飞亚达B:2015年年度审计报告(英文版)

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Auditors’ Report

FIYTA Holdings Ltd.

For the Year Ended 31 December 2015

Grant Thornton

CONTENTS

Auditors’ report

Consolidated and company balance sheets 1-2

Consolidated and company income statements 3

Consolidated and company cash flow statements 4-5

Consolidated and company statements of changes in shareholders’

6-11

equity

Notes to the financial statements 12-89

致同会计师事务所(特殊普通合伙)

中国北京朝阳区建国门外大街 22 号

赛特广场 5 层邮编 100004

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www.grantthornton.cn

(English Translation for Reference Only)

Auditors’ Report

GTCSZ(2016) No. 441ZA2106

To the shareholders of FIYTA Holdings Ltd.,

We have audited the accompanying financial statements of FIYTA Holdings Ltd. (“FIYTA Holdings”),

which comprise the consolidated and company balance sheets as at 31 December 2015, and the

consolidated and company income statements, the consolidated and company cash flow statements and

consolidated and company statements of change in shareholders’ equity for the year then ended, and

notes to the financial statements.

I. Management’s Responsibility for the Financial Statements

Management of the Company is responsible for the preparation and fair presentation of these financial

statements in accordance with the requirements of Accounting Standards for Business Enterprises, and

for such internal control as management determines is necessary to enable the preparation of financial

statements that are free from material misstatement, whether due to fraud or error.

II. Auditor’s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We

conducted our audit in accordance with China Standards on Auditing. Those standards require that we

comply with Chinese Certified Public Accountants’ ethical requirements and plan and perform the audit

to obtain reasonable assurance about whether the financial statements are free from material

misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in

the financial statements. The procedures selected depend on the auditor’s judgment, including the

assessment of the risks of material misstatement of the financial statements, whether due to fraud or

error. In making those risk assessments, the auditor considers internal control relevant to the entity’s

preparation and fair presentation of the financial statements in order to design audit procedures that are

appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting

policies used and the reasonableness of accounting estimates made by management, as well as evaluating

the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our audit opinion.

III. Opinion

In our opinion, the accompanying financial statements of FIYTA Holdings present fairly, in all material

respects, the consolidated and the company’s financial position of FIYTA Holdings as at 31 December

2015, and of their consolidated and the company’s financial performance and cash flows for the year then

ended in accordance with the requirements of Accounting Standards for Business Enterprises.

Grant Thornton Chinese Certified Public Accountant Su Yang

Chinese Certified Public Accountant Chen Zhifang

Beijing, China 10 March 2016

Consolidated and company balance sheets

As at 31 December 2015

Prepared by: FIYTA Holdings Ltd. Monetary unit: RMB Yuan

As at 31/12/2015 As at 31/12/2014

Item Notes

Consolidated Company Consolidated Company

Current assets:

Cash and bank balances V. 1 638,962,875.93 513,869,824.81 116,455,070.54 37,060,566.79

Financial assets measured at fair

value through profit or loss for - - - -

the current period

Notes receivable V. 2 7,197,788.08 - 6,162,768.29 -

Accounts receivable V. 3 304,725,676.29 351,276,905.53 11,735,787.90

Prepayments V. 4 48,869,563.60 43,054,642.06 -

Interest receivable - - - -

Dividends receivable - - - -

Other receivables V. 5 39,847,732.76 1,527,756,817.18 41,525,719.27 1,524,513,111.66

Inventories V. 6 2,092,691,019.29 - 2,133,791,024.32 -

Non-current assets due within

- - - -

one year

Other current assets V. 7 15,796,773.56 2,089,651.83 14,421,516.43 503,071.74

Total current assets 3,148,091,429.51 2,043,716,293.82 2,706,687,646.44 1,573,812,538.09

Non-current assets:

Available-for-sale financial assets V. 8 85,000.00 85,000.00 85,000.00 85,000.00

Held-to-maturity investments - - - -

Long-term receivables - - - -

Long-term equity investment V. 9 43,221,572.05 814,121,292.05 42,389,759.91 773,189,479.91

Investment property V. 10 216,948,193.02 216,948,193.02 226,091,938.89 226,091,938.89

Fixed assets V. 11 361,979,828.01 113,553,719.50 323,732,870.58 117,256,223.80

Construction in progress V. 12 173,189,274.57 173,189,274.57 51,389,263.53 51,389,263.53

Construction materials - - - -

Disposal of fixed assets - - - -

Productive biological assets - - - -

Oil and gas assets - - - -

Intangible assets V. 13 36,429,626.66 30,104,404.98 35,502,525.72 29,165,984.08

Development expenditures - - - -

Goodwill V. 14 - - - -

Long-term deferred expenses V. 15 155,704,564.39 4,693,186.19 149,733,566.03 4,813,767.34

Deferred tax assets V. 16 105,901,723.16 1,081,888.10 90,669,076.10 1,198,606.77

Other non-current assets V. 17 5,118,833.65 5,118,833.65 31,500,000.00 -

Total non-current assets 1,098,578,615.51 1,358,895,792.06 951,094,000.76 1,203,190,264.32

Total assets 4,246,670,045.02 3,402,612,085.88 3,657,781,647.20 2,777,002,802.41

1

Consolidated and company balance sheets (continued)

As at 31 December 2015

As at 31/12/2015 As at 31/12/2014

Item Notes

Consolidated Company Consolidated Company

Current liabilities

Short-term loans V. 18 988,186,200.00 700,000,000.00 989,445,000.00 683,000,000.00

Financial liabilities measured at

fair value through profit or loss - - - -

for the current period

Notes payable - - - -

Accounts payable V. 19 155,939,686.54 23,711,339.76 147,119,118.81 211,339.76

Advances from customer V. 20 18,031,129.87 3,207,516.61 12,087,368.17 3,484,435.98

Employee benefits payable V. 21 39,396,747.95 8,188,793.56 38,648,432.41 10,307,200.18

Taxes payable V. 22 68,921,732.81 2,857,031.42 77,602,770.06 3,505,501.05

Interest payable V. 23 19,211,630.02 18,170,745.35 19,420,893.75 18,139,997.63

Dividends payable - - - -

Other payables V. 24 48,131,616.20 17,550,238.03 188,574,900.45 165,507,426.74

Non-current liabilities due

108,914,000.00 - - -

within one year

Other current liabilities V. 25 1,988,252.38 - 5,482,521.27 -

Total current liabilities 1,448,720,995.77 773,685,664.73 1,478,381,004.92 884,155,901.34

Non-current liabilities:

Long-term loan V. 26 90,994,964.33 68,361,928.00 139,952,425.65 15,361,928.00

Bonds payable V. 27 399,823,760.28 399,823,760.28 398,767,929.40 398,767,929.40

Long-term payables - - - -

Long-term employee benefits

- - - -

payable

Specific payables - - - -

Contingent liabilities - - - -

Deferred income V. 28 4,300,000.00 4,300,000.00 4,200,000.00 4,200,000.00

Deferred tax liabilities - - - -

Other non-current liabilities - - - -

Total non-current liabilities 495,118,724.61 472,485,688.28 542,920,355.05 418,329,857.40

Total liabilities 1,943,839,720.38 1,246,171,353.01 2,021,301,359.97 1,302,485,758.74

Share capital V. 29 438,744,881.00 438,744,881.00 392,767,870.00 392,767,870.00

Capital reserve V. 30 1,062,455,644.22 1,068,111,185.32 525,508,281.60 531,163,822.70

Less: treasury stock - - - -

Other comprehensive income V. 31 -17,145,189.71 - -17,609,265.22 -

Special reserves - - - -

Surplus reserve V. 32 179,743,077.15 179,743,077.15 165,915,466.89 165,915,466.89

Undistributed profit V. 33 635,417,237.55 469,841,589.40 566,819,577.37 384,669,884.08

Total shareholders' equity

2,299,215,650.21 2,156,440,732.87 1,633,401,930.64 1,474,517,043.67

attributable to the parent

company 3,614,674.43 - 3,078,356.59 -

Total shareholders’ equity 2,302,830,324.64 2,156,440,732.87 1,636,480,287.23 1,474,517,043.67

Total liabilities and

4,246,670,045.02 3,402,612,085.88 3,657,781,647.20 2,777,002,802.41

shareholders’ equity

Legal representative:Xu Principal in charge of accounting:Hu Head of accounting

Dongsheng Xinglong department:Hu Xinglong

2

Consolidated and company income statements

For the year ended 31 December 2015

Prepared by: FIYTA Holdings Ltd. Monetary unit: RMB Yuan

Not Year ended 31/12/2015 Year ended 31/12/2014

Item

es Consolidated Company Consolidated Company

108,183,860.4

I. Operating revenue V. 34 3,162,196,212.90 95,435,182.26 3,278,142,785.87

5

Less: Operating cost V. 34 1,929,513,666.04 14,952,820.19 2,054,714,957.45 30,576,403.18

Business tax and surcharges V. 35 30,674,510.18 5,351,881.76 23,901,881.30 5,072,072.03

Selling and distribution

V. 36 779,536,520.59 - 722,839,956.11 -

expenses

G&A expenses V. 37 198,077,866.76 53,984,337.81 208,452,027.58 53,365,686.49

Financial expenses V. 38 94,347,464.79 18,388,066.34 105,819,460.82 22,482,320.07

Impairment loss V. 39 6,253,998.83 -566,874.66 2,621,303.29 441,201.26

Add: Gains from changes in fair value

- - - -

("-" for losses)

Investment gain (“-“ for losses) V. 40 831,812.14 132,219,952.72 -848,180.21 87,893,120.21

Including: Income from

investment in associates and jointly 831,812.14 831,812.14 -848,180.21 -848,180.21

controlled enterprise

II. Operating profit (“-“ for losses) 124,623,997.85 135,544,903.54 158,945,019.11 84,139,297.63

Add: non-operating income V. 41 12,037,251.82 3,566,753.92 12,541,095.86 8,530,541.14

Including: gains from disposal of

94,316.07 4,000.00 70,124.76 57,532.85

non-current assets

Less: non-operating expenses V. 42 1,131,027.33 316,767.32 1,091,494.98 212,482.77

Including: losses from disposal of

59,880.75 16,717.32 115,045.74 32,482.77

non-current assets

III. Profit before income tax ("-" for

135,530,222.34 138,794,890.14 170,394,619.99 92,457,356.00

losses)

Less: income tax expenses V. 43 13,486,541.61 518,787.56 24,291,386.77 443,629.11

IV. Net profit for the year ("-" for

122,043,680.73 138,276,102.58 146,103,233.22 92,013,726.89

losses)

Attributable to:

121,702,057.44 - 145,591,136.39 -

Shareholders of the parent company

Minority interests 341,623.29 - 512,096.83 -

V. After tax other comprehensive

658,770.06 - -9,354,879.56 -

income

Attributable to:

464,075.51 - -9,348,432.13 -

Shareholders of the parent company

A. Not reclassified subsequently to profit

- - - -

or loss

B. Reclassified subsequently to profit or

464,075.51 - -9,348,432.13 -

loss

a. Translation differences arising on

translation of foreign currency financial 464,075.51 - -9,348,432.13 -

statements

Minority interests 194,694.55 - -6,447.43 -

VI. Total comprehensive income for

122,702,450.79 138,276,102.58 136,748,353.66 92,013,726.89

the year

Attributable to:

122,166,132.95 - 136,242,704.26 -

Shareholders of the parent company

Minority interests 536,317.84 - 505,649.40 -

VII. Earnings per share: - -

1. Basic earnings per share 0.310 - 0.371 -

2. Diluted earnings per share - - - -

Principal in charge of accounting:Hu Head of accounting

Legal representative:Xu Dongsheng

Xinglong department:Hu Xinglong

3

Consolidated and company cash flow statements

For the year ended 31 December 2015

Prepared by: FIYTA Holdings Ltd. Monetary unit: RMB Yuan

Year ended 31/12/2015 Year ended 31/12/2014

Item Notes

Consolidated Company Consolidated Company

I. Cash flows from operating activities:

Cash received from sales of goods and rendering

3,655,072,713.33 106,837,676.30 3,753,155,046.51 342,112,116.63

of services

Refund of taxes and surcharges - - - -

Cash received relating to other operating activities V. 44 41,260,214.12 62,329,516.00 39,294,097.35 12,452,134.93

Subtotal of cash inflows from operating

3,696,332,927.45 169,167,192.30 3,792,449,143.86 354,564,251.56

activities

Cash paid for goods and services 2,182,822,674.35 - 2,491,056,383.84 21,692,373.05

Cash paid to and on behalf of employees 498,411,775.82 50,544,482.34 450,944,736.29 42,583,354.07

Payments of taxes and levies 267,337,552.24 10,408,943.54 199,704,011.66 8,053,948.98

Cash paid relating to other operating activities V. 44 351,523,932.63 13,607,560.44 361,554,381.10 137,085,829.65

Subtotal of cash outflows for operating

3,300,095,935.04 74,560,986.32 3,503,259,512.89 209,415,505.75

activities

Net cash flows from operating activities 396,236,992.41 94,606,205.98 289,189,630.97 145,148,745.81

II. Cash flows from investing activities

Cash received from disposal of investments - - 1,400,000.00

Cash received from returns on investments - 131,388,140.58 - 88,741,300.42

Net cash received from disposal of fixed assets,

340,367.11 111,800.00 51,919.04 41,000.00

intangible assets and other long-term assets

Cash received from disposal of subsidiaries and

- - - -

other business units

Net cash received relating to other investing

- - - -

activities

Subtotal of cash inflows from investing

340,367.11 131,499,940.58 51,919.04 90,182,300.42

activities

Cash paid to acquire fixed assets, intangible assets

230,352,063.28 105,530,925.54 185,725,953.70 47,533,744.89

and other long-term assets

Cash paid to acquire investments - 40,100,000.00 - -

Net cash paid to acquire subsidiaries and other

- - - -

business units

Cash paid relating to other investing activities V. 44 - - 1,575,000.00 1,575,000.00

Subtotal of cash outflows for investing

230,352,063.28 145,630,925.54 187,300,953.70 49,108,744.89

activities

Net cash flows from investing activities -230,011,696.17 -14,130,984.96 -187,249,034.66 41,073,555.53

III. Cash flows from financing activities:

Cash received from capital contributions 585,499,993.55 585,499,993.55 - -

Including: Cash received from capital contributions

- - - -

by minority shareholders of subsidiaries

Cash received from loans 2,338,413,855.11 1,813,000,000.00 1,383,754,987.79 838,000,000.00

Cash received from bonds - - - -

Cash received relating to other financing activities V. 44 13,500,000.00 - 189,684,398.22 150,001,328.82

Sub-total of cash inflows from financing

2,937,413,848.66 2,398,499,993.55 1,573,439,386.01 988,001,328.82

activities

Cash repayments of borrowings 2,289,386,353.35 1,743,000,000.00 1,489,909,721.41 1,050,000,000.00

Cash payments for interest expenses and

127,821,827.59 107,150,257.43 135,784,422.03 115,502,648.61

distribution of dividends or profits

Including: Cash payments for dividends or profit to

- - - -

minority shareholders of subsidiaries

Cash payments relating to other financing activities V. 44 165,515,699.12 152,015,699.12 42,248,452.40 1,165,383.00

Including: Cash payments to minority shareholders

- - - -

of subsidiaries for capital reduction

Sub-total of cash outflows for financing

2,582,723,880.06 2,002,165,956.55 1,667,942,595.84 1,166,668,031.61

activities

Net cash flows from financing activities 354,689,968.60 396,334,037.00 -94,503,209.83 -178,666,702.79

IV. Effect of foreign exchange rate changes on 1,592,540.55 - -220,426.68 -

4

cash and cash equivalents

V. Net increase in cash and cash equivalents V. 45 522,507,805.39 476,809,258.02 7,216,959.80 7,555,598.55

Add: Cash and cash equivalents as at 31/12/2014 114,880,070.54 35,485,566.79 107,663,110.74 27,929,968.24

VI. Cash and cash equivalent as at 31/12/2015 V. 45 637,387,875.93 512,294,824.81 114,880,070.54 35,485,566.79

Head of accounting

Legal representative:Xu Dongsheng Principal in charge of accounting: Hu Xinglong

department:Hu Xinglong

5

Consolidated statements of changes in shareholders’ equity

for the Year Ended 31 December 2015

Prepared by: FIYTA Holdings Ltd. Monetary Unit: RMB Yuan

Year ended 31/12/2015

Attributable to shareholders' equity of the parent company

Item Less: Other General Minority Total shareholders'

Special Surplus Undistributed interest equity

Share capital Capital reserve treasury comprehensive risk

reserve Reserve profit

stocks income reserve

I. Balance at 31/12/2014 392,767,870.00 525,508,281.60 - -17,609,265.22 - 165,915,466.89 - 566,819,577.37 3,078,356.59 1,636,480,287.23

Add: Changes in accounting

—— —— —— —— —— —— —— —— —— ——

policies

Correction of errors —— —— —— —— —— —— —— —— —— ——

Consolidation under common

- - - - - - - - - -

control

Others - - - - - - - - - -

II. Balance at 1/1/2015 392,767,870.00 525,508,281.60 - -17,609,265.22 - 165,915,466.89 - 566,819,577.37 3,078,356.59 1,636,480,287.23

III. Changes in equity for the

45,977,011.00 536,947,362.62 - 464,075.51 - 13,827,610.26 - 68,597,660.18 536,317.84 666,350,037.41

year ( "- "for decrease)

(I) Total comprehensive income

- - - 464,075.51 - - - 121,702,057.44 536,317.84 122,702,450.79

for the year

(II) Shareholders' contributions

45,977,011.00 536,947,362.62 - - - - - - - 582,924,373.62

and decrease of capital

1. Common shares by the

45,977,011.00 536,947,362.62 - - - - - - - 582,924,373.62

shareholders

2. Increase in shareholders'

equity resulted from share-based - - - - - - - - - -

payments

3. Others - - - - - - - - -

(III) Appropriation of profits - - - - - 13,827,610.26 - -53,104,397.26 - -39,276,787.00

1. Transfer to surplus reserves - - - - - 13,827,610.26 - -13,827,610.26 - -

2. Distributions to shareholders - - - - - - - -39,276,787.00 - -39,276,787.00

3. Others - - - - - - - - - -

(IV) Transfer within equity - - - - - - - - - -

1.Capital reserves converting

- - - - - - - - - -

into share capital

2.Surplus reserves converting

- - - - - - - - - -

into share capital

3.Surplus reserves cover the

- - - - - - - - - -

deficit

4. Others - - - - - - - - - -

6

(V) Special Reserve - - - - - - - - - -

1. Provision for the year - - - - - - - - - -

2. Use for the year - - - - - - - - - -

(VI) Others - - - - - - - - - -

IV. Balance at 31/12/2015 438,744,881.00 1,062,455,644.22 - -17,145,189.71 - 179,743,077.15 - 635,417,237.55 3,614,674.43 2,302,830,324.64

Legal Representative:Xu Dongsheng Principal in charge of accounting:Hu Xinglong Head of accounting department:Hu Xinglong

7

Consolidated statements of changes in shareholders’ equity (continued)

for the Year Ended 31 December 2015

Prepared by: FIYTA Holdings Ltd. Monetary Unit: RMB Yuan

Year ended 31/12/2014

Attributable to shareholders' equity of the parent company

Item Less: Other General Minority Total shareholders'

Special Surplus Undistributed interest equity

Share capital Capital reserve treasury comprehensive risk

reserve Reserve profit

stocks income reserve

I. Balance at 31/12/2013 392,767,870.00 525,506,952.78 - -8,260,833.09 - 156,714,094.20 - 469,706,600.67 2,384,907.19 1,538,819,591.75

Add: Changes in accounting

—— —— —— —— —— —— —— —— —— ——

policies

Correction of errors —— —— —— —— —— —— —— —— —— ——

Consolidation under common

- - - - - - - - - -

control

Others - - - - - - - - - -

II. Balance at 1/1/2014 392,767,870.00 525,506,952.78 - -8,260,833.09 - 156,714,094.20 - 469,706,600.67 2,384,907.19 1,538,819,591.75

III. Changes in equity for the

- 1,328.82 - -9,348,432.13 - 9,201,372.69 - 97,112,976.70 693,449.40 97,660,695.48

year ( "- "for decrease)

(I) Total comprehensive income

- - - -9,348,432.13 - - - 145,591,136.39 505,649.40 136,748,353.66

for the year

(II) Shareholders' contributions

- 1,328.82 - - - - - - 187,800.00 189,128.82

and decrease of capital

1. Common shares by the

- - - - - - - - 187,800.00 187,800.00

shareholders

2. Increase in shareholders'

equity resulted from share-based - - - - - - - - - -

payments

3. Others - 1,328.82 - - - - - - - 1,328.82

(III) Appropriation of profits - - - - - 9,201,372.69 - -48,478,159.69 - -39,276,787.00

1. Transfer to surplus reserves - - - - - 9,201,372.69 - -9,201,372.69 - -

2. Distributions to shareholders - - - - - - - -39,276,787.00 - -39,276,787.00

3. Others - - - - - - - - - -

(IV) Transfer within equity - - - - - - - - - -

1.Capital reserves converting

- - - - - - - - - -

into share capital

2.Surplus reserves converting

- - - - - - - - - -

into share capital

3.Surplus reserves cover the

- - - - - - - - - -

deficit

4. Others - - - - - - - - - -

8

(V) Special Reserve - - - - - - - - - -

1. Provision for the year - - - - - - - - - -

2. Use for the year - - - - - - - - - -

(VI) Others - - - - - - - - - -

IV. Balance at 31/12/2014 392,767,870.00 525,508,281.60 - -17,609,265.22 - 165,915,466.89 - 566,819,577.37 3,078,356.59 1,636,480,287.23

Legal Representative:Xu Dongsheng Principal in charge of accounting:Hu Xinglong Head of accounting department:Hu Xinglong

9

Company statements of changes in shareholders’ equity

for the Year Ended 31 December 2015

Prepared by: FIYTA Holdings Ltd. Monetary Unit: RMB Yuan

Year ended 31/12/2015

Item Less: Total

Other comprehensive Special Undistributed

Share capital Capital reserve treasury Surplus Reserve shareholders'

income reserve profit

stocks equity

I. Balance at 31/12/2014 392,767,870.00 531,163,822.70 - - - 165,915,466.89 384,669,884.08 1,474,517,043.67

Add: Changes in accounting policies —— —— —— —— —— —— —— ——

Correction of errors —— —— —— —— —— —— —— ——

Others - - - - - - - -

II. Balance at 1/1/2015 392,767,870.00 531,163,822.70 - - - 165,915,466.89 384,669,884.08 1,474,517,043.67

III. Changes in equity for the year ( "- "for

45,977,011.00 536,947,362.62 - - - 13,827,610.26 85,171,705.32 681,923,689.20

decrease)

(I) Total comprehensive income for the year - - - - - - 138,276,102.58 138,276,102.58

(II) Shareholders' contributions and decrease of

45,977,011.00 536,947,362.62 - - - - - 582,924,373.62

capital

1. Common shares by the shareholders 45,977,011.00 536,947,362.62 - - - - - 582,924,373.62

2. Increase in shareholders' equity resulted from

- - - - - - - -

share-based payments

3. Others - - - - - - -

(III) Appropriation of profits - - - - - 13,827,610.26 -53,104,397.26 -39,276,787.00

1. Transfer to surplus reserves - - - - - 13,827,610.26 -13,827,610.26 -

2. Distributions to shareholders - - - - - - -39,276,787.00 -39,276,787.00

3. Others - - - - - - - -

(IV) Transfer within equity - - - - - - - -

1.Capital reserves converting into share capital - - - - - - - -

2.Surplus reserves converting into share capital - - - - - - - -

3.Surplus reserves cover the deficit - - - - - - - -

4. Others - - - - - - - -

(V) Special Reserve - - - - - - - -

1. Provision for the year - - - - - - - -

2. Use for the year - - - - - - - -

(VI) Others - - - - - - - -

IV. Balance at 31/12/2015 438,744,881.00 1,068,111,185.32 - - - 179,743,077.15 469,841,589.40 2,156,440,732.87

Head of accounting department:Hu

Legal Representative:Xu Dongsheng Principal in charge of accounting:Hu Xinglong

Xinglong

10

Company statements of changes in shareholders’ equity

for the Year Ended 31 December 2015

Prepared by: FIYTA Holdings Ltd. Monetary Unit: RMB Yuan

Year ended 31/12/2014

Item Less: Other Total

Special Undistributed

Share capital Capital reserve treasury comprehensive Surplus Reserve shareholders'

reserve profit

stocks income equity

I. Balance at 31/12/2013 392,767,870.00 531,162,493.88 - - - 156,714,094.20 341,134,316.88 1,421,778,774.96

Add: Changes in accounting policies —— —— —— —— —— —— —— ——

Correction of errors —— —— —— —— —— —— —— ——

Others - - - - - - - -

II. Balance at 1/1/2014 392,767,870.00 531,162,493.88 - - - 156,714,094.20 341,134,316.88 1,421,778,774.96

III. Changes in equity for the year ( "- "for

- 1,328.82 - - - 9,201,372.69 43,535,567.20 52,738,268.71

decrease)

(I) Total comprehensive income for the year - - - - - - 92,013,726.89 92,013,726.89

(II) Shareholders' contributions and decrease of

- 1,328.82 - - - - - 1,328.82

capital

1. Common shares by the shareholders - - - - - - - -

2. Increase in shareholders' equity resulted from

- - - - - - - -

share-based payments

3. Others - 1,328.82 - - - - - 1,328.82

(III) Appropriation of profits - - - - - 9,201,372.69 -48,478,159.69 -39,276,787.00

1. Transfer to surplus reserves - - - - - 9,201,372.69 -9,201,372.69 -

2. Distributions to shareholders - - - - - - -39,276,787.00 -39,276,787.00

3. Others - - - - - - - -

(IV) Transfer within equity - - - - - - - -

1.Capital reserves converting into share capital - - - - - - - -

2.Surplus reserves converting into share capital - - - - - - - -

3.Surplus reserves cover the deficit - - - - - - - -

4. Others - - - - - - - -

(V) Special Reserve - - - - - - - -

1. Provision for the year - - - - - - - -

2. Use for the year - - - - - - - -

(VI) Others - - - - - - - -

IV. Balance at 31/12/2014 392,767,870.00 531,163,822.70 - - - 165,915,466.89 384,669,884.08 1,474,517,043.67

Head of accounting department:Hu

Legal Representative:Xu Dongsheng Principal in charge of accounting:Hu Xinglong

Xinglong

11

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Notes to the Financial Statements

I. Company information

1. Company Profile

FIYTA Holdings Ltd. (the “Company”) was founded, under the approval of Shen Fu Ban Fu (1992) 1259

issued by the General Office of Shenzhen Municipal Government, through the restructuring of former

Shenzhen FIYTA Time Industrial Company by the promoter of China National Aero-Technology Import and

Export Shenzhen Industry & Trade Center (name changed to “China National Aero-Technology Shenzhen

Co., Ltd” lately) on 25 December 1992, and the name changed to “Shenzhen FIYTA Holdings Ltd”.

Pursuant to the approval of ShenRen Yin Fu Zi (1993) 070 issued by the People’s Bank of China Shenzhen

Special Economic Zone Branch, the Company issued Renminbi ordinary shares (A shares) and Renminbi

special shares (B shares) publicly on 10 March 1993. On 3 June 1993, both the Company’s A shares and B

shares were listed and traded on Shenzhen Stock Exchange pursuant to the approval of ShenZheng Ban

Fu[1993]20 issued by Shenzhen Securities Regulatory Office and ShenZheng Shi Zi (1993)16 issued by

Shenzhen Stock Exchange.

On 30 January 1997, the company name changed to Shenzhen FIYTA Holdings Limited with the approval of

Shenzhen Municipal Administration for Industry and Commerce.

On 4 July 1997, China National Aero-Technology Shenzhen Co., Ltd. ("CATIC Shenzhen Company")

transferred 72,360,000 corporate shares (accounting for 52.24% of the Company's total share capital) to

Shenzhen China Aviation Group Company Limited (previously known as "Shenzhen China Aviation Industry

Company Limited", hereinafter referred to as "China National Aviation Group") according to share transfer

agreement signed by both parties. As a result, the Company’s controlling shareholder changed from CATIC

Shenzhen Company to China National Aviation Group.

On 26 October 2007, the Company implemented split-share reform. Under the premise of maintaining the

Company's total of 249,317,999 shares unchanged, the Company's shareholders of non-tradable shares paid

3.1 shares per 10 tradable shares to all the tradable share shareholders registered on option registration date

designated by the split-share reform program. At that point, after the reform, the shares held by China

National Aviation Group reduced to 44.69% from 52.24%.

On 29 February 2008, due to expanding the scope of business, the Company’s corporate business license was

altered from Shen Si Zi No. 4403011001583 to No. 440301103196089 with the approval of Shenzhen

Municipal Administration for Industry and Commerce.

With the approval of China Securities Regulatory Commission (CSRC) about non-public offering of stocks of

Shenzhen FIYTA Holdings Limited” (ZhengJianXuKe[2010]1703) and the approval of State-owned Assets

Supervision and Administration Commission of the State Council (SASAC) about non-public offering of

stocks of Shenzhen FIYTA Holdings Limited” (SASAC(2010)430) in 2010, the Company was approved to

issue not more than 50,000,000 ordinary shares (A shares) through non-public offering. After the completion

of the non-public offering of stocks on 9 December 2010, the Company’s registered capital was increased to

RMB280,548,479.00 and the equity capital of the Company held by China National Aviation Group reduced to

41.49%.

On 8 April 2011, at the basis of 280,548,479 equity shares on 31 December 2010, the Company issued 4 shares

for each 10 shares by transfer of capital reserves to share capital. Total shares of the Company were increased

to 392,767,870 shares after then on.

On 11 November 2015, with the approval of China Securities Regulatory Commission (CSRC) “Reply of

non-public offering of stocks of Shenzhen FIYTA Holdings Limited” (ZhengJianXuKe[2015]2588) and the

approval of State-owned Assets Supervision and Administration Commission of the State Council (SASAC)

“Reply of non-public offering of stocks of Shenzhen FIYTA Holdings Limited” (SASAC(2015)415), the

Company was approved to issue not more than 46,911,649 ordinary shares (A shares) through non-public

offering. After the completion of the non-public offering of stocks on 22 December 2015, the Company’s

registered capital was increased to RMB438,744,881.00 and the equity capital of the Company held by China

12

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

National Aviation Group reduced to 37.15%.

As of 31 December 2015, the Company has accumulatively issued 438,744,881 shares in total, refer to Note V.

29 for details.

The business scope of the Company and its subsidiaries (collectively referred to as the “Group”) mainly

includes: producing and selling of analogue quartz watches and its movements, components, various timing

devices, processing and wholesaling karat gold jewelry watches (production sites are to be declared separately);

domestic commercial and material supply and distributing business (excluding goods under exclusive

operational rights, special control and exclusive sales); property management and leasing; import and export

business of self-design, construction; import and export business (according to Shen Mao Guan Deng

ZhengZi No.2007-072).The legal representative of the Company is Wu Guangquan. The residence of the

Company is FIYTA Hi-Tech Building located at GaoXin Nan Yi Dao, Nanshan District, Shenzhen.

Corporate governance structure that are established by the Company includes general meeting of shareholders,

board of directors, board of supervisors, audit committee, strategy committee and nomination, remuneration

and evaluation committee. The Company has administration, human resources, finance, property, innovative

design, strategy and information department, general office of board of directors, audit, R&D, and other

functional departments.

The financial statements and notes to the financial statements have been approved by the 6th meeting of the 8th

Board of Directors of the Company on 8 March 2016.

2. Scope of consolidated financial statements

Within the reporting period, ProTop Limited, one of the subsidiaries of the Company, was deregistered. Refer

to Notes VI, Change of consolidation scope, and Notes VII, Equity in other entities for more details.

II. Basis of preparation

The financial statements are prepared in accordance with the Accounting Standards for Business Enterprises

issued by the Ministry of Finance and their application guidelines, interpretations and other relevant

requirements (collectively, " Accounting Standards for Business Enterprises ").Besides, the Group discloses the

relevant financial information in accordance with Compilation Rules for Information Disclosure by Companies

Offering Securities to the Public No. 15 - General Provisions on Financial Reports (2014 Revision)announced

by China Securities Regulatory Commission.

The financial statements of the Company have been prepared on going concern basis.

The Group follows the accrual basis of accounting. The financial statements are prepared under the historical

cost convention except for certain financial instruments. If impaired, the assets shall provide for impairment in

accordance with the relevant regulations.

III. Significant accounting policies and accounting estimates

The Group determines the policies of depreciation of fixed asset, amortization of intangible assets, capitalized

conditions of R&D expenses and revenue recognition according to the characteristics of its production and

operation. Refer to Notes III. 16, 19, 20 and 25 for specific accounting policies.

1. Representation of compliance with the Accounting Standards for Business Enterprises

The financial statements are prepared in accordance with the requirements of the Accounting Standards for

Business Enterprises, which have truly and completely presented the financial position of the Group and

Company as of 31 December 2015 and their operating results and cash flows and other relevant information

for the year ended 31 December 2015.

2. Accounting period

Accounting year starts on 1 January and ends on 31 December.

13

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

3. Operating Cycle

The operating cycle of the Group is 12 months.

4. Functional currency

The Company and its domestic subsidiaries adopt Renminbi (RMB) as functional currency.

Except for the Swiss-based subsidiary Montres Chouriet SA (the “Swiss Company”), which is a subsidiary of

FIYTA (Hong Kong) Limited (the “FIYTA Hong Kong”), uses Swiss Franc as the functional currency on the

basis of the primary economic environment in which the Swiss Company operates, all other subsidiaries

outside of the mainland China, including HARMONY World Watches International Limited (the “World

Watches International)”, a subsidiary of Shenzhen HARMONY World Watches Centre Co., Ltd (the

“HARMONY Company”), FIYTA Hong Kong and its subsidiary Station 68 Limited ( the “Station 68”) as well

as Nature Art Limited, which is special purpose vehicles controlled by Station 68, use Hong Kong Dollar

(HKD) as the functional currency and their financial statements are translated into RMB on the preparation of

the financial statements.

The currency used in preparation of the Group’s financial statements is RMB.

5. Accounting treatment for business combinations involving entities under common control and not under

common control

(1) Business combinations involving entities under common control

For a business combination involving enterprises under common control, assets and liabilities that are obtained

in a business combination is measured at the carrying amount of the owners’ equity of the party being

absorbed in the consolidated financial statements of the ultimate controlling party at combination date, except

for the adjustments of different accounting policies. The difference between the carrying amount of the net

assets obtained and the carrying amount of the consideration paid for the combination (or total par value of

shares issued) is adjusted to capital reserve, if the capital reserve is not sufficient to absorb the difference, any

excess is adjusted against retained earnings.

Business combinations involving entities under common control achieved in stages that involves multiple

transactions

In the separate financial statements, the initial investment cost is the absorbing party’s share of the carrying

amount of the owners’ equity of the party being absorbed in the consolidated financial statements of the

ultimate controlling party at combination date. The difference between initial investment cost and original

investment carrying amount prior combination plus newly paid consideration at the combination date is

adjusted to capital reserve (share/capital premium), if the capital reserve is not sufficient to absorb the

difference, any excess is adjusted against retained earnings.

In the consolidated financial statements, assets and liabilities that are obtained in a business combination are

measured at their carrying amount of the owners’ equity of the party being absorbed in the consolidated

financial statements of the ultimate controlling party at combination date, except for the adjustments of

different accounting policies. The difference between the original investment carrying amount prior

combination plus newly paid consideration at the combination date and the carrying amount of the net assets

obtained is adjusted to capital reserve (share/capital premium), if the capital reserve is not sufficient to absorb

the difference, any excess is adjusted against retained earnings. The long-term equity investment of the

absorbing party prior to combination, profit or loss, other comprehensive income and changes of other

owners’ equity recognized between the later of combination date and the date that the absorbing party and the

absorbed party are under common ultimate control are offset the opening retained earnings or profit or loss

for the current period in the comparative statement.

(2) Business combination involving entities not under common control

For business combinations involving entities not under common control, the consideration for each

14

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

combination is measured at the aggregate of the fair values, at the acquisition date, of assets given, liabilities

incurred or assumed, and equity securities issued by the acquirer in exchange for control of the acquiree. At the

acquisition date, the acquired assets, liabilities and contingent liabilities of the acquiree are measured at their

fair value.

Where the cost of combination exceeds the acquirer’s interest in the fair value of the acquiree’s identifiable net

assets, the difference is recognized as goodwill, and measured on the basis of its costs minus the accumulative

impairment provisions. Where the cost of combination is less than the acquirer’s interest in the fair value of

the acquiree’s identifiable net assets, the difference is recognized in profit or loss for the current period after

reassessment.

Business combinations involving entities not under common control achieved in stages that involves multiple

transactions.

In the separate financial statements, the initial investment cost is the sum of the carrying amount of equity

investment of the acquiree held prior to the acquisition date and the additional investment cost at the

acquisition date. When the previously-held equity investment is accounted for under the equity method, any

other comprehensive income previously recognized is not changed on the combination date and is accounted

for on the same basis as would have been required if the investee had directly disposed of the related assets or

liabilities. The owners’ equity recognized as the changes of the investee’s other owners’ equity except for net

profit or loss, other comprehensive income and profit distribution are transferred to profit or loss for the

current period when disposing the investment. For the previously-held equity investment which was accounted

for using fair value, the accumulated changes in fair value included in other comprehensive income is

transferred to profit or loss for the current period upon commencement of the cost method.

In the consolidated financial statements, the cost of business combination is the sum of the consideration paid

at the acquisition date plus the fair value of equity investment of the acquiree held prior to the acquisition date.

The cost of equity investment of the acquiree held prior to the acquisition date is re-measured at the fair value

at the acquisition date, the difference between the fair value and carrying value is recognized as profit or loss

for the current period. Other comprehensive income and changes of other owners’ equity from the equity

interest held in the acquire prior to the acquisition date are transferred to profit or loss for the current period

except for other comprehensive income due to the movement of net liabilities or assets in the investee’s

re-measurement defined benefit plan.

(3) Transaction costs for business combination

The intermediary and other relevant administrative expenses such as audit, legal and valuation advisory for

business combinations are recognized in profit or loss for the current year when incurred. Transaction costs of

equity or debt securities issued as the considerations of business combination are included in the initial

recognition amounts.

6. Preparation of consolidated financial statements

(1) The scope of consolidated financial statements

The scope of consolidated financial statements is determined on the basis of control. Control exists when the

investor has all the following: power over the investee; exposure, or rights to variable returns from its

involvement with the investee; and the ability to use its power over the investee to affect the amount of the

investor’s returns. A subsidiary is an entity that is controlled by the Company (such as enterprises, deemed

separate entities, and structured entities).

(2) Basis of preparation of consolidated financial statements

The consolidated financial statements are prepared by the Company, based on the financial statements of the

Company and its subsidiaries, according to other relevant information. The accounting policies and accounting

periods of the subsidiaries is in accordance with those established by the Company, all significant intercompany

accounts and transactions are eliminated on consolidation.

Where a subsidiary or business has been acquired through a business combination involving enterprises under

15

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

common control in the reporting period, the subsidiary and its business are included in the consolidated

financial statements from the date they are controlled by the ultimate controlling party. Their operating results

and cash flows are included in the consolidated income statement and consolidated cash flow statement from

the date they are controlled by the ultimate controlling party.

Where a subsidiary or business has been acquired through a business combination not involving enterprises

under common control, the subsidiary’s or business income, expenses and profits are included in the

consolidated income statement, and cash flows are included in the consolidated cash flow statement from the

acquisition date to the end of the reporting date.

The portion of a subsidiary’s equity that is not attributable to the parent is treated as minority interests and

presented in the consolidated balance sheet within shareholders’ equity. That portion of net profit or loss of

subsidiaries for the period attributable to minority interests is presented in the consolidated income statement

below the “net profit” line item as “minority interests”. When the amount of loss for the current period

attributable minority interests is more than minority interest in that subsidiary at beginning of the period, the

minority interest is reversed by the balance of the loss of the subsidiary attributable to minority interests.

(3) Acquiring minority shareholders’ equity

The difference between the cost of long-term equity investment and net asset enjoyed which was calculated

based on newly increased equity holding started from the purchase date or combination date, and the

difference between consideration received for the disposal which did not result in losing control over the

subsidiary, and net asset enjoyed which was calculated based on equity holding after disposal started from the

purchase date or combination date, is adjusted to capital reserve. If the capital reserve is insufficient to absorb

the difference, any excess is adjusted against retained earnings.

(4) Losing control over the subsidiary

When the Company loses control over subsidiary because of disposing part of equity investment or other

reasons, the remaining part of the equity investment is re-measured at fair value at the date when losing control

over the subsidiary. A gain or loss is recognized in profit or loss and is calculated by the aggregate of the fair

value of consideration received in disposal of the equity investment and the fair value of remaining part of the

equity investment, and deduct the share of net assets in proportion to previous shareholding percentage in

former subsidiary since acquisition date and the relating goodwill is derecognized.

Other comprehensive income related to the former subsidiary’s equity investment is transferred to profit or

loss for the current period of disposal, except for other comprehensive income due to the movement of net

liabilities or assets in the subsidiary’s re-measurement defined benefit plan.

(5) Disposing equity investment by stages until losing control

a. Determining whether those transactions in disposing equity investment until losing control step by step

belong to “a basket transaction;

b. If those transactions belong to a basket transaction, choose the accounting treatment method for

consolidated and individual financial statements;

c. If those transactions do not belong to a basket transaction, choose the accounting treatment method for

consolidated and individual financial statements.

Multiple transactions resulting in a loss of control are considered as a single transaction, when any of the

following conditions is satisfied:

① The transactions are entered into at the same time or in contemplation of each other;

② The transactions form a single transaction designed to achieve an overall commercial effect;

③ The occurrence of one transaction is dependent on the occurrence of at least one other transaction;

16

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

④ One transaction considered on its own is not economically justified, but it is economically justified when

considered together with other transactions

If multiple transactions by disposing equity investment by stages until losing control do not belong to a basket

transaction in individual financial statements, the carrying amount of long-term equity investments related to

each disposal of equity is derecognized in the separate financial statements, the difference between the

consideration received and the carrying amount of disposed long-term equity investments is recognized as

investment income.

In the consolidated financial statements, for disposing equity investment by stages until losing control step by

step, the measurement of remaining equity and accounting for profit or loss of disposing equity refer to the

above “(3)Losing control over the investee”. The difference between each consideration received and the share

of the subsidiary’s equity calculated consecutively since the purchase date related to disposing investment

before losing control is accounted for using following principal:

①Belong to “a basket transaction”, is recognized as other comprehensive income and is transferred to profit

or loss for the current period when losing control.

②Not belong to “a basket transaction”, is recognized in capital reserve as an equity transactions-and does not

allowed to be transferred to profit or loss for the current period when losing control.

7. Joint arrangement

A joint arrangement is an arrangement of which two or more parties have joint control. The Group classifies

joint arrangements into joint operations and joint ventures.

(1) Joint operations

A joint operation is a joint arrangement whereby the joint operators have rights to the assets, and obligations

for the liabilities, relating to the arrangement.

The Group shall recognize the following items in the relation to its interest in a joint operation, and account

for them in accordance with relevant accounting standards:

A. its solely-held assets, and its share of any liabilities incurred jointly;

B. its sole-assumed liabilities, and its share of any liabilities incurred jointly;

C. its revenue from the sale of its share of the output arising from the joint operation;

D. its share of the revenue from the sale of the output by the joint operation; and

E. its sole-incurred expenses, and its share of any expenses incurred jointly.

(2) Joint ventures

A joint venture is a joint arrangement whereby the joint ventures have rights to the net assets of the

arrangement.

The Group adopts equity method under long-term equity investment in accounting for its investment in joint

venture.

8. Cash and cash equivalents

Cash comprises cash on hand and deposits that can be readily drawn on demand. Cash equivalents are

short-term, highly liquid investments that are readily convertible to known amounts of cash and which are

subject to an insignificant risk of change in value.

9. Foreign currency transactions and translation of foreign currency statement

17

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

(1) Foreign currency transactions

Foreign currency transactions are translated into the functional currency of the Company, using the exchange

rates prevailing at the dates of the transactions (spot exchange rate)

As at the balance sheet date, monetary items denominated in foreign currency are exchanged to Renminbi by

adopting the prevailing exchange rate on that date. Foreign exchange difference arising from the difference

between the prevailing exchange rate on that date and the prevailing exchange rate on initial recognition or on

the previous balance sheet date are recognized in profit or loss for the current period. Non-monetary items

denominated in foreign currency that are measured at historical cost are still measured at amount denominated

in reporting currency exchanged at the prevailing exchange rate at the transaction date. Non-monetary items

denominated in foreign currency that are measured at fair value are translated using the exchange rate at the

date when fair value was determined and the difference between the translated functional currency amount and

the prevailing exchange rate on initial recognition or on the previous balance sheet date are recognized in profit

or loss for the current period.

(2) Translation of foreign currency financial statements

At the balance sheet date, when translating the foreign currency financial statements of overseas subsidiaries,

the assets and liabilities of the balance sheet are translated to RMB using the spot exchange rate at the balance

sheet date; Items of the shareholders’ equity, except for "undistributed profits", are translated at the spot

exchange rate at the dates on which such items arose.

The revenue and expenses in the income statement are translated using the average exchange rate for the

period.

All items of the cash flow statement are translated using the average exchange rate for the period. As an

adjustment item, the impact of exchange rate changes on cash amount is reflected separately in the cash flow

as " Effect of foreign exchange rate changes on cash and cash equivalents ".

Differences arising from the translation of financial statements are separately presented as the “other

comprehensive income” in the shareholders’ equity of the balance sheet.

When the control on foreign operation is lost due to disposal, exchange differences of foreign currency

financial statements attributable to the foreign operation as presented [under shareholder’s equity item] in the

balance sheet are transferred to profit or loss for the current period entirely or partially on disposed portion.

10. Financial instruments

Financial instruments refer to the contracts of forming enterprise financial assets and other entities’ financial

liabilities or equity instruments.

(1) Recognition and derecognition of financial instruments

A financial asset or financial liability is recognized when the Company becomes one party of financial

instrument contracts.

If one of the following conditions is met, the financial assets are terminated:

① The right of the contract to receive the cash flows of financial assets terminates;

② The financial asset has been transferred, and is in accordance with the following conditions for

de-recognition.

While prevailing obligations of financial liability is relieved entirely or partially, the financial liability is

derecognized accordingly. If the Company (borrower) makes an agreement with the lender to replace the

original financial liability by assuming a new financial liability which contract terms are different substantially,

the original financial liability is extinguished and the new financial liability is recognized.

18

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Conventionally traded financial assets are recognized and de-recognized on trade date

(2) Classification and measurement of financial assets

Financial assets are, upon initial recognition, classified into the following four categories: financial assets at fair

value through profit or loss (“FVTPL” financial assets), held-to-maturity investments, loans and receivables,

and available-for-sale financial assets (“AFS” financial assets). Financial assets are initially recognized at fair

value. In the case of financial assets at fair value through profit or loss (“FVTPL” financial assets), the related

transaction costs are recognized in profit or loss for the current period. For other financial assets, transaction

costs that are attributable to the acquisition of the financial assets are included in the initial recognition

amounts.

Financial assets at fair value through profit or loss include financial assets held for trading and those designated

upon initial recognition as at fair value through profit or loss. This kind of financial assets are subsequently

measured at fair value, all realized and unrealized gains and losses are recognized in profit or loss for the

current period.

Held-to-maturity investments

Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments and fixed

maturity dates that the Company has the positive intention and ability to hold to maturity. Held-to-maturity

investments are subsequently measured at amortized cost using the effective interest method; gains and losses

arising from derecognition, impairment or amortization is recognized in profit or loss for the current period.

Receivables

Receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an

active market including account receivables and other receivables (Note III. 12). Receivables are subsequently

measured at amortized cost using the effective interest method; gains and losses arising from derecognition,

impairment or amortization is recognized in profit or loss for the current period.

Available-for-sale financial assets (AFS financial assets)

AFS financial assets are those non-derivative financial assets that are designated as available for sale and those

financial assets in addition to those above mentioned. AFS financial assets are subsequently measured at fair

value, the discount or premium are amortized using the effective interest method and recognized as interest

income. The gains and losses arising from changes in fair value of AFS financial assets (other than impairment

losses and foreign exchange gains and losses resulted from foreign currency monetary assets which are

recognized in profit or loss for the current period) are recognized as other comprehensive income, until the

financial assets are derecognized, are transferred to profit or loss for the current period. Interest income and

dividends related to the AFS financial assets are recognized as profit or loss for the current period.

Equity instrument investment with no quoted price in active markets and with not reliably measured fair value,

and derivative financial assets for the equity instrument and settled by paying the equity instrument are

measured at cost.

(3) Classification and measurement of financial liabilities

On initial recognition, financial liabilities are classified as: financial liabilities at fair value through profit or loss

(FVTPL) or other financial liabilities. For financial liabilities not classified as at fair value through profit or loss

financial liabilities, the transaction costs are recognized in the initially recognition amounts.

Financial liabilities at FVTPL

Financial liabilities at FVTPL include financial liabilities held for trade and financial liabilities designated as at

fair value through profit or loss in the initial recognition. Such financial liabilities are subsequently measured at

fair value, all realized and unrealized gains and losses arising from change in fair value are recognized in profit

or loss for the current period.

19

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Other financial liabilities

Derivative financial liabilities which are linked to equity instrument that is not quoted in an active market and

its fair value cannot be reliably measured and settled by delivering the equity instrument are subsequently

measured at cost. Other financial liabilities are subsequently measured at amortized cost using the effective

interest method.Gains and losses arising from derecognition or amortization is recognized in profit or loss for

the current period.

(4) Derivative financial instruments and embedded derivative instruments

Derivative financial instruments of the Group are initially measured at the fair value of the date a derivative

contract entered into and subsequently measured at their fair value. Derivative financial instruments of positive

fair value are recognized as assets; those of negative fair value are recognized as liabilities. Any gains or losses

arising from changes in fair value which do not meet the requirements of hedge accounting are directly

recognized to profit or loss for the current period.

For hybrid instrument with embedded derivative, where financial assets or liabilities not designated as fair value

through profit or loss, the economic features and risks of the embedded derivative are not closely related to

that of the host contract, and a similar instrument with the same terms as the embedded derivative would meet

the definition of a derivative, then embedded derivative is separated from hybrid instrument and accounted for

as a derivative. If embedded derivative is unable to measure separately either at acquisition or subsequently at

balance sheet date, hybrid instrument as a whole is designated as financial assets or liabilities at fair value

through profit or loss.

(5) Fair value of financial instruments

Determination of fair value of financial assets and financial liabilities refers to Note III.11.

(6) Impairment of financial assets

The Company assesses the carrying amount of financial assets at each balance sheet date other than those at

fair value through profit or loss, if there is objective evidence that financial assets are impaired, the Company

determines the amount of impairment loss. Objective evidence of impairment of financial assets are the

matters that occurred after the initial recognition of financial assets which has impact on the expected future

cash flows of financial assets, and can be reliably measured by the Company.

TObjective evidence that the financial assets are impaired including the following observable situations:

① The issuer or debtor has severe financial difficulties;

② The debtor has violated terms of the contract, such as the payment of the interest or principal is default or

overdue;

③ The Company made concessions to debtors in financial difficulties based on economic or legal factors;

④ The debtor has probably bankruptcy or other financial reorganization;

⑤ The issuer has so severe financial difficulties that financial assets can’t continue to be traded in an active

market;

⑥ The cash flow of individual asset in a group of financial assets cannot be evaluated for reduction, while

after evaluating the whole group of financial assets based on disclosed information, the expected future

cash flow of the group of financial assets is measureable and has been reduced since its initial recognition,

including that:

- repayment capability of the debtor of group of financial assets gradually deteriorates;

- economic difficulties of the country or region where the debtor is staying appear a situation where this

20

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

group of financial assets cannot be paid;

⑦ Significant adverse changes in the technological, market, economic or legal environment in which the

issuer operates, indicating that the cost of the investment in the equity instrument may not be recovered by

the investor;

⑧ Significant or prolonged decline in the fair value of investment in equity instruments, such as the fair value

of investment in equity instruments is less than 50% (50% inclusive) of the initial investment cost or in the

case that the fair value has been less than the initial investment cost for more than 12 months (12 months

inclusive).

Fair value less than the initial investment cost for more than 12 months (12 months inclusive) is being the

monthly average fair value of the investment in equity instruments less than the initial investment cost for

consecutive 12 months.

⑨ Other objective evidences indicate that financial assets have been impaired.

Financial asset measured at amortized cost.

If there’s objective evidence that the financial assets are impaired, then the carrying amount of financial assets

are reduced to the present value of estimated future cash flows (excluding future credit losses that have not

been incurred), with the reduced amount recognized to profit or loss for the current period. The present value

of estimated future cash flows is carried according to the financial asset's original effective interest rate, and

considers the value of collateral.

For a financial asset that is individually significant, the Company assesses the asset individually for impairment,

if there is objective evidence that it has been impaired, impairment loss is recognized in profit or loss for the

current period. For a financial asset that is not individually significant, the Company assesses the asset by

including the asset in a group of financial assets with similar credit risk characteristics and collectively assess

them for impairment. For an individually assessed financial asset (whether the financial asset is individually

significant or not individually significant), the Company includes the asset in a group of financial assets with

similar credit risk characteristics and collectively assessment for impairment. Asset for which an impairment

loss is individually recognized is not included in a collective assessment of impairment.

If, after an impairment loss has been recognized on financial assets measured at amortized cost, there is

objective evidence of a recovery in value of the financial asset which can be related objectively to an event

occurring after the impairment was recognized, the previously recognized impairment loss is reversed through

profit or loss. A reversal of an impairment loss will not result in the asset’s carrying amount exceeding that

which would have been determined had no impairment loss been recognized in prior years.

Available-for-sale financial assets

If there is objective evidence that AFS financial assets are impaired, accumulated losses due to decreases in fair

value previously recognized directly in other comprehensive income are reversed and charged to profit or loss

for the current period. The reversed accumulated losses are the asset's initial acquisition costs after deducting

amounts recovered and amortized, current fair value and impairment losses previously recognized in profit or

loss.

If, in a subsequent period, the fair value of financial assets increases and the increase can be related objectively

to an event occurring after the impairment was recognized, the previously recognized impairment losses are

reversed and charged to profit or loss for the current period. The impairment losses of AFS equity instruments

are not reversed through profit or loss.

Financial assets measured at cost

If there is objective evidence that the financial assets are impaired, the difference between the carrying amount

and the present value discounted at the market rate of return on future cash flows of the similar financial

assets be recognized as impairment loss in profit or loss in the current period . The impairment loss

recognized shall no longer be reversed.

21

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

(7) Transfer of financial assets

Transfer of financial assets refers to the transference or deliverance of financial assets to the other party (the

transferee) other than the issuer of financial assets.

The Group derecognizes a financial asset if it transfers substantially all the risks and rewards of ownership of

the financial asset to the transferee. If substantially all the risks and rewards of ownership of the financial asset

is retained, the financial asset is not derecognized.

The Group neither transfers nor retains substantially all the risks and rewards of ownership of financial assets,

then accounting for the following circumstances: if control over the financial assets is surrendered, derecognize

the financial assets and recognize any assets and liabilities arose; if the Company retains the control of the

financial assets, recognize the financial assets to the extent of the continuing involvement in the transferred

financial assets by the Company and recognize any relating liability

(8) Offset between financial assets and financial liabilities

Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally

enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize

the asset and settle the liability simultaneously. Otherwise, financial assets and financial liabilities are separately

shown in the balance sheet and not allowed to offset.

11. Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly

transaction between market participants at the measurement date.

The Group measures the related assets or liabilities at fair value assuming the assets or liabilities are exchanged

in an orderly transaction in the principal market or, in the absence of a principal market, in the most

advantageous market.

For financial assets or financial liabilities in active markets, the Group uses the quoted prices in active markets

as their fair value. Otherwise, the Group uses valuation technique to determine their fair value.

A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate

economic benefits by using the asset in its highest and best use or by selling it to another market participant

that would use the asset in its highest and best use.

The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data

are available to measure fair value, maximizing the use of relevant observable inputs and if the observable

inputs are not available or impractical, then unobservable inputs are used.

For assets and liabilities measured or disclosed at fair value in the financial statements, the level in which fair

value measurement is categorized is determined by the level of the fair value hierarchy of the lowest level input

that is significant to the entire fair value measurement: Level 1 inputs are quoted prices (unadjusted) in active

markets for identical assets or liabilities that the entity can access at the measurement date; Level 2 inputs are

inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either

directly or indirectly; and Level 3 inputs are unobservable inputs for the asset or liability.

At each balance sheet date the Group evaluates for assets and liabilities that are measured at fair value on a

recurring basis so as to determine any transfer between fair value hierarchy is necessary.

12. Receivables

Receivables include accounts receivable and other receivables.

(1) Individually significant receivable and provision for bad and doubtful debts individually

Criteria of individually significant receivables: the carrying amount of accounts receivables of over RMB

22

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

800,000.00 (inclusive) and other receivables of over RMB500,000.00 (inclusive) are recognized as individually

significant receivable.

Method for individually significant receivables for which separate bad and doubtful provision is made:

Receivables that are individually significant are subject to separate impairment assessment, if there is objective

evidence of impairment, provision for bad and doubtful debts is recognized on the shortfall between the

present value of future cash flows and the carrying amount.

Individually insignificant accounts, for which there is no objective evidence under individual impairment tests

warranting individual provision, are divided into different asset group for re-assessment of bad and doubtful

debts.

(2) Individually insignificant receivables but provision for bad and doubtful debts individually.

Litigation receivables, deterioration of customer credit receivables;

Reasons for provision individually receivables that there is obvious indication that the amount is likely

un-collectible.

Recognize the provision for bad and doubtful debts on the shortfall

Method of provision between the present value of future cash flows and the carrying

amount.

(3) Receivables with provision for bad and doubtful debts collectively.

For individually insignificant receivables, and individually insignificant receivables which are not impaired in

individual test, provision for bad and doubtful debts is recognized according to the following credit risk

combination

Method of provision for

Type of group Basis of group bad and doubtful debts

collectively

Group of ageing Ageing state Ageing analysis method

Receivables such as employee petty cash receivables,

accounts receivable due from subsidiaries included in

No need for bad debt

Specific fund portfolio consolidation scope, accounts receivable for the sales

provision

between the last date of settlement with department

store and the date of balance sheet

A. For group of aging, the rate of provision for bad and doubtful debts in ageing analysis method is as

follows:

Percentage of provision for Percentage of provision for

Aging

accounts receivable % other receivables %

Within 1 year (including 1 year) 5 5

1 to 2 years 10 10

2 to 3 years 30 30

Over 3 years 50 50

B. For other groups, the description of provision for bad and doubtful debts in other methods are as follows:

Name of group Description of provision method

No bad debt provision is recognized as the risk of

Portfolio of specific accounts impairment does not exist according to its credit risk

characteristics

Based on historical experience, the Group’s receivables due from petty cash paid to employees, receivables due

from subsidiaries of the Company and accounts receivable for the sales between the last settlement date of

23

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

the same department store and the balance sheet date are with high recoverability and low possibility of

incurring bad debt, as a result, no bad debt provisions are provided for such receivables.

13. Inventories

(1) Classification

Inventory mainly includes raw material, work-in-process and finished goods.

(2) Determination of cost

Inventories are measured at the actual cost when acquired. Costs of raw materials, work in progress, finished g

oods are calculated in first-in-first-out method (for raw material and work in progress of FIYTA watches) ,

weighted average cost method (for finished goods of FIYTA watches) and specific identification method (for

finished goods of branded watches) when issued.

(3) Recognition of the net realizable value and provision for decline in value of inventories

Net realizable value (“NRV”) is the estimated selling price deducting estimated costs to be incurred upon

completion, estimated selling expenses and related taxes. When determining the net realizable value of

inventory, basis is relied on the actual evidences obtained while the objectives of inventories holding and the

impact of post balance sheet date event are also considered:

①the NRV of inventories that are available for sale such as finished goods and materials held for trading are

determined using the estimated selling price less estimated selling expenses and related taxes if the business is

in the ordinary course of operation;

②the NRV of materials that need to be processed are determined using estimated selling price of finished

goods which is manufactured from the material less estimated cost of completion, estimated selling expenses

and related taxes if the business is in the ordinary course of operation.

The Company recognizes inventory impairment provision for FIYTA brand watches based on models

category.

Impairment provisions for branded watches are recognized on an item-by-item basis.

Impairment provisions for raw materials of FIYTA watches are recognized by categories based on

ultimate-customer selling status of FIYTA finished watches taking into considerations of the exchangeability

of the spare parts and the special usage of materials.

If the cost of closing inventory of the Company exceeds its net realizable value at balance sheet date, provision

for decline in value of inventories is recognized. The Company usually recognizes provision for decline in value

of inventories by a single inventory item. If the factors causing the inventory previously written-down have

disappeared, the provision for decline in value of inventories previously made is reversed .

(4) Inventory system

The Group adopts perpetual inventory system

(5) Amortization method of low-value consumables and packaging material

The Group adopts one-off amortization method when low-value consumables and packaging material are

taken for use.

14. Long-term equity investments

Long-term equity investments include equity investments where the Group has control of, or significant

influence over, an investee, and equity investments in joint ventures. Where the Group can exercise significant

influence over the investee, the investee is an associate.

24

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

(1) Recognition of investment cost

For a business combination involving enterprises under common control, the initial investment cost of the

long-term equity investment is the absorbing party’s share of the carrying amount of the owners’ equity of the

party being absorbed in the consolidated financial statements of the ultimate controlling party at combination

date. For a business combination not involving enterprises under common control, the initial investment cost

of a long-term equity investment acquired is the cost of acquisition.

For a long-term equity investment acquired by paying cash, the initial investment cost is the amount of cash

has been paid. For a long-term equity investment acquired by issuing equity securities, the initial investment

cost is the fair value of the equity securities issued.

(2) Subsequent measurement and recognition of profit or loss

Where the Group is able to exercise control over an investee, the long-term equity investment is accounted for

using the cost method; where the Group has investment in associates and operation ventures, the long-term

equity investment is accounted for using the equity method.

For long-term equity investment which is accounted for using the cost method, investment income is

recognized in profit or loss for the current period as the cash dividend or profit announced and distributed,

except for those cash dividend or profit which have already included in the actual payment or consideration of

offer when the investment was made.

For long-term equity investment which is accounted for using the equity method, where the initial investment

cost of a long-term equity investment exceeds the Group’s interest in the fair values of the investee’s

identifiable net assets, no adjustment is made to the initial investment cost. Where the initial investment cost is

less than the Group’s interest in the fair values of the investee’s identifiable net assets, the difference is charged

to profit or loss for the current period, and the carrying amount of the long-term equity investment is adjusted

accordingly.

Under the equity method, the Group recognizes its share of the investee’s net profit or losses, as well as its

share of the investee’s other comprehensive income, as investment income or losses and other comprehensive

income, and adjust the carrying amount of the investment accordingly. The carrying amount of the investment

is reduced by the portion of any profit distributions or cash dividends declared by the investee that is

attributable to the Group. The Group’s share of the investee’s owners’ equity changes, other than those arising

from the investee’s net profit or loss, other comprehensive income or profit distribution, is recognized in the

Groups’ equity, and the carrying amount of the long-term equity investment is adjusted accordingly. The share

of the investee’s net profit or loss for the current period is recognized after adjusting the investee’s net profit in

accordance with the Group’s accounting policies and accounting period based on the fair value of the

identifiable assets when the investment is made.

When the Group becomes capable of exercising significant influence or joint control (but not sole control)

over an investee due to additional investment or other reasons, the accounting is changed to the equity method

and the initial investment cost is the sum of the fair value of the previously-held equity investment and

additional investment cost. Where the previously-held equity investment is classified as available –for – sale

financial assets, the defenses between the fair value and carrying amount and the accumulated changes in fair

value included in other comprehensive income are transferred to profit or loss for the current period upon

commencement of the equity method.

When the Group can no longer exercise joint control of or significant influence over an investee due to partial

disposal of equity investment or other reasons, the remaining equity investment is accounted for in accordance

with Accounting Standard for Business Enterprises No.22 - Recognition and Measurement of Financial

Instruments and the difference between the fair value and the carrying amount at the date of the loss of joint

control or significant influenceis charged to profit or loss for the current periods. When the previously-held

equity investment is accounted for under the equity method, any other comprehensive income previously

recognized are accounted for on the same basis as would have been required if the Group had directly

disposed of the related assets or liabilities for the current period upon discontinuation of the equity method;

Other movement of owner’s equity related to previously-held equity investment is transferred in profit or loss

25

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

for the current period.

When the Group can no longer exercise control over an investee due to partial disposal of equity investment or

other reasons and the remaining equity investment after disposal can exercise joint control of or significant

influence over an investee, the remaining equity investment is accounted for under equity method and

re-measured by equity method as if it has been acquired since date of acquisition. Where the remaining equity

investment can no longer exercise joint control of or significant influence over an investee, the remaining

equity investment is accounted for in accordance with Accounting Standard for Business Enterprises

No.22-Recognization and Measurement of Financial Instruments and the difference between the fair value and

the carrying amount at the date of the loss of control is charged to profit or loss for the current period.

The unrealized profit or loss from internal transactions entered into between the Group and its associate or

joint venture is offset according to the shareholding percentage held by the Group and the remaining portion is

recognized as investment income or loss. However, the unrealized loss from internal transactions entered into

between the Group and its investee is not offset if it belongs to impairment loss from assets transferred.

For the long-term equity investments of associates and joint ventures held before January 1, 2007, if there

exists equity investment debit balance related to the investment, recognize investment income or loss after

deducting the equity investment debit balance in the original straight-line basis over the remaining period.

(3) Basis for recognition of joint control or significant influence over an investee

Joint control is the contractually agreed sharing of control of an arrangement, which exists only when

decisions about the relevant activities require the unanimous consent of the parties sharing control. In

assessing whether an enterprise has joint control of an arrangement exists, the Group firstly assesses whether

all the parties or a group of the parties control the arrangement collectively. When all the parties or a group of

the parties must act together unanimously in directing the relevant activities, then all the parties or a group of

the parties are regarded as having joint control of an arrangement. Then assess whether decisions about the

relevant activities require the unanimous consent of those parties that control the arrangement collectively.

When more than one combination of the parties can control an arrangement collectively, joint control does not

exist. Protective rights of any party is not considered when determining joint control.

Significant influence is the power to participate in the financial and operating policy decisions of the investee

but is not control or joint control of those policies. When determining whether an investor can exercise

significant influence over an investee, the effect of potential voting rights (for example, warrants, share options

and convertible bonds) held by the investors or other parties that are currently exercisable or convertible be

considered.

When the Group, directly or indirectly through subsidiaries, owns more than 20% ( 20% inclusive) but less than

50% of the voting shares of the investee, the Group has significant influence on the investee unless there is

clear evidence to show that the Group cannot participate in the business and operation decisions of the

investee, and accordingly cannot exercise any significant influence. When the Group owns less than 20% of the

voting shares of the investee, the Group has no significant influence on the investee unless there is clear

evidence to show that the Group can participate in the business and operation decisions of the investee, and

accordingly can exercise a significant influence.

(4) Method of impairment testing and impairment provision

For investment of subsidiaries, associates and joint ventures, refer to Note III. 21 for the Group’s method of

asset impairment.

15. Investment property

Investment property is a property held to earn rentals or for capital appreciation. The Group’s investment

property includes land use rights and buildings leased to other party, and land use rights held for appreciation.

The Group’s investment property is initially measured at acquisition cost, and is depreciated or amortized

according to the same policy for fixed assets or intangible assets.

26

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Refer to Note III. 21 for asset impairment method of investment property subsequently measured using the

cost model.

Disposal consideration of sale, transfer, retirement or damage of investment property after deducting its

carrying amount and related taxes is recognized in profit or loss for the current period.

Useful years Annual

Category Residual rate %

(year) depreciation rate %

Plant & buildings 20-35 5 2.7-4.8

16. Fixed asset

(1) Recognition of fixed assets

Fixed assets are tangible assets that are held for use in the production or supply of services, for rental to others,

or for administrative purposes and have useful lives more than one accounting year.

A fixed asset is recognized only when it is probable that economic benefits associated with the asset will flow

into the enterprise and the cost of the asset can be measured reliably.

A fixed asset is initially measured at actual cost.

(2) Depreciation methods

The Group uses the straight line method for depreciation. Fixed assets begin to be depreciated from the state

of intended use, and ceased being depreciated when derecognized or classified as held for sale non-current

assets. Without considering impairment provision, the Group’s annual depreciation rates are shown as follows

according to the category, expected useful lives and estimated net residual values rates:

Useful years Annual

Category Residual rate %

(year) depreciation rates%

Plant & buildings 20-35 5 2.7-4.8

Machinery & equipment 10 5-10 9-9.5

Motor vehicles 5 5 19

Electronic equipment 5 5 19

Others 5 5 19

Among the above, depreciation rate of impaired fixed assets are determined after deduction of the cumulative

amount of impairment provision.

(3) For impairment test and the impairment provision of fixed asset, refer to Note III. 21.

(4) The Group conduct reviews to the useful life, estimated net residual rate and depreciation method of fixed

assets at least at each end of the accounting year.

Useful lives of fixed assets are adjusted if they are different with the initial estimates. Estimated net residual

values are adjusted if they are different with the initial estimates.

(5) Overhaul costs

The overhaul costs incurred in regular inspection of fixed assets are capitalized as cost of fixed assets if there

is clear evidence that it meets the recognition criteria of fixed assets. It is recognized in profit or loss for the

current period if it does not meet the recognition criteria of fixed assets. Depreciation continues during the

period of regular overhaul.

17. Construction in progress

27

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Construction in progress is recognized based on the actual construction cost, including all expenditures

incurred for construction projects, capitalized borrowing costs for the construction in progress before it has

reached the working condition for its intended use and other related expenses during the construction period.

Construction in progress is transferred to fixed assets when the asset is ready for its intended use.

For provision for impairment of construction in progress, refer to Note III.21.

18. Borrowing cost

(1) Recognition of borrowing cost capitalization

Borrowing costs are capitalized when they are directly attributable to the acquisition, construction or

production of a qualifying asset and included in the cost of related assets. Other borrowing costs are

recognized as expenses and recorded in profit or loss for the current period when incurred. Capitalization of

such borrowing costs commenced only when all of the following conditions are satisfied:

①Expenditures for the asset are being incurred, capital expenditure includes the expenditure in the form of

cash payment, transfer of non-cash assets or the interest bearing liabilities for the purpose of acquiring or

constructing assets eligible for capitalization;

②Borrowing costs are being incurred;

③Activities relating to the acquisition, construction or production of the asset that are necessary to prepare

the asset for its intended use or sale have commenced.

(2) Capitalization period of borrowing costs

Capitalization of such borrowing costs ceases when the qualifying assets being acquired, constructed or

produced become ready for their intended use or sale. The borrowing cost incurred after that is recognized as

an expense in the period in which they are incurred and included in profit or loss for the current period.

Capitalization of borrowing costs is suspended during periods in which the acquisition, construction or

production of a qualifying asset is interrupted abnormally and when the interruption is for a continuous period

of more than 3 months. Borrowing costs continues to be capitalized during the normal suspension period.

(3) Capitalization rate of borrowing costs and calculation of capitalization amount

For funds borrowed for a specific purpose, the amount of interest to be capitalized is the actual interest

expense incurred on that borrowing less any bank interest earned from depositing the borrowed funds before

being used into banks or any investment income on the temporary investment of those funds. For funds

borrowed for general purpose, the amount of interest to be capitalized on such borrowings is calculated by

applying a capitalization rate to the weighted average of the excess amounts of cumulative expenditures on the

asset over and above the amounts of specific-purpose borrowings. Capitalization rate is determined as

calculating weighted average interest rate of general borrowings.

In the capitalization period, exchange differences of specific borrowings in foreign currency are fully

capitalized. Exchange differences of general borrowings in foreign currency are recognized in profit or loss for

the current period.

19. Intangible assets

Intangible assets of the Group include land use rights, software system, trademark rights etc.

Intangible asset is initially measured cost and its useful life is determined on acquisition. An intangible asset

with a finite useful life is amortized by a method which can reflect the expected realization of economic

benefits related to the asset since the intangible asset is available for use. When the expected realization of

economic benefits cannot be reliably determined, intangible asset is amortized under straight-line method. An

intangible asset with an indefinite useful life is not amortized.

28

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Amortization methods of an intangible asset with a finite useful life are shown as follows:

amortization

Category Useful life Note

method

Land use right 45-50 years straight-line method -

Software system 5 years straight-line method -

trademark rights 5-10 years straight-line method -

The Group reviews the finite useful life of an intangible asset and the amortization method at the end of each

financial year. Any change is accounted for as a change in accounting estimate.

If an intangible asset is expected no longer in generating future economic benefits to the Group at the balance

sheet date, the carrying amount of the asset is charged to profit or loss for the current period.

Refer to Note III. 21 for impairment provision method for intangible assets.

20. Research and development expenditure

Expenditure on an internal research and development project is classified into expenditure on the research

phase and expenditure on the development phase.

Expenditure on the research phase is recognized in profit or loss when incurred.

Expenditure on the development phase is capitalized only when the Group can satisfy all of the following

conditions: it is technical feasible that the intangible asset can be used or sold upon completion; there is

intention to complete the intangible asset for use or sale; the intangible asset can generate economic benefits,

including there is evidence that the products produced using the intangible asset has a market or the intangible

asset itself has a market; if the intangible asset is for internal use, there is evidence that there is usage for the

intangible asset; there is sufficient support in terms of technology, financial resources and other resources in

order to complete the development of the intangible asset, and there is capability to use or sell the intangible

asset; the expenses attributable to the development stage of the intangible asset can be measured reliably.

Expenditure on the development phase is recorded in profit or loss for the current period if the above

conditions are not met.

Research and development projects of the Group will enter into the development phase when they meet the

above conditions and pass the technical feasibility and economic feasibility studies and necessary approval of

the project.

Capitalized expenditure on the development phase is presented as “development costs” in the balance sheet

and is transferred to intangible assets when the project is completed to its intended use.

21. Impairment of assets

The impairment of subsidiaries, associates and joint ventures in the long-term equity investments, investment

property subsequently measured at cost model, fixed assets, construction in progress, intangible assets,

goodwill and related facilities, etc. (excluding inventories, investment property measured at fair value model,

deferred income tax assets and financial assets) are determined as follows:

At each balance sheet date, the Group determines whether there may be indication of impairment of the

assets, if there is any, the Group will estimate the recoverable amount of the asset, and perform test for

impairment.

For goodwill arising from a business combination, intangible assets with indefinite useful life and the intangible

assets that have not yet ready for use are tested for impairment annually regardless of whether such indication

exists.

The recoverable amount of an asset is determined by the higher of the net amount after deducting the disposal

costs from the asset’s fair value and the present value of the asset’s estimated future cash flow.

29

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

If it is not possible to estimate the recoverable amount of the individual asset, the Group determines the

recoverable amount of the asset group to which the asset belongs. The identification of the asset group is

based on whether the cash flow generated from the asset group is independent of the major cash inflows from

other assets or asset groups.

When the asset or asset group's recoverable amount is lower than its carrying amount, the Group reduces its

carrying amount to its recoverable amount, the reduced amount is included in profit or loss, while the

provision for impairment of assets is recognized.

For tests of goodwill impairment, the carrying amount of goodwill arising from a business combination is

allocated reasonably to the relevant asset group since the acquisition date. If the carrying value of goodwill is

unable to be allocated to asset group, the carrying value of goodwill will be allocated to asset portfolio. Asset

group or portfolio of asset group is asset group or portfolio of asset group which can be benefit from

synergies of a business combination and is not greater than the reportable segment of the Group.

In impairment testing, if indication of impairment exists in asset group or portfolio of asset group containing

allocated goodwill, impairment test is first conducted on asset group or portfolio of asset group that does not

contain goodwill, and corresponding recoverable amount is estimated and any impairment loss is recognized.

Then asset group or portfolio of asset group containing goodwill is conducted impairment test by comparing

its carrying amount and its recoverable amount. If the recoverable amount is less than the carrying amount,

impairment loss of goodwill is recognized.

Once impairment loss is recognized, it can’t be reversed in subsequent accounting periods.

22. Long-term deferred expenses

Long-term deferred expenses are recorded at the actual cost, and amortized evenly over the expected benefit

period. For the long-term deferred expense that cannot benefit in future accounting period, their amortized

value is recognized in profit or loss for the current period.

23. Employee benefits

(1) Scope of employee benefits

Employee benefits refer to all forms of consideration or compensation given by the Group in exchange for

service rendered by employees or for the termination of employment relationship. Employee benefits include

short-term employee benefits, post-employment benefits, termination benefits and other long-term employee

benefits. Benefits provided to the Group’s spouse, children, dependents, family members of deceased

employees, or other beneficiaries are also employee benefits.

According to liquidity employee benefits is presented as “employee benefits payable” and “long-term employee

benefits payable” on the balance sheet.

(2) Short-term employee benefit

The Group shall recognize employee wages or salaries incurred, bonus, social security contributions such as

premiums or contributions on medical insurance, work injury insurance and maternity insurance and housing

funds as liabilities through profit or loss or related cost of assets for the financial year in which the employees

render the related services. If the liability is not expected to be settled wholly before twelve months after the

end of the annual reporting period in which the employees render the related services and have significant

financial effects, it is measured at the discounted amount.

(3) Post-employment benefits

Post-employment benefit plan includes defined contribution plans and defined benefit plans. Defined

contribution plans are post-employment benefit plans under which an entity pays fixed contributions into an

escrow fund and will have no obligation to pay further contributions. Defined benefit plans are

post-employment benefit plans other than defined contribution plans.

30

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Defined contribution plans

Defined contribution plans include primary endowment insurance and unemployment insurance.

The Group recognizes, in the accounting period in which an employee provides service, the contribution

payable to a defined contribution plan as a liability, with a corresponding charge to the profit or loss for the

current period or the cost of a relevant asset.

For defined benefit plans, independent actuaries estimate the actuarial value at the balance sheet date to

determine the cost of rendering welfare by using the Project Unit Credit method. The Group recognizes the

following components of employee benefits cost arising form defined benefit plan:

① service cost, comprising current service cost, past service cost and any gain or loss on settlement. Current

service cost is the increase in the present value of the defined benefit plan obligation resulting from employee

service in the current period. Past service cost is the increase or decrease in the present value of the defined

benefit plan obligation for employee service in prior periods, resulting from a plan amendment.

② net interest on the net defined benefit plan net liabilities or assets, including interest income on plan assets,

interest cost on the defined benefit plan obligation and interest on the effect of the asset ceiling.

③ changes as a result of re-measurement of the net defined benefit plan liabilities or assets.

Item①and item② above are recognized in profit or loss for the current period unless another Accounting

Standard requires or permits the inclusion of the employee benefit costs in the cost of assets. Item③ is

recognized in other comprehensive income and is not reclassified to profit or loss in a subsequent period;

however, the Group may transfer those amounts recognized in other comprehensive income to other equity.

(4) Termination benefits

Termination benefits provided by the Group to employees are recognized as an employee benefits liability and

charge to the profit or loss for the current period, at the earlier of the following dates: When the Group cannot

unilaterally withdraw the offer of termination benefits because of an employment termination plan or a

curtailment proposal and when the Group recognizes costs or expenses related to a restructuring that involves

the payment of termination benefits.

For early retirement arrangement, early retirement benefits are accounted for termination benefits, in which the

salaries and social security contributions to be paid to and for the early retired employees from the off-duty

date to the normal retirement date are charged to the profit or loss for the current period. Compensations after

the normal retirement date (such as formal endowment insurance) are accounted for as post-employment

benefits.

(5) Other long-term employee benefits

Other long-term employee benefits provided by the Group to the employees satisfied the conditions for

classifying as a defined contribution plan, When the benefits satisfied a defined benefits plan, they are

accounted for in accordance with the above requirements relating to defined contribution plan, but the

movement of net liabilities or assets in the investee’s re-measurement defined benefit plan in the cost of

relevant employee benefits is recognized in profit or loss for the current period or the relevant cost of assets.

24. Provisions

An obligation for additional losses of investees related to a contingency is recognized as a provision when all

of the following conditions are satisfied:

(1) The obligation is a present obligation of the Group;

31

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

(2) It is probable that an outflow of economic benefits will be required to settle the obligation;

(3) The amount of the obligation can be measured reliably.

Provisions are initially measured at the best estimate of the payment to settle the associated obligations and

consider the relevant risk, uncertainty and time value of money. If the impact of time value of money is

significant, the best estimate is determined as its present value of future cash outflow. The Group reviews the

carrying amount of provisions at the balance sheet date and adjusts the carrying amount to reflect the best

estimate.

If all or part of the expenses necessary for settling the provision is expected to be compensated by a third

party, the amount of compensation is separately recognized as an asset when it is basically certain to be

received. The recognized compensation amount not exceed the carrying value of the provision.

25. Revenue

(1) General principal

①Sale of goods

Revenue from the sale of goods is recognized only when all of the following conditions are satisfied: the

Group has transferred to the buyer the significant risks and rewards of ownership of the goods, the Group

retains neither continuing managerial involvement nor effective control over the goods sold, and related

income can be measured reliably and the economic benefits are likely to flow to the Company, and the

associated costs can be measured reliably.

②Providing of services

Where the outcome of a transaction involving the providing of services can be estimated reliably, at the end of

the period, revenue associated with the transaction is recognized using the percentage of completion method.

The percentage of completion of a transaction involving the providing of services is determined according to

the proportion of the services performed to the total services to be performed.

The outcome of a transaction involving the providing of services can be estimated reliably only when all of the

following conditions can be satisfied at the same time:

A. The amount of revenue can be measured reliably;

B. The associated economic benefits are likely to flow into the enterprise;

C. The stage of completion of the transaction can be measured reliably;

D. The costs incurred and to be incurred in the transaction can be measured reliably.

If the outcome of a transaction involving the providing of services can not be estimated reliably, the revenue

of providing of services is recognized only to the extent of service cost incurred that is recoverable probably,

and service cost incurred is charged to profit or loss for the current period. If the service cost incurred is not

expected to be recoverable, no revenue is recognized.

③Transfer of the right to use assets

Revenue is recognized when the economic benefits associated with the transfer of the right to use assets can

flow to the Company and the amount can be measured reliably.

④Interest income

The interest income is calculated based on the tenure of the Group’s monetary funds used by others and the

actual interest rates used.

32

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

⑤Revenue from property leasing

The amount of revenue from property leasing are recognized when the rentals are collected or evidence of

receipt of payments are obtained in accordance with the tenure (consider rental-free period, if any) and rental

stated in the leasing contract or agreement.

(2) Detailed method of revenue recognition

The watches sold by the Group includes two types, one is the self-manufactured FIYTA watch, the sales of

which is managed by branch offices and provincial-level sale sections by regions set up by Sales Company, a

subsidiary of the Company. The other is brand watches, the sales of which are controlled by HARMONY

Company, a subsidiary of the Company, and the Company act as agent Regarding to sales modes, a portion of

the sales of self-manufactured FIYTA watches is sold through direct sales to customer and consignment sales

while most of the self-manufactured FIYTA watches and brand watches are sold under two sales modes,

namely exclusive shop and shop-in-shop. Detailed method of revenue recognition as follows:

A. Direct sales to the customers

Under direct sales to the customers mode, the Group delivers products to customers and recognizes sales

income after customers inspection and acceptance.

B. Exclusive shop

Under exclusive shop mode, the Group delivers products to customers and recognizes sales income after

customers inspection, acceptance and pay.

C. Shop-in-shop

Under shop-in-shop mode, the Group delivers products to customers, sales staff issues notes to retail

customers and recognizes sales revenue after customers inspection and acceptance and the department store

collects the payment from the customers.

D. Consignment sales

Under consignment sales mode, the Group receives the detail of the sales list from distributors and recognizes

revenue while issuing invoice to distributors.

26. Government grants

A government grant is recognized only when the Group can comply with the conditions attaching to the grant

and the Group can receive the grant.

If a government grant is in the form of a transfer of a monetary asset, it is measured at the amount received or

receivable. Where there is undoubted evidence that the Group can comply with the conditions attaching to the

grants and the Group will receive the grants, they are measured in accordance with the receivable amount;

otherwise, they are measured according to the amount actually received.

A government grant related to an asset is a grant obtained by the Group used for purchase or construction, or

formation the long-term assets by other ways. Otherwise, the government grant is treated as a government

grant related to income.

For government grant with unspecified purpose, the amount of grant used to form a long-term asset or related

to an assets is regarded as government grant related to an asset, the remaining amount of grant is regarded as

government grant related to income. If it is not possible to distinguish, the amount of grant is treated as

government grant related to income.

A government grant related to an asset is recognized as deferred income, and evenly amortized to profit or loss

over the useful life of the related asset. For a government grant related to income, if the grant is a

33

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

compensation for related expenses or losses already incurred, the grant is recognized immediately in profit or

loss for the current period; if the grant is a compensation for related expenses or losses to be incurred in

subsequent periods, the grant is recognized as deferred income, and then recognized in profit or loss over the

periods in which the costs are recognized. Government grants measured at nominal amounts are directly

recognized in profit or loss for the period.

Reversal of recognized government grant will be set off to the carrying value of relevant deferred income. Any

excess of the reversal to the carrying amount of deferred income will be recognized in profit or loss for the

current period. In case there is no relevant deferred income, reversal will be directly recognized in profit or loss

for the current period.

27. Deferred tax assets and deferred tax liabilities

Income tax comprises of current income tax and deferred income tax. Current tax and deferred tax are

included in profit or loss for the current period as income tax, other than deferred tax related to transactions or

events that are directly recognized in shareholders’ equity and deferred income tax arising from business

combination should adjust the carrying amount of goodwill.

Temporary differences arising from the difference between the carrying amount of an asset or liability and its

tax base are recognized as deferred tax using the balance sheet liability method.

All the taxable temporary differences are recognized as deferred tax liabilities except for those incurred in the

following transactions:

(1) The initial recognition of goodwill, and the initial recognition of an asset or liability in a transaction which

is neither a business combination nor affects accounting profit or taxable profit (or deductible loss) when the

transaction occurs;

(2) The taxable temporary differences associated with investments in subsidiaries, associates and joint ventures,

and the Group is able to control the timing of the reversal of the temporary difference and it is probable that

the temporary difference will not reverse in the foreseeable future.

The Group recognizes a deferred tax asset for the carry forward of deductible temporary differences,

deductible losses and tax credits to subsequent periods, to the extent that it is probable that future taxable

profits will be available against which the deductible temporary differences, deductible losses and tax credits

can be utilized, except for those incurred in the following transactions:

(1) The transaction is neither a business combination nor affects accounting profit or taxable profit (or

deductible loss) when the transaction occurs;

(2) The deductible temporary differences associated with investments in subsidiaries, associates and joint

ventures, the corresponding deferred tax asset is recognized when both of the following conditions are

satisfied: it is probable that the temporary difference will reverse in the foreseeable future, it is probable that

taxable profits will be available in the future, against which the temporary difference can be utilized.

At the balance sheet date, deferred tax assets and deferred tax liabilities are measured at the tax rates that are

expected to apply to the period when the asset is realized or the liability is settled, and their tax effect is

reflected.

At the balance sheet date, the Group reviews the carrying amount of a deferred tax asset. If it is probable that

sufficient taxable profits will not be available in future periods to allow the benefit of the deferred tax asset to

be utilized, the carrying amount of the deferred tax asset is reduced. Any such reduction in amount is reversed

when it becomes probable that sufficient taxable profits will be available.

28. Operating leases and finance leases

A finance lease is a lease that transfers in substance all the risks and rewards incidental to ownership of an

asset. An operating lease is a lease other than a finance lease.

34

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

(1) As lessor

In finance leases, at the beginning date of lease period, the Group will recognize the sum of minimum lease

collection and initial direct costs as the recorded value of finance leases receivable and meanwhile is recorded

as unguaranteed residual value; the difference between the sum of minimum lease collection, initial direct costs

and unguaranteed residual value and their present value is recorded as unrecognized financing charges.

Unrecognized financing charges are measured at amortized cost using the effective interest method in the

periods of leasing and recognized in financing charges for the current period.

Rental receipt from operating leases is recognized in profit or loss on a straight-line basis over the lease term.

The initial direct costs incurred are recognized in profit or loss for the current period.

(2) As lessee

In finance leases, at the beginning date of lease period, the Group will recognize the lower of the fair value of

leased asset of the beginning date of lease period and the present value of minimum lease payment as the

recorded value of the leased asset, their difference is recorded as unrecognized financing charges. Initial direct

costs are recognized in leased assets’ value. Unrecognized financing charges are measured at amortized cost

using the effective interest method in the periods of leasing and recognized in financing charges for the current

period. The Group depreciates the leased assets by adopting the depreciation policy consistent with self-owned

fixed assets.

Rental paid for operating leases is recognized in the cost of relevant assets or profit or loss on a straight-line

basis over the lease term. The initial direct costs incurred are recognized in profit or loss for the current period

29. Critical accounting judgments and estimates

The Group gives continuous assessment of the reasonable expectations of future events and the critical

accounting estimates and key assumptions based on its historical experience and other factors.

The critical accounting estimates and key assumptions that are likely to lead to significant adjusted risks of the

carrying amount of assets and liabilities for the next financial year are listed as follows:

(1) Bad debt provision

The allowance method is adopted by the Group to account for losses on bad debts for receivables. Impairment

of receivable is made based on estimation of its recoverability, which requires the management to make

judgments and estimates. The difference between the actual outcome and the estimates will have effects on the

carrying amounts of accounts receivable and on provision or reversal of the provision for bad debts of the

accounting period in which the estimates will be changed.

(2) Impairment provision for non-current non-financial assets

At the balance sheet date, the Group judges whether there are indicators of impairment for non-current assets

other than financial assets. For an intangible asset with an indefinite useful life except for annually impairment

test, an impairment test will be conducted if there are any indicators of impairment occur. For non-current

assets other than financial assets, an impairment test is made if there are evidences indicating the carrying

amounts cannot be recovered in full amount.

An asset or asset group is impaired when its carrying amount is higher than its recoverable amount (i.e. the

higher of its fair value less the disposal expenses and the present value of the estimated future cash flows).

The net amount of fair value less the disposal expenses are determined with reference to the quoted price of

similar assets in a sales agreement in an arm’s length transaction or an observable market price less incremental

costs directly attributable to disposal of the asset.

When estimating the present value of future cash flows, significant judgments are involved to the production

output, selling price, relevant business costs of the asset (or asset group) and the discount rate adopted in

calculating the present value. In estimating the recoverable amount, the Group will adopt all information

35

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

available, such as forecasts for the production output, the selling price and relevant business costs, which are

made according to reasonable and supportive assumptions.

The Group conducts impairment test to goodwill at least once a year. This requires estimating the present

value of future cash flows of asset group or combination of asset group to which goodwill has been allocated.

In estimating the present value of future cash flows, the Group needs estimate future cash flows generated

from the asset group or the combination of asset groups and choose appropriate discount rates.

(3) Depreciation and amortization

Taking the residual value into consideration, an investment property, fixed asset and intangible asset are

depreciated or amortized on a straight-line basis over its useful life. The Group reviews the useful life

periodically to determine the amount of depreciation or amortization which is recognized in each accounting

period. The useful life is determined according to historical experience of similar assets and technological

renovation estimated. The amount of depreciation or amortization is adjusted in future accounting periods if

there are material changes in estimates made before.

(4) Deferred income tax asset

A deferred tax asset is recognized for the unused deductible losses to the extent that it is probable that future

taxable profit will be available against which the deductible losses can be utilized. Taking the taxation planning

into consideration, the management of the Group is required to make significant amount of judgments to

estimate the time and the amount of future taxable profit in order to determine the amount of deferred

income tax assets to be recognized.

(5) Corporate income tax

For some transactions in the Group’s ordinary course of business, uncertainties exist in their tax treatment and

calculation. An approval from the tax authority is needed to determine whether an item is deductible before

tax. If the final confirmation from the tax authority differs with the original estimation, the difference will have

effects on the current income tax and deferred income tax of the period in which the final confirmation is

made by the tax authority.

(6) After-sale quality warranty

The Group has the obligation to provide warrant to the quality of goods sold, and is responsible for damages

arising from the repair and replacement due to defective goods. The Group estimates and draws related

provision on its after-sale quality warranty commitment to customers with respect to the goods sold. In the

case that the contingent event becomes a current obligation and performance of the current obligation may be

very likely to cause economic benefit flow out of the Group, the Group recognizes provision based on the best

estimates to be spent for fulfilling the related current obligation. Otherwise, if the event does not become a

current obligation, no predictions needed. In the course of judgment, the Group needs to consider the recent

maintenance data which may not be likely to reflect the future maintenance situations. Any increase or

reduction of the provision may possibly affect the profit or loss in the future year.

30. Changes in significant accounting policies and accounting estimates

(1) Change of significant accounting policies

There was no change to significant accounting policies during the reporting period.

(2) Change of significant accounting estimates

There was no change to significant accounting estimates during the reporting period.

IV. Taxation

1. Types of taxes and tax rates

36

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Type of taxes Tax base Statutory tax rate%

VAT Taxable income 17

Consumption tax Import or produce high-class watches 20

Business tax Taxable income 5

Urban maintenance and

Turnover tax payable 7

construction tax

Educational surcharges Turnover tax payable 3

Local educational surcharges Turnover tax payable 2

Corporate income tax (note 1) Taxable income 15-30

70% of original value of property, rental

Property tax (note 2) 1.2, 12

income

(1) Corporate income tax

Name of taxpayer Income tax rate%

The Company(Note①②) 25

HARMONY Company(Note①) 25

Shenzhen FIYTA Precision Timer Manufacturing Co., Ltd. (Manufacturing Company(Note②③) 15

FIYTA Hong Kong(Note⑤) 16.5

Station 68(Note⑤) 16.5

Nature Art Limited(Note⑤) 16.5

World Watches International(Note⑤) 16.5

Shenzhen FIYTA Technology Development Co., Ltd (Technology Company)(Note②④) 15

Shenzhen Xiangji Commercial & Trade Co., Ltd (Trading Company)(Note ⑥) 25

Beijing Henglianda Watch Center Co., Ltd (Henglianda Company)(Note ⑥) 25

Kunming Lishan Department Store Co., Ltd. (Lishan Department Store)(Note⑥) 25

Harbin World Watches Distribution Co., Ltd. (Harbin Company)(Note ⑥) 25

Shenzhen Harmony Culture Communication Co., Ltd (Culture Company) (Note⑥) 25

Emile Choureit Timing (Shenzhen) Ltd. (Emile Choureit Shenzhen Company)(Note ⑥) 25

FIYTA Sales Co., Ltd (Sales Company)(Note ①⑥) 25

Liaoning Hengdarui Commercial & Trade Co., Ltd (Hengdarui Company)(Note⑥) 25

Swiss Company(Note⑦) 30

Note ①: According to the regulations stated in GuoShuiFa (2008) No. 28, “Interim Administration Method

for Levy of Corporate Income Tax to Enterprise that Operates Cross-regionally”, the head office of the

Company and its branch offices, the head office of HARMONY Company and its branch offices adopt tax

submission method of “unified calculation, managing by classes, pre-paid in its registered place, settlement in

total, and adjustment by finance authorities” starting from 1 January 2008. 50% is shared and prepaid by

branches and 50% is prepaid by the headquarters.

Note ②: According to Notice of “Pre-tax Deduction of Enterprise Research and Development Expenses

37

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

(Interim)”, GuoShui FA (2008) No. 116 issued by State Administration of Taxation on 10 Dec. 2008, research

and development expenses, which are charged to profit or loss instead of being capitalized as intangible assets,

that incurred by the Company and the Manufacture Company for developing new technology, new product and

new technique can be deducted by 50% extra on top of actual expensed charged in profit or loss.

Note ③:The company enjoyed for “Reduction and Exemption in Corporate Income Tax Rate for High and

New Technology Enterprises that Require Key Support from the State”.

Note ④: According to ShenGuoShuiBao Xi GaoXinNian Du Bei (2014) No. 0027 “Notice to Acceptance of

Annual Information Filing of High-tech Enterprises” issued by Xixiang Tax Sub Bureau of National Taxation

Bureau of Baoan District of Shenzhen, the Company enjoys the “Reduction and Exemption in Corporate

Income Tax Rate for High and New Technology Enterprises that Require Key Support from the State”.

Note ⑤: These companies are registered in Hong Kong and the income tax rate of Hong Kong applicable is

16.50% this year

Note ⑥: According to the People's Republic of China Enterprise Income Tax Law, the income tax rate is 25%

for residential enterprises since 1 January 2008.

Note ⑦: The tax rate of 30% is applicable for Swiss Company as it registered in Switzerland.

(2) Property tax

In accordance with Article 5 of “Notice to Publish “Reply to Issues Related to Property Tax and Vehicle and

Vessel Usage Tax””, Shen Di ShuiFa (1999) No.374 issued by Shenzhen Local Taxation Bureau, property leased

out by manufacturing or business entity are taxed at 1.2% on the bases of 70% of the original cost of the

property.

Properties of the Group that situated in Shenzhen are taxed according to this notice. Properties situated in

other cities are taxed according to local regulations.

V. Notes to main items of consolidated financial statements

1. Cash at bank and on hand

31/12/2015 31/12/2014

Item

Foreign Exchange RMB Foreign Exchange RMB

currency rate equivalent currency rate equivalent

Cash on hand: -- -- 387,241.40 -- -- 338,694.81

RMB -- -- 369,313.36 -- -- 323,007.58

USD 698.00 6.4936 4,532.53 698.00 6.1190 4,271.06

HKD 12,910.73 0.8378 10,816.55 11,252.83 0.7889 8,877.36

EUR 24.45 7.0952 173.48 24.45 7.4556 182.29

CHF 375.75 6.4018 2,405.48 375.75 6.2715 2,356.52

Bank deposit: -- -- 636,995,113.67 -- -- 114,319,146.38

RMB -- -- 628,885,440.39 -- -- 96,108,985.12

USD 165,167.86 6.4936 1,072,534.45 196,091.57 6.1190 1,199,885.01

HKD 7,451,264.03 0.8378 6,242,664.82 13,272,713.21 0.7889 10,470,753.04

CHF 124,101.66 6.4018 794,474.01 1,042,736.70 6.2715 6,539,523.21

38

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Other monetary fund: -- -- 1,580,520.86 -- -- 1,797,229.35

RMB -- -- 1,580,520.86 -- -- 1,797,229.35

Total 638,962,875.93 116,455,070.54

Amount of RMB1,575,000.00 in other monetary funds is the security deposit with Shenzhen Center Branch of

Agricultural Bank of China for issuing of irrevocable letter of guarantee.

2. Notes receivable

Classification 31/12/2015 31/12/2014

Bank acceptance bills 5,697,788.08 5,162,768.29

Trade acceptance bills 1,500,000.00 1,000,000.00

Total 7,197,788.08 6,162,768.29

(1)There is no pledge of notes receivable at the end of the period.

(2)There is no endorsed or discounted notes receivable that is not yet due at the end of the period.

(3)There is no notes receivable transferred to receivables due to issuer’s default at the end of the period.

3. Accounts receivable

(1)Accounts receivables disclosed by categories:

31/12/2015

Category

Percentage Provision for Provision

Amount Net amount

% bad debts rate %

Receivables that are individually

significant in amount and - - - - -

provided for bad debt separately

Receivables provided for bad debt

by portfolio:

Including: Portfolio based on

138,760,245.46 44.39 7,856,219.86 5.66 130,904,025.60

aging of receivables

Specific receivables 173,821,650.69 55.61 - - 173,821,650.69

Subtotal 312,581,896.15 100.00 7,856,219.86 2.51 304,725,676.29

Receivables that are individually

insignificant in amount but - - - - -

provided for bad debt separately

Total 312,581,896.15 100.00 7,856,219.86 2.51 304,725,676.29

Accounts receivables disclosed by categories (continued)

31/12/2014

Category

Percentage Provision for Provision

Amount Net amount

% bad debts rate %

Receivables that are individually

significant in amount and provided - - - - -

for bad debt separately

Receivables provided for bad debt

by portfolio:

39

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Including: Portfolio based on

165,747,769.87 46.05 8,663,644.67 5.23 157,084,125.20

aging of receivables

Specific receivables 194,192,780.33 53.95 - - 194,192,780.33

Subtotal 359,940,550.20 100.00 8,663,644.67 2.41 351,276,905.53

Receivables that are individually

insignificant in amount but - - - - -

provided for bad debt separately

Total 359,940,550.20 100.00 8,663,644.67 2.41 351,276,905.53

Note:

①Accounts receivable that are provided for bad debt based on aging analysis in aging portfolio:

31/12/2015

Aging Provision for bad

Amount Percentage % Provision rate % Net amount

debts

Within 1 year 131,175,022.16 94.53 6,586,786.79 5.00 124,588,235.37

1 to 2 years 5,689,069.52 4.10 568,906.94 10.00 5,120,162.58

2 to 3 years 1,237,753.78 0.89 371,326.13 30.00 866,427.65

Over 3 years 658,400.00 0.48 329,200.00 50.00 329,200.00

Total 138,760,245.46 100.00 7,856,219.86 5.66 130,904,025.60

(Continued)

31/12/2014

Aging

Provision for bad

Amount Percentage % Provision rate % Net amount

debts

Within 1 year 162,924,972.23 98.30 8,146,248.60 5.00 154,778,723.63

1 to 2 years 1,647,216.14 0.99 164,721.62 10.00 1,482,494.52

2 to 3 years 1,175,581.50 0.71 352,674.45 30.00 822,907.05

Over 3 years - - - - -

Total 165,747,769.87 100.00 8,663,644.67 5.23 157,084,125.20

② Among the portfolio, accounts receivable that are provided for bad debt using other method

Name of portfolio Carrying amount Bad debt provision Provision rate %

Portfolio of specific

173,821,650.69 - -

accounts

(2) Provision and recovery of provision within this year

The amount of Bad debt provision accrued is RMB54,831.98 in current period. There was no received bad

debt provision in current period.

(3) Actual written-off of accounts receivable within this year

Item Written-off amounts

Accounts receivable actually written off 862,256.79

(4)Accounts receivable due from the top five debtors of the Group are as follows:

40

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

The closing balance of total accounts receivable due from the top five debtors of the Group is

RMB24,938,417.27, accounting for 7.98% of the total accounts receivable as at 31 December 2015 and the

corresponding provision for bad and doubtful debts accrued as at 31 December 2015 is RMB1,246,920.86.

4. Prepayments

(1)The ageing analysis of prepayments is as follows:

31/12/2015 31/12/2014

Aging

Amount Percentage % Amount Percentage %

Within 1 year 40,458,069.74 82.79 42,177,990.15 97.97

1 to 2 years 7,684,834.45 15.73 225,856.85 0.52

2 to 3 years 103,176.35 0.21 103,427.06 0.24

Over 3 years 623,483.06 1.27 547,368.00 1.27

Total 48,869,563.60 100.00 43,054,642.06 100.00

(2)The top five prepayments are as follows:

Total prepayments due from the top five debtors of the Group as at 31 December 2015 is RMB25,528,143.71

and accounts for 52.24% of the total prepayments as at 31 December 2015.

5. Other receivables

(1)Other receivables disclosed by categories

31/12/2015

Category

Percentage Provision for Provision

Amount Net amount

% bad debts rate %

Other receivables that are individually

significant in amount and provided 800,000.00 1.88 800,000.00 100.00 -

for bad debt separately

Other receivables provided for bad

debt by portfolio:

Including: Portfolio based on aging of

36,781,989.54 86.30 1,852,085.48 5.04 34,929,904.06

receivables

Specific other receivables 4,917,828.70 11.54 - - 4,917,828.7

Subtotal 41,699,818.24 97.84 1,852,085.48 4.44 39,847,732.76

Other receivables that are individually

insignificant in amount but provided 120,000.00 0.28 120,000.00 100.00 -

for bad debt separately

Total 42,619,818.24 100.00 2,772,085.48 6.50 39,847,732.76

Other receivables disclosed by categories(continued)

31/12/2014

Category

Percentage Provision for Provision

Amount Net amount

% bad debts rate %

Other receivables that are

individually significant in amount - - - - -

and provided for bad debt separately

Other receivables provided for bad

debt by portfolio:

41

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Including: Portfolio based on aging

33,466,574.93 75.29 2,803,647.28 8.38 30,662,927.65

of receivables

Specific other receivables 10,862,791.62 24.44 - - 10,862,791.62

Subtotal 44,329,366.55 99.73 2,803,647.28 6.32 41,525,719.27

Other receivables that are

individually insignificant in amount 120,000.00 0.27 120,000.00 100.00 -

but provided for bad debt separately

Total 44,449,366.55 100.00 2,923,647.28 6.58 41,525,719.27

Note:

①Among the portfolio, other receivables that are provided for bad debt based on aging analysis:

31/12/2015

Aging

Provision for bad

Amount Percentage % Provision rate % Net amount

debts

Within 1 year 36,738,589.54 99.88 1,836,929.48 5.00 34,901,660.06

1 to 2 years 16,360.00 0.05 1,636.00 10.00 14,724.00

2 to 3 years - - - - -

Over 3 years 27,040.00 0.07 13,520.00 50.00 13,520.00

Total 36,781,989.54 100.00 1,852,085.48 5.04 34,929,904.06

(Continued)

31/12/2014

Aging Provision for bad

Amount Percentage % Provision rate % Net amount

debts

Within 1 year 27,670,158.67 82.68 1,383,509.74 5.00 26,286,648.93

1 to 2 years 3,271,785.31 9.78 327,178.52 10.00 2,944,606.79

2 to 3 years 846,782.30 2.53 254,034.69 30.00 592,747.61

Over 3 years 1,677,848.65 5.01 838,924.33 50.00 838,924.32

Total 33,466,574.93 100.00 2,803,647.28 8.38 30,662,927.65

②Among the portfolio, other receivables that are provided for bad debt using other method:

Name of portfolio Carrying amount Bad debt provision Provision rate %

Portfolio of specific

4,917,828.70 - -

accounts

(2) Provision and recovery of provision within this year

The amount of bad debt provisions reversed is RMB151,561.80 in current period. There is no bad debt

provisions received in current period.

(3)Other receivables by nature

Item 31/12/2015 31/12/2014

Petty cash 4,917,828.70 8,613,005.35

42

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Security deposit 9,126,499.58 5,710,249.11

Guarantee deposit 19,654,321.18 21,201,491.16

Goods promotion fee 6,617,843.27 5,021,765.71

Others 2,303,325.51 3,902,855.22

Total 42,619,818.24 44,449,366.55

(4)Accounts receivable due from the top five debtors of the Group are as follows:

Provision for

% of the balance

bad and

Company name Nature Balance Aging of other

doubtful

receivables

debts

Guarantee within

China Resources (Shenzhen) Co., Ltd 2,758,194.00 6.47 137,909.70

deposit one year

China Resources Sun Hung Kai Guarantee within

1,497,003.00 3.51 74,850.15

Properties(Hangzhou)Limited deposit one year

Goods

within

The Swatch Group (China) Ltd. promotion 1,177,889.45 2.76 58,894.47

one year

fee

Shenzhen Yitian Holiday World Property Guarantee within

1,090,523.00 2.56 54,526.15

Development Co., Ltd deposit one year

Oris International Trade (Shanghai) Co., Goods within

1,059,500.00 2.49 52,975.00

Ltd. promotion fee one year

Total 7,583,109.45 17.79 379,155.47

6. Inventory

(1)Inventories by categories

31/12/2015 31/12/2014

Category Provision for Provision for di

Book balance diminution in Carrying amount Book balance minution in val Carrying amount

value ue

Raw materials 160,662,691.18 6,305,697.86 154,356,993.32 129,886,207.63 7,759,807.87 122,126,399.76

Work-in-proce

17,310,018.61 - 17,310,018.61 29,054,964.10 - 29,054,964.10

ss

Finished goods 1,943,230,127.88 22,206,120.52 1,921,024,007.36 1,998,359,374.96 15,749,714.50 1,982,609,660.46

Total 2,121,202,837.67 28,511,818.38 2,092,691,019.29 2,157,300,546.69 23,509,522.37 2,133,791,024.32

Note: At the year end, the balance of the Group’s inventory of branded watches with aging over 3 years is

RMB 204,730,851.60, accounts for 13.56% of the closing balance of all branded watches. The opening balance

of the branded watches of the Group’s inventory with aging over 3 years is RMB240,521,136.99, about 16.67%

of the opening balance of the branded watches.

(2)Provision for diminution in value of inventories

Increase Decrease

Category 31/12/2014 31/12/2015

Accrual Other Reversed Written-off

Raw materials 7,759,807.87 - - 94,272.69 1,359,837.32 6,305,697.86

43

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Finished goods 15,749,714.50 6,456,406.02 - - - 22,206,120.52

Total 23,509,522.37 6,456,406.02 - 94,272.69 1,359,837.32 28,511,818.38

Provision for diminution in value of inventories (continued)

Reasons for inventory

falling price reserves

Category Determination basis of net realizable value

reversed or written off in

current period

Raw Net realizable value is determined according to the estimated sale price of finished

products produced deducted the costs that may incur till the completion of ①

materials

production, estimated sale costs and related taxes

Finished Net realizable value is determined according to the estimated sale price of finished

goods goods less sales and distribution expenses and related taxes -

将要发生的成本、估计的销售费用和相关税费后的金额确定

Note:

① Reversal is due to the increase of net realizable value of raw material. Written-off is due to sales of raw

material that were provided for impairment in prior period.

7. Other current assets

Item 31/12/2015 31/12/2015

Deductible input VAT tax 10,185,449.99 8,356,400.02

Housing rental 4,065,558.45 4,270,819.57

Others 1,545,765.12 1,794,296.84

Total 15,796,773.56 14,421,516.43

8. Available-for-sale financial assets

(1)Available-for-sale financial assets

31/12/2015 31/12/2014

Item

Provision for Carrying Provision for Carrying

Book balance Book balance

impairment amount impairment amount

Available-for-sale equity

385,000.00 300,000.00 85,000.00 385,000.00 300,000.00 85,000.00

instrument

Incl.: measured at cost 385,000.00 300,000.00 85,000.00 385,000.00 300,000.00 85,000.00

Total 385,000.00 300,000.00 85,000.00 385,000.00 300,000.00 85,000.00

(2)Available-for-sale financial asset measured at cost

Book balance Provision for impairment

D Investm

In In Cash

Invested ec De ent

cr cre divide

entity 31/12/2014 re 31/12/2015 31/12/2014 cre 31/12/2015 percenta

ea as nd

as ase ge

se e

e

44

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Shenzhen

Zhonghang

300,000.00 - - 300,000.00 300,000.00 - - 300,000.00 15.00 -

Culture Co.

Ltd

Xi’an

Tangcheng

85,000.00 - - 85,000.00 - - - - 0.10 -

Limited

Company

Total 385,000.00 - - 385,000.00 300,000.00 - - 300,000.00 -- -

(3)Movement of the impairment of available-for-sale financial assets in the reporting period

Category Available-for-sale equity instrument

Impairment as at 31/12/2014 300,000.00

Accrued in current year -

Including: transferred from other

-

comprehensive income

Decrease in current year -

Including: reversal due to fair value increases -

Impairment as at 31/12/2015 300,000.00

45

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

9. Long-term equity investments

Movement

Balance of

Cash provision

Balance Investment Balance as at 31

Investee Adjustment of dividend for

as at 31/12/2014 income/loss /12/2015

other Changes of or profit Provison for impairment as

Addition Reduction recognized Others

comprehensiv other equity announce impairment at 31/12/2015

under the

e income d to be

equity method

issued

① Associated

company

Shanghai

Watch

Industry Co.,

42,389,759.91 - - 831,812.14 - - - - - 43,221,572.05 -

Ltd(Shanghai

Watch

Industry)

Total 42,389,759.91 - - 831,812.14 - - - - - 43,221,572.05 -

46

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

10. Investment property

Item Buildings Total

I. Total book value

1.Balance as at 31/12/2014 340,029,020.44 340,029,020.44

2.Additions - -

(1)Purchase - -

(2)Inventory/fixed asset/construction in

- -

progress transfer

(3)Business combination - -

3.Disposals - -

(1)Disposals - -

(2)Other - -

4.Balance as at 31/12/2015 340,029,020.44 340,029,020.44

II. Accumulated depreciation or amortization

1.Balance as at 31/12/2014 113,937,081.55 113,937,081.55

2. Additions 9,143,745.87 9,143,745.87

(1)Accrued or amortized 9,143,745.87 9,143,745.87

(2)Business combination - -

(3)Other increases - -

3. Disposals - -

(1)Disposal - -

(2)Others - -

4.Balance as at 31/12/2015 123,080,827.42 123,080,827.42

III. Provision of impairment

1.Balance as at 31/12/2014 - -

2. Additions - -

(1)Accrued - -

(2)Other increases - -

3. Disposals - -

(1)Disposal - -

(2)Others - -

4.Balance as at 31/12/2015 - -

IV. Carrying amount

1.As at 31/12/2015 216,948,193.02 216,948,193.02

2.As at 31/12/2014 226,091,938.89 226,091,938.89

47

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Note: The depreciation and amortization recognized in 2015 is RMB 9,143,745.87.

11. Fixed assets

(1) Fixed assets by categories

Item Property and Machinery Transportatio Electronic Other Total

buildings n vehicles devices equipment

I. Total book value

1.Balance as at 318,842,602.17 63,510,303.08 16,021,718.53 29,830,349.42 38,350,321.67 466,555,294.87

31/12/2014

2. Additions 40,214,221.05 16,361,135.14 883,703.40 4,192,363.41 1,889,137.34 63,540,560.34

(1)Purchasing 40,214,221.05 16,361,135.14 883,703.40 4,192,363.41 1,889,137.34 63,540,560.34

(2)Transfer from -

- - - - -

construction in progress

(3)Increase due to -

- - - - -

business combination

3. Disposals - 406,320.94 385,777.94 162,294.30 80,612.61 1,035,005.79

(1)Disposal or retire - 406,320.94 385,777.94 162,294.30 80,612.61 1,035,005.79

(2)Other decrease - - - - -

4.Balance as at

359,056,823.22 79,465,117.28 16,519,643.99 33,860,418.53 40,158,846.40 529,060,849.42

31/12/2015

II. Accumulated

depreciation

1.Balance as at

53,550,667.30 25,571,773.23 10,668,986.69 21,098,150.07 31,932,847.00 142,822,424.29

31/12/2014

2. Additions 11,213,864.75 7,375,642.57 2,086,029.47 3,160,459.68 1,167,168.65 25,003,165.12

(1)Accrual 11,213,864.75 7,375,642.57 2,086,029.47 3,160,459.68 1,167,168.65 25,003,165.12

(2)Other increase - - - - - -

3. Reductions - 201,507.94 366,489.04 132,919.29 43,651.73 744,568.00

(1)Disposal or retire - 201,507.94 366,489.04 132,919.29 43,651.73 744,568.00

(2)Other decrease - - - - - -

4. Balance as at 64,764,532.05 32,745,907.86 12,388,527.12 24,125,690.46 33,056,363.92 167,081,021.41

31/12/2015

III. Provision for - - - - - -

impairment

1.Balance as at - - - - - -

31/12/2014

2. Additions - - - - - -

(1)Accrual - - - - - -

(2)Other increase - - - - - -

3. Reductions - - - - - -

(1)Disposal or retire - - - - - -

(2)Other decrease - - - - - -

4.Balance as at - - - - - -

31/12/2015

IV. Carrying amount

1.As at 31/12/2015 294,292,291.17 46,719,209.42 4,131,116.87 9,734,728.07 7,102,482.48 361,979,828.01

48

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

2.As at 31/12/2014 265,291,934.87 37,938,529.85 5,352,731.84 8,732,199.35 6,417,474.67 323,732,870.58

Note:

Fixed assets that are pledged or guaranteed

As at 31 December 2015, the property with original cost of RMB25,183,927.61, net book value of

RMB20,007,240.87 was pledged for long-term loan of RMB5,877,036.33.

(2)Fixed assets that do not have certificate for property right

Reason for not having certificate for

Item Book value

property rights

Office rooms for Harbin Branch 319,555.68 Defective in property right

(3)Cost of the Group’s assets that are fully depreciated but still in use amounts to RMB76,709,868.88 at the

end of year 2015.

12. Construction in progress

(1)Details of construction in progress

31/12/2015 31/12/2014

Item

Net carrying Net carrying

Book balance Impairment Book balance Impairment

amount amount

Clock & Watch

base in 173,189,274.57 - 173,189,274.57 51,283,233.53 - 51,283,233.53

Guangming New

District

FIYTA Tech.

Building Canopy - - - 17,279.00 - 17,279.00

project

FIYTA Tech.

Building

basement - - - 88,751.00 - 88,751.00

renovation

project

Total 173,189,274.57 - 173,189,274.57 51,389,263.53 - 51,389,263.53

(2) The Group’s major construction projects in progress are set out as follows

Transfer Other Including

Accumulated

Project red to current Capitalize

31/12/2014 Additions capitalized 31/12/2015

name fixed deducti capitalized d rate%

on interest

assets interest

Clock &

Watch base

in 51,283,233.53 121,906,041.04 - - 3,386,352.38 2,869,675.80 5.77 173,189,274.57

Guangming

New District

The Group’s major construction projects in progress are set out as follows (continued):

Percentage of

accumulated

Project Budget Progress Sources of funds

investment to

budget %

Clock & Watch base in Self-raised and loan from the

270,000,000.00 64.14 64.39%

Guangming New District bank

49

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

13. Intangible asset

(1)Intangible asset

Right to use

Item Land right Software system Total

trademarks

I. Book value

1.Balance as at

34,854,239.40 4,631,161.08 9,547,313.86 49,032,714.34

31/12/2014

2 Additions - 2,327,148.25 - 2,327,148.25

(1)Purchasing - 2,327,148.25 - 2,327,148.25

(2)Internal R&D - - - -

(3)Increase due to

business - - - -

combination

(4)Other increases - - - -

3. Reductions - - - -

(1)Disposal - - - -

(2)Other decreases - - - -

4.Balance as at 31/12/2015 34,854,239.40 6,958,309.33 9,547,313.86 51,359,862.59

II. Accumulated amortization

1.Balance as at

7,692,142.62 2,627,273.78 3,210,772.22 13,530,188.62

31/12/2014

2. Additions: 731,567.04 657,160.31 11,319.96 1,400,047.31

(1)Accrual 731,567.04 657,160.31 11,319.96 1,400,047.31

(2)Other increases - - - -

3. Reduction - - - -

(1)Disposal - - - -

(2)Other decreases - - - -

4.Balance as at

8,423,709.66 3,284,434.09 3,222,092.18 14,930,235.93

31/12/2015

III. Provision for impairment

1.Balance as at

- - - -

31/12/2014

2. Additions: - - - -

(1)Accrual - - - -

(2)Other increases - - - -

3. Reduction - - - -

(1)Disposal - - - -

(2)Other decreases - - - -

4.Balance as at

- - - -

31/12/2015

IV. Carrying amount

1.Balance as at

26,430,529.74 3,673,875.24 6,325,221.68 36,429,626.66

31/12/2015

2.Balance as at

27,162,096.78 2,003,887.30 6,336,541.64 35,502,525.72

31/12/2014

Note: Amortization recognized in 2015 is RMB1,400,047.31元。

14. Goodwill

50

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

(1) Book value of goodwill

Name of investee or events

31/12/2014 Additon Reduction 31/12/2015

constituting goodwill

Lishan Department Store 1,735,756.48 - - 1,735,756.48

(2) Provision for impairment of goodwill

Name of investee or events Balance as at Additon Reduction Balance as at

constituting goodwill 31/12/2014 Provision Other Disposal Other 31/12/2015

Lishan Department Store 1,735,756.48 - - - - 1,735,756.48

Note:

HARMONY Company, a subsidiary of the Company, acquired 100% shares of Lishan Department Store on

31 March 2008 with consideration of RMB1,200,000.00. On the date of acquisition, the fair value of

identifiable net assets of Lishan Department Store was RMB(535,756.48). HARMONY Company recorded the

difference of RMB1,735,756.48 as goodwill in the consolidated financial statements. At the end of 2008, it

carried out the impairment test for the goodwill. As the recoverable amount was lower than its book value,

HARMONY Company charged the goodwill impairment losses of RMB1,735,756.48 to the profit or loss in

year 2008.

15. Long-term deferred expenses

Reduction

Item 31/12/2014 Additions 31/12/2015

Others

Amortization

deduction

Counter

fabrication 59,982,521.32 68,436,819.26 61,531,837.33 - 66,887,503.25

expenses

Renovation

79,898,617.77 24,842,100.99 32,968,056.59 - 71,772,662.17

expenses

Fee for

9,504,961.77 16,230,757.44 9,362,104.68 - 16,373,614.53

representation

Others 347,465.17 575,502.72 252,183.45 - 670,784.44

Total 149,733,566.03 110,085,180.41 104,114,182.05 - 155,704,564.39

16. Deferred income tax assets and deferred income tax liabilities

(1)Deferred income tax assets and deferred income tax liabilities before offsetting

31/12/2015 31/12/2014

Item Deductible/Taxab Deductible/Taxab

Deferred income Deferred income

le temporary le temporary

tax assets tax assets

difference difference

Deferred income tax assets:

Asset impairment provision 53,423,315.43 12,781,048.95 35,096,814.32 7,934,522.40

Offset internal unrealized profit 371,236,241.47 87,969,273.73 321,704,912.25 79,169,123.81

Deferred income 4,300,000.00 1,075,000.00 4,200,000.00 1,050,000.00

Deductible loss 16,561,138.12 4,076,400.48 10,815,273.17 2,515,429.89

Subtotal 445,520,695.02 105,901,723.16 371,816,999.74 90,669,076.10

(2)Details of deductible temporary difference and deductible losses that haven’t been recognized as deferred

tax assets

51

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Item 31/12/2015 31/12/2014

Deductible temporary difference 2,035,756.48 2,035,756.48

17. Other non-current assets

Item 31/12/2015 31/12/2014

Prepaid property building fund

- 31,500,000.00

Prepaid equipment fund

5,118,833.65 -

Total 5,118,833.65 31,500,000.00

18. Short-term loans

(1)Classification of short-term loans

Item 31/12/2015 31/12/2014

Guaranteed loan 338,186,200.00 436,445,000.00

Credit Loan 650,000,000.00 553,000,000.00

Total 988,186,200.00 989,445,000.00

Note:

① There are no unpaid short-term loans that fall due.

② Refer to Note X. 5(3) for details of guarantee between related-parties.

19. Accounts payables

Item 31/12/2015 31/12/2014

Trade payables 111,750,463.34 136,579,035.50

Payables for material purchased 20,477,883.44 10,328,743.55

Payables for project warranty 23,711,339.76 211,339.76

Total 155,939,686.54 147,119,118.81

Among, significant accounts payable aging over 1 year

Item 31/12/2015 Reasons for not settle

Shenzhen Ruishi Watch Co., Ltd. 825,789.29 Invoice not received

20. Advances from customer

Item 31/12/2015 31/12/2014

Trade advances received 14,823,613.26 8,602,932.19

Rental advances received 3,207,516.61 3,484,435.98

Total 18,031,129.87 12,087,368.17

21. Employee remuneration payable

52

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Item 31/12/2014 Increase Decrease 31/12/2015

Short-term remuneration 38,082,957.60 457,737,029.58 456,909,320.37 38,910,666.81

Post-employment welfare-defined

contribution plans 565,474.81 39,118,755.83 39,198,149.50 486,081.14

Dismissal welfare - 2,304,305.95 2,304,305.95 -

Total 38,648,432.41 499,160,091.36 498,411,775.82 39,396,747.95

(1) Short-term employee benefits

Item 31/12/2014 Increase Decrease 31/12/2015

Wages, bonuses and allowances 37,656,100.67 408,359,831.00 407,320,090.39 38,695,841.28

Employee Welfare - 7,971,090.54 7,971,090.54 -

Social insurance - 15,862,607.42 15,862,607.42 -

Incl.:1. medical insurance - 13,573,559.22 13,573,559.22 -

2. work-related injury insurance - 881,679.02 881,679.02 -

3. maternity insurance - 1,407,369.18 1,407,369.18 -

Housing fund - 15,260,562.48 15,260,562.48 -

Expenditure for labor union and employee 426,856.93 8,336,445.02 8,548,476.42 214,825.53

training

Other short-term benefits - 1,946,493.12 1,946,493.12 -

Total 38,082,957.60 457,737,029.58 456,909,320.37 38,910,666.81

(2)Defined contribution plans

Item 31/12/2014 Increase Decrease 31/12/2015

Post-employment welfare

Incl.:1.endowment insurance - 35,009,138.91 35,008,301.11 837.80

2.unemployment insurance - 1,926,514.75 1,926,514.75 -

3.Enterprise annuity payment 565,474.81 2,183,102.17 2,263,333.64 485,243.34

4.Others - - - -

Total 565,474.81 39,118,755.83 39,198,149.50 486,081.14

22. Taxes payable

Item 31/12/2015 31/12/2014

Value added tax 38,446,286.82 39,838,385.65

Business tax 585,194.96 795,720.42

Corporate income tax 27,163,568.79 34,315,435.06

Individual income tax 1,102,201.03 745,837.07

City maintenance & construction tax 612,201.25 465,372.23

Property tax 45,596.12 618,271.30

53

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Item 31/12/2015 31/12/2014

Educational surcharges 395,801.04 276,780.09

Stamp duty 242,297.50 252,083.51

Embankment protection fee 22,414.09 8,859.19

Others 306,171.21 286,025.54

Total 68,921,732.81 77,602,770.06

23. Interest payable

Item 31/12/2015 31/12/2014

Interest payable for long-term loan 605,563.29 597,095.78

Interest on corporate bonds 16,800,000.00 16,800,000.00

Interest payable for short-term loan 1,806,066.73 2,023,797.97

Total 19,211,630.02 19,420,893.75

24. Other payables

Item 31/12/2015 31/12/2014

Security deposit 17,427,761.30 16,573,961.57

Shareholder loans - 150,000,000.00

Decoration expenses 4,268,223.01 4,712,095.11

Down payment 3,052,393.03 3,331,638.94

Store activity funds 8,504,697.12 6,075,167.30

Personal accounts payable 1,802,485.42 358,160.60

Housing allowance 1,760,000.00 -

Expenses for capital raising 1,146,772.99 -

Others 10,169,283.33 7,523,876.93

Total 48,131,616.20 188,574,900.45

Among, significant other payables aging over 1 year:

Reasons for unpaid or

Item Amount

unsettled

Shenzhen Tencent Computer System Co., Ltd. 4,693,429.16 within lease term

Oracle R&D Center (Shenzhen) Limited 811,590.00 within lease term

China Tenth Metallurgy Group Limited Corporation 690,000.00 Security deposit for project

Shenzhen Yitianxun Technology Co., Ltd 505,657.80 within lease term

Shenzhen Xiangya Food Co., Ltd. 471,760.00 within lease term

Shenzhen Avic Real Estate Co., Ltd 424,800.00 within lease term

Shenzhen Honestar Electronic Limited 375,144.00 within lease term

Shenzhen Good Family Sports-Ware Chain Limited 351,030.00 within lease term

54

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Reasons for unpaid or

Item Amount

unsettled

Sun Dawei 358,160.60 Not yet been returned

China Merchants Bank Shenzhen Sci-tech Park Branch 349,692.00 within lease term

Shenzhen Uni-phone Self-service Kara-Ok Entertainment

334,880.00 within lease term

Supermarket Limited

Shenzhen Oriental Boiler Control Co., Ltd 318,491.60 within lease term

Shenzhen Hangjian Engineering Cost Consultation Co., Ltd 208,304.00 within lease term

Total 9,892,939.16

25. Other current liabilities

Item 31/12/2015 31/12/2014

Accrued expenses 1,988,252.38 5,482,521.27

26. Long-term loan

Item 31/12/2015 Range of 31/12/2014 Range of

interest rate interest rate

Pledge loans 5,877,036.33 3.00-4.25% 6,255,497.65 3.00-4.25%

Guaranteed loan 194,031,928.00 2.94-6.06% 133,696,928.00 3.00-5.69%

Subtotal 199,908,964.33 139,952,425.65

Less: Long-term loan due within one

108,914,000.00 -

year

Total 90,994,964.33 139,952,425.65

Note:

① There is no unpaid long-term loans that fall due.

② As described in Note V.11, the loan is pledged by property and houses with original cost of

RMB25,183,927.61 and book value of RMB20,007,240.87.

③Refer to Note X. 5(3) for guarantee between related parties.

27. Bonds payable

Item 31/12/2015 31/12/2014

12 FIYTA Debt 399,823,760.28 398,767,929.40

(1) Movement of bonds payable

Bond Name Par value Issue date Bond period Issue amount

12 FIYTA Debt 400,000,000.00 27/2/2013 3+2 years 400,000,000.00

Subtotal 400,000,000.00 400,000,000.00

Bonds payable (continued)

Interest Amortization

Bond Name 31/12/2014 Issued accrued on of premium Repayment 31/12/2015

par value or discount

12 FIYTA

398,767,929.40 - 20,160,000.00 1,055,830.88 20,160,000.00 399,823,760.28

Debt

55

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Subtotal 398,767,929.40 - 20,160,000.00 1,055,830.88 20,160,000.00 399,823,760.28

Less:

Long-term loan

- - - - - -

due within one

year

Total 398,767,929.40 - 20,160,000.00 1,055,830.88 20,160,000.00 399,823,760.28

28. Deferred income

Item 31/12/2014 Increase Decrease 31/12/2015 Forming reasons

Government grant 4,200,000.00 2,800,000.00 2,700,000.00 4,300,000.00

Note:

Incl. :Deferred income—governmental grant

Amount

recognized in Other Related to

Subsidy project 31/12/2014 Increase 31/12/2015

Non-operating Changes assets/income

Income

Technical study for civil

aviation airborne cockpit 1,200,000.00 - 1,200,000.00 - - Income related

clock (note ①)

Special fund for

Shenzhen industrial

design industry 3,000,000.00 - 1,500,000.00 - 1,500,000.00 Asset related

development

(Note ②)

Funding project for

construction of

National Enterprise - 2,000,000.00 - - 2,000,000.00 Asset related

Technology Center(Note

③)

Researching project for

gordian technique of

standard timing system - 800,000.00 - - 800,000.00 Income related

of DF101(Note ④)

Total 4,200,000.00 2,800,000.00 2,700,000.00 - 4,300,000.00

Note:

Note ①:Special fund was obtained from the First Special Fund for Technology Innovation Scheming

Technological Development Project (Advanced Equipment Manufacturing) of 2013 Municipal Technology

Research and Development Fund by Technological Innovation Commission of Shenzhen Municipality and

Finance Commission of Shenzhen Municipality according to Administrative Measures for Shenzhen

Technology Research and Development and Administrative Measures for Shenzhen Technology Scheming

Project on 28 June 2013.

Note ②:Special fund for Shenzhen industrial design industry development was obtained according to the

Shen Jingmao Xinxi Jishu Zi (2013) No. 227 - Operating Specification for Affirmation and Fund Plan of

Shenzhen Industrial Design Center (Trial) which is jointly issued by Economy, Trade and Information

Commission of Shenzhen Municipality and Finance Commission of Shenzhen Municipality on 10 Oct 2014.

Note ③:Funding project for construction of Shenzhen Enterprise Technology Center was obtained

according to the Notice for the 1st Supportive Project in 2015 of Funding Project for Construction of

Shenzhen Enterprise Technology Center which was issued by Shenzhen Development and Reform

Commission (Shen Jing Mao Xin Xi Yu[2015] No. 129) on 28 Oct 2015.

Note ④:Special fund for university-industry cooperation in 2013 was obtained according to Yue Ke Gong Shi

[2014] No. 13 – Publicity about Projects which would be Supported by Special Fund of Comprehensive

56

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Strategic Cooperation between Province and College and Special Fund of Province-Ministry

University-Industry Cooperation in 2013, issued by Guangdong Science and Technology Department on 9 Dec

2015.

29. Share capital (Unit: 0,000 shares)

Additions or reduction (+, -)

Item 31/12/2014 Capitalization 31/12/2015

Issuance of Bonus

of capital Others Subtotal

new share shares

reserves

Total shares 39,276.7870 4,597.7011 - - - 4,597.7011 43,874.4881

Note:

The above share capital has been verified with the capital verification report – Zhitong Yan Zi (2015) No.

441ZC0652, which is issued by Grant Thornton.

30. Capital reserve

Item 31/12/2014 Increase Decrease 31/12/2015

Share premium 511,015,832.95 536,947,362.62 - 1,047,963,195.57

Other capital reserves 14,492,448.65 - - 14,492,448.65

Total 525,508,281.60 536,947,362.62 - 1,062,455,644.22

As described in note 1, the increase is the premium of non-public offering of ordinary share (A share).

31. Other comprehensive income

Movement

Less:

recorded in

other

Amount comprehens Less:

incurred ive income Inco Attribute to Attribute

As at As at 31/12/2015

Item before in prior me parent to minority

31/12/2014(1) (3)=(1)+(2)

income tax period and tax company shareholde

in current transferred expe after tax(2) rs after tax

period to profit or nses

loss in

current

period

I. Other

comprehensive

income items which

will not be - - - - - - -

reclassified

subsequently to

profit or loss

II. Other

comprehensive

income items which

-17,609,265.22 658,770.06 - - 464,075.51 194,694.55 -17,145,189.71

will be reclassified

subsequently to

profit or loss

1. Translation

difference of

-17,609,265.22 658,770.06 - - 464,075.51 194,694.55 -17,145,189.71

foreign currency

financial statements

57

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Total other

comprehensive -17,609,265.22 658,770.06 - - 464,075.51 194,694.55 -17,145,189.71

income

Note: Net after-tax other comprehensive income incurred in current period is RMB658,770.06. Amongst, the

amount attribute to parent company shareholders is RMB464,075.51 and the amount attribute to minority

shareholders is RMB194,694.55.

32. Surplus reserve

Item 31/12/2014 Increase Decrease 31/12/2015

Statutory surplus

103,930,572.89 13,827,610.26 - 117,758,183.15

reserve

Discretionary surplus 61,984,894.00

- - 61,984,894.00

reserve

Total 165,915,466.89 13,827,610.26 - 179,743,077.15

Note: according to the Company Law and Articles of Association, the Company draws statutory surplus

reserve at 10% of net profit. If the statutory surplus reserve is over 50% of the Company’s registered capital,

drawing of statutory surplus reserve can be stopped.

33. Undistributed profit

Appropriation

Item 31/12/2015 31/12/2014

proportion

Undistributed profit at the end of prior year before adjustments 566,819,577.37 469,706,600.67 --

Adjustments to undistributed profit at the beginning of year - - --

Undistributed profit at the beginning of a year after adjustment 566,819,577.37 469,706,600.67 --

Plus: Net profit attributable to the owner of the parent company

121,702,057.44 145,591,136.39 --

for the year

Less: statutory surplus reserve drawn 13,827,610.26 9,201,372.69 10%

Dividends payable to ordinary shares 39,276,787.00 39,276,787.00 --

635,417,237.55 566,819,577.37 --

Undistributed profit at the end of the year

Incl.:Surplus reserve drawn by subsidiaries that attributable to

2,279,410.31 3,063,794.53 --

parent company

Note:

(1)Description on distribution of dividend

Pursuant to the “Resolution of Equity Distribution for Year 2014” approved at the 2014 Annual General

Meeting held on 17 June 2015, the Company distributed to all shareholders cash dividend of RMB1.00 (tax

inclusive) for every 10 shares held based on total shares of 392,767,870 as at 31 December 2014. Total cash

dividend distributed was RMB39,276,787.00.

(2)Information on subsidiary’s surplus reserve in the reporting period

In 2015, HARMONY Company, a subsidiary of the Company, drew surplus reserve of RMB1,613,488.44, of

which RMB1,613,488.44 is attributable to the parent company. In 2015, Technology Company, a subsidiary of

the Company, drew surplus reserve of RMB665,921.87, of which RMB 665,921.87 is attributable to the parent

company.

34. Operating revenue and operating cost

Item 2015 2014

58

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Operating revenue Operating cost Operating revenue Operating cost

Revenue from main

3,127,774,670.18 1,920,619,137.50 3,245,370,291.15 2,043,109,870.34

business

Revenue from other 34,421,542.72 8,894,528.54 32,772,494.72 11,605,087.11

business

Total 3,162,196,212.90 1,929,513,666.04 3,278,142,785.87 2,054,714,957.45

Note:

(1) Primary operating income and operating cost by industry

2015 2014

Industry sector

Operating revenue Operating cost Operating revenue Operating cost

Watches 3,032,902,719.41 1,906,085,186.72 3,154,917,328.23 2,030,149,894.46

Property leasing 94,871,950.77 14,533,950.78 90,452,962.92 12,959,975.88

Total 3,127,774,670.18 1,920,619,137.50 3,245,370,291.15 2,043,109,870.34

(2) Primary operating income and operating cost by products

2015 2014

Product

Operating revenue Operating cost Operating revenue Operating cost

Branded watches 2,147,608,465.85 1,623,918,119.34 2,298,438,269.08 1,753,276,107.39

FIYTA watch 885,294,253.56 282,167,067.38 856,479,059.15 276,873,787.07

Property leasing 94,871,950.77 14,533,950.78 90,452,962.92 12,959,975.88

Total 3,127,774,670.18 1,920,619,137.50 3,245,370,291.15 2,043,109,870.34

(3) Primary operating income and operating cost by regions

2015 2014

Region

Operating revenue Operating cost Operating revenue Operating cost

Southern China 999,754,959.45 553,758,526.17 1,033,845,169.19 612,581,751.95

Northwest China 524,570,697.36 340,488,440.23 565,700,125.97 367,811,265.82

Northern China 504,961,668.45 329,038,618.83 539,995,688.23 352,347,650.86

Eastern China 449,126,026.79 277,859,635.82 447,079,002.18 281,649,017.63

Northeast China 303,634,173.44 192,956,014.26 310,178,526.39 200,041,144.79

Southwest China 345,727,144.69 226,517,902.19 348,571,779.19 228,679,039.29

Total 3,127,774,670.18 1,920,619,137.50 3,245,370,291.15 2,043,109,870.34

35. Business tax and surcharges

Item 2015 2014

Consumption tax - 460,361.20

Business tax 5,596,456.29 5,284,703.06

Urban maintenance and construction 13,940,149.40 9,904,010.65

tax

Educational surcharge 5,962,188.92 4,958,321.12

59

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Local educational surcharge 3,938,882.37 1,965,510.68

Others 1,236,833.20 1,328,974.59

Total 30,674,510.18 23,901,881.30

Note:The criteria of business taxes and surcharges accrued and paid refer to Note IV.Taxation.

36. Selling and distribution expenses

Item 2015 2014

Wages 263,308,344.47 226,664,366.60

Amortization of long-term deferred 93,564,343.23 90,323,235.31

expense

Market promotion expense 84,050,882.70 79,567,696.06

Rental 65,286,842.09 76,994,362.92

Department store expense 56,462,314.77 51,485,467.55

Advertising expense 49,861,317.33 56,732,801.49

Worker’s insurance expenses 37,804,708.38 31,423,816.21

Exhibition expenses 15,789,224.96 14,873,436.45

Packing expense 15,478,171.90 11,661,907.15

Utilities 13,570,654.19 12,972,823.88

Others 84,359,716.57 70,140,042.49

Total 779,536,520.59 722,839,956.11

37. Administrative expenses

Item 2015 2014

Wages 93,399,507.02 101,919,779.73

R & D expenses 37,481,362.43 33,842,818.77

Worker’s insurance expenses 11,091,233.56 10,679,457.31

Depreciation 8,122,537.00 7,786,791.73

Travel expense 6,647,853.61 8,299,343.91

Labor union expenditure 4,250,501.29 4,243,665.80

Housing fund 3,613,504.12 3,234,901.43

Office expenses 3,512,382.34 3,536,247.04

Amortization of long-term deferred 2,957,005.19 2,823,531.65

expense

Rental 2,457,640.32 2,358,336.15

Others 24,544,339.88 29,727,154.06

Total 198,077,866.76 208,452,027.58

38. Financial expenses

Item 2015 2014

Interest expense 89,096,566.16 97,571,157.24

60

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Item 2015 2014

Less: Interest capitalization 2,869,675.80 516,676.58

Less: Interest income 1,997,798.65 1,750,775.15

Exchange gain or losses -1,457,015.95 -2,544,542.58

Bank charges and others 11,575,389.03 13,060,297.89

Total 94,347,464.79 105,819,460.82

Note:

Amount of interest capitalization is included in construction in progress. The capitalization rate used for

determining the amount of interest capitalization is 5.77%.

39. Impairment losses

Item 2015 2014

(1)Bad debt loss -108,134.50 2,275,348.40

(2)Inventory impairment loss 6,362,133.33 345,954.89

Total 6,253,998.83 2,621,303.29

40. Investment income

Item 2015 2014

Investment gain from the long-term equity investment measured by

831,812.14 -848,180.21

equity method

41. Non-operating income

Amount included in

current year’s

Item 2015 2014

non-recurring profit or

loss

Total gain on disposal of the non-current

94,316.07 70,124.76 94,316.07

assets

Including: gain on disposal of fixed assets 94,316.07 70,124.76 94,316.07

Clearing of payables that cannot be paid 23,568.41 1,209,959.00 23,568.41

Breach penalty 313,888.80 481,196.07 313,888.80

Government grant 10,889,579.23 10,344,542.00 10,889,579.23

Others 715,899.31 435,274.03 715,899.31

Total 12,037,251.82 12,541,095.86 12,037,251.82

The details of government grants are as follows:

Related to

Projects 2015 2014 Note

assets/income

Special Fund for Industrial Transferring and

Upgrading in 2015 of Shenzhen Economy &

3,115,000.00 Related to Income (1)

Trade and Information System Steering

Committee

61

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Related to

Projects 2015 2014 Note

assets/income

Special Fund for Industrial Transferring and

Upgrading in 2014 of Shenzhen Economy &

2,643,000.00 Related to Income (2)

Trade and Information System Steering

Committee

Special Fund for Development of Shenzhen

1,500,000.00 Related to asset (3)

Industrial Designing

Electronic Clock Technical Research Project for

1,200,000.00 Related to Income (4)

Civil Aviation Flight Deck

Government Subsidiaries for Basel Watch Fair 900,271.23 20,000.00 Related to Income (5)

Special Fund for Development of Creative

469,000.00 Related to Income (6)

Industry of Nanshan District in 2015

Subsidiaries for Merit Rating of Shenzhen

300,000.00 Related to Income (7)

Nanshan Economy Promoting Bureau

Subsidiaries for 8 Standardized Research

264,250.00 Related to Income (8)

Projects of Shenzhen Baoan Bureau of Finance

Fund for Performing Standardized Strategy of

230,000.00 Related to Income (9)

Shenzhen in 2015

Award for 15th National Patent Appearance

100,000.00 350,000.00 Related to Income (10)

Designing

Technical Bonus of Guangdong in 2013 50,000.00 Related to Income (11)

Subsidiaries for Standardized Projects of

35,000.00 Related to Income

Nanshan Bureau of Science and Technology

2nd Batch of Supportive Fund for Register

33,000.00 Related to Income (12)

abroad in 2015 of Shenzhen

2nd Government Subsidiaries for Supporting

Improving the Ability of International Trading 27,258.00 Related to Income (13)

in 2014

20,000.00 Related to Income (14)

Bonus for Famous Industrial Designing in 2015

2nd Subsidiaries for Copyright in 2015 of

1,800.00 Related to Income

Shenzhen Market Supervisory Authority

Subsidiaries for Commerce Circulation of

1,000.00 Related to Income (15)

Shenzhen Economy and Trade Commission

2013 Specific subsidy fund for self-innovation

- 2,421,000.00 Related to Income

industry development of Nanshan District

2013 subsidy fund of Shenzhen enterprise

- 2,000,000.00 Related to Income

technology center development

Specific subsidy of Shenzhen brand foster - 1,000,000.00 Related to Income

62

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Related to

Projects 2015 2014 Note

assets/income

Specific subsidy for Shenzhen strategic

- 800,000.00 Related to Income

emerging industry development

E-commerce FIYTA Mobile Internet Sales

- 800,000.00 Related to Income

Mode Innovation Project

Specific fund for cultural creative industry

- 780,000.00 Related to Income

development

2013 subsidy fund for Shenzhen industrial

design and innovation results transferred into - 500,000.00 Related to Income

application

Award of the 14th Patent Award - 350,000.00 Related to Income

Award of the 11th Chinese Patent Award - 350,000.00 Related to Income

Standardization fund - 307,000.00 Related to Income

2012 integration project involving production,

- 300,000.00 Related to Income

study and research

2014 subsidy fund for implementing

- 138,042.00 Related to Income

standardization strategy

2014 subsidy for high-tech enterprises - 100,000.00 Related to Income

2014 subsidy for the first batch of overseas

- 70,000.00 Related to Income

trademark registration application

2014 award for Shenzhen renowned industrial

- 50,000.00 Related to Income

design award

The 15th China Patent Award - 5,000.00 Related to Income

Specific subsidy fund for innovation of Taitan

- 3,500.00 Related to Income

Watch Test Co., Ltd.

Total 10,889,579.23 10,344,542.00

Note:

(1) Special Fund for Industrial Transferring and Upgrading in 2015 was obtained according to Shen Jingmao

Xinxi Yusuan Zi [2015] No.295-Notice about Special Fund for Industrial Transferring and Upgrading by

Shenzhen Economy, Trade and Information Commission in 2015 and Shen Jingmao Xinxi Yusuan Zi [2015]

No.236 – Notice about 1st Batch of Special Fund for Industrial Transferring and Upgrading by Shenzhen

Economy, Trade and Information Commission in 2015.

(2) Special Fund for Industrial Transferring and Upgrading in 2014 was obtained according to Shen Jingmao

Xinxi Yusuan Zi [2015] No.33-Notice about Special Fund for Industrial Transferring and Upgrading by

Shenzhen Economy, Trade and Information Commission in 2014 and Shen Jingmao Xinxi Yusuan Zi [2015]

No.76 – Notice about planed Special Fund for Industrial Transferring and Upgrading by Shenzhen Economy,

Trade and Information Commission in 2014.

(3) Special Fund for Development of Shenzhen Industrial Designing was obtained according to Shen Jingmao

Xinxi Jishu Zi [2013] No.227-Rules for Affirming and Planning of Shenzhen Industrial Centre (Trial) which

was jointly issued by Shenzhen Economy, Trade and Information Commission and Shenzhen Finance

Commission.

(4) Special fund for technology development project (advance equipment manufacturing) of 1st batch of

technology innovation plan was obtained according to Management Method to Shenzhen Science and

Technology Research and Management Method of Shenzhen Science and Technology Project.

(5) Government subsidy fund for Basel Watch Fair for 2014 and 2015 obtained from Shenzhen Association of

Timepieces.

63

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

(6) Special Fund obtained according to Management Method to Special Fund for Development of Creative

Industry of Nanshan District and Shen Nan Jing [2015] No.3-Notice about Disputing Special Fund for

Development of Creative Industry of Nanshan District (3rd Batch).

(7) Subsidy obtained according to Shen Nan Jing [2015] No.2-Notice about Disputing Subsidiaries for Merit

Rating of Shenzhen Nanshan Economy Promoting Bureau in 2015.

(8) Subsidy for Implimenting Standardizing Strategy was obtained according to Shen Bao Fu [2012]

No.21-Notice about Baoan District Promoting Industrial Transferring and Upgrading and Development of

Economy and Shen Bao Gui [2013] No.14- Notice about Management Method to Baoan Specific Financial

Funds.

(9) Fund for Implementing Standardized Strategy of Shenzhen in 2015 was obtained according to Management

Method to Performing Standardized Strategy of Shenzhen, audited by Shenzhen Market and Quality

Supervision and Administration Commission and reviewed by Shenzhen Finance Commission.

(10) Award for 15th National Appearance Designing was obtained according to Yue Fu Han[2014] No.155-

Notice about Encouraging Entities and Individuals Who had Win the Bonus of 15th National Patent Award

issued by People's Government of Guangdong Province.

(11) Second class prize of Technical Bonus of Guangdong in 2013 was obtained according to Yue Han[2014]

No.18-Notice about the 2013 annual report of the Guangdong science and Technology Award by Guangdong

Government

(12) The 1st Batch of supportive fund for register of trademark abroad in 2015 of Shenzhen was obtained

according to Shen Cai Gui [2014] No 18-Notice abou Management Method to Special Fund for Intellectual

Property in Shenzhen

(13) The 2nd Government Subsidiaries for Supporting Improving the Ability of International Competence in

2014 was obtained according to Shen Cai Gui[2014] No.13- Details of Supporting Improving the Ability of

International Trading of which the amount of import or export is below USD45,000,000.00 and Shen Jingmao

Xinxi Yusuan Zi[2014] No.146-Reporting Guidelines for Supporting Improving the Ability of International

Trading

(14) Third class prize of Concept Group of the Governor Cup was obtained according to Shen Jingmao

Yusuan Zi[2015] No.163-Notice about Issuing Shenzhen Famous Industrial Designing Prize in 2015 by

Shenzhen Economy & Trade and Information Commission.

(15) Subsidy for Commerce Circulation of Shenzhen Economy,Trade and Information Commission was

obtained according to Shen Jingmao Xinxi Shichang Zi[2015] No.177-Notice about Issuing Subsidy for

Economy and Trade Statistics and Information Reporting of Market Monitoring.

42. Non-operating expenses

Amount included in

Item 2015 2014 non-recurring profit or

loss in current year

Loss on non-current assets disposal 59,880.75 115,045.74 59,880.75

Incl. loss on fixed assets disposal 59,880.75 115,045.74 59,880.75

External donation 608,200.00 500,000.00 608,200.00

Others 462,946.58 476,449.24 462,946.58

Total 1,131,027.33 1,091,494.98 1,131,027.33

43. Income tax expenses

(1)Details of income taxes expenses

64

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Item 2015 2014

Current income tax 28,719,188.67 40,801,328.57

Deferred income tax -15,232,647.06 -16,509,941.80

Total 13,486,541.61 24,291,386.77

(2)Reconciliation between income tax expenses and accounting profits is as follows:

Item 2015 2014

Profit before tax 135,530,222.34 170,394,619.99

Income tax expenses calculated at legal (or applicable) tax rate

33,882,555.59 42,598,655.01

(profit before tax *25%)

Impact from tax preferential rate in certain subsidiaries -18,398,179.94 -19,295,365.00

Adjustment for income tax in prior year 500,784.84 236,881.91

Gains or losses in joint venture and associates entities in

-207,953.04 212,045.05

equity method

Income not subject to tax - -

Expenses not deductible for tax purposes 731,684.90 2,690,102.26

Effect of tax rate change on opening deferred tax - 22,285.47

Taxation influence by using unrecognized deductible loss and

-250,766.51 -

deductible temporary difference of prior periods(“-”)

Taxation influence of unrecognized deductible loss and

- -

deductible temporary difference

Taxation influence from additional deduction of R&D

-2,771,584.23 -2,173,217.93

expenses(“-”)

Others - -

Income tax expenses 13,486,541.61 24,291,386.77

44. Notes to cash flow statement

(1)Cash received from other operating activities

Item 2015 2014

Product promotion fee 22,758,667.54 21,243,620.58

Government grant 10,989,579.23 10,914,542.00

Security deposit 2,440,915.22 1,923,147.28

Interest income 1,997,798.65 1,750,775.15

Petty cash 56,039.62 22,950.38

Others 3,017,213.86 3,439,061.96

Total 41,260,214.12 39,294,097.35

(2)Cash paid to other operating activities

65

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Item 2015 2014

Marketing promotion fee 78,338,971.48 77,443,856.52

Rental 63,610,470.17 73,952,825.98

Advertising fee 48,741,600.33 51,847,512.57

Departmental store expenses 39,025,574.70 33,927,340.50

Travel expenses 18,058,641.50 15,544,104.75

R & D expenses 15,655,827.82 13,908,494.97

Office expenses 12,486,686.57 10,454,837.21

Exhibition expenses 10,675,009.25 14,733,436.45

Utilities 9,200,243.52 9,604,220.48

Transportation expenses 8,976,276.33 8,020,282.83

Business entertainment 7,248,539.21 8,044,877.78

Posting and telecommunication expenses 6,574,954.85 5,185,100.10

Packing expenses 4,913,593.92 1,652,626.49

Vehicle expenses 3,052,469.63 2,636,497.78

Insurance expense 3,011,959.23 2,943,855.87

Clothing expense 2,434,924.13 1,659,064.16

Maintenance expense 2,325,196.69 2,076,535.47

Intermediary agents expense 2,186,252.23 3,607,560.46

Consultation expenses 2,023,389.06 489,788.03

Others 12,983,352.01 23,821,562.70

Total 351,523,932.63 361,554,381.10

(3)Cash paid to other investment activities

Item 2015 2014

Security deposit for issuing of letter of guarantee - 1,575,000.00

(4)Cash received from other financing activities

Item 2015 2014

Letter of credit 13,500,000.00 -

Loans from AVIC IHL - 150,000,000.00

Loans from CATIC International Finance Limited - 39,683,069.40

Others - 1,328.82

Total 13,500,000.00 189,684,398.22

(5)Cash paid to other financing activities

Item 2015 2014

66

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Borrowings to Avic Intl 150,000,000.00 -

Letter of credit 13,500,000.00

Financing by issuing share non-public expense 1,582,574.12 -

Bank charges for issuing letter of credit 433,125.00 1,134,375.00

Repayment of loans to CATIC International Finance Limited - 39,683,069.40

Capital injection from minority shareholders - 1,400,000.00

Others - 31,008.00

Total 165,515,699.12 42,248,452.40

45. Supplement to Cash Flow Statement

(1)Supplement to Cash Flow Statement

Supplement 2015 2014

1. Reconciliation of net profit to cash flow from operating

activities:

Net profit 122,043,680.73 146,103,233.22

Add: Impairment for assets 6,253,998.83 2,621,303.29

Depreciation of fixed asset investment property 34,146,910.99 30,244,827.05

Amortization of intangible assets 1,400,047.31 1,473,045.26

Amortization of long-term deferred expenses 104,114,182.05 104,243,100.87

Losses on disposal of fixed assets, intangible assets, and other

-34,435.32 44,920.98

long-term assets (Gain as in "-")

Loss on retirement of fixed assets (Gain as in "-") - -

Loss on changes of fair value (Gain as in "-") - -

Financial expenses (Gain as in "-") 86,226,890.36 97,054,480.66

Investment losses (Gain as in "-") -831,812.14 848,180.21

Decrease in deferred tax assets (Increase as in "-") -15,232,647.06 -16,509,941.81

Increase in deferred tax liabilities(Decrease as in "-") - -

Decrease in inventories (Increase as in "-") 37,457,546.34 -3,088,502.66

Decrease in operating receivables (Increase as in "-") 40,599,512.23 -24,932,633.93

Increase in operating payables(Decrease as in "-") -19,906,881.91 -48,912,382.17

Others - -

Net cash flows from operating activities 396,236,992.41 289,189,630.97

2. Significant investment or financing activities not involving

cash:

Debts converted to capital - -

Convertible debts mature within one year - -

Fixed assets acquired under finance leases - -

67

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Supplement 2015 2014

3. Net increase / (decrease) in cash and cash equivalents:

Cash as at 31/12/2015 637,387,875.93 114,880,070.54

Less: cash as at 31/12/2014 114,880,070.54 107,663,110.74

Plus: cash equivalents as at 31/12/2015 - -

Less: cash equivalents as at 31/12/2014 - -

Net increase in cash and cash equivalents 522,507,805.39 7,216,959.80

(2)Cash and cash equivalents

Item 2015 2014

I. Cash 637,387,875.93 114,880,070.54

Incl. Cash on hand 387,241.40 338,694.81

Bank deposit available for immediate payment 636,995,113.67 114,319,146.38

Other monetary funds available for immediate

5,520.86 222,229.35

payment

Due from the Central Bank available for payment - -

II. Cash equivalents - -

Incl. Bond investment due in three months - -

III. Cash and cash equivalents as at 31/12/2015 637,387,875.93 114,880,070.54

46. Assets of restricted ownership or use rights

Item Amount Restriction reason

Currency funds 1,575,000.00 Security deposit

Fixed assets 20,007,240.87 Guarantee

Total 21,582,240.87

47. Item in Foreign currency

(1) Item in Foreign currency

Balance denominated in

Translation Balance translated in RMB

Items foreign currency as at

rate as at 31/12/2015

31/12/2015

Currency fund

Incl.:USD 165,865.86 6.4936 1,077,066.98

HKD 7,464,174.76 0.8378 6,253,481.37

EUR 24.45 7.0952 173.48

CHF 124,477.41 6.4018 796,879.49

Accounts receivable

Incl.:HKD 7,702,398.08 0.8378 6,453,069.11

Prepayment

68

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Incl.:HKD 14,028,308.80 0.8378 11,752,917.11

CHF 2,906,588.08 6.4018 18,607,395.57

Other receivables

Incl.: USD

HKD 246,494.00 0.8378 206,512.67

EUR 193.52 7.0952 1,373.06

CHF 3,583.42 6.4018 22,940.34

Accounts payable

Incl.:HKD 19,424,929.18 0.8378 16,274,205.67

CHF 251,707.44 6.4018 1,611,380.69

Advances from customer

Incl.:HKD 7,693.92 0.8378 6,445.97

Other payables

Incl.:HKD 2,701,499.80 0.8378 2,263,316.53

CHF 51,308.75 6.4018 328,468.36

Short-term bank loan

Incl.:HKD 79,000,000.00 0.8378 66,186,200.00

Non-current liability due in one year

Incl.:HKD 130,000,000.00 0.8378 108,914,000.00

Long-term bank loan

Incl.:HKD 20,519,821.35 0.8378 17,191,506.33

CHF 850,000.00 6.4018 5,441,530.00

(2)Overseas operational entity

For main business location and recording currency of important overseas operational entity, refer to Note III.

4.

VI. Changes of consolidation scope

ProTop Limited was deregistered in 2015, therefore, it was excluded out of the scope of consolidation at the

year end.

VII. Equity in other entities

1. Equity in subsidiaries

(1)Structure of enterprise group

Main Shareholding ratio%

Place of re Nature of

Name of subsidiary business Ways acquired

gistration business Direct Indirect

location

Establishment

HARMONY Company Shenzhen Shenzhen Commerce 100.00 -

or investment

69

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Manufacturing Establishment

Shenzhen Shenzhen Manufacture 90.00 10.00

Company or investment

Hong Establishment

FIYTA Hong Kong Hong Kong Commerce 100.00 -

Kong or investment

Hong Establishment

Station 68 Hong Kong Commerce - 60.00

Kong or investment

Establishment

Harbin Company Harbin Harbin Commerce 25.00 75.00

or investment

Establishment

Henglianda Company Beijing Beijing Commerce - 100.00

or investment

Establishment

Technology Company Shenzhen Shenzhen Manufacture 100.00 -

or investment

Establishment

Trading Company Shenzhen Shenzhen Commerce 100.00 -

or investment

Establishment

Culture Company Shenzhen Shenzhen Commerce - 100.00

or investment

Emile Choureit Establishment

Shenzhen Shenzhen Commerce - 100.00

Shenzhen Company or investment

World Watches Hong Establishment

Hong Kong Commerce - 100.00

International Kong or investment

Establishment

Sales Company Shenzhen Shenzhen Commerce 100.00 -

or investment

Business

combination

Hengdarui Company Shenyang Shenyang Commerce - 100.00

under common

control

Business

combination

Lishan Department

Kunming Kunming Commerce - 100.00 not under

Store

common

control

Business

combination

Switzerlan

Swiss Company Switzerland Commerce - 100.00 not under

d

common

control

Hong

Nature Art Limited Hong Kong Commerce - - ①

Kong

Note:

①According to the equity trust agreement signed by and between Station 68, a subsidiary of FIYTA Hong

Kong, and the trustee of ProTop Limited on 10 December 2009, Station 68, as the trustor, owns shares, stock

rights and related rights of Nature Art Limited and ProTop Limited, and both parties agree that trustee may

transfer its right anytime according to the instructions of trustor. Therefore, Station 68 owns the control right

of Nature Art Limited and ProTop Limited, and include them into its scope of consolidation. ProTop Limited

was deregistered in 2015 and excluded out of the scope of consolidation at the end of the period.

2. Equity in joint arrangement or associated

(1) Significant joint venture or associate

Shareholding Accounting

Principal

Registratio Business ratio(%) treatment for joint

Name place of

n place naure ventures or

business Direct Indirect

associates

① Associate company

Shanghai Watch Shanghai Shanghai Manufacture 25.00 - Equity method

(2) Principal financial information of significant associate company:

Shanghai Watch

Item

31/12/2015 31/12/2014

70

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Current assets 85,404,253.13 88,551,483.42

Non-current assets 20,902,422.63 22,504,083.78

Total assets 106,306,675.76 111,055,567.20

Current liabilities 9,638,478.88 18,718,641.86

Non-current liabilities - -

Total liabilities 9,638,478.88 18,718,641.86

Net assets 96,668,196.88 92,336,925.34

Incl.:Minority shareholders’ interests - -

Owners’ equity attributable to parent

- -

company

Share of net assets calculated as shareholding

24,167,049.22 22,622,546.71

percentage%

Adjustment matters - -

Incl.: goodwill - -

Unrealized profit or losses from internal

- -

transaction

Impairment provision - -

Others - -

Book value of investment to associate 43,221,572.05 42,389,759.91

Fair value of equity investment with existing

- -

public quotation

Continued:

Shanghai Watch

Item

31/12/2015 31/12/2014

Operating income 91,465,902.16 105,335,016.70

Net profit 3,327,248.55 10,080,270.97

Other comprehensive income - -

Total comprehensive income 3,327,248.55 10,080,270.97

VIII. Financial instruments and risk management

Main financial instruments of the group include monetary fund, account receivable, notes receivable, other

receivables, other current assets, available-for-sale financial assets, account payable, interest payable, dividend

payables, other payables, short-term loan, non-current liabilities in one year, long-term loan, bond payable. The

Group has disclosed details of financial instruments in related notes. Risks related to those financial

instruments and risk management policies adopted to reduce those risks are described as below. The Group

management layer manages and supervises the risk exposure to ensure risks are controlled within limited range.

1. Risk management goals and policies

The goal of risk management is to keep proper balance between risk and profit, to reduce negative influence

of financial risk to financial performance of the Group. Based on the goal, the Group has formulated risk

management policies to identify and analyze risks the Group faces, set proper acceptable risk level and design

relevant internal control procedures, to supervise risk level. The Group will regularly review those risk

management policies and relevant internal control system, to adapt to market situation and change of operating

71

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

activities. The internal audit department of the Group will also regularly or randomly check whether the

execution of internal control system complies with risk management policies.

Main risks financial instruments of the Group may lead to include credit risks, liquidity risk, market risk, etc...

(1)Credit risk

Credit risk refers to the risk of financial loss of the Group caused due to default of contract obligation of

transaction counterparty.

The Group manages credit risk by portfolio. Credit risk mainly arises from bank deposit and accounts

receivable.

Bank deposit of the Group is mainly in state-owned banks and other large and medium listed banks. There are

no significant credit risks of estimated bank deposits.

As for accounts receivable, the Group sets relevant policies to control credit risk exposure. Based on the

financial status of debtor, external rating, guarantee possibility, credit record gained from the third party and

other factors such as current market status, the Group evaluates credit qualification of debtor and set

corresponding debt limit and credit period. The Group will regularly supervise credit record of debtor. For

debtor with bad credit record, the Group will ensure the whole credit risk of the Group within controllable

range in the forms of written reminder letter, reducing credit period and cancelling credit period.

The biggest credit risk exposure undertaken by the Group is carrying amount of each financial asset in balance

sheet. The Group sets guarantees to any other credit risks that the Group may bear.

For a mount of accounts receivable, the total accounts receivable of top 5 accounts with amount in arrear

account for 7.98% of total accounts receivable of the Group (2014:9.02%); in other accounts receivable, the

total accounts receivable of top 5 accounts with amount in arrear account for 17.79% of total accounts

receivable of the Group (2014: 17.22%).

(2)Liquidity risk

Liquidity risk refers to risk of capital shortage caused when the Group executes obligations of settlement in

the manner of cash payment or other financial assets.

In managing liquidity risk, the Group keeps the cash and cash equivalents that the Group deems sufficient and

controls them to meet operating needs, reduce influence of cash liquidity fluctuation. The Group management

monitors the use of bank loans and ensures to comply with borrowing agreement. At the same time, the

Group gains the commitment for providing sufficient reserve funds from main financial institutions, to meet

short-term and long-term capital needs.

The Group finances working capital through capital and bank and other borrowings incurred in business

operation. As at 31 December 2015, bank borrowing facility that the Group has not yet used is

RMB886,288,400. (31 December 2014: RMB539,100,000)

Maturity analysis of financial assets, financial liabilities and off-balance-sheet guarantee items by undiscounted

remaining contract cash flow at the end of the period (Unit: RMB 0,000):

31/12/2015

Item

Within 1 year 1 to 2 years 2 to 3 years Over 3 years Total

Financial assets:

Cash and bank balance 63,896.29 - - - 63,896.29

Notes receivable 719.78 - - - 719.78

Accounts receivable 31,258.19 - - - 31,258.19

72

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Other receivables 4,261.98 - - - 4,261.98

Other current assets 1,579.68 - - - 1,579.68

Other non-current assets 511.88 - - - 511.88

Total financial assets 102,227.80 - - - 102,227.80

Financial liabilities:

Short-term loans 98,818.62 - - - 98,818.62

Accounts payable 15,593.97 - - - 15,593.97

Payable interest 1,921.16 - - - 1,921.16

Other payables 4,813.16 - - - 4,813.16

Other current liabilities(excluding

198.83 - - - 198.83

deferred income)

Non-current liabilities due in one year 10,891.40 - - - 10,891.40

Long-term loan - 2,255.35 2,000.00 4,844.15 9,099.50

Bonds payable 40,000.00 - - - 40,000.00

Financial guarantee - - 39,710.02 1,675.60 41,385.62

Total of financial liability and

172,237.14 2,255.35 41,710.02 6,519.75 222,722.26

contingent liability

Maturity analysis of financial assets, financial liabilities and off-balance-sheet guarantee items by undiscounted

remaining contract cash flow at the beginning of the period (Unit: RMB ten thousands):

31/12/2014

Item

Within 1 year 1 to 2 years 2 to 3 years Over 3 years Total

Financial assets:

Cash and bank balance 11,645.51 - - - 11,645.51

Notes receivable 616.28 - - - 616.28

Accounts receivable 35,994.06 - - - 35,994.06

Other receivables 4,444.94 - - - 4,444.94

Other current assets 1,442.15 - - - 1,442.15

Other non-current assets 3,150.00 - - - 3,150.00

Total financial assets 57,292.94 - - - 57,292.94

Financial liabilities:

Short-term loans 98,944.50 - - - 98,944.50

Accounts payable 14,711.91 - - - 14,711.91

Payable interest 1,942.09 - - - 1,942.09

Other payables 18,857.49 - - - 18,857.49

Other current liabilities(excluding

548.25 - - - 548.25

deferred income)

Long-term loan - 7,925.19 4,444.50 1,625.55 13,995.24

73

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Bonds payable - 40,000.00 - - 40,000.00

Financial guarantee 3,944.50 7,889.00 30,644.50 - 42,478.00

Total of financial liability and

138,948.74 55,814.19 35,089.00 1,625.55 231,477.48

contingent liability

The amount of financial asset and financial liability disclosed in the above table is undiscounted contract cash

flow and thus may be different with the carrying amount of balance sheet.

(3)Market risk

Market risk refers to the risk of fluctuation of fair value or future cash flow of financial instruments caused

due to market price change, including interest risk, exchange rate risk and other price risk.

Interest risk

Interest risk refers to the risk of fluctuation of fair value or future cash flow of financial instruments caused

due to interest change. Interest risk may arise from confirmed interest accrual financial instrument and

unconfirmed financial instrument (such as some loan commitments)

The interest risk of the Group mainly arises from long-term bank loans and bonds payable and long-term

interest-bearing debt. Financial liabilities with floating rate lead the Group to cash flow interest risk. Fixed

interest rate financial liabilities lead the Group to fair value interest risk. According to current market

environment the Group determines the proportion of fixed interest and floating interest rate contract,

maintaining proper fixed and floating interest instrument combination through regular review and supervision.

As at 31 December 2015, if borrowing rate measured at floating rate rises or drops 50 base points, and other

factors keep unchanged, net profit and shareholders’ equity of the Group will decrease or increase about

RMB1,311,100(at 31 December 2014: RMB700,000).

Exchange rate risk

Exchange rate risk refers to the risk of fluctuation of fair value or future cash flow of financial instruments

caused due to exchange rate change. Exchange rate risk may arise from the financial instrument measured at

foreign currencies other than recording currency.

Main operation of the Group is within China, and main businesses are settled in RMB. Therefore, the market

risk of exchange fluctuations undertaken by the Company is not significant.

Refer to Details of other foreign currencies of Notes to the Financial Statement for financial assets of foreign

currencies and financial liabilities of foreign currencies at the end of the period.

2. Capital management

The capital management policies of the Group are formulated to guarantee the Group can keep operation, and

thus provide returns to shareholders and benefit other stakeholders, and at the same time to keep the optimal

capital structure to reduce capital cost.

To keep or adjust capital structure, the Group may adjust amounts of dividends paid for shareholders, return

capital to shareholders, issue new shares or sell assets to reduce debts.

The Group monitors capital structure based on asset liability ratio (total liabilities divided by total assets). As at

31 December 2015, the asset-liability ratio of the Group is 45.77% (31 December 2014: 55.26%).

IX. Fair value

Fair value level can be classified according to the input value of the lowest level that is significant to whole

measurement of fair value:

First level: quote of same assets or liabilities in an active market (unadjusted).

74

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Second level: directly (price) or indirectly (derive from price) use observable input value other than market

quote of assets or liabilities in the first level.

Third level: use any input value not based on observable market data in assets or liabilities (unobservable input

value).

(1)Items and amounts measured at fair value

As at 31 December 2015, there are no assets and liabilities measured at fair value.

(2)Items and amounts not measured at fair value but with fair value disclosed

Financial assets and financial liabilities measured at amortized cost mainly include: cash and bank balances,

notes receivable, accounts receivable, other receivables, short-term loans, notes payable, accounts payable, other

payables, long-term payables, etc.

The difference between the book value of financial assets and financial liabilities that are not measured at fair

value and fair value is small.

X. Related party relationship and transactions

1. Details of the parent company of the Company

Shareholding ratio

Ratio of vote right

Registration Registered of parent

Name Type of business of parent company

place capital company to the

to the Company%

Company %

investment in

industries,

China National

Shenzhen domestic trade, 1,166,161,996.00 37.15 37.15

Aviation Group

material supply

and distribution

The ultimate control party of the Company is:

CATIC Shenzhen Company holds 33.93% shareholding of China National Aviation Group. CATIC Shenzhen

Company is a wholly owned subsidiary of China Aero Space International Holdings Limited (CASI), and

China Aviation Industry Corporation (AVIC) directly holds 62.52% of the equity of CASI. Therefore, the

ultimate controlling party of the Company is AVIC.

2. Subsidiaries

Details of subsidiaries refer to Note VII.1.

3. Joint venture and association

Details of joint ventures and associates refer to NoteVII.2.

4. Other related parties

Name Relationship with the Group

Shenzhen CATIC Property Management Limited ( CATIC Property Management) Controlled by the same party

Shenzhen CATIC Building Equipment Co., Ltd. ( CATIC Building Company) Controlled by the same party

Rainbow Department Store Co., Ltd. (Rainbow Department Store ) Controlled by the same party

Shennan Circuits Co., Ltd. ( Shennan Circuits ) Controlled by the same party

CATIC Real Estate Company Controlled by the same party

AVIC Securities Co., Ltd. ( AVIC Securities Company) Controlled by the same party

75

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Name Relationship with the Group

Xi’an Skytel Hotel Co., Ltd. (Skytel Hotel) Controlled by the same party

Shenzhen AVIC Nanguang Elevator Co., Ltd. ( AVIC Nanguang Company) Controlled by the same party

Shenzhen CATIC City Real Estate Development Co., Ltd. ( CATIC City Real Estate

Controlled by the same party

Company)

Shenzhen CATIC City Development Co., Ltd. ( CATIC City Development Company) Controlled by the same party

CATIC Guanlan Property Development Co., Ltd. (CATIC Mission Hills Property) Controlled by the same party

CATIC Changtai Investment Development Co., Ltd. (CATIC Changtai Company ) Controlled by the same party

Shenzhen CATIC Jiufang Asset Management Limited (CATIC Jiufang Asset Mgmt Controlled by the same party

Company)

Ganzhou CATIC Real Estate Development Co., Ltd.(Ganzhou CATIC Real Estate

Controlled by the same party

Company)

Shenzhen CATIC City Investment Co., Ltd (CATIC City Investment) Controlled by the same party

Chengdu CATIC Property Development Co., Ltd (Chengdu CATIC Property Company) Controlled by the same party

Zhonghang Electronic Measuring Instruments Co., Ltd (Zhonghang Electronic Company) Controlled by the same party

Shenzhen CATIC Theme Real-estate Co., Ltd (CATIC Theme Company) Controlled by the same party

Shenzhen AVIC Training Center (AVIC Training Center) Controlled by the same party

Ganzhou CATIC 9 Square Trading Co, Ltd(Ganzhou 9 Square Company) Controlled by the same party

Jiujiang CATIC City Estate Co, Ltd (Jiujiang CATIC Estate Company) Controlled by the same party

CATIC City Estate (Kunshan) Co, Ltd (Kunshan Company) Controlled by the same party

Shenzhen CATIC Huacheng Real Estate Development Co, Ltd (CATIC Huacheng Controlled by the same party

Company)

Shenzhen CATIC Curtain Co, Ltd (CATIC Curtain Company) Controlled by the same party

CATIC Technical International Development Co, Ltd (CATIC Tech. Development Controlled by the same party

Company)

AVIC Finance Co., Ltd. (AVIC Finance Company) Controlled by the same party

Diao Weicheng Key management member

Xu Dongsheng Key management member

Wang Mingchuan Key management member

Liu Aiyi Key management member

Zhong Sijun Key management member

Cao Zhen Key management member

Huang Yongfeng Key management member

Zhang Hongguang Key management member

Zhang Shunwen Key management member

Wang Yan Key management member

Sui Yong Key management member

Tang Boxue Key management member

Chen Zhuo Key management member

Chen Libin Key management member

Lu Bingqiang Key management member

76

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Name Relationship with the Group

Du Xi Key management member

Lu Wanjun Key management member

Hu Xinglong Key management member

5. Transactions with related parties

(1)Details of related party purchase and sale

①Purchasing goods and receiving services

Related party Type of transaction 2015 2014

Department store

Rainbow Department Store 4,457,644.68 3,549,567.71

expenses

CATIC Property Management Property management 3,236,163.68 1,356,088.67

AVIC Training center Training 107,296.20 146,420.76

CATIC curtain wall engineering co.,

Engineering 198,113.16 -

Ltd.

CATIC Building co., Ltd. Engineering 281,621.61 -

CATIC Technical Development co.,

Engineering 100,000.00 -

Ltd.

CATIC Nanguang co., Ltd. Engineering 163,913.80 -

Shanghai Watch Material purchase 132,051.28 2,554,285.26

AVIC Securities Company Securities underwriting fee 7,250,000.00 -

Zhonghang Electronic Company Processing Charges - 15,068.38

②Selling products and providing services

Related party Type of transaction 2015 2014

Rainbow Department

Product sales and services 81,677,865.75 81,841,738.79

Store

AVIC Product sales 485,755.56 1,075,012.82

Shennan Circuits Material sales 11,668,906.38 24,363,526.18

(2) Lease

①The Group as leaser

Recognized rental income Recognized rental income

Lessee Type of leased assets

in current period in prior period

CATIC Real Estate Company Property 1,569,802.84 1,508,832.00

CATIC Property Property 6,516,962.97 7,282,960.71

Management

AVIC Securities Company Property 1,139,550.00 1,088,430.00

CATIC City Development Property 23,221.94 22,320.00

Company

CATIC Huacheng Company Property 277,419.12 -

CATIC City Real Estate Property 376,300.82 22,320.00

Company

CATIC Guanlan Property Property 92,887.74 89,280.00

77

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

CATIC Changtai Company Property 480,384.00 1,285,632.00

Skytel Hotel Property 4,700,000.00 4,499,900.00

Rainbow Department Store Property 465,520.04 452,800.04

CATIC Jiufang Asset Mgmt Property 363,636.00 363,636.00

Company

CATIC City Investment Property 950,861.29 90,024.00

CATIC Theme Company Property 353,338.00 945,624.00

CATIC Technology

Property - 210,270.00

Shenzhen Company

② The Group as lessee

Lesser Type of leased assets Rental expenses charged in Rental expenses charged in

current period prior period

Ganzhou CATIC Real Estate

Property 1,029,856.96 995,408.16

Company

CATIC Changtai Company Property 208,433.59 -

Jiujiang CATIC Estate

Property 321,880.50 -

Company

Kunshan Company Property 33,272.96 -

Chengdu CATIC Property

Property 1,206.09 816,017.05

Company

(3) Guarantees provided

①The Group as guarantor

Guarantee

Guarantee Amount Effective date Expiring date obligation expired

(Yes/No)

HARMONY Company 2,000,000.00 2015-1-13 2018-1-12 No

HARMONY Company 50,000,000.00 2015-11-20 2018-11-19 No

HARMONY Company 60,000,000.00 2015-12-2 2018-12-1 No

HARMONY Company 100,000,000.00 2015-12-2 2018-8-12 No

Manufacturing

10,000,000.00 2015-8-7 2018-8-7 No

Company

FIYTA Hong Kong 4,189,000.00 2015-3-12 2018-3-14 No

FIYTA Hong Kong 5,026,800.00 2015-4-2 2018-4-1 No

FIYTA Hong Kong 5,864,600.00 2015-7-9 2018-7-8 No

FIYTA Hong Kong 8,378,000.00 2015-8-4 2018-8-3 No

FIYTA Hong Kong 13,404,800.00 2015-9-14 2018-9-13 No

FIYTA Hong Kong 10,053,600.00 2015-9-15 2018-9-14 No

FIYTA Hong Kong 19,269,400.00 2015-9-16 2018-9-15 No

FIYTA Hong Kong 41,890,000.00 2013-7-11 2018-7-11 No

FIYTA Hong Kong 41,890,000.00 2013-8-5 2018-8-5 No

FIYTA Hong Kong 16,756,000.00 2014-1-6 2018-7-11 No

78

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Guarantee

Guarantee Amount Effective date Expiring date obligation expired

(Yes/No)

FIYTA Hong Kong 8,378,000.00 2014-1-27 2018-7-11 No

FIYTA Hong Kong 16,756,000.00 2014-3-3 2019-1-11 No

②The Group as guarantee

Guarantee

Guarantee Amount Effective date Expiring date obligation expired

(Yes/No)

China National

361,928.00 2013-12-24 2018-12-24 No

Aviation Group

China National

5,000,000.00 2014-1-15 2019-6-24 No

Aviation Group

China National

10,000,000.00 2014-9-5 2020-6-24 No

Aviation Group

China National

10,000,000.00 2015-1-8 2020-6-24 No

Aviation Group

China National

20,000,000.00 2015-1-26 2021-6-24 No

Aviation Group

China National

6,000,000.00 2015-5-27 2021-6-24 No

Aviation Group

China National

10,000,000.00 2015-10-28 2021-6-24 No

Aviation Group

China National

7,000,000.00 2015-12-1 2021-12-24 No

Aviation Group

CATIC Technology

400,000,000.00 2013-2-27 2018-8-26 No

Shenzhen Company

HARMONY Company 50,000,000.00 2015-10-23 2018-10-23 No

(4)Related party borrowing

The Group repaid loan of RMB150,000,000 to China National Aviation Group in current year.

(5) Others

The year-end balance of the Group’s cash is RMB1,002,871.65, which is deposited with AVIC Finance

Company. The interests received from the deposit are RMB2,871.65.

(6)Remuneration for key management members

There are 18 key management members in the reporting period and 14 key management members in prior

reporting period. See the following table for detailed remuneration:

Item 2015 2014

Remuneration for key

11,462,400.00 13,818,900.00

management members

6. Receivables from and payables to related parties

(1)Receivables

31/12/2015 31/12/2014

Item Related party

Carrying Bad debt Carrying Bad debt

amount provision amount provision

Accounts Rainbow Department

8,012,826.57 400,641.33 2,134,424.46 106,721.22

receivable Store

Shennan Circuits 1,474,023.97 73,701.20 1,477,311.21 73,865.56

Ganzhou 9 Square

289,621.00 14,481.05 - -

Company

79

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

AVIC 13,500.00 675.00 524,313.00 68,144.58

Chengdu CATIC Property

- - 7,875.00 393.75

Company

Notes receivable Shennan Circuits 5,697,788.08 - 6,162,768.29 -

Rainbow Department

Other receivable 563,140.00 28,157.00 308,001.60 15,400.08

Store

CATIC Property

225,853.69 11,292.68 - -

Management

Ganzhou 9 Square

122,665.60 6,133.28 - -

Company

Chengdu CATIC Property

115,616.40 5,780.82 115,616.40 5,780.82

Company

CATIC Changtai Company 50,000.00 2,500.00 50,000.00 2,500.00

Jiujiang CATIC Estate

50,000.00 2,500.00 - -

Company

Kunshan Company 37,120.00 1,856.00 - -

Ganzhou CATIC Real

- - 172,665.60 14,766.56

Estate Company

(2)Payables

Item Related party 31/12/2015 31/12/2014

Accounts payable Shanghai Watch - 647,691.97

CATIC Real Estate

Advances from customer 133,848.00 -

Company

CATIC Property

Other payables 472,032.00 -

Management

CATIC Real Estate

424,800.00 424,800.00

Company

CATIC City Investment

244,068.00 37,700.00

Company

AVIC Securities Company 187,440.00 187,440.00

CATIC City Real Estate

97,912.32 -

Company

CATIC Huacheng Company 73,819.68 -

CATIC Jiufang Asset Mgmt

60,606.00 60,606.00

Company

Rainbow Department Store 60,000.00 60,000.00

Chengdu CATIC Sunshine

16,492.75 114,648.52

Real Estate Company

CATIC Building Company 9,630.00 -

CATIC City Development

3,960.00 -

Company

AVIC IHL - 150,000,000.00

CATIC Changtai Company - 221,712.00

XI. Commitments and contingencies

1. Significant commitments

(1)Capital commitment

Contract already signed but not yet recognized in the financial

31/12/2015 31/12/2014

statements

80

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Long-term assets construction commitment 112,495,477.39 187,127,768.52

(2)Operating lease commitment

As of the balance sheet date, the irrevocable operating lease contracts signed by the Company are as follows:

The minimum lease payment for irrevocable

31/12/2015 31/12/2014

operating lease:

The 1st year after the balance sheet day 19,070,208.30 28,940,871.89

The 2nd year after the balance sheet day 12,683,143.50 18,388,748.63

The 3rd year after the balance sheet day 6,603,532.25 8,702,855.74

After 3 years 4,116,940.51 3,008,648.97

Total 42,473,824.56 59,041,125.23

(3)Other commitments

As at 31 December, 2015, the Group has no commitment that shall be disclosed.

2. Contingencies

(1)Contingent liabilities and financial influence formed by providing liability guarantee to other units

Refer to Note X. 5(3) for details of external guarantees entered by companies in the scope of consolidation,

and guarantee between parent company and subsidiaries.

(2)As at 31 December 2015, there are no pending actions, external guarantees and other contingencies that

shall be disclosed.

(3)As at 31 December 2015, there is no other contingency that shall be disclosed.

XII. Post balance sheet date events

1. Profit distribution after balance sheet date

Proposed profit distribution or dividend 43,874,488.10

Profit distribution or dividend that was approved and declared 43,874,488.10

The resolution of 2015 profit distribution proposal has been passed on the 6th Board Meeting of the 8th

Board of Directors on 8 March 2016. It proposed to distribute cash dividend of RMB1.00 (tax inclusive) for

every 10 shares held by shareholders based on the total 438,744,881 shares as at 31 December 2015. Cash

dividend that proposed to be distributed amounts to RMB43,874,488.10 The proposal is subject to approval

from Annual General Shareholders’ Meeting.

2. Other events after balance sheet date

(1) The redemption and de-listing of “12 FIYTA Debt” was finished by the Company on 29 February 2016.

According to related articles in “Prospectus of Public Offering of Debenture by FIYTA Holdings Ltd in

2012”, the Company can decide whether to exercise the option of increase coupon rate, callable option or

prepayment option. According to the authorization given by the first extraordinary general meeting in 2012, the

Board of Directors decided to abandon the option of increase coupon rate and callable option and choose to

exercise prepayment option to redeem all “12 FIYTA Debt” that was registered on book on the redemption

registration date. The counterparts are all the holders of “12 FIYTA Debt” that was on the register of China

Securities Depository and Clearing Co., Ltd Shenzhen Branch after close of business on 26 February 2016. The

redemption price was RMB105.04 per debenture (including interests for current period and tax on interests).

81

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

(2) Pursuant to the resolution passed on the 6th Board Meeting of the 8th Board of Directors on 8 March

2016, the Company plans to apply credit facility of no more than RMB 1,800,000,000.00 from banks in form

of guaranteed loan, mortgage loan etc… in 2016. The proposal of credit facility application is subject to

approval from Annual General Shareholders’ Meeting.

(3) Pursuant to the resolution passed on the 6th Board Meeting of the 8th Board of Directors on 8 March

2016, the Company plans to provide guarantee to the Company’s wholly-owned subsidiaries for their

application of credit facility of no more than RMB1,000,000,000.00 in 2016. This credit facility is included in

the total credit facility of RMB1,800,000,000.00 to be applied in 2016 mentioned above. The proposal of credit

facility application is subject to approval from Annual General Shareholders’ Meeting.

(4) Pursuant to the resolution passed on the 6th Board Meeting of the 8th Board of Directors on 8 March

2016, the Company proposed to increase the registered capital of Sales Company by RMB400,000,000.00.

After the increase, the registered capital of Sales Company will reach RMB450,000,000.00.

XIII. Other significant events

ProTop Limited performed deregistration in Hong Kong on 4 December 2015.

XIV. Notes to the parent company’s financial statements

1. Accounts receivable

(1)Accounts receivable by categories:

31/12/2015

Category

Provision for Provision

Amount Percentage% Net amount

bad debts rate %

Receivables that are individually

significant in amount and

provided for bad debt

- - - - -

separately

Receivables provided for bad

debt by portfolio

- - - - -

Incl.: Portfolio of aging - - - - -

Portfolio of specific accounts - - - - -

Subtotal of portfolios - - - - -

Receivables that are individually

insignificant in amount but - - - - -

provided for bad debt separately

Total - - - - -

Accounts receivables disclosed by categories (continued)

31/12/2014

Category

Provision for Provision

Amount Percentage% Net amount

bad debts rate %

Receivables that are individually

significant in amount and

provided for bad debt

- - - - -

separately

Receivables provided for bad

debt by portfolio

82

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

31/12/2014

Category

Provision for Provision

Amount Percentage% Net amount

bad debts rate %

Incl.: Portfolio of aging 11,338,842.00 92.17 566,942.10 5.00 10,771,899.90

Portfolio of specific accounts 963,888.00 7.83 - - 963,888.00

Subtotal of portfolios 12,302,730.00 100.00 566,942.10 4.61 11,735,787.90

Receivables that are individually

insignificant in amount but - - - - -

provided for bad debt separately

Total 12,302,730.00 100.00 566,942.10 4.61 11,735,787.90

Note:

① Accounts receivable that are provided for bad debt based on aging analysis in aging portfolio:

31/12/2015

Aging

Provision for bad

Amount Percentage% Provision rate % Net amount

debts

Within 1 year - - - - -

1 to 2 years - - - - -

2 to 3 years - - - - -

Over 3 years - - - - -

Total - - - - -

(Continued)

31/12/2014

Aging

Provision for bad

Amount Percentage% Provision rate % Net amount

debts

Within 1 year 11,338,842.00 100.00 566,942.10 5.00 10,771,899.90

② among the portfolio, accounts receivable that are provided for bad debt using other methods

Name of portfolio Carrying amount Bad debt provision Accrual rate%

Portfolio of specific

- - -

accounts

(2)Bad debt provisions accrued, received or reversed in the current period

The amount of Bad debt provision reversed is RMB566,942.10 in current period. There was no received bad

debt provision in current period.

2. Other receivables

(1) Other receivables disclosed by categories:

31/12/2015

Category

Percentage Provision Provision

Amount Net amount

% for bad rate %

debts

83

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Other receivables that are

individually significant in amount

- - - - -

and provided for bad debt

separately

Other receivables provided for bad

debt by portfolio

Incl.: Portfolio of aging 551,048.26 0.04 27,552.41 5.00 523,495.85

Portfolio of specific accounts 1,527,233,321.33 99.96 - - 1,527,233,321.33

Subtotal of portfolios 1,527,784,369.59 100.00 27,552.41 0.00 1,527,756,817.18

Other receivables that are

individually insignificant in amount - - - - -

but provided for bad debt separately

Total 1,527,784,369.59 100.00 27,552.41 0.00 1,527,756,817.18

Other receivables disclosed by categories(continued)

31/12/2014

Category

Percentag Provision Provision

Amount Net amount

e% for bad rate %

Other receivables that are debts

individually significant in amount - - - - -

and provided for bad debt

separately

Other receivables provided for bad

debt by portfolio

Incl.: Portfolio of aging 283,905.40 0.02 27,484.97 9.68 256,420.43

Portfolio of specific accounts 1,524,256,691.23 99.98 - - 1,524,256,691.23

Subtotal of portfolios 1,524,540,596.63 100.00 27,484.97 0.00 1,524,513,111.66

Other receivables that are

individually insignificant in amount - - - - -

but provided for bad debt separately

Total 1,524,540,596.63 100.00 27,484.97 0.00 1,524,513,111.66

Note:

① Among the portfolio, other receivables that are provided for bad debt based on aging analysis:

31/12/2015

Aging

Provision for bad

Amount Percentage% Provision rate % Net amount

debts

Within 1 year 551,048.26 100% 27,552.41 5.00 523,495.85

(Continued)

31/12/2014

Aging

Provision for bad

Amount Percentage% Provision rate % Net amount

debts

Within 1 year 254,050.00 89.48 12,702.50 5.00 241,347.50

1 to 2 years 363.07 0.13 36.30 10.00 326.77

2 to 3 years - - - - -

84

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Over 3 years 29,492.33 10.39 14,746.17 50.00 14,746.16

Total 283,905.40 100.00 27,484.97 9.68 256,420.43

② Other receivables that are provided for bad debt using other method

Name of portfolio Carrying amount Bad debt provision Accrual rate%

Portfolio of special

1,527,233,321.33 - -

accounts

(2)Bad debt provision accrued, received or reversed in the current period

The amount of Bad debt provision accrued is RMB67.44 in current period. There was no received bad debt

provision in current period.

(3) Other receivables by nature

Item 31/12/2015 31/12/2014

Related party balances within

1,527,077,899.87 1,523,785,927.87

consolidated scope

Petty cash 155,421.46 620,763.36

Security deposit 64,050.00 64,050.00

Others 486,998.26 69,855.40

Total 1,527,784,369.59 1,524,540,596.63

(4) Accounts receivable due from the top five debtors of the Group are as follows:

Percentage in total Provision

Company name Nature Balance Aging closing balance of for bad

other receivables (%) and

doubtful

HARMONY debts -

Transaction 888,239,075.70 Within 1 year 58.14

Company

Within 1 year

323,127,262.68; 1-2

Sales Company Transaction 538,795,392.91 35.27 -

years

215,668,130.23

Emile Choureit

Shenzhen Transaction 63,376,616.95 Within 1 year 4.15 -

Company

Within 1 year 3,600;

1-2 years

Trading Company Transaction 24,391,573.36 1.60 -

1,560,450.39; 2-3

years 22,827,522.97

Within 1 year

Technology

Transaction 11,127,769.95 11,058,069.95; 1-2 0.73 -

Company

years 69,700

Total 1,525,930,428.87 99.88 -

3. Long-term equity investments

85

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

31/12/2015 31/12/2014

Item

Carrying Impairment Impairment

Book value Carrying amount Book value

amount provision provision

Investment in

770,899,720.00 - 770,899,720.00 730,799,720.00 - 730,799,720.00

subsidiaries

Investment to associated

43,221,572.05 - 43,221,572.05 42,389,759.91 - 42,389,759.91

companies

Total 814,121,292.05 - 814,121,292.05 773,189,479.91 - 773,189,479.91

(1)Investment in subsidiaries

Closing

Impairm balance

Invested units 31/12/2014 Increase Decrease 31/12/2015 ent for

provision impairm

ent

HARMONY provisio

601,307,200.00 - - 601,307,200.00 - n -

Company

Harbin Company 125,000.00 - - 125,000.00 - -

Manufacturing

9,000,000.00 - - 9,000,000.00 - -

Company

Technology Company 10,000,000.00 - - 10,000,000.00 - -

FIYTA Hong Kong 55,367,520.00 40,100,000.00 - 95,467,520.00 - -

Trade Company 5,000,000.00 - - 5,000,000.00 - -

FIYTA Sales

50,000,000.00 - - 50,000,000.00 - -

Company

Total 730,799,720.00 40,100,000.00 - 770,899,720.00 - -

86

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

(2)Investment to joint venture and association

Increase and decrease during the period

Balance of

Investment Cash provision

Balance Balance

Invested income/loss Adjustment dividend for

as at Changes of as at

enterprises recognized of other or profit Provision for impairment

31/12/2014 Addition Reduction other Other 31/12/2015

under the comprehensi announc impairment as at

equity 31/12/2015

equity ve income ed to be

method issued

①Associates

Shanghai Watch 42,389,759.91 - - 831,812.14 - - - - - 43,221,572.05 -

Total 42,389,759.91 - - 831,812.14 - - - - - 43,221,572.05 -

87

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

4. Operating revenue and operating cost

2015 2014

Item

Revenue Cost Revenue Cost

Main businesses 95,422,259.18 14,944,207.19 108,183,860.45 30,576,403.18

Other businesses 12,923.08 8,613.00 - -

Total 95,435,182.26 14,952,820.19 108,183,860.45 30,576,403.18

5. Investment income

Item 2015 2014

Investment income from long-term equity investment measured by 131,388,140.58 88,741,300.42

cost method

Investment income from long-term equity investment measured by

831,812.14 -848,180.21

equity method

Total 132,219,952.72 87,893,120.21

XV. Supplementary information

1. Details of non-recurring gain or loss for the year

Item Year ended Note

31/12/2015

Disposal gain or loss of non-current assets 34,435.32

Overridden approval, or without official approval document, or incidental tax

-

return or exemption

Government grants included in current profit or loss (except for the fixed or

quantitative government grants, enjoyed in a consecutive way, which closely

10,889,579.23

related to the enterprise businesses and according to certain state policies and or

on a nation-wide unified standard)

Charges for the possessions of funds collected from non-monetary enterprises -

Investment cost of subsidiaries, joint venture and cooperative enterprises less

than the profit incurred in identifiable net asset fair value of invested unit when -

investment

Profit and loss of non-monetary assets exchange -

Profit and loss from entrusting others to invest or manage assets -

Asset impairment provision accrued due to force majeure such as natural

-

disasters

Profit and loss of debt restructuring -

Enterprise restructuring expenses, such as expenses for arranging employees,,

-

integrating cost

Profit and loss over fair value part accrued in transactions of unreasonable

-

transaction price

Current net profit and loss of subsidiaries from business combination under

-

common control from the opening period to combination date

Profit and loss incurred contingent matters unrelated to normal operating -

business

88

FIYTA Holdings Ltd.

Notes to the Financial Statements

For the Year Ended 31 December 2015 (all amounts in RMB Yuan unless otherwise stated)

Item Year ended Note

31/12/2015

Except for effective hedging business related to normal operating business,

profit and loss of fair value incurred in financial assets and financial liabilities -

measured at fair value through current profit and loss

Investment profit obtained by disposing financial assets, financial liabilities and

available-for-sale financial assets measured at fair value through current profit -

and loss

Impairment provision reversal of accounts receivable under separate

-

impairment test

Profit and loss obtained in external entrusting loans -

Profit and loss incurred in fair value change of investment real asset

-

subsequently measured in fair value mode

Influence on current profit and loss caused by one-off adjustment according to

-

requirements of laws and regulations about taxation and accounting

Income from trustee fee obtained by trusting operation -

Other non-operating income and expenses other than the above items -17,790.06

Profit and loss items pursuant to the definition of non-recurring profit and loss -

Total non-recurring profit or loss 10,906,224.49

Less:effect of income tax of non-recurring profit or loss 2,645,882.96

Net non-recurring profit or losses 8,260,341.53

Less: effect of non-recurring profit or losses attributable to minority -

shareholders (after tax)

Non-recurring profit or losses attributable to ordinary shareholders of the

8,260,341.53

Company

2. Return on Equity (ROE) and Earnings per share (EPS)

Weighted average EPS

Profit of the reporting period

ROE % Basic EPS Diluted EPS

Net profit attributable to ordinary shareholders of

7.24 0.310 -

the Company

Net profit attributable to ordinary shareholders of

the Company after deducting non-recurring profit 6.75 0.289 -

or loss

FIYTA Holdings Ltd.

10 March 2016

89

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