from the holders of other equity instruments c. Amount of the share-based payment included in the owners' equity d. Others (3) Distribution of profits 35 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd a. Surplus reserves b. Distribution to owners or shareholders c. Others (4) Internal transfer of owners' equity a. Capital reserve turn to stock equity b. Surplus reserve turn to stock equity c. Surplus reserve to recover loss d. Others (5) Special reserves a. Appropriation for current period b. Use in current period (6) Others 4. Ending balance of the 548,589,600.00 1,003,282,687.73 75,169,489.81 4,546,242.52 -224,836,410.83 1,406,751,609.23 current period Legal representative: Zhang Min Financial director: Li Jiaming Financial manager: Zhao Lixin 36 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Notes to the Financial Statements (Amounts are expressed in RMB unless otherwise stated) 3. Basic information of the Company 3.1 Company Profile Shang Gong Group Co., Ltd., a joint stock limited company which publicly issued A & B shares on Shanghai Stock Exchange, is the first listed company in the sewing machinery industry of China. The Company was incorporated in April 1994. The enterprise unified social credit code is 91310000132210544K. The organizational form of the Company is a joint stock limited company (a Sino-foreign joint venture and a listed company) and the registered capital amounts to RMB 548,589,600.00. The registered address is Room A-D, Floor 12, Orient Mansion, No. 1500 Century Avenue, China (Shanghai) Pilot Free Trade Zone and the head office is located in No. 1566 New Jinqiao Road, Pudong New Area, Shanghai, China. The legal representative is Mr. Zhang Min. On May 22, 2006, it was decided on the General Meeting on equity division reform by the Company that: the non-tradable equity stockholders pay partially their shares to all the tradable equity shareholders at a ratio of 10 to 6 as consideration of getting tradable rights. After the above consideration of share donation, the total number of shares remains unchanged, but consequently the equity structure has changed. As at December 31, 2013, there were 448,886,777 shares in total. On February 28, 2015, the China Securities Regulatory Commission approved the non-public offering of A shares of the Company under the Official Reply to the Approval of Non-public Offering of Shares of Shang Gong Group Co., Ltd. ([2015] No. 237). The number of shares issued was 99,702,823.00 and the total number of share capital after the issue was 548,589,600.00. The Company handled equity registration and escrow formalities with the CSDC Shanghai Branch; the corresponding registered capital was changed to RMB 548,589,600.00 and had been verified by the Verification Report (PCPAR [2015] No.111126) issued by BDO China Shu Lun Pan Certified Public Accountants LLP on March 26, 2015. As at June 30, 2016, the total number of share capital is 548,589,600.00, 100% of which are shares without restrictive conditions for sales. The Company belongs to special equipment manufacturing industry; main operating activities of the Company are: production and sales of sewing equipment. The Company's parent company is Shang Gong Group Co., Ltd. and its actual controller is Shanghai Pudong New Area State-owned Assets Supervision and Administration Commission. This financial report has been approved by the 31st meeting of the seventh board of directors on August 29, 2016. 3.2 Scope of consolidated financial statements As of June 30, 2016, subsidiaries within the scope of the consolidated financial statements of the Company are as follows: Subsidiaries 1. Shanghai Shanggong & Butterfly Sewing Machine Co., Ltd. 2. DAP (Shanghai) Co., Ltd. 3. SMPIC IMPORT & EXPORT CO.,LTD. 4. Shanghai SGSB Electronics Co., Ltd. 5. Shanghai SGSB Asset Management Co., Ltd. 6. Shanghai Sewing Construction Property Co., Ltd. 7. Dürkopp Adler Sewing Equipment (Suzhou) Co., Ltd. 8. ShangGong (Europe) Holding Corp. GmbH 9. Zhejiang SG & GEMSY Sewing Technology Co., Ltd. 10. Shanghai Shensy Enterprise Development Co., Ltd 11. Shanghai SGSB Finance Lease Co., Ltd. 37 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd See “Note 10 Changes in the scope of consolidation" and “Note 9 Equity in other subjects" for details of the scope of consolidated financial statements in the current year and the changes thereof. 4. Preparation basis of financial statements 4.1 Preparation basis The Company prepares the financial statements based on going concern, according to the transactions and events actually occurred and in accordance with the Accounting Standards for Business Enterprises - Basic Standard and various specific accounting standards, application guidance and interpretations for accounting standards for business enterprises and other relevant provisions (hereinafter collectively referred to as "Accounting Standards for Business Enterprises") promulgated by the Ministry of Finance and disclosure provisions of the Rules for the Information Disclosure and Compilation of Companies Publicly Issuing Securities No. 15 - General Rules on Financial Reports of the China Securities Regulatory Commission. 4.2 Going concern The Company has going-concern ability within 12 months as of the end of the reporting period and has no matters or situations that may lead to serious doubts about the Company's going-concern ability. 5. Principal accounting policies and accounting estimates Notes to specific accounting policies and accounting estimates: The following disclosure has covered the Company's specific accounting policies and accounting estimates prepared according to the actual production and operation characteristics. 5.1 Statement on compliance with accounting standards for business enterprises The financial statements prepared by the Company meet the requirements of the Accounting Standards for Business Enterprises, and truly and completely reflect the Companys financial position, operating results, cash flows and other related information in the reporting period. 5.2 Accounting period The accounting year is from January 1 to December 31 in calendar year. 5.3 Operating cycle The Company's operating cycle is 12 months. 5.4 Functional currency The Company adopts RMB as its functional currency. 5.5 Accounting treatment methods of business combinations under common control and not under common control Business combinations under common control: Assets and liabilities acquired from business combinations by the Company are measured at book value of assets and liabilities (including goodwill formed from the purchase of the acquiree by the ultimate controller) in the consolidated financial statements of the ultimate controller. Stock premium in the capital reserve should be adjusted according to the difference between the book value of net asset acquired from the combinations and that of consideration (or total face value of the shares issued) paid. In case the stock premium in the capital reserve is not enough, the retained earnings need to be adjusted. Business combinations not under common control: Assets paid for consideration and liabilities incurred or borne by the Company on the acquisition date shall be measured at their fair values. The difference between the fair value and the book value should be included in the current profit and loss. The Company shall recognize the difference of the combination costs in excess of the fair value of the identifiable net assets acquired from the acquiree as goodwill. The Company shall include the difference of the 38 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd combination costs in short of the fair value of the identifiable net assets acquired from the acquiree in the current profit and loss after review. Intermediary service charges such as audit fee, legal service fee, appraisal and consultancy fee paid for business combinations and other directly relevant expenses are included in the current profit and loss when incurred; the transaction costs for the issuance of equity securities shall be used to offset equities. 5.6 Preparation methods of consolidated financial statements 5.6.1 Scope of consolidation The scope of consolidation of the Company's consolidated financial statements is recognized based on the control. All subsidiaries (including the divisible part of the investee controlled by the Company) should be included in the consolidated financial statements. 5.6.2 Consolidation procedure The Company prepares consolidated financial statements based on its own financial statements and financial statements of its subsidiaries according to other relevant materials. When the Company prepares its consolidated financial statements, it shall regard the whole enterprise group as an accounting entity to reflect the overall financial position, operating results and cash flows of the enterprise group according to the requirements for recognition, measurement and presentation of the relevant Accounting Standards for Business Enterprises and the uniform accounting policies. Accounting policies and accounting periods adopted by all subsidiaries included in the consolidation scope of the consolidated financial statements should be consistent with those of the Company. If accounting policies and accounting periods adopted by all subsidiaries are inconsistent with those of the Company, in the preparation of the consolidated financial statements, necessary adjustments shall be made according to the accounting policies and accounting periods of the Company. For the subsidiaries acquired through business combination not under common control, adjustments to their financial statements shall be made based on the fair values of net identifiable assets on the acquisition date. For the subsidiaries acquired through business combination not under common control, adjustments to their financial statements shall be made based on the fair values of their assets and liabilities (including goodwill from acquisition of the subsidiaries by the ultimate controller) in the financial statements of the ultimate controller. The share of owner's equity, net profits and losses in the current year and comprehensive income in the current year of subsidiaries attributable to minority shareholders should separately presented under the item of owner's equity of the Consolidated Balance Sheet, the item of net profit of the Consolidated Income Statement and the item of total comprehensive income. The difference formed by the loss in the current year shared by minority shareholders of the subsidiaries in excess of the share of minority shareholders in the owner's equity at the beginning of the year of the subsidiaries should be used to offset the minority equity. (1) Increase in subsidiaries or business In the reporting period, if the Company increased subsidiaries or business from business combinations under common control, then the beginning amount of the Consolidated Balance Sheet should be adjusted; the incomes, expenses and profits from the combinations of the subsidiaries and business from the beginning of the current year to the end of the reporting period shall be included in the Consolidated Income Statement; cash flows from the combinations of the subsidiaries and business from the beginning of the current year to the end of the reporting period shall be included in the Consolidated Cash Flow Statement. At the same time, the Company should adjust the relevant items of the comparative statements and deem that the reporting entity already exists when the ultimate controller starts its control. Where the Company can control the investee under common control from additional investments, it should deem that parties involved in the combination have make adjustments at the current state when the ultimate controller starts its control. Equity investments held before the Company controls the acquiree, the relevant profit and loss recognized during the period from the later of the date when the Company obtains the original equity and the date when the acquirer and the acquiree are under common control, other 39 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd comprehensive income and changes in other net assets shall be used to offset the retained earnings at the beginning of the year or the current profit and loss in the period of the comparative statements. In the reporting period, if the Company increased subsidiaries or business from business combinations not under common control, then the beginning amount of the Consolidated Balance Sheet should not be adjusted; the incomes, expenses and profits from the subsidiaries and business from the acquisition date to the end of the reporting period shall be included in the Consolidated Income Statement; cash flows from the subsidiaries and business from the acquisition date to the end of the reporting period shall be included in the Consolidated Cash Flow Statement. Where the Company can control the investee not under common control from additional investments, it shall re-measure equity of the acquiree held before the acquisition date at the fair value of such equity on the acquisition date and include the difference of the fair value and book value in the investment income in the current year. Where equity of the acquiree held before the acquisition date involves in other comprehensive income accounted for under equity method and other changes in owner's equity other than net profit and loss, other comprehensive income and profit distribution, the relevant other comprehensive income and other changes in owner's equity shall be transferred to investment income in the current year which the acquisition date falls in, except for other comprehensive income from changes arising from re-measurement of net liabilities or net assets of defined benefit plan. (2) Disposal of subsidiaries or business a. General treatment methods In the reporting period, if the Company disposed subsidiaries or business, then the incomes, expenses and profits from the subsidiaries and business from the beginning of the year to the disposal date shall be included in the Consolidated Income Statement; cash flows from the combinations of the subsidiaries and business from the beginning of the year to the disposal date shall be included in the Consolidated Cash Flow Statement. When the Company losses the control over the original subsidiary due to disposal of partial equity investments or other reasons, the remaining equity investments after the disposal will be re-measured at the fair value at the date of loss of the control. The difference of total amount of the consideration from disposal of equities plus the fair value of the remaining equities less the shares calculated at the original shareholding ratio in net assets of the original subsidiary which are continuously calculated as of the acquisition date is included in the investment income of the period at the loss of control. Other comprehensive income associated with the original equity investments of the subsidiary and other changes in owner's equity other than net profit and loss, other comprehensive income and profit distribution are transferred into investment income in the current year when the control is lost, except for other comprehensive income from changes arising from re-measurement of net liabilities or net assets of defined benefit plan. b. Disposal of subsidiary by stages Where the Company disposes the equity investments in subsidiary through multiple transactions and by stages until it loses the control, if the effect of the disposal on the terms and conditions of all transactions of equity investments in subsidiary and economic effect meet one or more of the following circumstance, it usually indicates that the multiple transactions should be accounted for as a package deal: i. These transactions are concluded at the same time or under the consideration of mutual effect; ii. These transactions as a whole can reach a complete business results; iii. The occurrence of a transaction depends on the occurrence of at least one other transaction; iV. A single transaction is uneconomical but it is economical when considered together with other transactions. Where various transactions of disposal of equity investments in subsidiaries until loss of the control belong to a package deal, accounting treatment shall be made by the Company on the transactions as a transaction to dispose subsidiaries and lose the control; however, the difference between each disposal cost and net asset share in the subsidiaries corresponding to each disposal of investments before loss of the control 40 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd should be recognized as other comprehensive income in the consolidated financial statements and should be transferred into the current profit or loss at the loss of the control. Where various transactions of disposal of equity investments in subsidiaries until loss of the control do not belong to a package deal, before the loss of the control, accounting treatment shall be made according to the relevant policies for partial disposal of equity investments in the subsidiary without losing control; at the loss of the control, accounting treatment shall be made according to general treatment methods for disposal of subsidiaries. (3) Purchase of minority interest of subsidiaries The difference between long-term equity investments newly acquired by the Company through purchase of minority interest and the subsidiarys identifiable net assets attributable to the Company calculated continuously from the acquisition date (or the combination date) in accordance with the newly increased shareholding ratio shall be charged against stock premium within capital reserves in the consolidated balance sheet; when stock premium within capital reserves is insufficient to offset, the retained earnings shall be adjusted. (4) Partial disposal of equity investments in the subsidiary without losing control The difference between the proceeds from partial disposal of equity investments in the subsidiary and the share of identifiable net assets of the subsidiary attributable to the Company which are calculated continuously from the acquisition date (or the combination date) and which are corresponding to the disposal of long-term equity investments without losing control shall be charged against stock premium within capital reserves in the consolidated balance sheet; when stock premium within capital reserves is insufficient to offset, the retained earnings shall be adjusted. 5.7 Cash and cash equivalents In preparing the cash flow statement, cash on hand and the unrestricted deposits of the Company are recognized as cash. Short-term (maturing within three months as of the acquisition date) and highly liquid investments held by the Company that are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in value are recognized as cash equivalents. 5.8 Foreign currency transactions and translation of foreign currency statements 5.8.1 Foreign currency transactions Foreign currency transactions are, on initial recognition, translated to RMB at the spot exchange ratesat the dates of the transactions. The balance of foreign currency monetary items is adjusted and translated into functional currency at balance sheet date using the spot exchange rate. Regarding the year-end differences of translation in foreign currency, except those special borrowing accounts under the acquisition, building or production of assets to be capitalized are capitalized and accounted into related assets cost, all the other differences are accounted into current profits and losses. The foreign currency non-monetary items at historical cost are translated using the spot exchange rate. And the foreign currency non-monetary items at fair value are adjusted and translated into measurement currency at adoption date of fair value using the spot exchange rate. The difference of translation between different currencies is accounted into current profits and losses or capital reserves. 5.8.2 Translation of foreign currency statements The assets and liabilities of foreign operation are translated to RMB at the spot exchange rate at the balance sheet date. The equity items, excluding “Retained earning”, are translated to RMB at the spot exchange rates at the transaction dates. The income and expenses of foreign operation are translated to RMB at the spot exchange rates or the rates that approximate the spot exchange rates at the transaction dates. The resulting exchange differences are recognized in a separate component of equity. Upon entire/partial disposal of a foreign operation, the entire/partial cumulative amount of the exchange differences recognized in equity which relates to that foreign operation is transferred to profit or loss in the 41 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd period in which the disposal occurs. 5.9 Financial instruments Financial instruments include financial assets, financial liabilities and equity instruments. 5.9.1 Classification of financial instruments At the initial recognition, financial assets and financial liabilities are classified as: financial assets or financial liabilities measured at fair value through current profit and loss, including financial assets or financial liabilities held for trading, and financial assets or financial liabilities that are directly to be measured at fair value through current profit and loss, held-to-maturity investments, accounts receivable, available-for-sale financial assets and other financial liabilities, etc. 5.9.2 Recognition basis and measurement method of financial instruments (1) Financial assets (financial liabilities) measured at fair value through current profit and loss Financial assets (financial liabilities) are initially recorded at fair values when acquired (deducting cash dividends that have been declared but not distributed and bond interest that has matured but not been drawn). Relevant transaction expenses are included in the current profit and loss. The interest or cash dividends to be received during the holding period is or are recognized as investment income. Change in fair values is included in the current profit and loss at the end of the period. Upon the disposal, difference between the fair value and the initial book-entry value is recognized as investment income; meanwhile, adjustment is made to gains or losses from changes in fair values. (2) Held-to-maturity investments Held-to-maturity investments are initially recorded at the sum of fair values (less the bond interest that has matured but not been drawn) and relevant transaction expenses when acquired. During the period of holding the investment, the interest income is calculated and recognized according to the amortized costs and effective interest rate, and included in the investment income. The effective interest rates are determined upon acquisition and remain unchanged during the expected remaining period, or a shorter period if applicable. Difference between the proceeds and the book value of the investment is recognized as investment income upon disposal. (3) Receivables For creditors rights receivable arising from external sales of goods or rendering of service by the Company and creditor's rights of other enterprises (excluding creditors right quoted in the active market) held by the Company, including accounts receivable, other receivables, the initial recognition amount shall be the contract price or agreement price receivable from the purchasing party; for those with financing nature, they are initially recognized at their present values. The difference between the amount received and the book value of accounts receivable is included in the current profit and loss upon the recovery or disposal. (4) Available-for-sale financial assets Available-for-sale financial assets are initially recorded at the sum of fair values (deducting cash dividends that have been declared but not distributed and bond interest that have matured but not been drawn) and relevant transaction costs when acquired. The interest or cash dividends to be received during the holding period is or are recognized as investment income. Available-for-sale financial assets are measured at fair value at the end of the year and the changes in fair value are included in other comprehensive income. However, equity instrument investments that have no quoted price in the active market and of which fair values cannot be measured reliably and derivative financial assets that relate to such equity instruments and that shall be settled through the delivery of such equity instruments shall be measured at cost. 42 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Difference between the proceeds and the book value of the financial assets is recognized as investment income upon disposal; meanwhile, amount of disposal corresponding to the accumulated change in fair value which is originally and directly included in other comprehensive income shall be transferred out and recognized as the current profit and loss. (5) Other financial liabilities Other financial liabilities are initially recognized at fair values plus related transaction costs. The subsequent measurement is based on amortized costs. 5.9.3 Recognition and measurement of transfer of financial assets Upon occurrence of transfer of a financial asset, the Company shall de-recognize the transfer of the financial asset if nearly all the risks and rewards associated with the ownership of the financial assets have been transferred to the transferee; and shall not de-recognize the transfer of the financial asset if nearly all the risks and rewards associated with the ownership of the financial assets are retained. The principle of substance over form is adopted to determine whether a financial asset meets the above de-recognition conditions for the financial asset. The transfer of a financial asset of the Company is classified into the entire transfer and the partial transfer of financial asset. If the entire transfer of financial asset satisfies the criteria for de-recognition, the difference between the amounts of the following two items shall be included in the current profit and loss: (1) The book value of the transferred financial asset; (2) The sum of the consideration received from the transfer and the accumulated amount of the changes in fair value originally and directly included in shareholders equity (the situation where the financial asset transferred is an available-for-sale financial asset is involved in). If the partial transfer of financial asset satisfies the criteria for de-recognition, the entire book value of the transferred financial asset shall be split into the derecognized part and recognized part according to their respective fair value and the difference between the amounts of the following two items shall be included in the current profit and loss: (1) The book value of derecognized part; (2) The sum of the consideration for the derecognized part and the portion of de-recognition corresponding to the accumulated amount of the changes in fair value originally and directly included in owners' equity (the situation where the financial asset transferred is an available-for-sale financial asset is involved in). If the transfer of financial assets does not meet the de-recognition criteria, the financial assets shall continue to be recognized and the consideration received will be recognized as a financial liability. 5.9.4 Derecognition criteria of financial liabilities A financial liability shall be wholly or partly derecognized if its present obligations are wholly or partly dissolved. Where the Company enters into an agreement with a creditor so as to substitute the existing financial liabilities with any new financial liability, and the new financial liability is substantially different from the contractual stipulations regarding the existing financial liability, it shall derecognize the existing financial liability, and shall at the same time recognize new financial liability. Where substantial revisions are made to some or all of the contractual stipulations of the existing financial liability, the Company shall derecognize the existing financial liability wholly or partly, and at the same time recognize the financial liability with revised contractual stipulations as a new financial liability. Upon whole or partial derecognition of financial liabilities, the difference between the book value of the financial liabilities derecognized and the consideration paid (including non-cash assets surrendered or new financial liabilities assumed) shall be included in the current profit and loss. Where the Company redeems part of its financial liabilities, it shall, on the redemption date, allocate the entire book value of financial liabilities according to the comparative fair value of the part that continues to be recognized and de-recognized part. The difference between the book value allocated to the derecognized 43 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd part and the considerations paid (including non-cash assets surrendered and the new financial liabilities assumed) shall be included in the current profit and loss. 5.9.5 Determination method of fair value of financial assets and financial liabilities Where there is an active market for financial instruments, the fair values shall be determined according to quoted prices in active markets. Where there is no active market, the fair values shall be determined using reasonable valuation techniques. At the time of valuation, the Company adopted valuation techniques applicable in the current situation and supported by enough available data and other information, select input values consistent with the features of assets or liabilities considered by market participants in the transaction related to the assets or liabilities, and give priority to using the relevant observable input values. Only when it is unable or impracticable to obtain the relevant observable input values, unobservable input values can be used. 5.9.6 Test method and accounting treatment of depreciation of financial assets (excluding receivables) Except for the financial assets measured at fair values through current profit and loss, the book value of financial assets on the balance sheet date should be checked. If there is objective evidence that a financial asset is impaired, provision for impairment shall be made. (1) Provision for impairment of available-for-sale financial assets: If the fair value of available-for-sale financial assets has significantly declined at the end of the period, or it is expected that the trend of decrease in value is non-temporary after considering of various relevant factors, the impairment shall be recognized, and accumulated losses from decreases in fair value originally and directly included in owners' equity shall be all transferred out and recognized as impairment loss. For available-for-sale debt instruments whose impairment losses have been recognized, if their fair values rise in the subsequent accounting period and such rise is objectively related to the matters occurring after the recognition of impairment loss, the previously recognized impairment loss shall be reversed and recorded into the current profit and loss. Impairment losses on available-for-sale equity instruments should not be reversed through profit and loss. Criteria of the Company for "serious" decline of fair value of investments in available-for-sale equity instruments: In general, for highly liquid equity investments that are actively traded in the market, over 50% of the decline is considered to be a serious fall. Criteria for "non-temporary" decline of fair value: In general, if a continuous decline lasts for more than six months, it is considered as "non-temporary decline." (2) Provision for impairment of held-to-maturity investments: Measurement of provision for impairment loss on held-to-maturity investments is treated in accordance with the measurement method of impairment loss on accounts receivable. 5.10 Provision for bad debts of receivables 5.10.1 Receivables that are individually significant but with provision for bad debts made on an individual basis: Assessment basis or standard of Top five biggest balance accounts amount individually significant An impairment test shall be separately made and provision for bad debts shall be made according to the difference between the present value of estimated Method of provision for bad future cash flows lower than the book value and should be included in the debts of receivables that are current profit and loss. For short-term receivables, the difference between individually significant expected future cash flows and the present value is too small to discount the expected future cash flows when recognizing the relevant impairment losses. 5.10.2 Provision for bad debts of receivables made on credit risk characteristics portfolio basis: Methods of provision for bad debts made on credit risk characteristics portfolio basis Balances of receivables other than accounts receivable subject to provisions for bad debts on an Portfolio individual basis and other receivables Methods of provision for bad debts made on the basis of portfolio Portfolio Aging analysis method 44 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Provision for bad debts made at aging analysis method in the portfolio: Proportion of provision for accounts Proportion of provision for other Aging receivable (%) receivables (%) Within 1 year (including 1 year) 5 5 1 to 2 years 20 20 2 to 3 years 50 50 Over 3 years 100 100 5.10.3 Receivables that are individually insignificant but with provision for bad debts made on an individual basis: Reason for bad debt provision provided on an individual basis: Receivables of a particular object. Method of provision for bad debts: An impairment test should be separately made. When there is objective evidence suggesting that receivables are impaired, provision for bad debts shall be made at the difference of present value of estimated future cash flows in short of their book values and should be included in the current profit and loss. 5.11 Inventories 5.11.1 Classification of inventories Inventories are classified into Materials in transit, raw materials, revolving materials, stock commodities, goods in progress, dispatched goods, consigned processing materials and others. 5.11.2 Measurement method of dispatched inventories Inventories are measured with weighted average method when dispatched. 5.11.3 Recognition basis for net realizable values of inventories of different categories In normal operation process, for merchandise inventories for direct sale, including finished goods, stock commodities and materials for sale, their net realizable values are determined at the estimated selling prices minus the estimated selling expenses and relevant taxes and surcharges; in normal operation process, for material inventories that need further processing, their net realizable values are determined at the estimated selling prices of finished goods minus estimated costs to completion, estimated selling expenses and relevant taxes and surcharges; for inventories held to execute sales contract or service contract, their net realizable values are calculated on the basis of contract price. If the quantities of inventories specified in sales contracts are less than the quantities held by the Company, the net realizable value of the excess portion of inventories shall be based on general selling prices. At the end of the period, provisions for inventory depreciation reserve are made on an individual basis. For inventories with large quantity and low unit price, the provisions for inventory depreciation reserve are made on a category basis. For inventories related to the product portfolios manufactured and sold in the same area, and of which the final usage or purpose is identical or similar thereto, and which is difficult to separate from other items for measurement purposes, the provisions for inventory depreciation reserve shall be made on a portfolio basis. Except that there is clear evidence that the market price is abnormal on the balance sheet date, the net realizable value of inventory items shall be recognized at the market price on the balance sheet date. Net realizable value of inventory items at the end of the year is recognized at the market price on the balance sheet date. 5.11.4 Inventory system Perpetual inventory system is adopted. 5.11.5 Amortization method of low-cost consumables and packaging materials (1) one-off amortization method is adopted for low-cost consumables; (2) one-off amortization method is adopted for packaging materials. 45 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd 5.12 Long-term Equity Investments 5.12.1 Criteria for judgment of common control and significant influence The term common control refers to the joint control, according to the relevant provisions, over an arrangement, of which the relevant activities should be agreed and decided by the participants that share the control. Where the Company and other investors exert common joint control over the investee and the Company is entitled to net assets of the investee, the investee is the joint venture of the Company. Significant influence refers to the power to participate in making decisions on the financial and operating policies of an enterprise, but not the power to control, or jointly control, the formulation of such policies with other parties. Where the Company is able to exert significant influence over the investee, the investee is its associate. 5.12.2 Recognition of initial investment costs (1) Long-term equity investments acquired from business combination Business combination under common control: if the Company makes payment in cash, transfers non-cash assets or bears debts and issues equity securities as the consideration for the business combination, the book value of the owner's equity of the acquiree in the consolidated financial statements of the ultimate controller is recognized as the initial cost of the long-term equity investment on the combination date. In case the Company can exercise control over the investee under common control for additional investment or other reasons, the initial investment cost of long-term equity investments is recognized at the share of book value of net asset of the acquiree after the combination in the consolidated financial statements of the ultimate controller on the combination date. The stock premium should be adjusted at the difference between the initial investment cost of long-term equity investments on the combination date and the book value of long-term equity investments before the combination plus the book value of consideration paid for additional shares; if there is no sufficient stock premium for write-downs, the retained earnings are adjusted. Business combination not under common control: The Company recognizes the combination cost determined on the combination date as the initial cost of long-term equity investments. Where the Company can exercise control over the investee not under common control for additional investments or other reasons, the initial investment cost changed to be accounted for under the cost method should be recognized at the book value of originally held equity investments plus costs of additional investments. (2) Long-term equity investment acquired by other means For a long-term equity investment acquired through making payments in cash, its initial cost is the actually paid purchase cost. For a long-term equity investment acquired from issuance of equity securities, its initial cost is the fair value of the issued equity securities. If the exchange of non-monetary assets has commercial substance and the fair values of assets traded out and traded in can be measured reliably, the initial cost of long-term equity investment traded in with non-monetary assets are determined based on the fair values of the assets traded out and the relevant taxes and surcharges payable unless there is any conclusive evidence that the fair values of the assets traded in are more reliable; if the exchange of non-monetary assets does not meet the above criteria, the book value of the assets traded out and the relevant taxes and surcharges payable are recognized as the initial cost of long-term equity investment traded in. For a long-term equity investment acquired from debt restructuring, its initial cost is determined based on the fair value. 5.12.3 Subsequent measurement and recognition of gains and losses (1) Long-term equity investment accounted for under the cost method Long-term equity investments in subsidiaries are accounted for under the cost method. Except for the actual price paid for acquisition of investment or the cash dividends or profits contained in the consideration 46 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd which have been declared but not yet distributed, the Company recognizes the investment income in the current year at the cash dividends or profits declared by the investee. (2) Long-term equity investments accounted for under the equity method Long-term equity investments in associates and joint ventures are accounted for under the equity method. If the cost of initial investment is in excess of the proportion of the fair value of the net identifiable assets in the investee when the investment is made, the difference will not be adjusted to the initial cost of the long-term equity investments; if the cost of initial investment is in short of the proportion of the fair value of the net identifiable assets in the investee when the investment is made, the difference will be included in the current profit and loss. The Company shall recognize the investment income and other comprehensive income at the shares of net profit and loss and other comprehensive income realized by the investee which the Company shall enjoy or bear and adjust the book value of long-term equity investments at the same time; the Company shall calculate the shares according to profits or cash dividends declared by the investee and correspondingly reduce the book value of long-term equity investments; the book value of long-term equity investments shall be adjusted according to the investee's other changes in owner's equity other than net profit and loss, other comprehensive income and profit distribution, which should be included in owner's equity. The share of the investee's net profit or loss should be recognized after adjustments are made to net profit of the investee based on the fair value of identifiable net assets of the investee upon acquisition of investments and according to accounting policies and accounting period of the Company. When holding the investment, the investee should prepare the consolidated financial statements, it shall account for the investment income based on the net profit, other comprehensive income and the changes in other owner's equity attributable to the investee. When the Company recognizes its share of loss incurred to the investee, treatment shall be done in following sequence: firstly, the book value of the long-term equity investment shall be reduced. Secondly, where the book value thereof is insufficient to cover the share of losses, investment losses are recognized to the extent of book value of other long-term equities which form net investment in the investee in substance and the book value of long term receivables shall be reduced. Finally, after all the above treatments, if the Company is still responsible for any additional liability in accordance with the provisions stipulated in the investment contracts or agreements, provisions are recognized and included into current investment loss according to the obligations estimated to undertake. (3) Disposal of long-term equity investments For disposal of long-term equity investment, the difference between its book value and the actual price shall be included in the current profit and loss. For long-term equity investments accounted for under the equity method, when the Company disposes such investments, accounting treatment should be made to the part that is originally included in other comprehensive income according to the corresponding proportion by using the same basis for the investee to directly dispose the relevant assets or liabilities. Owner's equity recognized at the changes in the investee's other owner's equity other than net profit or loss, other comprehensive income and profit distribution shall be transferred to the current profit and loss according to the proportion, except for other comprehensive income from changes arising from re-measurement of net liabilities or net assets of defined benefit plan. In case the joint control or significant influence over the investee is lost for disposing part of equity investments or other reasons, the remaining equity will be changed to be accounted for according to the recognition and measurement principles of financial instruments. The difference between the fair value and the book value on the date of the loss of joint control or significant influence should be included in the current profit and loss. For other comprehensive income recognized from accounting of the original equity investments under the equity method, accounting treatment should be made by using the same basis for the investee to directly dispose the relevant assets or liabilities when the equity method is no longer adopted. Owner's equity recognized from the investee's changes in other owner's equity other than net profit or loss, 47 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd other comprehensive income and profit distribution should all transferred to the current profit and loss when the equity method confirmed is no longer adopted. In case the control over the investee is lost for disposing part of equity investments or other reasons, when the Company prepares the individual financial statements, where the remaining equity after the disposal can exercise joint control or significant effect on the investee, then such equity will be changed to be accounted for under the equity method and the remaining equity is deemed to have been adjusted under the equity method on acquisition; where the remaining equity after the disposal cannot exercise joint control or significant effect on the investee, then accounting treatment shall be changed to be made according to the relevant provisions on the recognition and measurement principles of financial instruments. The difference between the fair value and the book value on the date of the loss of joint control or significant influence should be included in the current profit and loss. In case the disposed equity is acquired from additional investments or other reasons, when the Company prepares the individual financial statements, where the remaining equity after the disposal is accounted for under the cost method or the equity method, other comprehensive income and other owner's equity recognized from the accounting of equity investments held before the acquisition date under the equity method shall be transferred according to the proportion; where accounting treatment of the remaining equity after the disposal is changed to be made according to the recognition and measurement principles of financial instruments, all of other comprehensive income and other owner's equity shall be transferred. 5.13 Investment property Investment properties are properties to earn rentals or for capital appreciation or both. Examples include land leased out under operating leases, land held for long-term capital appreciation, buildings leased out under operating leases, (including buildings that have been constructed or developed for future lease out under operating leases, and buildings that are being constructed or developed for future lease out under operating leases). The Company adopts the cost model to measure all current investment properties. The Company adopts the same depreciation policy for the investment property measured at cost model - building for renting as that for the Companys fixed assets and the same amortization policy of land use right for renting as that for the Companys intangible assets. 5.14 Fixed assets 5.14.1 Recognition criteria for fixed assets Fixed assets refer to tangible assets held for the purpose of producing commodities, providing services, renting or business management with useful lives exceeding one accounting year. Fixed assets will only be recognized when all the following criteria are satisfied: (1) It is probable that the economic benefits relating to the fixed assets will flow into the Company; and (2) the costs of the fixed asset can be measured reliably. 5.14.2 Depreciation method Depreciation of fixed assets is provided on a category basis using the straight-line method. The depreciation rates are determined according to the categories, estimated useful lives and estimated net residual rates of fixed assets. If the components of a fixed asset have different useful lives or cause economic benefit for the Company in different ways, different depreciation rate or method shall be adopted for depreciation on an individual component basis. Depreciation of fixed assets, depreciation period, residual rate and annual depreciation rates are as follows: Category Depreciation life (years) Residual rate (%) Annual depreciation rate (%) Buildings and constructions 5-50 0-10 1.8-20 Machinery equipment 5-15 0-10 6-20 Transportation equipment 3-14 0-10 6.43-33.33 Electronic equipment 3-14 0-10 6.43-33.33 Renovations of fixed assets 5-15 0 6.67-20 48 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Other equipment 3-14 0-10 6.43-33.33 5.15 Construction in progress The book values of the construction in progress are stated at total expenditures incurred before reaching working condition for their intended use. For construction in progress that has reached working condition for intended use but relevant budgets for the completion of projects have not been completed, the estimated values of project budgets, prices, or actual costs should be included in the costs of relevant fixed assets, and depreciation should be provided according to relevant policies of the Company when working condition is reached. After the completion of budgets needed for the completion of projects, the estimated values should be substituted by actual costs, but depreciation already provided is not adjusted. 5.16 Borrowing costs 5.16.1 Recognition criteria for capitalization of borrowing costs Borrowing costs include the interest on borrowings, the amortization of discount or premium, auxiliary expenses, exchange differences incurred by foreign currency borrowings, etc. The borrowing costs incurred to the Company and directly attributable to the acquisition and construction or production of assets eligible for capitalization should be capitalized and recorded into asset costs; other borrowing costs should be recognized as costs according to the amount incurred and be included into current profit and loss. Assets eligible for capitalization refer to fixed assets, investment property, inventories and other assets which may reach their intended use or sale status only after long-time acquisition and construction or production activities. Borrowing costs may be capitalized only when all the following conditions are met at the same time: (1) the asset disbursements have already incurred, which shall include the cash paid, non-cash assets transferred or interest bearing debts undertaken for the acquisition and construction or production activities for preparing assets eligible for capitalization; (2) the borrowing costs has already incurred; and (3) Purchase, construction or manufacturing activities that are necessary to prepare the asset for its intended use or sale have already started. 5.16.2 Capitalization period of borrowing costs Capitalization period refers to the period from commencement of capitalization of borrowing costs to its cessation; period of suspension for capitalization is excluded. When the qualified asset under acquisition and construction or production is ready for the intended use or sale, the capitalization of the borrowing costs shall be ceased. When some projects among the acquired and constructed or produced assets eligible for capitalization are completed and can be used separately, the capitalization of borrowing costs of such projects should be ceased. Where construction for each part of assets purchased, constructed or manufactured has been completed separately but can be used or sold only after the entire assets have been completed, capitalization of attributable borrowing costs should cease at the completion of the entire assets. 5.16.3 Period of capitalization suspension If the acquisition and construction or production activities of assets eligible for capitalization are interrupted abnormally and this condition lasts for more than three months, the capitalization of borrowing costs should be suspended; if the interruption is necessary for the acquisition and construction or production to prepare the assets for their intended use or sale, the capitalization of borrowing costs should 49 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd continue. The borrowing costs incurred during interruption are recognized in the current profit and loss, and the capitalization of borrowing costs continues after the restart of the acquisition and construction or production activities of the assets. 5.16.4 Capitalization rate and measurement of capitalized amounts of borrowing costs As for special borrowings borrowed for acquiring and constructing or producing assets eligible for capitalization, the to-be-capitalized amount shall be determined at interest expense of special borrowing actually incurred in the current period less the interest income of the borrowings unused and deposited in bank or return on temporary investment. As for general borrowings used for acquiring and constructing or producing assets eligible for capitalization, the to-be-capitalized amount should be calculated by multiplying the weighted average of asset disbursements of the part of accumulated asset disbursements exceeding special borrowings by the capitalization rate of used general borrowings. The capitalization rate is calculated by using the weighted average interest rate of general borrowings. 5.17 Intangible assets 5.17.1 Measurement of intangible assets (1) The Company initially measures intangible assets at cost on acquisition; The costs of external purchase of intangible assets comprise their purchase prices, related taxes and surcharges and any other directly attributable expenditure incurred to prepare the asset for its intended use. If payments for the purchase of intangible assets are extended beyond the normal credit terms with financing nature, the costs of intangible assets are determined on the basis of present values of the purchase prices. For intangible assets obtained from debtors in settlement of his liabilities in case of debt restructuring, they should be initially stated at their fair values. Differences between the book values and the fair values of the intangible assets are charged to profit or loss for the current period. If the exchange of non-monetary assets has commercial substance, and the fair values of these assets can be measured reliably, the book-entry values of intangible assets traded in are based on the fair values of the intangible assets traded out unless there is any conclusive evidence that the fair values of the assets traded in are more reliable. If the exchange of non-monetary assets does not meet the above criteria, the costs of the intangible assets traded in should be the book values of the assets traded out and relevant taxes and surcharges paid, and no profit or loss shall be recognized. (2) Subsequent measurement The useful lives of the intangible assets are analyzed and determined on their acquisition. As for intangible assets with limited useful life, straight-line amortization method is adopted in the period when the intangible assets generate economic benefit for enterprise; if the period when the intangible assets generate economic benefit for enterprise cannot be forecasted, the intangible assets shall be deemed as those with indefinite useful life and shall not be amortized. 5.17.2 Estimate of the useful life of the Intangible assets with finite useful lives: Item Estimated useful lives Land use right 50 years Right to use trade mark 10 years Patent and non-patent technology 4-8 years Computer software 3-10 years The useful lives and amortization methods of intangible assets with limited useful lives are reviewed at each period end. Upon review, the useful lives and amortization method of the intangible assets as at the end of this period were not different from those estimated before. 50 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd 5.18 Impairment of long-term assets The Company will conduct the impairment test if any evidence suggests that the long assets, such as the long-term equity investment and the investment property, fixed assets, construction in progress and intangible assets, are impaired on the balance sheet date. If impairment test results indicate that the recoverable amounts of the assets are lower than their carrying amounts, the provision for impairment is made based on the differences which are recognized as impairment losses. The recoverable amounts of intangible assets are the higher of their fair values less costs to sell and the present values of the future cash flows expected to be derived from the assets. The provision for assets impairment is calculated and recognized by the individual asset. If it is difficult to estimate the intangible amount of an individual asset, the Company shall estimate the recoverable amount of the asset portfolio that the individual asset belongs to. The asset portfolio is the minimum asset group that can independently generate the cash inflow. The impairment test is at least conducted at the period-end in respect of the goodwill. The Company conducts an impairment test for the goodwill. The book value of goodwill arising from business combinations is amortized to relevant asset groups with a reasonable method since the date of acquisition; or amortized to relevant combination of asset groups if it is difficult to be amortized to relevant asset groups. The book value of goodwill is amortized to relevant asset groups or combinations of asset groups according to the proportion of the fair value of such asset groups or combinations of asset groups in the total fair value of relevant asset groups or combinations of asset groups. Where the fair value cannot be reliably measured, it should be amortized according to proportion of the book value of each asset group or combination of asset group in the total book value of relevant asset groups or combinations of asset groups. When making an impairment test on the relevant asset groups or combination of asset groups containing goodwill, if any indication shows that the asset groups or combinations of asset groups related to the goodwill may be impaired, the Company shall first conduct an impairment test on the asset groups or combinations of asset groups not containing goodwill, calculate the recoverable amount and compare it with the relevant book value to recognize the corresponding impairment loss. Then the Company shall conduct an impairment test on the asset groups or combinations of asset groups containing goodwill, and compare the book value of these asset groups or combinations of asset groups (including the book value of the goodwill apportioned thereto) with the recoverable amount. Where the recoverable amount of the relevant asset groups or combinations of asset groups is lower than the book value thereof, the Company shall recognize the impairment loss of the goodwill. The above impairment loss is not reversed in the future accounting period once recognized. 5.19 Employee compensation 5.19.1 Accounting treatment of short-term remuneration During the accounting period in which employees provide service to the Company, the short-term remuneration actually incurred is recognized as liabilities and charged to the current profit or loss or the relevant assets cost. The medical insurance premium, work-related injury insurance premium and the housing provident fund paid by the Company for its employees, together with the labor union expenditures and employee education are used to calculate and determine the relevant employee compensation amount based on the prescribed accrual basis and accrual proportion. The non-monetary benefits for employees that can be measured reliably are measured at fair value. 5.19.2 Accounting treatment of benefits paid after departure (1) Defined withdrawal plan The basic endowment insurance premium and unemployment insurance premium paid by the Company for its employees in accordance with relevant provisions of the local government are recognized as liabilities and charged to the current profit or loss or the relevant assets cost, with the payable amount calculated based on the local prescribed payment base and percentage, during the accounting period in which the employees provide services to the Company. 51 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd In addition to the basic endowment insurance, the Company also builds the enterprise annuity payment system (supplementary pension insurance) in accordance with relevant national policies for enterprise annuity system. The Company pays a certain percentage of the total employee compensation to the local social institution, and record the relevant expenditures into the current profit or loss or the relevant assets cost. (2) Defined benefit plan The Company attributes the welfare obligation arising from the defined benefit plan to the period during which the employees provide services, in accordance with the formula determined under the estimated accumulated welfare unit method, and records the same into the current profit or loss or the relevant asset cost. A net liability or net asset in relation to the defined benefit plan is recognized at the present value of the obligation under the defined benefit plan less the deficit or surplus arising out of the fair value of the assets in relation to the defined benefit plan. Where the defined benefit plan has any surplus, the Company will determine the net assets in relation to the defined benefit plan at the lower of the surplus of the defined benefit plan or the asset cap. The obligations under the defined benefit plan, including the estimated payment obligation within 12 months following the annual report period during which the employees provide service, are discounted to the present value at the market return of the national debt of which the term and currency match those of the obligation under the defined benefit plan on the balance sheet date, or of the high-quality corporate debt in an active market. The service cost incurred by the defined benefit plan, together with the net interest on the net liability or net asset in relation to the defined benefit plan, are charged to the current profit or loss or the relevant asset cost; the change arising from the re-measurement of the net liability or net asset in relation to the defined benefit plan are recorded into other comprehensive income and are not reversed to the profit or loss in the subsequent accounting period. The gains or losses on the settlement in respect of the defined benefit plan are recognized at the difference between the present value and the settlement price of the obligation under the defined benefit plan on the settlement date. 5.19.3Accounting treatment of dismissal welfare Where the Company cannot unilaterally withdraw the dismissal welfare offered in view of the cancellation of the labor relation plan or the layoff proposal, or recognizes the cost or expenses as to the restructuring involving the payment of dismissal welfare (whichever is earlier), the employee compensation arising from the dismissal welfare should be recognized as the liabilities and charged to the current profit or loss. 5.20 Estimated liabilities 5.20.1 Recognition criteria for estimated liabilities The Company should recognize an obligation in relation to contingencies as an estimated liability, such as the litigation, debt guarantee, loss-making contract or restructuring, when all the following conditions are satisfied: (1) That obligation is a present obligation of the Company; (2) The performance of such obligation is likely to result in outflow of economic benefits from the Company; and the amount of the obligation can be measured reliably. 5.20.2 Measurement of estimated liabilities The estimated liabilities of the Company are initially measured as the best estimate of expenses required for the performance of relevant present obligations. the risks, uncertainties, time value of money, and other factors relating to the contingencies. If the time value of money is significant, the best estimates shall be determined after discount of relevant future cash outflows. 52 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd The best estimates shall be treated as follows in different circumstances: If there is continuous range (or interval) for the necessary expenses, and probabilities of occurrence of all the outcomes within this range are equal, the best estimate shall be determined at the average amount of upper and lower limits within the range. Given the fact that there is no continuous range (or interval) for the necessary expenses, or probabilities of occurrence of all the outcomes within this range are unequal despite such a range exists, in case that the contingency involves a single item, the best estimate shall be determined at the most likely outcome; if the contingency involves two or more items, the best estimate should be determined according to all the possible outcomes with their relevant probabilities. When all or part of the expenses necessary for the settlement of an estimated liabilities are expected to be compensated by a third party or other parties, the compensation shall be separately recognized as an asset only when it is virtually certain that the compensation will be received. The amount recognized for the compensation shall not exceed the book value of the estimated liabilities. 5.21 Revenues 5.21.1 Timing for recognition of revenues from sales of goods Revenues from sales of goods are recognized when the Company has transferred to the buyer the significant risks and rewards of ownership of the goods; the Company retains neither continuous management rights associated with ownership of the goods sold nor effective control over the goods sold; the relevant amount of revenue can be measured reliably; it is highly likely that the economic benefits associated with the transaction will flow into the Company; and the relevant amount of cost incurred or to be incurred can be measured reliably. 5.21.2 Recognition of the revenues from transfer of assets use right When the economic benefit related to the transaction is probably to flow into the Company and the relevant revenue can be reliably measured, the revenue from transfer of the assets use right is determined as follows: (1) measured based on the length of time for which the Company's monetary funds is used by others and the applicable interest rate; or (2) amount of royalties revenues, which shall be measured according to the period and method of charging as stipulated in the relevant agreements or contracts. 5.21.3 Measurement principles and methods of completion stage where revenues from rendering of labor are recognized under percentage-of-completion method If the outcome of transactions can be estimated reliably at the balance sheet date, revenues from rendering of labor services are recognized under the percentage-of-completion method. The percentage of completion is determined by measurement of completed work as a percentage of total estimated costs. Revenues from rendering of labor services are determined by prices stated in the contracts or agreements, whether already received or to be received, unless such relevant prices are unfair. The current revenue from the rendering of labor services is recognized at the amount of multiplying the total revenue from the rendering of labor services by completion progress and deducting the accumulated revenue from the rendering of labor services recognized in previous accounting periods on the balance sheet date; meanwhile, the current cost of labor services is carried forward by the amount of multiplying the total costs of the rendering of labor services by completion progress and deducting the accumulated revenue from the rendering of labor services recognized in previous accounting periods. When the outcome of transactions involving the rendering of services cannot be estimated reliably, revenues shall be recognized and measured at the balance sheet date as follows: (1) If the service costs incurred are expected to be fully recoverable, the amounts equal to the labor costs incurred shall be recognized as revenues and the equivalent amounts of labor costs shall be carried forward; (2) If the service costs incurred are not expected to be fully recoverable, the labor costs incurred shall be included in the current profit and loss, with no revenue from the rending of labor services not recognized. 53 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd 5.22 Government subsidies 5.22.1 Types Government grants refer to the monetary or non-monetary assets obtained by the Company from the government for free. Government subsidies are classified into government subsidies related to assets and government subsidies related to income. Government grants relating to purchase or construction of long-term assets, such as fixed assets and intangible assets, etc., shall be recognized as deferred income and amortized over the useful lives of assets constructed or purchased and charged to non-operating income by stage. Government subsidies related to income refer to those other than the government subsidies related to assets. The Company divides the government subsidies into those related to assets according to the following specific standards: the government subsidies acquired by the Company to acquire, construct or otherwise form the long-term assets; The Company divides the government subsidies into those related to income according to the following specific standards: the government subsidies other than those related to assets; If the targets of subsidies are not specified in the government documents, the basis for the Company to determine the classification of the subsidies related to assets or income is: Whether such government subsidies are used to acquire, construct or otherwise form the long-term assets 5.22.2 Accounting treatment Government subsidies relating to assets shall be recognized as deferred income and amortized over the useful lives of assets constructed or purchased and charged to non-operating income by stage; If government subsidies related to income are used to compensate the Companys relevant expenses or losses in future periods, such government subsidies should be recognized as deferred income on acquisition and be included into the current non-operating income in the period of recognizing relevant expenses; if government subsidies related to income are used to compensate the enterprises relevant expenses or losses incurred, such government subsidies are directly included into the current non-operating income on acquisition. 5.23 Deferred income tax assets and deferred income tax liabilities Deferred income tax assets shall be recognized for deductible temporary differences to the extent that it is probable that taxable profit will be available against which the deductible temporary differences can be utilized. Deferred income tax assets should be recognized for deductible temporary differences to the extent that it is probable that taxable profit will be available against which the deductible temporary differences can be utilized. Taxable temporary differences are recognized as deferred income tax liabilities except in special circumstances. Special circumstances in which deferred income tax assets or deferred income tax liabilities shall not be recognized include: the initial recognition of goodwill; other transactions or events excluding business combinations, which affect neither accounting profits nor the taxable income (or deductible losses) when occurred. If the Company has the legal right of netting and intends to settle in net amount or to obtain assets and discharge liabilities simultaneously, the income tax assets and income tax liabilities of the Company for the current period shall be presented based on the net amount after offset. When the Company has the legal rights to balance income tax assets and income tax liabilities for the current period with net settlement, and deferred income tax assets and deferred income tax liabilities are related to the income tax which are imposed on the same taxpaying subject by the same tax collection authority or on different tax paying subjects, but, in each important future period in connection with the reverse of deferred income tax assets and liabilities, the involved tax paying subject intends to balance 54 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd income tax assets and liabilities for the current period with net settlement at the time of obtaining assets and discharging liabilities, deferred income tax assets and deferred income tax liabilities shall be presented based on the net amount after offset. 5.24 Lease 5.24.1 Accounting Treatment of operating lease (1) Lease fees paid by the Company for leased asset shall be amortized at straight-line method over the whole lease period (including rent-free period) and shall be included in the current expenses. Initial direct costs relating to lease transactions incurred by the Company shall be recognized as the current expenses. If the expense related to the lease which shall be paid by the Company is assumed by the lesser of the asset, then such expenses shall be deducted from total lease fees, and the balances shall be amortized over the lease term s and charged to the current expenses. The lease fees received for the assets acquired under lease shall be recognized as current expenses over the lease terms (including rent-free periods) on a straight-line basis. The initial direct costs related to lease transactions paid by the Company, included in the current expenses; if a larger amount is to be capitalized, according to confirm the same basis throughout the period of the lease installments related to the lease income is recognized in profit gains. If expenses relating to leases which should be borne by the lessee of the assets are paid by the Company, they shall be deducted from the total lease income and the balances shall be amortized over the lease terms by the Company. 5.25 Discontinued operation Discontinued operation is the component that meets any of the following conditions, is disposed or classified as the held-for-sale one and can be separately distinguished at the time of preparation of financial statements: (1) Such component represents an independent primary business or a major business area; (2) Such component is part of the disposition plan for an independent primary business or a major business area; (3) Such component is a subsidiary acquired for just re-sale. 5.26 Adjustment for changes in principal accounting policies and accounting estimates 5.26.1 Adjustment for changes in accounting policies There were no changes in the accounting policies in the current reporting period. 5.26.2 Adjustment for changes in principal accounting estimates There were no changes in the accounting estimates in the current reporting period. 6. Tax 6.1 Main taxes and tax rates applicable to the company Tax type Basis of tax assessment Tax rate The output tax is calculated based on the revenue from sales of goods 3%, 5%, 6%, and the provision of taxable labor services according to tax law, and 7%, 11%, Value-added tax (VAT) value added tax payable should be the balance of the output tax for 13%, 17%, the period after deducting the deductible input tax for the period. 19% Business tax Levied based on the taxable income 5%, 7% 16%-38%, Enterprise income tax Levied based on the taxable income 25% Urban maintenance Levied based on the actual payment of business tax, VAT and 1%, 5%, 7% and construction tax consumption tax Education surtax and Levied based on the actual payment of business tax, VAT and 2%, 3% local education surtax consumption tax 55 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Note: The tax rate applicable to ShangGong Europe, a subsidiary of the Company, and other companies in the scope of consolidation of ShangGong Europe varies in a range from 16% to 38%. The VAT rate is 19%. 7. Notes to the items of consolidated financial statements 7.1 Cash and cash equivalents Unit: Yuan, Currency: RMB Item Ending balance Beginning balance Cash on hand 924,344.07 1,454,927.52 Bank deposit 617,499,047.28 759,297,757.06 Other cash and cash equivalents 4,228,585.38 12,819,498.11 Total 622,651,976.73 773,572,182.69 Including: Total amount abroad deposit 285,291,459.58 445,777,843.66 Details of cash and cash equivalents restricted for use due to mortgage, pledge or freezing are as follows: Unit: Yuan, Currency: RMB Item Ending balance Beginning balance Remark L/C deposit 788,000.00 744,130.00 Note 1 Fixed term deposit used for guarantee 25,000,000.00 25,000,000.00 Note 2 Security deposit 2,845,319.24 3,127,393.87 Note 3 Total 28,633,319.24 28,871,523.87 Note 1: This item is the deposit of Shanghai SMPIC IMPORT & EXPORT CO., LTD. which was used to open a letter of credit in China Construction Bank Shanghai Forth Branch. Note 2: The counter guarantee provided by the Company for Commerzbank AG Shanghai Branch by means of pledge of fixed-term deposit, amounting to RMB 25,000,000.00, to acquire the working capital borrowed from Commerzbank AG Bielefeld Branch to ShangGong Europe, the subsidiary of the Company. Note 3: The deposit, amounting to EUR 385,806.00, were pledged by ShangGong Europe to Commerzbank, which were equivalent to RMB 2,845,319.24. 7.2 Notes receivable 7.2.1 Presentation of notes receivable by category Item Ending balance Beginning balance Bank acceptance bills 52,979,580.91 48,897,695.47 Commercial acceptance bills 11,963,827.98 14,605,166.45 Total 64,943,408.89 63,502,861.92 7.2.2 Notes that were endorsed by the Company to other companies but did not come due as at the end of the period: None. 7.2.3 Notes receivable pledged as at the end of period: None. 7.2.4 Notes receivable transferred to accounts receivable due to the issuer's performance failure: None. 7.3 Accounts receivable 7.3.1 Disclosure of accounts receivable by category Ending balance Beginning balance Provision for bad Type Book balance Provision for bad debt Book balance Book value debt Book value Amount % Amount % Amount % Amount % Accounts receivable with significant single amount 97,364,555.51 16.61 18,548,125.00 19.05 78,816,430.51 59,416,103.38 12.38 17,844,428.00 30.03 41,571,675.38 and individual provision for bad debts Accounts 159,585,575.18 27.22 82,819,197.71 51.90 76,766,377.47 139,096,685.51 28.97 74,788,750.49 53.77 64,307,935.02 receivable with 56 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd provision for bad debts accrued by credit risk features portfolio: Accounts receivable with individually insignificant 329,236,381.88 56.17 8,381,683.53 2.55 320,854,698.35 281,547,899.02 58.65 14,263,060.85 5.07 267,284,838.17 amount and individual provision for bad debt Total 586,186,512.57 / 109,749,006.24 / 476,437,506.33 480,060,687.91 / 106,896,239.34 / 373,164,448.57 Note: EUR 1,062,078.78 (equivalent to RMB 7,832,831.00) of the ending balance of accounts receivable was restricted, which was the deposit for the letter of guarantee from Deutsche Bank by PFAFF GmbH, the subsidiary of ShangGong Europe by virtue of the accounts receivable. Accounts receivable with individually significant amount and individual provision for bad debt as at the end of period Ending balance Accounts receivable (by unit) Provision for bad Proportion of Accounts receivable Reason for provision debt provision No.1 38,671,763.10 Unimpaired according to the separate test No.2 18,548,125.00 18,548,125.00 100.00% Impaired according to the separate test No.3 16,135,148.34 Unimpaired according to the separate test No.4 12,065,500.00 Unimpaired according to the separate test No.5 11,944,019.07 Unimpaired according to the separate test Total 97,364,555.51 18,548,125.00 / / Bad-debt provision made under the aging analysis method in the portfolio: Ending balance Aging Accounts receivable Provision for bad debt Proportion of provision Within 1 year 74,593,326.91 3,729,666.39 5.00% 1-2 years 5,688,177.86 1,137,635.58 20.00% 2-3 years 2,704,349.36 1,352,174.69 50.00% Over 3 years 76,599,721.05 76,599,721.05 100.00% Total 159,585,575.18 82,819,197.71 Accounts receivable with individually insignificant amount and individual provision for bad debt as at the end of period: Accounts Ending balance receivable (by unit) Accounts receivable Provision for bad debt Proportion of provision Reason for provision Other insignificant accounts receivable 2,020,198.55 2,020,198.55 100% Impaired according to the separate test (Note 1) Other insignificant accounts receivable 9,356,189.83 Unimpaired according to the separate test (Note 2) Other insignificant accounts receivable 203,209,795.76 6,361,484.98 3.13% Impaired according to the separate test (Note 3) Other insignificant accounts receivable 108,922,529.09 Unimpaired according to the separate test (Note 4) Other insignificant accounts receivable 5,727,668.65 Unimpaired according to the separate test (Note 5) Total 329,236,381.88 8,381,683.53 2.55% / Note 1: It represents the accounts receivable of the subsidiary Shanggong Butterfly Sewing Machines Co., Ltd., for which the provision for impairment is made based on the separate test. Note 2: It represents the accounts receivable of the subsidiary DAP (Shanghai) Co., Ltd., for which the 57 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd provision for impairment is not made based on the separate test. Note 3: It represents the accounts receivable of the subsidiary ShangGong Europe, for which the provision for impairment is made based on the separate test. Note 4: It represents the accounts receivable of the subsidiary Shanghai Shensy Enterprise Development Co., Ltd., for which the provision for impairment is not made based on the separate test. Note 5: It represents the accounts receivable of the subsidiary Zhejiang SG & GEMSY Sewing Technology Co., Ltd., for which the provision for impairment is not made based on the separate test. 7.3.2 Provision for bad debts and their reversal or recovery in the current period The provision for bad debts in the current period had an amount of RMB 4,615,836.21; provision for bad debts that was reversed or recovered had an amount of RMB 2,996,948.61. 7.3.3 Actual write-off of accounts receivable in the current period None. 7.3.4 No amount was due from shareholders with 5% or more of voting shares of the Company among the accounts receivables as at the end of period. 7.3.5 Top five accounts receivable in terms of their ending balance Ending balance Company name Accounts receivable Proportion in total accounts receivable ratio (%) Provision for bad debt No.1 38,671,763.10 6.60 No.2 18,548,125.00 3.16 18,548,125.00 No.3 16,135,148.34 2.75 No.4 12,065,500.00 2.06 No.5 11,944,019.07 2.04 Total 97,364,555.51 16.61 18,548,125.00 7.3.6 See Note 11.5 for details of accounts receivable due from related parties. 7.4 Prepayment 7.4.1 Presentation of prepayments by aging Ending balance Beginning balance Aging Book balance Proportion (%) Book balance Proportion (%) Within 1 year 35,974,195.74 90.97 24,526,404.72 90.64 1-2 years 1,112,482.44 2.81 1,330,069.97 4.92 2-3 years 1,255,037.36 3.18 56,999.54 0.21 Over 3 years 1,202,509.31 3.04 1,145,112.92 4.23 Total 39,544,224.85 100.00 27,058,587.15 100.00 7.4.2 Top five advances to suppliers in terms of their ending balance Supplier Ending balance Proportion in total ending balance of advances to suppliers (%) No.1 3,193,979.94 8.08 No.2 1,862,615.84 4.71 No.3 1,793,000.00 4.53 No.4 1,699,261.12 4.30 No.5 1,600,288.91 4.05 Total 10,149,145.81 25.67 7.4.3 Provision for bad debts and their reversal or recovery in the current period None. 7.4.4 No amount was due from shareholders with 5% or more of voting shares of the Company among the advances to suppliers as at the end of period. 58 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd 7.5 Interests receivable Applicable Not applicable 7.6 Dividends receivable Applicable Not applicable 7.7 Other receivables 7.7.1 Classified disclosure of other receivables Ending balance Beginning balance Provision for bad Provision for bad Type Book balance Book balance debt Book value debt Book value Amount % Amount % Amount %) Amount % Other receivables with individually significant 37,634,183.42 38.16 12,235,166.60 32.51 25,399,016.82 39,127,176.28 42.80 11,881,666.00 30.27 27,245,510.28 amount and individual provision for bad debts Other receivables with provision for bad debts 25,213,097.32 25.57 16,882,224.85 66.96 8,330,872.47 24,148,336.32 26.42 16,797,190.17 69.56 7,351,146.15 accrued by credit risk features portfolio: Other receivables with individually insignificant amount 35,774,946.21 36.27 2,080.00 0.01 35,772,866.21 28,139,602.21 30.78 52,080.00 0.19 28,087,522.21 and individual provision for bad debt Total 98,622,226.95 / 29,119,471.45 / 69,502,755.50 91,415,114.81 / 28,730,936.17 / 62,684,178.64 Other receivable with individually significant amount and individual provision for bad debt as at the end of period Other receivable (by Ending balance unit) Other receivables Provision for bad debt Proportion of provision Reason for provision No.1 customer 12,235,166.60 12,235,166.60 100% Impaired according to the separate test Export tax refund 12,069,016.82 Unimpaired according to the separate test receivable (Note 1) No.3 customer 5,000,000.00 Unimpaired according to the separate test No.4 customer 4,830,000.00 Unimpaired according to the separate test No.5 customer 3,500,000.00 Unimpaired according to the separate test Total 37,634,183.42 12,235,166.60 / / Note 1: It represents the export tax refund receivable arising from the export sale by the subsidiary, which was unimpaired according to the separate impairment test. Other receivables for which bad-debt provision is made under the aging analysis method in the portfolio: Ending balance Aging Other receivables Provision for bad debt Proportion of provision Within 1 year 5,667,579.90 283,378.99 5.00% 1-2 years 3,578,752.19 715,750.44 20.00% 2-3 years 167,339.62 83,669.81 50.00% Over 3 years 15,799,425.61 15,799,425.61 100.00% Total 25,213,097.32 16,882,224.85 Other receivables with individually insignificant amount and individual provision for bad debt at the end of period Content of other Book balance Provision for bad debt Proportion of provision (%) Reason for provision receivables Other insignificant 2,080,923.76 Unimpaired according to the separate test receivables (Note 1) Other insignificant 2,080.00 2,080.00 100.00 Impaired according to the separate test receivables (Note 2) Other insignificant 5,682,497.11 Unimpaired according to the separate test receivables (Note 3) Other insignificant 227,522.23 Unimpaired according to the separate test receivables (Note 4) 59 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Other insignificant 27,781,923.11 Unimpaired according to the separate test receivables (Note 5) Total 35,774,946.21 2,080.00 0.005 Note 1: It represents the other receivable of the subsidiary DAP (Shanghai) Co., Ltd., which was unimpaired according to the separate test. Note 2: It represents the other receivable of the subsidiary Shanggong Butterfly Sewing Machines Co., Ltd., for which the provision for impairment is made based on the separate test. Note 3: It represents the other receivable of ShangGong Europe, which was unimpaired according to the separate test. Note 4: It represents the other receivable of the subsidiary SG & GEMSY, which was unimpaired according to the separate test. Note 5: It represents the other receivable of the subsidiary Shanghai Shensy Enterprise Development Co., Ltd, which was unimpaired according to the separate test. 7.7.2 Provision for bad debts and their reversal or recovery in the current period The provision for bad debts in the current period had an amount of RMB 516,751.79; provision for bad debts that was reversed or recovered had an amount of RMB 30,032.85. 7.7.3 Actual write-off of other receivable in the current period None. 7.7.4 Top five other receivables in terms of their ending balance Proportion in the ending Provision for bad debt Company name Nature Ending balance Aging balance of total other Ending balance receivable (%) From within 1 No.1 Current account 12,235,166.60 year to over 3 18.35 year Export tax refund No.2 12,069,016.82 Within 1 year 10.83 11,537,041.00 receivable No.3 Current account 5,000,000.00 Within 1 year 1.26 1,343,094.74 No.4 Current account 4,830,000.00 Within 1 year 0.89 948,662.60 No.5 Current account 3,500,000.00 Within 1 year 0.76 40,549.12 Total / 37,634,183.42 / 32.09 13,869,347.46 7.7.5 No amount was due from shareholders with 5% or more of voting shares of the Company among the other receivables as at the end of period. 7.8 Inventories 7.8.1 Classification of inventories Balance as at June 30, 2016 Balance as at January 1, 2016 Item Provision for Provision for Book balance Book value Book balance Book value impairment impairment Raw materials 264,115,651.87 40,603,962.40 223,511,689.47 238,545,363.19 43,490,629.95 195,054,733.24 Goods in process 158,316,261.23 29,044,550.34 129,271,710.89 136,221,003.08 28,022,238.05 108,198,765.03 Finished goods 260,540,200.90 34,576,049.87 225,964,151.03 225,253,531.44 33,480,586.14 191,772,945.30 Revolving materials 2,226,523.33 2,226,523.33 4,677,820.47 2,254,846.51 2,422,973.96 Consigned processing 1,155,462.49 1,155,462.49 1,806,944.86 1,806,944.86 materials Material purchase 99,865.26 99,865.26 87,404.47 87,404.47 Cost of service 69,695,279.58 69,695,279.58 68,499,972.56 68,499,972.56 Goods in transit 20,270,150.48 20,270,150.48 13,451,415.73 13,451,415.73 Others 2,166,889.90 2,166,889.90 2,166,889.90 2,166,889.90 Total 778,586,285.04 106,391,452.51 672,194,832.53 690,710,345.70 109,415,190.55 581,295,155.15 7.8.2 Inventory provision Item Balance as at Increase in current period Decrease in current period Balance as at June 60 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd January 1, 2016 Reversal 30, 2016 Provision Others Others or write-off Raw materials 43,490,629.95 1,628,124.01 4,514,791.56 40,603,962.40 Goods in process 28,022,238.05 1,034,610.73 12,298.44 29,044,550.34 Finished goods 33,480,586.14 800,000.00 893,191.93 597,728.20 34,576,049.87 Revolving materials 2,254,846.51 2,254,846.51 Others 2,166,889.90 2,166,889.90 Total 109,415,190.55 800,000.00 3,555,926.67 7,379,664.71 106,391,452.51 7.9 Other current assets Item Ending Balance Beginning Balance Held-to-maturity investments 10,564,041.89 10,163,252.89 Input tax to be credited 12,731,587.50 11,845,579.89 Rentals and insurance fees 2,829,348.10 1,638,714.56 Overpaid enterprise income tax 11,730.26 Financial products 145,000,000.00 280,000,000.00 Structured deposit 155,000,000.00 70,000,000.00 Total 326,124,977.49 373,659,277.60 7.10 Available-for-sale financial assets 7.10.1 Available-for-sale financial assets Ending Balance Beginning Balance Item Provision for Book balance Provision for impairment Book value Book balance Book value impairment Available for sale debt instruments Available for sale 120,286,798.34 120,286,798.34 150,415,095.52 1,698,131.91 148,716,963.61 equity instruments Including: Measured at fair 90,097,141.47 90,097,141.47 118,127,307.02 118,127,307.02 value Measured at cost 30,189,656.87 30,189,656.87 32,287,788.50 1,698,131.91 30,589,656.59 Total 120,286,798.34 120,286,798.34 150,415,095.52 1,698,131.91 148,716,963.61 7.10.2 Available-for-sale financial assets measured at fair value as at June 30, 2016 Available-for-sale Available-for-sale Classification of available-for-sale financial assets Total equity instruments debt instruments Cost of equity instruments 73,058,822.53 73,058,822.53 Fair value 90,097,141.47 90,097,141.47 Changes in fair value accumulated included in other comprehensive 17,038,318.94 17,038,318.94 income Provision for impairment provided 7.10.3 Available-for-sale financial assets measured at cost as at June 30, 2016 Book balance Provision for impairment Increase Increase Shareholdin Cash dividend Investee Decrease g ratio in in current As at January 1, in Decrease in As at June 30, As at January in As at June 30, in current investee (%) period 2016 current current period 2016 1, 2016 current 2016 period period period Shanghai Fuji 29,140,749.49 29,140,749.49 15.92 Xerox Co., Ltd. Shanghai Hirose Precision Industrial 30.00 850,000.00 Co., Ltd. (Note 1) Bank of Shanghai 951,400.00 951,400.00 <5 Co., Ltd. Changshu Qixing Elec-plating Co., 90.00 Ltd. Shanghai Huazhijie Plastic Co., Ltd. 736,283.66 736,283.66 736,283.66 736,283.66 23.04 (Note 2) Shanghai Hualian Sewing Machinery 400,000.00 400,000.00 Co., Ltd. (Note 3) Shanghai 308,033.99 308,033.99 308,033.99 308,033.99 14.30 Xingguang 61 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Book balance Provision for impairment Increase Increase Shareholdin Cash dividend Investee Decrease g ratio in in current As at January 1, in Decrease in As at June 30, As at January in As at June 30, in current investee (%) period 2016 current current period 2016 1, 2016 current 2016 period period period Underwear (South Africa) Wuxi Shanggong Sewing Machines 153,814.26 153,814.26 153,814.26 153,814.26 80.00 Co., Ltd (Note 4) China Perfect Machinery Co., 90,000.00 90,000.00 <5 Ltd. Shanghai Baoding Investment Co., 7,500.00 7,500.00 <5 Ltd. Shanghai Shanggong Jiarong 500,000.00 500,000.00 500,000.00 500,000.00 12.50 Sewing Machine Trade Co., Ltd. Pfaff Industrial 7.10 0.28 7.38 49.00 Iberica S.A.U. Total 32,287,788.50 0.28 400,000 31,887,788.78 1,698,131.91 1,698,131.91 / Note 1: Shang Gong Group Co., Ltd. holds 30% shares of Shanghai Hirose Precision Industrial Co., Ltd. According to the articles of association, Shang Gong Group Co., Ltd. obtains guaranteed minimum revenue each year. In addition, it does not participate in the decision-making process of daily operations, and does not have significant influence on the invested enterprise. Therefore, it adopts cost accounting to measure its revenue from its shares of Shanghai Hirose Precision Industrial Co., Ltd. Note 2: Shang Gong Group Co., Ltd. holds 23.04% shares of Shanghai Huazhijie Plastic Co., Ltd. According to the articles of association, Shang Gong Group Co., Ltd. does not have facto control over the invested enterprise. In addition, it does not participate in the decision-making process of daily operations, and does not have significant influence on the invested enterprise. Therefore, it adopts cost accounting to measure its revenue from its shares of Shanghai Huazhijie Plastic Co., Ltd. Note 3: Shanghai Hualian Sewing Machinery Co., Ltd. has been liquidated and closed in the Report Period. Note 4: Shang Gong Group Co., Ltd. holds 80% shares of Wuxi Shanggong Sewing Machines Co., Ltd. According to the articles of association, Shang Gong Group Co., Ltd. does not have facto control over the invested enterprise. In addition, it does not participate in the decision-making process of daily operations, and does not have significant influence on the invested enterprise. Therefore, it adopts cost accounting to measure its revenue from its shares of Wuxi Shanggong Sewing Machines Co., Ltd. 7.10.4 Changes in available-for-sale financial assets for this year Available-for-sale Available-for-sale Classification of available-for-sale financial assets Total equity instruments debt instruments Balance of provision for impairment provided as at January 1, 2016 1,698,131.91 1,698,131.91 Provision in current period Including: transfer-in from other comprehensive income Decrease in current period Including: reversal due to the increase in post balance sheet fair value Balance of provision for impairment provided as at June 30, 2016 1,698,131.91 1,698,131.91 7.11 Long-term equity investment Increase/decrease in the Report Period End balance of provision for cash dividends impairment Declaration of disinvestment Investment Provision for impairment Other or profits Open profit and loss Other Ending Others Investee Additional comprehensive balance recognized changes Balance investment income under the equity in equity adjustment method 1. Joint operation Subtotal 2. Joint venture H.Stoll 238,872,154.81 11,338,598.93 -326,271.80 249,884,481.94 62 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd AG & Co. KG Subtotal 238,872,154.81 11,338,598.93 -326,271.80 249,884,481.94 Total 238,872,154.81 11,338,598.93 -326,271.80 249,884,481.94 Note: In the Report Period, ShangGong Europe, wholly-owned subsidiary of the Company, invested in German H.Stoll AG & Co. KG. ShangGong Europe became a limited partner which holds 26% equity of Stoll KG. 7.12 Investment properties Investment property measured at cost Item Use right of leased land Leasehold improvement Buildings and constructions Total 1. Total original book value (1) Balance as at January 1, 2016 151,624,469.83 50,523,752.24 2,583,492.92 204,731,714.99 (2) Increase in current period 1,866,244.17 1,866,244.17 - Outsourcing - Inventories \ fixed assets \ transfer-in from construction in progress - Increase due to business combinations - Exchange rate fluctuation 1,866,244.17 1,866,244.17 (3) Decrease in current period - Reclassification to fixed assets - Others (4) Balance as at June 30, 2016 153,490,714.00 50,523,752.24 2,583,492.92 206,597,959.16 2. Total accumulated depreciation and accumulated amortization (1) Balance as at January 1, 2016 77,618,137.89 13,906,301.91 344,465.76 91,868,905.56 (2) Increase in current period 2,678,194.35 586,508.58 119,393.00 3,384,095.93 - Provision or amortization 1,861,834.48 586,508.58 119,393.00 2,567,736.06 - Exchange rate fluctuation 816,359.87 816,359.87 (3) Decrease in current period - Reclassification to fixed assets - Others (4) Balance as at June 30, 2016 80,296,332.24 14,492,810.49 463,858.76 95,253,001.49 3. Provision for impairment (1) Balance as at January 1, 2015 7,031,328.87 7,031,328.87 (2) Increase in current period 277,281.23 277,281.23 - Provision - Exchange rate fluctuation 277,281.23 277,281.23 (3) Decrease in current period - Disposal - Others (4) Balance as at June 30, 2016 7,308,610.10 7,308,610.10 4. Book value (1) Book value as at June 30, 2016 65,885,771.66 36,030,941.75 2,119,634.16 104,036,347.57 (2) Book value as at January 1, 2016 66,975,003.07 36,617,450.33 2,239,027.16 105,831,480.56 7.13 Fixed assets Buildings and Machinery Transportation Electronic Item Other equipment Total constructions equipment equipment equipment 1. Total original book value 63 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd (1) Balance as at January 1, 2016 427,577,258.71 308,851,865.56 15,621,511.70 4,118,493.33 222,468,855.52 978,637,984.82 (2) Increase in current period 11,486,058.32 35,995,051.14 186,741.88 215,201.35 14,735,333.87 62,618,386.56 - Acquisition 154,875.00 25,178,648.58 186,741.88 215,201.35 5,368,398.15 31,103,864.96 - Transfer-in from construction in 1,821,625.00 1,351,589.45 3,173,214.45 progress - Reclassification from Investment 11,331,183.32 8,994,777.56 8,008,508.66 28,334,469.54 properties -Increase due to business 6,837.61 6,837.61 combinations (3) Decrease in current period 12,180.00 12,458,956.94 465,934.00 188,544.92 1,878,315.42 15,003,931.28 - Disposal or write-off 12,180.00 11,212,396.49 465,934.00 188,544.92 1,878,315.42 13,757,370.83 - Exchange rate fluctuation 1,246,560.45 1,246,560.45 1,026,252,440. (4) Balance as at June 30, 2016 439,051,137.03 332,387,959.76 15,342,319.58 4,145,149.76 235,325,873.97 10 2. Total accumulated depreciation (1) Balance as at January 1, 2016 204,574,789.41 224,080,185.14 9,061,909.59 2,409,658.56 194,074,594.83 634,201,137.53 (2) Increase in current period 11,839,904.40 14,181,725.64 697,036.73 432,373.88 12,240,244.36 39,391,285.01 - Provision 4,789,987.90 7,408,165.64 697,036.71 427,400.94 5,072,413.53 18,395,004.72 - Reclassification from Investment 7,049,916.50 6,773,560.00 4,972.94 7,161,177.68 20,989,627.12 properties - Increase due to business 0 0.02 6,653.15 6,653.17 combinations (3) Decrease in current period 3,403.40 7,713,589.35 240,925.00 139,400.08 1,795,213.06 9,892,530.89 - Disposal or write-off 3,403.40 7,697,117.61 240,925.00 139,400.08 1,795,213.06 9,876,059.15 - Exchange rate fluctuation 16,471.74 16,471.74 (4) Balance as at June 30, 2016 216,411,290.41 230,548,321.43 9,518,021.32 2,702,632.36 204,519,626.13 663,699,891.65 3. Provision for impairment (1) Balance as at January 1, 2016 4,913,777.92 3,024,604.52 48,170.70 59,705.35 56,179.79 8,102,438.28 (2) Increase in current period - Provision (3) Decrease in current period 529,436.45 529,436.45 - Disposal or write-off 529,436.45 529,436.45 (4) Balance as at June 30, 2016 4,913,777.92 2,495,168.07 48,170.70 59,705.35 56,179.79 7,573,001.83 4. Book value (1)Book value as at June 30, 217,726,068.70 99,344,470.26 5,776,127.56 1,382,812.05 30,750,068.05 354,979,546.62 2016 (2) Book value as at January 1, 218,088,691.38 81,747,075.90 6,511,431.41 1,649,129.42 28,338,080.90 336,334,409.01 2016 Note: among the above balance of fixed assets as at June 30, 2016, the buildings and constructions of RMB 130,223,047.59 (of which the euro is EUR 13,231,136.00, equivalent to RMB 97,579,628) are used to obtain a loan from banks; see the Note 12.1 Commitments and Contingencies for information on mortgage loans and credit extension. 7.13.2 There were no idle fixed assets as at June 30, 2016. 7.13.3 There were no held-for-sale fixed assets as at June 30, 2016. 7.13.4 There were no fixed assets without certificate of title as at June 30, 2016. Reason for failure in completing the Expected date of completion of the formalities Item Book value formalities for obtaining certificates of title for obtaining the certificates of title Buildings and Self-built housing, the certificates are in the 1,905,896.20 constructions (Note 1) process Buildings and Self-built housing, the certificates are in the 298,703.26 constructions (Note 2) process Total 2,204,599.46 Note1: Self-built housing of Shanghai SGSB Asset Management Co., Ltd. Note2: Self-built housing of the Company. 7.14 Construction in progress 7.14.1 Construction in progress Item Balance as at June 30, 2016 Balance as at January 1, 2016 64 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Provision for Provision for Book balance Book value Book balance Book value impairment impairment Sewing Equipment Engineering 9,325,034.67 9,325,034.67 3,917,373.59 3,917,373.59 Sewing unit and electric control 2,846,940.28 2,846,940.28 2,856,279.73 2,856,279.73 ERP project 1,974,852.20 1,974,852.20 1,629,852.20 1,629,852.20 Shenbei building decoration - Household 370,466.13 370,466.13 280,881.22 280,881.22 multi-functional sewing machine Jinyuan Building project 236,388.53 236,388.53 SG & GEMSY equipment engineering 596,744.64 596,744.64 Nanxiang factory construction 397,674.76 397,674.76 Zhangjiagang base project 2,244,505.00 2,244,505.00 854,000.00 854,000.00 Modern logistics management center 14,550,000.00 14,550,000.00 14,550,000.00 14,550,000.00 Total 32,542,606.21 32,542,606.21 24,088,386.74 24,088,386.74 7.14.2 Major changes in construction in progress for the current period Other decreases in current Construction in progress Proportion of Including: Amount the Accumulated amount of Interest period Balance as at Increase transferred in the Balance as at June accumulated amount of interest capitalization Source Project Name Budget January 1, 2016 in current period fixed assets for 30, 2016 investment in interest capitalization rate in current of fund the current period project in capitalization in current period (%) budget (%) period Sewing Self- Equipment 3,917,373.59 8,571,536.08 3,163,875.00 9,325,034.67 owned Engineering fund Sewing unit and Raised 2,856,279.73 9,339.45 2,846,940.28 electric control fund Raised ERP project 5,000,000.00 1,629,852.20 345,000.00 1,974,852.20 fund Shenbei building decoration - Raised Household 280,881.22 89,584.91 370,466.13 fund multi-functional sewing machine Self- Jinyuan Building 236,388.53 236,388.53 owned project fund SG & GEMSY Self- equipment 596,744.64 596,744.64 owned engineering fund Self- Nanxiang factory 397,674.76 397,674.76 owned construction fund Self- Zhangjiagang base 854,000.00 1,390,505.00 2,244,505.00 owned project fund Modern logistics Self- management 14,550,000.00 14,550,000.00 owned center fund Total 24,088,386.74 11,627,433.92 3,173,214.45 32,542,606.21 Note: Amount increased in current period of modern logistics management center project is caused by Shanghai Shensy Enterprise Development Co., Ltd incorporated into the scope of consolidation. 7.15 Intangible assets Right to use of Computer Item Land use right Patent Others Total trademarks software 1. Original book value (1) Balance as at 90,660,420.23 79,375,268.18 20,161,268.51 3,082,118.91 5,627,912.64 198,906,988.47 January 1, 2016 (2) Increase in current 3,925,356.82 44,085.47 463,689.49 4,433,131.78 period - Acquisition 840,750.00 44,085.47 22,905.66 907,741.13 - Exchange rate 3,084,606.82 221,937.36 3,306,544.18 fluctuation - Others 218,846.47 218,846.47 (3) Decrease in current 218,846.47 218,846.47 period - Disposal - Others 218,846.47 218,846.47 (4) Balance as at June 90,660,420.23 83,300,625.00 20,161,268.51 2,907,357.91 6,091,602.13 203,121,273.78 30, 2016 2. Total accumulated 65 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Right to use of Computer Item Land use right Patent Others Total trademarks software depreciation (1) Balance as at 5,589,786.23 38,236,901.39 20,161,268.51 1,827,037.52 5,627,912.64 71,442,906.29 January 1, 2016 (2) Increase in current 1,214,880.03 6,716,163.70 158,032.63 355,969.61 8,445,045.97 period - Provision 1,214,880.03 5,155,239.00 158,032.63 5,471.17 6,533,622.83 - Exchange rate 1,560,924.70 221,937.36 1,782,862.06 fluctuation - Others 128,561.08 128,561.08 (3) Decrease in 128,561.08 128,561.08 current period - Disposal - Others 128,561.08 128,561.08 (4) Balance as at June 6,804,666.26 44,953,065.09 20,161,268.51 1,856,509.07 5,983,882.25 79,759,391.18 30, 2016 3. Provision for impairment (1) Balance as at January 1, 2016 (2) Increase in current period - Provision (3) Decrease in current period - Disposal (4) Balance as at June 30, 2016 4. Book value (1) Book value as at 83,855,753.97 38,347,559.91 1,050,848.84 107,719.88 123,361,882.60 June 30, 2016 (2) Book value as at 85,070,634.00 41,138,366.79 1,255,081.39 127,464,082.18 January 1, 2016 7.16 Development expenditures Transfer-out in current period Increase in current period Recognized (4) Balance as Balance as at Included in Item Internal as at June 30, January 1, 2016 the current development others intangible 2016 profit and loss expenditure assets WeChat platform 374,528.29 56,603.77 431,132.06 Freight platform 1,203,773.57 467,924.52 1,671,698.09 Sewing equipment 35,533,287.07 1,757,752.63 2,899,768.85 6,173,892.82 34,016,915.73 New type paper shredder 23,000.00 23,000.00 Total 37,111,588.93 2,305,280.92 2,899,768.85 6,173,892.82 36,142,745.88 Note: Balances as at January 1, 2016 and June 30, 2016 of WeChat and Freight platform represent the development costs of Shanghai Shensy Enterprise Development Co., Ltd. Balances as at January 1, 2016 and June 30, 2016 of sewing equipment represent the development costs of ShangGong (Europe) Holding Corp. GmbH. Balances as at January 1, 2016 and June 30, 2016 of New type paper shredder represent the development costs of Shanghai SMPIC IMPORT & EXPORT CO., LTD. 7.17 Goodwill 7.17.1 Book value of goodwill Decrease in Increase in current period current period Name of investee or goodwill Balance as at Balance as at June Formation due to formation events January 1, 2016 Exchange rate 30, 2016 business Disposal fluctuation combinations PFAFF Industriesysteme und 65,913,195.29 2,599,294.18 68,512,489.47 Maschinen GmbH Beisler 20,672,574.72 815,225.28 21,487,800.00 Total 86,585,770.01 3,414,519.46 90,000,289.47 66 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd 7.17.2 Provision for impairment of goodwill Decrease in current Increase in current period Name of investee or goodwill Balance as at period Balance as at formation events January 1, 2016 Exchange rate June 30, 2016 Provision Disposal fluctuation Beisler 20,672,574.72 815,225.28 21,487,800.00 Total 20,672,574.72 815,225.28 21,487,800.00 7.18 Long-term deferred expenses Balance as at Increase in Amortization in Other decreases in Item Balance as at June 30, 2016 January 1, 2016 current period current period current period Mailbox rental 26,400.00 3,300.00 23,100.00 Network brand 320,702.67 16,980.00 303,722.67 registration fee Landscape 232,371.90 24,460.20 207,911.70 Engineering Warehouse 90,000.00 90,000.00 decoration Monitoring 65,000.00 65,000.00 equipment Cost of the tool 198,537.36 198,537.36 and moulds Total 579,474.57 353,537.36 44,740.20 888,271.73 7.19 Deferred income tax assets / deferred income tax liabilities 7.19.1 Deferred income tax assets Item Balance as at June 30, 2016 Balance as at January 1, 2016 Provision for asset impairment 12,428,197.96 9,183,493.71 Unrealized profits of internal transactions 6,273,401.51 6,301,546.87 Deductible losses 305,975.02 305,975.02 Pension (Europe) 28,492,250.50 29,934,428.85 Total 47,499,824.99 45,725,444.45 7.19.2 Deferred income tax liabilities Item Balance as at June 30, 2016 Balance as at January 1, 2016 Appreciation of assets evaluation due to business 34,063,027.99 31,520,487.16 combinations not under common control Others 6,096,782.07 3,615,783.99 Total 40,159,810.06 35,136,271.15 Appreciation of assets evaluation due to business combinations not under common control is formed mainly due to the acquisition of subsidiaries overseas by ShangGong Europe. 7.20 Short-term loans Item Balance as at June 30, 2016 Balance as at January 1, 2016 Mortgage loans 19,322,500.00 18,589,424.00 Guaranteed loans 283,977,123.99 271,341,134.57 Credit loans 1,120,257.80 10,617,271.05 Total 304,419,881.79 300,547,829.62 Note 1: DA AG, the subsidiary of ShangGong Europe, raised loans from Commerzbank by pledging fixed assets amounting to RMB 97,579,628.00 (EUR 13,231,136.00). RMB 19,322,500.00 (EUR 2,620,000.00) of the loans belongs to short-term loan, and RMB 19,322,500.00 (EUR 2,620,000.00) belongs to long-term loan. Note 2: ShangGong Europe and PFAFF GmbH raised guaranteed loans from Commerzbank Bielefeld Branch. (Details referred to below 10. Commitment) Shanghai Shensy Enterprise Development Co., Ltd raised guaranteed loans amounting to RMB 27,900,000.00 from China Construction Bank Shanghai Baoshan Branch, RMB 10,000,000.00 from Bank of Communications Shanghai Baoshan Branch, RMB 5,000,000.00 from Shanghai Pudong Development Bank Waigaoqiao Branch and RMB 5,000,000.00 from Bank of Shanghai Fumin Branch, which was guaranteed by its subsidiary Shanghai Shensy Keller 67 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Network Co., Ltd. 7.21 Accounts payable 7.21.1. Presentation of accounts payable Item Balance as at June 30, 2016 Balance as at January 1, 2016 Payables to suppliers 198,360,365.50 161,024,708.59 Total 198,360,365.50 161,024,708.59 7.21.2 No amount was due to shareholders holding more than 5% (inclusive) voting shares of the Company among amounts as at June 30, 2016. 7.21.3 Please refer to the Note 9.6 for details on amounts due to related parties among accounts payable as at June 30, 2016. 7.21.4 There were no accounts payable with aging of more than one year and large amount among amounts as at June 30, 2016. 7.22 Receipt in advance 7.22.1 Presentation of advances from customers Item Balance as at June 30, 2016 Balance as at January 1, 2016 Advances on sales 26,996,952.71 25,598,146.20 Total 26,996,952.71 25,598,146.20 7.22.2 There were no advances from shareholders holding more than 5% (inclusive) voting shares of the Company among amounts as at June 30, 2016. 7.22.3 There were no advances from related parties among amounts as at June 30, 2016. 7.22.4. There were no advances from customers with aging of more than one year and large amount among amounts as at June 30, 2016. 7.23 Employee compensation payable 7.23.1 Presentation of employee compensation payable Increase in current Decrease in current Item Balance as at January 1, 2016 Balance as at June 30, 2016 period period Short-term 56,177,117.00 277,967,868.85 283,082,021.74 51,062,964.11 remuneration Post-employment benefits - defined 427,882.72 6,821,486.40 5,902,458.81 1,346,910.31 benefit plans Dismissal welfare 418,939.66 2,164,604.62 2,334,205.19 249,339.09 Defined benefit plan maturing within one 21,072,744.00 8,754,186.52 7,923,180.52 21,903,750.00 year Total 78,096,683.38 295,708,146.39 299,241,866.26 74,562,963.51 Note: the defined benefit plan maturing within one year refers to the employee compensation payable relating to ShangGong Europe. 7.23.2 Presentation of short-term remuneration Balance as at Increase in Decrease in Balance as at June Item January 1, 2016 current period current period 30, 2016 (1) Salary, bonus, allowance and subsidy 55,728,197.76 228,953,081.45 234,553,884.89 50,127,394.32 (2) Employee welfare 88,691.79 43,145,660.35 43,233,823.14 529.00 (3) Social insurance expenses 246,872.69 3,741,234.40 3,327,468.82 660,638.27 Including: medical insurance premium 206,709.03 3,231,234.99 2,864,763.29 573,180.73 Work-related injury insurance premium 18,345.57 278,477.15 251,522.70 45,300.02 Maternity insurance premium 21,818.09 231,522.26 211,182.83 42,157.52 (4) Housing provident funds 110,220.80 1,626,581.90 1,475,309.90 261,492.80 68 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd (5)Labor union expenditures and employee education 3,133.96 501,310.75 491,534.99 12,909.72 expenses (6) Short-term paid absences (7) short-term profit-sharing plan Total 56,177,117.00 277,967,868.85 283,082,021.74 51,062,964.11 7.23.3 Presentation of defined benefit plans Balance as at January 1, Increase in current Decrease in current Balance as at June 30, Item 2016 period period 2016 Basic endowment 393,324.08 6,103,304.22 5,234,352.44 1,262,275.86 insurance premium Unemployment insurance 34,558.64 336,137.06 341,227.85 29,467.85 premium Payment of annuity 382,045.12 326,878.52 55,166.60 Total 427,882.72 6,821,486.40 5,902,458.81 1,346,910.31 7.24 Taxes and surcharges payable Tax and surcharge items Balance as at June 30, 2016 Balance as at January 1, 2016 Value-added tax 717,120.20 1,627,575.29 Business tax 35,790.06 47,864.23 Enterprise income tax 40,864,534.31 42,415,008.13 Individual income tax 979,883.06 4,473,566.06 Urban maintenance and construction tax 85,659.88 88,576.02 Property tax 179,294.70 Educational surtax 72,433.32 73,626.10 River management fee 12,574.25 14,725.17 Water conservancy construction fund 12,697.15 24,237.67 Land use tax 121,189.92 Total 42,780,692.23 49,065,663.29 Overseas subsidiaries were subject to the statutory tax rates in accordance with the corresponding countries' tax law. 7.25 Interest payable Item Balance as at June 30, 2016 Balance as at January 1, 2016 Interest on short-term borrowings 60,512.50 88,934.73 7.26 Dividends payable Balance as at January 1, Reasons for failure to pay Company name Balance as at June 30, 2016 2016 for more than one year Light Industrial Holding Group Co., Ltd 959,269.79 959,269.79 long aging, unable to pay Privately-owned corporate shares 73,549.07 73,549.07 long aging, unable to pay Total 1,032,818.86 1,032,818.86 7.27 Other payables 7.27.1 Presentation of other payables by nature of accounts Item Balance as at June 30, 2016 Balance as at January 1, 2016 Other payables: 171,914,739.75 171,163,174.57 7.28 Non-current liabilities maturing within one year Not applicable. 7.29 Other current liabilities Item Balance as at June 30, 2016 Balance as at January 1, 2016 Interest and rentals 698,703.22 319,502.32 Accrued exhibitions fee - Electricity fees 164,376.66 Total 863,079.88 319,502.32 69 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd 7.30 Long-term loans Item Balance as at June 30, 2016 Balance as at January 1, 2016 Mortgage loans 77,863,343.56 27,884,136.00 Credit loans 1,489,984.87 1,489,984.87 Total 79,353,328.43 29,374,120.87 Note: see Note 1 of Note 7.20 Short-term Loans for details on disclosed mortgage assets. 7.31 Long-term payables Item Balance as at June 30, 2016 Balance as at January 1, 2016 Others 74,338,217.87 4,724,683.15 Total 74,338,217.87 4,724,683.15 Note: Balance as at June 30, 2016 of Others includes final payment of acquiring H.Stoll AG & Co. KG amounting to RMB 69,253,194.94. 7.32 Long-term employee compensation payable 7.32.1 Presentation of long-term employee compensation payable Item Balance as at June 30, 2016 Balance as at January 1, 2016 1. Post-employment benefits - net liability of defined benefit plan 239,507,354.34 237,994,365.76 2. Dismissal welfare 3. Other long-term benefits 1,540,507.04 1,482,061.76 Total 241,047,861.38 239,476,427.52 Note: Defined benefit plan of ShangGong Europe is based on supporting commitment. The base of measuring supporting liability is on insurance actuarial approach and hypothesis, not only consider known and possessed right to draw defined benefit plan, but the increase of future payroll and defined benefit plan. 7.33 Other non-current liabilities Item Balance as at June 30, 2016 Balance as at January 1, 2016 Other non-current liabilities 520,000.00 520,000.00 Total 520,000.00 520,000.00 7.34 Share capital Increase (+) and decrease (-) for the current year Item Balance as at January 1, 2016 Balance as at June 30, 2016 Issuance of new shares Others Sub-total Total shares 548,589,600.00 548,589,600.00 7.35 Capital reserves Decrease in current Balance as at June 30, Item Balance as at January 1, 2016 Increase in current period period 2016 Stock premium 851,345,853.61 851,345,853.61 Other capital reserves 104,940,167.82 11,871,558.22 116,811,726.04 Total 956,286,021.43 11,871,558.22 968,157,579.65 Note: Changes in capital reserve of subsidiaries within the combination scope were the reason for the increase in other capital reserves. 7.36 Other comprehensive income Current Period Less: recognized as other Balance as at comprehensive Less: Balance as at June Item Accrual before Attributable to Attributable to January 1, 2016 income for income 30, 2016 income tax for the owners of the minority previous years and tax current period parent company shareholders transferred in the expenses profit or loss for the current period 1. Other comprehensive income -36,674,709.19 -36,674,709.19 70 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd that cannot be reclassified in the loss and gain in the future Including: change in re-measurement of the net -36,674,709.19 -36,674,709.19 liabilities and net assets under defined benefit plan A share in other comprehensive income of investee that cannot be reclassified in the losses and gains under the equity method 2. Other comprehensive income that will be reclassified in the -48,596,188.67 -21,624,435.26 -23,500,674.67 1,876,239.41 -72,096,863.34 loss and gain in the future Including: a share in other comprehensive income of investee that will be reclassified in the loss and gain under the equity method Losses and gains on the change in fair value of available-for-sale 45,068,484.49 -28,030,165.55 -28,030,165.55 17,038,318.94 financial assets Held-to-maturity investments reclassified as losses and gains on available-for-sale financial assets Effective portion of losses and gains on cash flow hedges Foreign currency translation -93,664,673.16 6,405,730.29 4,529,490.88 1,876,239.41 -89,135,182.28 differences Total other comprehensive -85,270,897.86 -21,624,435.26 -23,500,674.67 1,876,239.41 -108,771,572.53 income Note: The amounts above are other comprehensive income attributable to parent company. 7.37 Surplus reserves Balance as at January 1, Increase in current Decrease in current Balance as at June 30, Item 2016 period period 2016 Statutory surplus reserves 2,273,121.26 2,273,121.26 Discretionary surplus reserves 2,273,121.26 2,273,121.26 Total 4,546,242.52 4,546,242.52 7.38 Retained earnings Item Current period Previous period Adjustments to retained earnings as at December 31, 2015 350,523,121.40 193,106,033.92 Adjustments to total retained earnings as at January 1, 2016 ("+" for increase, "-" for decrease) Adjusted retained earnings as at January 1, 2016 350,523,121.40 193,106,033.92 Plus: net profit attributable to owners of the parent company for current 101,164,717.70 100,341,086.85 period Less: withdrawal of statutory surplus reserves Withdrawal of discretionary surplus reserves Withdrawal of general risk reserves in current period Ordinary share dividends payable Ordinary share dividend transferred to share capital (paid-in capital) Other transfer-out 451,687,839.10 293,447,120.77 Adjustments to retained earnings as at June 30, 2016 350,523,121.40 193,106,033.92 7.39 Operating income and operating costs Current period Previous period Item Income Cost Income Cost Primary business 1,314,252,118.76 924,558,225.41 1,012,319,769.02 687,978,806.08 Other businesses 45,090,410.69 29,942,064.00 26,742,320.07 13,683,424.76 Total 1,359,342,529.45 954,500,289.41 1,039,062,089.09 701,662,230.84 71 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd 7.40 Business taxes and surcharges Item Current period Previous period Business tax 822,711.29 1,038,198.21 Urban maintenance and construction tax 1,061,926.25 499,872.67 Educational surtax 798,583.35 378,953.28 Others 1,497,723.11 1,202,588.40 Total 4,180,944.00 3,119,612.56 7.41 Selling expenses Item Current period Previous period Employee compensation 54,152,469.93 46,923,736.41 Fix and after-sale service charges 9,471,495.27 7,883,535.51 Office expenses 1,925,818.50 1,348,806.64 Travelling expenses 7,777,406.50 7,323,743.45 Transportation cost 10,013,901.46 8,443,184.44 Advertising expense 2,588,996.06 2,786,858.53 Commission 12,983,415.23 9,389,082.61 Leasing and storage charges 2,988,594.08 4,283,239.87 Insurance premium 626,283.69 792,832.13 Packing expenses 20,789.73 9,561.71 Conference fees 1,097,735.43 751,926.35 Depreciation costs 885,340.61 363,048.58 Exhibition fees 1,543,023.79 3,020,714.30 Utility bills 22,560.95 6,557.49 Loading and unloading expenses 13,392.08 11,224.44 Samples, printing materials and scraps 4,975,397.89 4,399,830.64 Others 12,948,639.62 16,219,152.66 Total 124,035,260.82 113,957,035.76 7.42 General and administrative expenses Item Current period Previous period Employee compensation 60,728,834.32 52,268,080.59 Office expenses 3,503,878.91 1,655,571.01 Utility bills 467,566.82 398,877.76 Entertainment expenses 1,775,131.30 1,139,269.11 Property insurance premium 1,132,959.90 1,377,864.09 Conference fees 441,720.48 150,853.00 Travelling expenses 4,103,270.72 2,742,430.88 Depreciation costs 4,339,234.24 2,745,058.93 Repair charges 377,155.90 323,339.46 Transportation cost 1,268,999.53 628,854.29 Rental fees 1,718,338.58 1,635,198.11 Costs of borad meetings and supervisors' meetings 264,294.69 256,714.36 Agency fees and advisory expenses 5,695,258.76 5,241,031.04 Litigation cost 29,171.75 109,352.82 New product development expenses 35,847,223.71 22,386,716.12 Taxes and surcharges 1,231,380.14 325,579.36 Amortization of intangible assets 1,036,624.09 828,200.88 Others 7,135,331.59 6,237,392.86 Total 131,096,375.43 100,450,384.67 7.43 Financial expenses Type Current period Previous period Interest expenses 6,802,996.00 6,379,828.00 Less: interest income -920,275.58 -814,788.26 72 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Gains and losses on exchange 2,500,640.84 -2,356,547.53 Others 1,706,156.24 1,741,504.02 Total 10,089,517.50 4,949,996.23 7.44 Losses from asset impairment Item Current period Previous period Losses from bad debts 2,105,606.54 -4,235,208.57 Losses from inventory impairment -3,680,156.16 1,419,391.69 Losses from long-term investment impairment Losses on impairment of goodwill Total -1,574,549.62 -2,815,816.88 7.45 Investment income Item Current period Previous period Long-term equity investments measured under equity method 11,338,598.93 Investment income from disposal of long-term equity investments Investment income from financial assets measured at fair value through current profit and loss during the Investment income from disposal of financial assets measured at fair value through current profit and loss 1,071,204.85 Investment income from holding of held-to-maturity investments Investment income from holding of available-for-sale financial assets 897,305.05 5,280,318.44 Investment income from disposal of available-for-sale financial assets 715,552.60 Gains from re-measurement of residual equity at fair value after the loss of control right Others 5,214,392.23 14,034,874.88 Total 18,165,848.81 20,386,398.17 Note: "others" mainly refer to the gains of RMB 11,279,013.70 from finance products among other current assets and the investment income of RMB 2,755,861.18 from business combination not under common control. 7.46 Non-operating income Amounts included in the Item Current period Previous period non-recurrent profit and loss for the current period Total gains from disposal of non-current assets 2,540,561.45 311,518.30 2,540,561.45 Including: gains from disposal of fixed assets 2,540,561.45 311,518.30 2,540,561.45 Gains on disposal of intangible assets Gains from debt restructuring Gains from exchange of non-monetary assets/Gains from transaction of non-currency assets Donation accepted Government subsidies 4,973,690.84 1,639,575.49 3,173,690.84 Penalty revenue 4,799.00 100.00 4,799.00 Others 140,344.79 5,907,085.92 1,940,344.79 Total 7,659,396.08 7,858,279.71 7,659,396.08 Government subsidies included in current profit and loss Asset-related / Item Current period Previous period income-related Governmental financial subsidies from Pudong New Area 1,260,000.00 399,000.00 Income-related Enterprise staff vocational training financial subsidies from Pudong New 14,117.78 Income-related Area Special funds of Shanghai Municipality for overseas investment cooperation 1,220,100.00 Income-related Special subsidiary for replacing business tax with value-added tax 25,900.51 Income-related Funds of Shanghai Hongkou District Finance Bureau of Shanghai 120,000.00 Income-related Municipality for Supporting the Development of Enterprises Special funds of industrial transformation and upgrading in Shanghai 500,000.00 Income-related Subsidies for dying out of yellow-label cars 10,000.00 Income-related 73 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Subsidies for Management of Old Public Houses in Shanghai Municipality 73,672.55 10,475.49 Income-related Finance of science and technology development 1,100,000.00 Income-related Exhibition subsidies 80,000.00 Income-related Sitang Economic Development Zone subsidies 1,800,000.00 Income-related Total 4,973,690.84 1,639,575.49 7.47 Non-operating expenses Amounts included in the Item Current period Previous period non-recurrent profit and loss for the current year Total losses from disposal of non-current assets 3,098,496.16 113,231.77 3,098,496.16 Including: losses from disposal of fixed assets 3,098,496.16 113,231.77 3,098,496.16 Losses from disposal of intangible assets Losses from debt restructuring Losses from exchange of non-monetary assets Donations made 200,000.00 200,000.00 200,000.00 Amercement and overdue fine outlay 2,211.58 16,175.07 2,211.58 Others 5,000.00 Total 3,300,707.74 334,406.84 3,300,707.74 7.48 Income tax expenses Item Current period Previous period Current income tax calculated according to the tax law and relevant 43,949,360.97 37,361,247.95 provisions Deferred income tax expenses 1,432,040.66 -1,524,433.58 Total 45,381,401.63 35,836,814.37 7.49 Items of statement of cash flows 7.49.1 Cash received from other operating activities Item Current period Previous period Current accounts and advances withdrawn 18,027,242.83 12,961,792.44 Special subsidies and grants 4,973,690.84 Interest income 1,353,725.70 814,788.26 Non-operating income 751,209.40 Other income 592,366.85 Total 25,698,235.62 13,776,580.70 7.49.2 Cash paid for other operating activities Item Current period Previous period Current accounts paid 16,128,438.76 7,861,986.09 Selling expenses 50,284,745.90 43,331,239.23 General and administrative expenses 44,224,118.91 26,251,928.45 Non-operating expenses 272,798.76 221,175.07 Bank charges and other expenses 7,541,356.66 1,741,504.02 Total 118,451,458.99 79,407,832.86 7.49.3 Cash received for other investing activities Item Current period Previous period Cash and cash equivalents received at combining date 60,250,855.95 Total 60,250,855.95 7.49.4 Cash received from other financing activities Item Current period Previous period Cash allocation of Shanghai Huayuan Enterprise Development Co., Ltds 4,333,644.42 bankruptcy reorganization Mortgage and pledge (e.g. certificate of term deposit, security deposit) 355,261.67 Total 355,261.67 4,333,644.42 74 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd 7.49.5 Cash paid for other financing activities Item Current period Previous period Directiaonal seasoned offering and the relevant expenses Mortgage and pledge (e.g. certificate of term deposit, security deposit) 277,449.14 Capital reduction of minority shareholder Total 277,449.14 7.50 Supplementary information to statement of cash flows 7.50.1 Supplementary information to the statement of cash flows Supplementary information: Current period Previous period 1. Net profit adjusted to cash flows from operating activities Net profit 114,157,827.43 109,812,102.58 Plus: provision for assets impairment -1,574,549.62 -2,815,816.88 Depreciation of fixed assets and others 20,962,740.78 15,434,126.76 Amortization of intangible assets 6,533,622.83 5,037,831.04 Amortization of long-term deferred expenses 34,600.20 3,300.00 Losses on disposal of fixed assets, intangible assets and other long-term 547,478.46 -261,822.93 assets ("-" for gains) Losses on write-off of fixed assets (“-” for gains) 10,456.25 63,536.40 Losses from changes in fair value ("-" for gains) Financial expenses (“-” for income) 9,303,636.84 9,545,162.26 Investments losses ("-" for gains) -18,165,848.81 -20,386,398.17 Decreases in the deferred income tax assets (“-” for increases) -1,774,380.54 -89,496.38 Increases in the deferred income tax liabilities (“-” for decreases) 5,023,538.91 -2,334,944.47 Decreases in inventories (“-” for increases) -87,875,939.34 -11,958,536.78 Decreases in operating payables (“-” for increases) -129,324,032.36 -65,699,090.99 Increases in operating payables (“-” for decreases) 36,197,763.26 -44,757,162.75 Others Net cash flows from operating activities -45,943,085.71 -8,407,210.31 2. Significant investment and financing activities involving no cash receipts and payments Conversion of debt into capital Convertible corporate bonds maturing within one year Fixed assets acquired under finance lease 3. Net change in cash and cash equivalents: Balance of cash as at June 30, 2016 594,018,657.49 601,309,534.75 Less: balance as at January 1, 2016 of cash 744,700,658.82 581,848,889.10 Plus: balance as at June 30, 2016 of cash equivalents Less: balance as at January 1, 2016 of cash equivalents Net increase in cash and cash equivalents -150,682,001.33 19,460,645.65 7.50.2 Composition of cash and cash equivalents Item Balance as at June 30, 2016 Balance as at January 1, 2016 1. Cash 594,018,657.49 744,700,658.82 Including: cash on hand 924,344.07 1,454,927.52 Unrestricted bank deposit 592,499,047.28 731,170,363.19 Other unrestricted monetary funds 595,266.14 12,075,368.11 Deposit in central bank available for payment Deposits with banks and other financial institutions Loans from banks and other financial institutions 2. Cash equivalents Including: bond investments maturing within three months 3. Balance of cash and cash equivalents as at June 30, 2016 594,018,657.49 744,700,658.82 Including: cash and cash equivalents restricted for use by the parent company or subsidiaries within the group 75 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Note: Cash and cash equivalents restricted for use for more than three months by the parent company or subsidiaries within the group were not included in cash and cash equivalents 7.51 Monetary items denominated in foreign currency 7.51.1 Monetary items denominated in foreign currency Balance in foreign currency as at Item Exchange rate Balance in RMB as at June 30, 2016 June 30, 2016 Cash and cash equivalents Including: USD 5,915,147.91 6.6312 39,224,528.84 EUR 40,336,028.71 7.3750 297,478,211.71 HKD 3,788,802.41 0.8547 3,238,289.42 JPY 213,023.99 0.064491 13,738.13 SGD 137,479.97 4.9239 676,937.63 7.51.2 Description of overseas operating entities The domicile of primary operation of the Company's subsidiary, ShangGong (Europe) Holding Corp. GmbH is in Germany, with Euro as functional currency for it is the applicable currency for the operation region. 8. Change in the scope of consolidation 8.1 Change in the scope of consolidation for other reasons On June 22, 2016, the Company and DA AG jointly funded Shanghai SGSB Finance Leasing Co., Ltd. The Company invested USD $5.1 million which holds 51.00% of equity; DA AG invested USD $4.9 million which holds 49.00% of equity. Shanghai SGSB Finance Leasing Co., Ltd. was incorporated into the Company's scope of consolidation from the date of its establishment. 9. Equity in other entities 9.1 Equity in subsidiaries Domicile of Shareholding ratio Registered (%) Way of Name of subsidiary primary Business nature place acquisition operation Direct Indirect Shanghai Shanggong Butterfly Production and sales of Shanghai Shanghai 100.00 Investment Sewing Machines Co., Ltd sewing machines Dürkopp PFAFF Trade Shanghai Shanghai Sales of sewing machines 60.00 40.00 Investment (Shanghai) Co., Ltd. Shanghai SMPIC IMPORT & Shanghai Shanghai Sales of office equipment 100.00 Investment EXPORT Co., Ltd. Shanghai Shanggong SMPIC Production and sales of Shanghai Shanghai 100.00 Investment Electronics Co., Ltd. electronic equipment Shanghai SGSB Asset Asset and property Shanghai Shanghai 100.00 Investment Management Co., Ltd. management Business Shanghai Fengjian Property combination Shanghai Shanghai Property Management 100.00 Co., Ltd. under common control Business combination Dürkopp Adler Sewing Production and sales of Suzhou Suzhou 51.00 49.00 not under Equipment (Suzhou) Co., Ltd. sewing machines common control ShangGong (Europe) Holding Production and sales of Europe Europe 100.00 Investment Corp. GmbH sewing machines Zhejiang SG & GEMSY Taizhou Taizhou Sewing equipment, etc. 60.00 Investment Sewing Technology Co., Ltd Business combination Shanghai Shensy Enterprise Shanghai Shanghai Road freight transportation 40.03 not under Development Co., Ltd common control Shanghai SGSB Finance Shanghai Shanghai Finance lease 51.00 49.0 Investment Leasing Co., Ltd. 76 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd 10. Disclose of fair value The input value used for measuring fair value is divided into three levels: - The input value of the first level is the unadjusted quotation of similar assets and liabilities that can be obtained in an active market on the measurement date. - The input value of second level is the directly and indirectly observable input value of the relevant assets or liabilities other than the input value of the first level. - The input value of the third level is the unobservable input value of the relevant assets or liabilities. The level of the result of measurement of fair value is the lowest level that the input value which is significantly meaningful for the overall measurement of fair value belongs to. 10.1 The fair value as at June 30, 2016 of assets and liabilities measured at fair value Fair value as at June 30, 2016 Item Measured at the fair Measured at the Measured at the value of the first fair value of the fair value of the Total level second level third level 1. Measurement at fair value based on going concern (1) Financial assets measured at fair value through current profit and loss A. Financial assets held for trading a. Investment in debt instruments b. Investments in equity instruments c. Derivative financial assets B. Financial assets designated to be measured at fair value through current profit and loss a. Investment in debt instruments b. investments in equity instruments (2) Available-for-sale financial assets 90,097,141.47 90,097,141.47 a. Investment in debt instruments b. Investments in equity instruments 90,097,141.47 90,097,141.47 c. Others (3) Investment property A. Use right of leased land B. Leased buildings C. Land use right held for transfer upon appreciation Total amount of assets measured at fair value based 90,097,141.47 90,097,141.47 on going concern (4) Financial liabilities held for trading Including: issued bonds held for trading Derivative financial liabilities Others (5) Designated financial liabilities measured at fair value through current profit and loss Total amount of liabilities measured at fair value based on going concern 2. Measurement at fair value based on going concern (1) Assets held for trading Total amount of assets measured at fair value not based on going concern Total amount of liabilities measured at fair value not based on going concern 77 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd 10.2 Basis for determination of market price for measurement of fair value of the first level based on going concern and not based on going concern. The fair value as at June 30, 2016 of available-for-sale financial assets was determined on the basis of the closing price of Shanghai Securities Exchange on June 30, 2016. 11. Related party and related party transaction 11.1 The parent company of the Company Shareholding ratio Voting ratio in Registere Business Registered Name of the parent company in the Company the Company d place nature capital (%) (%) Shanghai Pudong New Area State-owned Assets Shanghai State-owned 19.21 19.21 Supervision and Administration Commission Notes to the parent company of the Company: The parent company of the Company is the Shanghai Pudong New Area State-owned Assets Supervision and Administration Commission, which specializes in managing the state-owned assets of Pudong New Area under the authorization of the Pudong New Area People's Government of Shanghai Municipality; The ultimate controller of the Company is Shanghai Pudong New Area State-owned Assets Supervision and Administration Commission. 11.2 The subsidiaries of the Company See the Note 11 Equity in Other Entities for the details of subsidiaries of the Company 11.3 Other related parties of the Company Name of other related parties Relationship with the Company Shanghai Hirose Precision Industrial Co., Ltd. Investee Shanghai Fuji Xerox Co., Ltd. Investee Shanghai Keller Investment Management Co., Ltd Minority shareholders Zhejiang GEMSY Electromechanical Co., Ltd. Minority shareholders 11.4 Related party transactions (1) Purchase and sale of goods, and rendering and receipt of services Table of purchase of goods / receipt of services Related party Content of related transaction Current period Last period Zhejiang GEMSY Electromechanical Co., Ltd. Purchase of fixed assets 15,114,920.79 Table of sales of goods/rendering of services Related party Content of related transaction Current period Last period Shanghai Fuji Xerox Co., Ltd. Sales of goods 15,430,242.95 20,235,928.65 Zhejiang GEMSY Electromechanical Co., Ltd. Sales of goods 140,583.32 (2) Leasing The Company acted as lessor: (Monetary unit: RMB10,000) Name of leasee Type of leased asset Rental recognized in current period Rental recognized in last period Shanghai Hirose Precision Machinery equipment 25.00 50.00 Industrial Co., Ltd. (3) Other related transactions None. 11.5 Accounts due from/to the related parties 11.5.1 Accounts receivable Balance as at June 30, 2016 Balance as at January 1, 2016 Item Related party Book balance Provision for Book balance Provision for 78 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd bad debts bad debts Accounts Shanghai Fuji Xerox Co., Ltd. 3,009,056.38 150,452.82 3,413,421.14 170,671.06 receivable Accounts Zhejiang GEMSY Electromechanical Co., Ltd. 164,392.49 receivable Other Zhejiang GEMSY Electromechanical Co., Ltd. 268.00 481,669.48 receivables Prepayments Zhejiang GEMSY Electromechanical Co., Ltd. 89,765.74 7,366,357.64 11.5.2 Accounts payable Item Related party Balance as at June 30, 2016 Balance as at January 1, 2016 Zhejiang GEMSY Other payable 76,418.73 814,068.18 Electromechanical Co., Ltd. Shanghai Keller Investment Other payable 900,000.00 Management Co., Ltd Zhejiang GEMSY Receipt in advance 90.00 Electromechanical Co., Ltd. 12. Commitments or Contingencies 12.1 Major Commitment Events 12.1.1 Mortgage loans and credit extension Amount of Mortgages/Collaterals Estimated use Borrower borrowing Bank deposits of RMB 2,500,000,000.00 Guaranty ShangGong (Europe) Holding Corp. GmbH Bank deposits of EUR 38,580,000.00 Surety margin ShangGong (Europe) Holding Corp. GmbH Accounts receivable of EUR 106,210 Surety margin ShangGong (Europe) Holding Corp. GmbH thousand Surety margin of credit Fixed assets of EUR 1,323,110 thousand EUR 5,240,000.00 ShangGong (Europe) Holding Corp. GmbH line Fixed assets of EUR 3,264,340 thousand Guaranty EUR 7,878,000.00 ShangGong (Europe) Holding Corp. GmbH 500,000 shares of DA AG held by Guaranty ShangGong (Europe) Holding Corp. GmbH ShangGong (Europe)Holding Corp. GmbH 12. 2 Contingencies 12.2.1 Major contingencies on the balance sheet date: The contingent liabilities arising from the provision of debt guarantees by the Company for its subsidiary, ShangGong (Europe) Holding Corp. GmbH as at June 30, 2016 (Monetary unit: 10'000) Commencement date Expiration date of Whether the guarantee Guarantee Guarantee amount Remark of guarantee guarantee has been fulfilled or not Commerzbank Shanghai The equivalent of RMB 58 March 25, 2014 No Note 1 Branch million in EUR Commerzbank Shanghai EUR 800 July 1, 2014 No Note 2 Branch Commerzbank Shanghai EUR 1,200 October 8, 2015 No Note 3 Branch Commerzbank Shanghai EUR 1,000 August 28, 2015 No Note 4 Branch Industrial & Commercial December 21, Bank of China Shanghai EUR 787.8 December 21, 2015 No Note 5 2020 Hongkou Branch Commerzbank EUR 275 January 7, 2016 July 30, 2017 No Note 6 Commerzbank EUR 275 January 7, 2016 July 30, 2018 No Note 7 1. On March 25, 2014, ShangGong Europe, the Companys wholly owned subsidiary, applied to the Bielefeld Branch of Commerzbank for current funds loan equivalent to not more than RMB 58 million, the Shanghai Branch of Commerzbank issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable corporate letter of guarantee for payment of RMB 70 million as counter guarantee for the abovementioned financing guarantee letter. 2. On June 30, 2014, ShangGong Europe, the Company's wholly owned subsidiary, applied to the Bielefeld Branch of Commerzbank for a current fund loan of EUR 8 million, the Shanghai Branch of Commerzbank issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable 79 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd corporate letter of guarantee for payment of EUR 8.8 million as counter guarantee for the abovementioned financing guarantee letter. 3. On October 8, 2015, ShangGong Europe, the Company's wholly owned subsidiary, applied to the Bielefeld Branch of Commerzbank for a short-term loan line of EUR 12 million, the Shanghai Branch of Commerzbank issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable corporate letter of guarantee for payment of EUR 10.5 million as counter guarantee for the abovementioned financing guarantee letter. 4. On August 28, 2015, PFAFF GmbH, the Company's wholly owned subsidiary, applied to the Bielefeld Branch of Commerzbank for a loan of EUR 10 million, the Shanghai Branch of Commerzbank issued a financing guarantee letter for the funds, and the Company issued an unconditionally irrecoverable corporate letter of guarantee for payment of EUR 11 million as counter guarantee for the abovementioned financing guarantee letter. 5. On December 21, 2015, ShangGong Europe, the Company's wholly owned subsidiary, applied to the Industrial & Commercial Bank of China Frankfurt Branch for a loan of EUR 7.878 million to pay for 26% equity of Stoll KG. Industrial & Commercial Bank of China Shanghai Hongkou Branch issued a financing guarantee letter for the funds, and the Company mortgaged real estate in No.603 Dapu Road, Shanghai for the abovementioned counter guarantee. 6. ShangGong Europe mortgaged 500,000 shares of DA AG held by ShangGong Europe for two bank guarantee letters of EUR 2.75 million issued by Commerzbank to guarantee the money paid by ShangGong Europe to the seller of Stoll KG shares. The time limit of the two letters is from January 1, 2016 to July 30, 2017 and from January 1, 2016 to July 30, 2018. As of June 30, 2016, there is no flow-out of economic benefits occurred in the Company due to the above guarantee events. 12.2.1 The agreement to increase capital to Shanghai Shensy Enterprise Development Co., Ltd. According to our new capital increase agreement with Shanghai Shensy Enterprise Development Co., Ltd., by June 30, 2018, if SHENSY has not realized IPO and listed independently in A shares market, the persons acting in concert, Shanghai Pudong new Industrial Investment Co., Ltd., will be entitled to require our company and another shareholder, Zhang Ping, to repurchase all or some of the shares that Shanghai Pudong New Industrial Investment Co., Ltd. holds in cash, within 3 months after it requests in writing. And we should assist it in the approval process of state-owned Assets Supervision and Administration Commission, commercial registration, etc. Per the agreement, the Company and Zhang Ping will assume 50% of the above mentioned amount, respectively, and our company bears unconditional joint responsibility to repurchase the shares that Shanghai Pudong New Industrial Investment Co., Ltd. holds. If Shanghai Pudong new Industrial Investment Co., Ltd. has not listed in A shares market by June 30, 2018, it has 6 months (e.g. before December 31, 2018) to request our company and Zhang Ping to repurchase the shares which it holds in Shanghai Shensy Enterprise Development Co., Ltd.. If not, the Company and Zhang Ping will not assume the above mentioned repurchase responsibility. 13. Post balance sheet events 13.1 Profit distribution According to the decision in the 31st board meeting (7th round) on 29 August, 2016, no dividends will be distributed. 13.2 Notes to other post balance sheet events Pudong SASAC, controlling shareholder/actual controller of the Company, signed the Share Transfer Agreement on Transferring 60 Million A Shares of Shang Gong Group Co., Ltd with Shanghai Puke Feiren Investment Co., Ltd.(hereinafter refers to Puke), a wholly-owned subsidiary of Shanghai Pudong Science and Technology Investment Co., Ltd on June 29, 2016. This issue has to be approved by the SASAC before 80 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd implementation. If this issue is successfully implemented, Puke will be the largest shareholder of ShangGong Group, and Pudong SASAC will second largest shareholder. 14. Other significant events None. 15. Notes to mains items of the financial statements of parent company: 15.1 Accounts receivable 15.1.1 Disclosure of classification of accounts receivable Balance as at June 30, 2016 Balance as at January 1, 2016 Type Book balance Provision for bad debts Book balance Provision for bad debts Book value Book value Amount % Amount % Amount % Amount % Accounts receivable with significant single amount and provision for bad debt made on an individual basis Accounts receivable with provision for bad debt made on a portfolio 62,540,289.10 100.00 59,470,064.89 95.09 3,070,224.21 62,209,774.91 100.00 59,441,560.78 95.55 2,768,214.13 with similar risk credit characteristics basis Accounts receivables with insignificant single amount and provision for bad debt made on an individual basis Total 62,540,289.10 / 59,470,064.89 / 3,070,224.21 62,209,774.91 / 59,441,560.78 / 2,768,214.13 Accounts receivable with provision for bad debt made using the aging analysis method among the portfolios: Balance as at June 30, 2016 Aging Accounts receivable Provision for bad debts Provision ratio Within 1 year 3,007,662.68 150,383.14 5% 1 to 2 years 261,593.40 52,318.68 20% 2 to 3 years 7,339.90 3,669.95 50% Over 3 years 59,263,693.12 59,263,693.12 100% Total 62,540,289.10 59,470,064.89 15.1.2 Accounts receivables provided, reversed or recovered in the report year. The provision for bad debts for the current period amounted to RMB 28,504.11; the provision for bad debts recovered or reversed in the current period amounted to RMB 4,586.14. 15.1.3 Accounts receivable actually written off for the current year None 15.1.4 Top five accounts receivable by the balance as at June 30, 2016 of the borrowers Balance as at June 30, 2016 Company name Proportion in total accounts Accounts receivable Provision for bad debts receivable (%) Customer A 11,530,775.39 18.44 11,530,775.39 Customer B 7,480,189.67 11.96 7,480,189.67 Customer C 4,679,327.49 7.48 4,679,327.49 81 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Balance as at June 30, 2016 Company name Proportion in total accounts Accounts receivable Provision for bad debts receivable (%) Customer D 2,254,884.41 3.61 112,744.22 Customer E 1,687,149.74 2.70 1,687,149.74 Total 27,632,326.70 44.19 25,490,186.51 15.2 Other Receivables 15.2.1 Disclosure of classification of other receivables Balance as at June 30, 2016 Balance as at January 1, 2016 Type Book balance Provision for bad debts Book balance Provision for bad debts Proportion Proportion Book value Proportion Proportion Book value Amount Amount Amount Amount (%) (%) (%) (%) Other receivables with significant single amount and provision for 56,281,351.71 36.24 56,281,351.71 100.00 55,927,851.11 42.24 55,927,851.11 100.00 bad debt made on an individual basis Other receivables with provision for bad debt made on a 99,036,615.66 63.76 19,399,982.50 19.59 79,636,633.16 76,488,791.16 57.76 18,269,591.28 23.89 58,219,199.88 portfolio with similar risk credit characteristics basis Other receivables with insignificant single amount and provision for bad debt made on an individual basis Total 155,317,967.37 / 75,681,334.21 / 79,636,633.16 132,416,642.27 / 74,197,442.39 / 58,219,199.88 Other receivables with significant single amount and provision for bad debts made on an individual basis as at June 30, 2016: Balance as at June 30, 2016 Other receivables (by entity): Other Provision for bad debts Proportion of Provision Reason for provision receivables Shanghai SGSB 44,046,185.11 44,046,185.11 100.00% Not expected to recover Asset-management Co.,Ltd. Shanghai Xinxing Sewing Plant 12,235,166.60 12,235,166.60 100.00% Not expected to recover Total 56,281,351.71 56,281,351.71 / / Other receivables with provision for bad debts made using the aging analysis method among those portfolios: Balance as at June 30, 2016 Aging Other receivables Provision for bad debts Proportion of Provision Within 1 year 83,792,270.74 4,189,613.54 5.00% 1 to 2 years 42,469.94 8,493.99 20.00% 2 to 3 years 50.00% Over 3 years 15,201,874.98 15,201,874.98 100.00% Total 99,036,615.66 19,399,982.51 15.2.2 Provision for bad debts provided, reversed or recovered in the report year. The provision for bad debts provided in the current period amounted to RMB 1,488,477.96; the provision for bad debts recovered or reversed in the current period amounted to RMB 0. 15.2.3 Other receivables actually written off during the Reporting Period. None. 15.2.4 Top five other receivables by the balance as at June 30, 2016 of the borrowers 82 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Proportion in total other Balance of provision Company Balance as at June receivables (%) Nature of fund Aging for bad debts as at name 30, 2016 Proportion in total accounts June 30, 2016 receivable (%) From within 1 Customer A Current accounts 47,294,601.70 year to over 3 30.45 44,208,605.94 years Customer B Current accounts 28,449,125.00 Within 1 year 18.31 1,422,456.25 Customer C Current accounts 24,300,388.97 Within 1 year 15.65 1,215,019.45 Customer D Current accounts 15,568,502.38 Within 1 year 10.02 778,425.12 Customer E Current accounts 12,235,166.60 Over 3 years 7.88 12,235,166.60 Total 127,847,784.65 82.31 59,859,673.36 15.3 Long-term Equity Investments Balance as at June 30, 2016 Balance as at January 1, 2016 Item Provision for Provision for Book balance Book value Book balance Book value impairment impairment Investments in 602,595,339.37 5,000,000.00 597,595,339.37 569,142,909.37 5,000,000.00 564,142,909.37 subsidiaries Investments in associates and joint ventures Total 602,595,339.37 5,000,000.00 597,595,339.37 569,142,909.37 5,000,000.00 564,142,909.37 Among which, details on investments in subsidiaries Provision for Decrease Balance of Balance as at impairment Increase in in Balance as at provision for Investee January 1, provided in current period current June 30, 2016 impairment as 2016 the current period at June 30, 2016 period ShangGong (Europe) Holding 142,370,693.64 142,370,693.64 Corp. GmbH Shanghai Shanggong Butterfly 79,000,000.00 79,000,000.00 Sewing Machines Co., Ltd DAP (Shanghai) Co., Ltd. 24,403,443.11 24,403,443.11 Shanghai Shanggong SMPIC 20,000,000.00 20,000,000.00 Electronics Co., Ltd. Dürkopp Adler Sewing Machines 15,685,694.98 15,685,694.98 Suzhou Co., Ltd SMPIC Imp. & Exp. Co., Ltd. 12,000,000.00 12,000,000.00 Shanghai SGSB Asset 60,000,000.00 60,000,000.00 5,000,000.00 management Co., Ltd. Shanghai Fengjian Property Co., Ltd. Zhejiang SG & GEMSY Sewing 129,600,000.00 129,600,000.00 Technology Co., Ltd Shanghai Shensy Enterprise 86,083,077.64 86,083,077.64 Development Co., Ltd Shanghai SGSB Finance Lease 33,452,430.00 33,452,430.00 Co., Ltd Total 569,142,909.37 33,452,430.00 602,595,339.37 5,000,000.00 15.4 Operating Income and Operating Costs Current period Last period Item Income Cost Income Cost Primary business 3,959,485.46 3,370,976.73 8,128,090.32 6,926,976.34 Other businesses 14,644,971.36 4,742,618.55 13,146,524.66 4,878,350.51 Total 18,604,456.82 8,113,595.28 21,274,614.98 11,805,326.85 15.5 Investment Income Item Current period Last period Long-term equity investment measured at cost method Long-term equity investment measured at equity method Investment income from disposal of long-term equity investments 83 / 85 上工申贝(集团)股份有限公司 Financial Report Shang Gong Group Co., Ltd Item Current period Last period Investment income from holding of financial assets measured at fair value through current profit and loss Investment income from disposal of financial assets measured at fair value through 1,071,204.85 current profit and loss Investment income from holding of available-for-sale financial assets Investment income from holding of available-for-sale financial assets 897,305.05 5,280,318.44 Investment income from disposal of available-for-sale financial assets 715,552.60 Gains from re-measurement of residual equity at fair value after the loss of control right Others 5,214,392.23 11,279,013.70 Total 6,827,249.88 17,630,536.99 Note: "others" mainly refer to the gains of RMB 4,556,158.90 from financial products and RMB 658,233.33 from structured deposit among other current assets. 16. Supplementary Information 16.1 Extraordinary Profit or Loss for the Current Period Item Amount Profits or losses from disposal of non-current assets -557,934.71 Tax returns, deduction and exemption approved beyond the authority or without official approval documents Government grants included in current profits and losses (except for government grants closely related to the 4,973,690.84 enterprise business, obtained by quota or quantity at unified state standards) Payment for use of state funds received from non-financial institutions recorded in current profits and losses Gains from the difference between the investment costs of acquisition of subsidiaries, associates and joint ventures and share in the net fair value of the identifiable assets of the investee when investing Gains or losses from non-monetary asset exchange Gains or losses from entrusting the investments or management of asset Impairment provision for force majeure such as natural calamities Gains or losses from debt restructuring Restructure expenses, such as the compensation for employee relocation and integration costs Gains or losses from transactions with obvious unfair transaction price Year-to-date net profits or losses of subsidiaries arising from business combinations under common control Profits or losses arising from contingencies not related to the companys normal business Except for effective hedging business related to the normal business of the company, profits or losses from fair value changes in held-for-trading financial assets and held-for-trading financial liabilities, and investment income 2,956,194.83 from disposal of held-for-trading financial assets, held-for-trading financial liabilities and available-for-sale financial assets Reversal of the impairment provision for receivables subject to separate impairment test Profits or losses from entrusted loans Profits or losses from fair value changes in investment property subsequently calculated with the fair value mode Impacts of one-time adjusting the current profits or losses in accordance with requirements of tax and accounting laws and regulations on the current profits and losses Custodian income from entrusted management Other non-operating income and expenditure except for the above items -57,067.79 Other profits or losses which can be deemed as non-recurring profits or losses Income tax effects -725,663.49 Minority interest effects -1,350,348.82 Total 5,238,870.86 14.2 Yield Rate of Net Assets and Earnings Per Share: Yield rate of net weighted Earnings per share (RMB/share) Profit for the current year average assets (%) Basic earnings per share Diluted earnings per share Net profit attributable to ordinary 5.5425 0.1844 0.1844 shareholders of the Company Net profit attributable to ordinary shareholders of the Company after 5.2555 0.1749 0.1749 deducting non-recurring gains and losses 84 / 85 上工申贝(集团)股份有限公司 For References Shang Gong Group Co., Ltd Chapter 11 For References 1. Semi-Annual Report signed by the legal representative and sealed by the Company; 2. Financial statements signed by the legal representative, Director in charge of accounting affairs and chief accountant; 3. Original documentation and announcements about the Company, published in the newspaper appointed by China Securities Regulatory Commission within the report period. Shang Gong Group Co., Ltd. Chairman of Board of Directors: Zhang Min August 29, 2016 85 / 85