CSG HOLDING CO., LTD.
ANNUAL REPORT 2015
Chairman of the Board:
ZENG NAN
March 2016
CSG Annual Report 2015
Section I Important Notice, Content and Paraphrase
Board of Directors and the Supervisory Committee of CSG Holding Co., Ltd. (hereinafter referred
to as the Company) and its directors, supervisors and senior executives hereby confirm that there
are no any fictitious statements, misleading statements, or important omissions carried in this report,
and shall take all responsibilities, individual and/or joint, for the facticity, accuracy and
completeness of the whole contents.
Mr. Zeng Nan, Chairman of the Board, CFO Mr. Luo Youming and principal of the financial
department Mr. Ding Jiuru confirm that the Financial Report enclosed in this 2015 Annual Report is
true, accurate and complete.
All directors were present the meeting of the Board for deliberating the annual report of the
Company in person.
This report involves futures plans and some other forward-looking statements, which shall not be
considered as virtual promises to investors. Investors are kindly reminded to pay attention to
possible risks.
The deliberated and approved profit distribution plan in the Board Meeting is: taking total shares of
31 December 2015 as the radix, sending cash dividends of RMB 3.0 (tax included) per 10 shares to
all shareholders, neither bonus shares being sent, nor converting capital reserve into share capital.
Existing industry risk, market risk and exchange rate risk have been well-described in this report,
please found details of the risk factors and countermeasures of future development described in
Section IV Discussion and Analysis of the Management.
This report is prepared both in Chinese and English. Should there be any inconsistency between the
Chinese and English versions, the Chinese version shall prevail.
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CSG Annual Report 2015
Content
Section I. Important Notice, Content and Paraphrase ...................................................................................... 1
Section II. Company Profile & Financial Highlights ......................................................................................... 4
Section III. Overview of the Company’s Business ............................................................................................. 8
Section IV. Discussion and Analysis by the Management .................................................................................11
Section V. Important Events .............................................................................................................................. 34
Section VI. Changes in Shares and Particulars about Shareholders.............................................................. 54
Section VII. Particulars about Directors, Supervisors and Senior Executives and Employees ................... 61
Section VIII. Corporate Governance ................................................................................................................ 69
Section IX. Financial Report ............................................................................................................................. 77
Section X. Documents Available for Reference .............................................................................................. 146
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CSG Annual Report 2015
Paraphrase
Items Refers to Contents
Company, the Company, SG or the Group Refers to CSG Holding Co., Ltd.
Foresea Life Refers to Foresea Life Insurance Co., Ltd.
Ultra-thin electronic glass Refers to The electronic glass with thickness between 0.1~1.1mm
Second-generation energy-saving glass Refers to Double silver coated glass
Third-generation energy-saving glass Refers to Triple silver coated glass
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CSG Annual Report 2015
Section II Company Profile & Financial Highlights
I. Company information
Code for A-share 000012 Code for B-share 200012
Short form for A-share Southern Glass A Short form for B-share Southern Glass B
Listing stock exchange Shenzhen Stock Exchange
Legal Chinese name of the Company 中国南玻集团股份有限公司
Abbr. of legal Chinese name of the Company 南玻集团
Legal English name of the Company CSG Holding Co., Ltd.
Abbr. of legal English name of the Company CSG
Legal Representative Zeng Nan
Registered Add. CSG Building, No.1, the 6th Industrial Road, Shekou, Shenzhen, P. R.C.
Post Code 518067
Office Add. CSG Building, No.1, the 6th Industrial Road, Shekou, Shenzhen, P. R.C.
Post Code 518067
Internet website www.csgholding.com
E-mail securities@csgholding.com
II. Person/Way to contact
Secretary of the Board Representative of security affairs
Name Zhou Hong Ma Limei
CSG Building, No.1 of the 6th Industrial CSG Building, No.1 of the 6th Industrial
Contacts add.
Road, Shekou, Shenzhen, P. R.C. Road, Shekou, Shenzhen, P. R.C.
Tel. (86)755-26860666 (86)755-26860666
Fax. (86)755-26860685 (86)755-26860685
E-mail securities@csgholding.com securities@csgholding.com
III. Information disclosure and preparation place
Newspapers for information disclosure Securities Times, China Securities Journal and Hong Kong Comercial Daily
Website assigned by CSRC to release the
www.cninfo.com.cn
annual report
The place for preparation of the annual report Department of Securities Affairs
IV. Registration changes of the Company
Organization code Unified social credit code: 914403006188385775
Changes of main business since listing (if
No changes
applicable)
Previous changes for controlling shareholders
No changes
(if applicable)
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CSG Annual Report 2015
V. Other relevant information
CPA firm engaged by the Company
Name of CPA firm PricewaterhouseCoopers Zhong Tian LLP
Offices add. for CPA firm 11/F, PricewaterhouseCoopers Center., 202 Hubin Road. Shanghai, P.R.C.
Signing Accountants Yao Wenping, Liu Jingping
Sponsor institute engaged by the Company for performing continuous supervision duties in the report period
□ Applicable √ Not applicable
Financial consultant engaged by the Company for performing continuous supervision duties in the report period
□ Applicable √ Not applicable
VI. Main accounting data and financial indexes
Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting
error correction or not
□Yes √ No
Changes over last
2015 2014 2013
year (%)
Operating income (RMB) 7,430,889,111 7,044,502,645 5.48% 7,733,796,114
Net profit attributable to shareholders of the listed
624,753,110 873,653,030 -28.49% 1,535,929,739
company (RMB)
Net profit attributable to shareholders of the listed
company after deducting non-recurring gains and 299,683,946 438,889,847 -31.72% 605,966,975
losses (RMB)
Net cash flow arising from operating activities
1,092,832,497 1,406,259,210 -22.29% 1,698,867,535
(RMB)
Basic earnings per share (RMB/Share) 0.30 0.42 -28.57% 0.74
Diluted earnings per share (RMB/Share) 0.30 0.42 -28.57% 0.74
Weighted average ROE (%) 7.70% 10.61% -2.91% 20.52%
As at 31 Dec. Changes over the As at 31 Dec.
As at 31 Dec. 2015
2014 end of last year 2013
Total assets (RMB) 15,489,600,160 15,116,808,305 2.47% 15,078,866,777
Net assets attributable to shareholders of the listed
7,874,310,997 8,348,561,765 -5.68% 8,047,894,139
company (RMB)
VII. Difference between accounting data under domestic and overseas accounting standards
1. Differences of the net profit and net assets disclosed in financial report prepared under international and
Chinese accounting standards
□ Applicable √ Not applicable
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CSG Annual Report 2015
No such differences in the report period.
2. Difference of the net profit and net assets disclosed in financial report prepared under overseas and
Chinese accounting standards
□ Applicable √ Not applicable
No such differences in the report period.
VIII. Financial highlights by quarter
Unit: RMB
Q1 Q2 Q3 Q4
Operating income 1,539,206,800 1,783,832,702 2,054,090,445 2,053,759,164
Net profit attributable to shareholders of the listed
82,201,310 123,566,034 188,302,026 230,683,740
company
Net profit attributable to shareholders of the listed
29,979,957 34,287,726 68,952,564 166,463,699
company after deducting non-recurring gains and losses
Net cash flow arising from operating activities 37,738,405 314,825,415 328,582,068 411,686,609
Whether there are significant differences between the above-mentioned financial index or its total number and the relevant financial
index disclosed in the company’s quarterly report and semi-annual report or not
□Yes √ No
IX.Items and amounts of extraordinary gains/losses
√Applicable □ Not applicable
Unit: RMB
Item 2015 2014 2013 Note
Gains/losses from the disposal of non-current asset (including
2,441,151 -17,722,782 -136,459,236 --
the write-off that accrued for impairment of assets)
Governmental subsidy reckoned into current gains/losses (not
including the subsidy enjoyed in quota or ration according to
81,013,548 90,223,936 115,138,161 --
national standards, which are closely relevant to enterprise’s
business)
Gains on disposal of available-for-sale financial assets, gains
and losses from change of fair values of held-for-transaction
financial assets and financial liabilities except for the
effective hedge business related to normal business of the 195,859,395 7,010,790 432,000 --
Company, and investment income from disposal of
transactional financial assets and liabilities and financial
assets available for sale
Other non-operating income and expenditure except for the
33,268,175 14,816,694 85,892,326 --
aforementioned items
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CSG Annual Report 2015
Other gains/losses satisfied definition of extraordinary profit
100,146,152 389,101,151 926,639,137 --
(gains)/loss
Less: Impact on income tax 86,288,731 20,318,806 48,004,628 --
Impact on minority shareholders’ equity (post-tax) 1,370,526 28,347,800 13,674,996 --
Total 325,069,164 434,763,183 929,962,764 --
Explain reasons for the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for
Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss
according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies
Offering Their Securities to the Public --- Extraordinary Profit/loss,
√Applicable □ Not applicable
Item Amount involved (RMB) Reason
Mainly because investment income of RMB 100,079,340 was
Other gains/losses satisfied
confirmed for sales of 73.58% equity of Yichang CSG Photoelectric
definition of extraordinary 100,146,152
Glass Co., Ltd., and RMB 66,812 for sales of 51% equity of CSG
gains and losses
(Australia) Co., Ltd.
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CSG Annual Report 2015
Section III Overview of the Company’s Business
I. Main business of the Company in the report period
CSG Group devotes to energy-saving and renewable energy business. “Providing energy-saving glass and renewable energy products
to the community” is the long-term development strategy for CSG. CSG’s main business scope covers manufacture and sales of flat
glass, architectural energy-saving glass, polysilicon materials, PV modules, new materials like ultra-thin electronic glass and other
high-tech products. The Company currently has three pillar businesses, including flat glass, architectural glass, and solar energy
industry, details of which are as follows:
Flat glass industry
As the only domestic enterprise that possesses the independent intellectual property of high-grade float glass technique, CSG Group
now has10 float glass production lines representing the most advanced technology in domestic market, 2 solar rolled glass production
lines, 2 ultra-thin electronic glass production lines (one of which owned by Yichang CSG Photoelectric Glass Co., Ltd., a
wholly-owned subsidiary of Shenzhen CSG Display Technology Co., Ltd. which is a joint-stock company of CSG with 44.7% equity
held by CSG at present), and one high-performance ultra-thin glass production line. The annual capacity of various high-grade float
glass has reached more than 2.2 million tons, the annual capacity of solar rolled glass has reached over 0.4 million tons, the annual
capacity of ultra-thin electronic glass has reached over 60,000 tons, and the annual capacity of high-performance ultra-thin electronic
glass is 12 million square meters. The Company owns quartz sand raw material bases in Jiangyou, Sichuan Province and Yingde,
Guangdong Province. The production bases for flat glass, solar glass and ultra-thin glass of the Company located in Dongguan,
Chengdu, Langfang, Wujiang, Xianning, and Yichang, which can produce various colors of high-grade float glass with thickness
from 1.1mm to 25mm and ultra-clear float glass, as well as ultra-thin electronic glass with thickness from 0.2mm to 1.1mm. Those
products are widely used in high-grade buildings, decoration and furniture, mirror, automotive windshield, scanner, copier, PDP TV,
rear-projection television, display devices and solar energy field, each performance indicator of which has reached domestic
advanced level.
In the flat glass industry, the Company always adheres to innovation, transformation and upgrading, and further enhances the
profitability of flat glass industry by improving its differential management ability. In 2015, the second-line (700T / D) technological
transformation project of the subsidiary Chengdu CSG was successfully completed, which was the furtherance of the implementation
of upgrading and transformation strategy for CSG’s float glass industry. Meanwhile, the Company made use of its technical
advantages accumulated in the production of float glass and fine glass to prioritize the development of ultra-thin electronic glass. In
2015, the Company’s Qingyuan high-performance ultra-thin glass project officially started and entered into the trial operation stage.
Along with ultra-thin glass production lines built and put into operation one after another, the Company will become the ultra-thin
electronic glass supplier with the most diversified products in this field.
Architectural glass industry
As the nation's largest supplier of high-grade engineering and architectural glass, CSG Group has five architectural and
energy-saving glass processing centers which are located in Tianjin, Dongguan, Xianning, Wujiang, and Chengdu. The Company
possesses the world's most advanced glass deep-processing equipments and testing instruments, and its products cover all kinds of
architectural glass. R&D and use of coating technology of the Company keep pace with the world. The Company has successively
developed the second generation and the third generation energy-saving glass products with continuous improving energy-saving
effect and its high-quality, energy-saving LOW-E insulating glass has occupied more than 55% of the domestic high-end market. At
present, the Company’s LOW-E coated insulating glass has reached annual capacity of more than 13.2 million square meters. The
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CSG Annual Report 2015
Company continues to launch differentiated new products by taking good use of its advantage in coating technology and actively
promote them.
The Company’s quality management system for engineering and architectural glass has been respectively approved by organizations
of UK AOQC and Australia QAS. The product quality which meets the national standards of the US, the UK and Australia, helps
CSG frequently win in the international tendering and bidding. Since 1988, CSG's engineers and technicians have been continuously
participating in the formulation and compilation of various national standards and industry standards. Various high-quality
architectural glass of the Company has been used in many landmark buildings at home and abroad, such as Beijing Capital
International Airport, CCTV, Shanghai Oriental Fisherman's Wharf, Shenzhen KingKey100 Building, Ping An International Finance
Centre, Hangzhou International Airport, Chengdu International Finance Centre, Hong Kong Four Seasons Hotel, Hilton Hotel at
Melbourne Airport, Tokyo Tallest Building, International Centre of Abu Dhabi.
Solar energy industry
The Company has built a solar PV industry chain from raw material production of polycrystalline silicon to silicon wafers, solar cells,
solar modules, and solar ultra-clear rolled glass, and further extends to the terminal application filed of investing and developing
solar photovoltaic power plants.
In June 2014, polycrystalline silicon production line was officially put into commercial operation after comprehensive upgrading and
transformation, the operation of each system was stable overall, the production capacity increased to 6,000 tons, the cost of
production substantially declined, the product quality obviously increased, and the technology reached the international advanced
level which could realize the production of electronic grade polycrystalline silicon. Electronic grade polycrystalline silicon is an
important raw material of integrated circuits, the R&D for electronic grade polycrystalline silicon has been identified as the major
projects of national science and technology development and the top priority in technological development in accordance with
"National Long-term Scientific and Technological Development Planning Outline(2006-2020)". To take the initiative in the field of
electronic grade polysilicon products, the Company is currently planning for comprehensive utilization of existing resources, further
increasing the production capacity of polycrystalline silicon to 12,000 tons per year, including 2,500 tons of electronic grade
polycrystalline silicon. In the aspect of silicon wafers, the Company's wafer production capacity has reached 1GW after the
production expansion, and the technological research and development, production and product quality of silicon wafers are in a
leading position in China. The Company is currently planning for further production expansion by increasing 500MW to achieve the
production capacity of 1.5GW polycrystalline silicon wafers. At the same time, the Company’s solar energy division has successfully
developed and produced high-power solar cell modules and is planning to expand the capacity of cells to 350MW from its current
designed capacity of 200MW. The implementation of above investment plans helps to enhance the anti-risk capability of CSG’s PV
industry chain, and promote balanced, rapid and healthy development of CSG’s PV industry chain.
In 2015, the Company established a wholly-owned subsidiary, Shenzhen CSG PV Energy Co., Ltd., the main business of which is to
invest and develop solar photovoltaic power plants. By setting PV Energy company, the Company can take full advantage of the solar
energy industry to boost its healthy development and further improving the industry chain of solar energy business by extending
CSG’s solar energy industry to high value-added field of terminal applications. At present, the Company has completed the
photovoltaic power generation projects in its subsidiaries in Wujiang, Dongguan, Xianning, and Chengdu, the total PV power
generation capacity has nearly reached 80MW. The Company plans to invest and construct photovoltaic power plants during
2016-2017, of which 200MW will be built by itself and 140MW by cooperating with Kibing Group. The development of the
Company’s PV power plant business will not only create new incomes and profit growth points for the Company but also enhance
the Company’s comprehensive competitiveness in this field.
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CSG Annual Report 2015
II. Major changes in main assets
1. Details of major changes in main assets
Main assets Note of major changes
Equity assets No major changes.
Fixed assets No major changes.
Intangible assets No major changes.
Construction in progress of the Company decreased 30.77%, which mainly because
Construction in progress
construction in progress was transferred to fixed assets.
2. Main overseas assets
□ Applicable √ Not applicable
III. Core Competitiveness Analysis
① The Company currently has created complete industrial chains in the industries it involved, which has complementary advantage.
In glass industry, the Company has built the industry chain as quartz sand → high quality float glass → architectural energy-saving
glass. In the solar energy industry, the Company has finished the comprehensive construction of industry chain from high purity
polycrystalline silicon materials, silicon wafer processing to cell and its module, photovoltaic rolled glass, etc. and extended to
terminal application of PV power plant.With the improvement of technology in the chains, the industrial advantages emerged.
② The Company possesses a complete industry layout. At present, the Company has established large production bases in China
located in North, East, West, South and Central region, which help the Company be better close to the market and serve the market.
③ The Company has capability of technology innovation and product innovation. It owns independent intellectual property rights of
high-end float glass production process. The technology level of ultra-thin electronic glass is in the leading position in China. The
Company also keeps its R&D and production of energy-saving glass in line with the world’s advanced level, and its technique and
technology in the field of solar energy keep leading position in domestic market.
④The Company possesses high anti-risk capability. It has a perfect internal control system with sound performance carried out.
Meanwhile, the management and control ability of account receivable and inventory stand in a high level within the industry.
⑤ CSG's core competitiveness also comes from the aggressive, innovative, professional, experienced management team and
technical backbone team. Based on the perfect corporate governance structure, standardized management system and business
philosophy of high-end product line and quality consciousness, the Company constantly formulates mechanism and strictly controls
the operating risk, laying a solid foundation for company’s rapid sustainable development.
During the report period, the Company's core competitiveness remained strong.
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CSG Annual Report 2015
Section IV Discussion and Analysis by the Management
1. Introduction
In 2015, the world economic growth was lower than that was widely expected, the economic growth of emerging markets and
developing economies accelerated decline, the economic growth of the countries differentiated obviously, and the global economic
situation was extremely complicated. China’s economy entered into a shift phase of economic growth and the economic downward
trend was obvious. The real economy, especially the traditional manufacturing industries were facing enormous difficulties, most of
the industrial markets were facing demand saturation and serious overcapacity, and the road to reduce production capacity and adjust
structure was long and harsh.
Year of 2015 was also an extraordinary year in the development course of CSG, the Company not only faced with the continued
downturn of external economic environment and market environment, but also experienced a significant change of equity structure.
In this complex and changeable environment, CSG's management team insisted on the professional spirit of professional managers,
continued to adhered to the professional ethics of "Loyalty and Integrity, Diligence and Conscientiousness", carried forward the
enterprise spirit of "Realistic and Innovative, United and Efficient", removed various negative interference and influence, promoted
the steady and progress of various work, and got outstanding achievement. In 2015, the Company realized operating revenue of RMB
7,430.89 million, with a year-on-year increase of RMB 386.39 million and growth rate of 5.48%. The net profit attributable to parent
company was RMB 624.75 million, with a year-on-year decrease of RMB 248.90 million and decreasing amplitude of 28.49%. After
deducting extraordinary profits and losses, the net profit was RMB 299.68 million, with a year-on-year decrease of RMB139.21
million and decline rate of 31.72%.
In 2015, affected by adjustment of real estate and overcapacity, the operating pressure on float glass industry became more and more
intensified. As the price of float glass keeping downside and the cost retaining upside, the whole industry was in the state of deficit.
Solar glass was also faced with the pressure of overcapacity and price decline. To cope with the unfavorable market environment, flat
glass division of the Company actively explored the way to upgrade the production lines which were stopped production and
continued to reinforce cost control, energy saving, and promote the manufacture and sales of differentiated and high-grade products.
In 2015, flat glass division realized revenue of RMB 3,631.95 million with a year-on-year decrease of 1.01%, and book profit of
RMB 114.60 million with a year-on-year decline of 51.02%.
The downward pressure on market demand of architectural glass became visible affected by the adjustment of property market,
leading to relatively great decline in product price. To cope with the downward pressure of the market, architectural glass division
further strengthened management and proactively promoted the sales of differentiated products. In 2015, architectural glass division
realized sales revenue of RMB 2,957.35 million, with a year-on-year decrease of 3.16%, and book net profit of RMB 400.13 million,
with a year-on-year decrease of 22.21%.
In 2015, along with the increasing pressure of energy saving and emission reduction and tackling climate change, the country
increased investment and policy supports to clean energy. Photovoltaic power generation market gradually got out of sluggish state.
The solar energy division of the Company promptly seized the market opportunities, actively explored the market and expanded the
production capacity of profitable products. In 2015, the solar energy division realized sales revenue of RMB 1,584.48 million, with a
year-on-year increase of 43.66% and book profit of RMB 82.58 million, with a year-on-year increase of 44.00%.
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CSG Annual Report 2015
II. Main business analysis
1. Overview
Unit: RMB
Items 2015 2014 Range of Change Analysis of reasons
Operating income 7,430,889,111 7,044,502,645 5.48% mainly due to the increase of sales volume
Operating costs 5,824,792,630 5,323,219,390 9.42% mainly due to the increase of sales volume
Sales expenses 283,369,323 265,720,355 6.64% mainly due to the increase of transport charges
mainly due to the increase of research and
Administration expenses 672,697,939 597,772,089 12.53%
development expense
mainly because the Company enhanced the R &
Including:R&D expenses 231,328,258 182,975,076 26.43%
D investment
Financial expenses 278,687,176 231,531,434 20.37% mainly due to the increase of borrowing
Net cash flow arising mainly due to the increase of accounts
1,092,832,497 1,406,259,210 -22.29%
from operating activities receivable
Net cash flow arising mainly because the cash paid for the
-578,218,613 -899,601,189 -35.73%
from investment activities construction of fixed assets decreased
Net cash flow arising
-100,083,486 -626,284,428 -84.02% Mainly due to the increase of bank loan
from financing activities
Review on the previous development strategy and business plan and its progress during the report period
During the report period, the Company launched the development strategy and business plan smoothly:
1. As all industries of the Company were facing severe overcapacity, how to vitalize the assets and seek a breakthrough by
innovation in the existing industries was the key for the Company to break out in the adversity. Flat glass division made use of the
technical advantage accumulated in the production of float glass and fine glass and took ultra-thin electronic glass as a breakthrough
in the traditional industry. At present, the Company has built three ultra-thin glass production lines, of which, the ultra-thin glass
production line of Hebei Panel Glass created profits of nearly RMB 30 million for the Company in 2015. Although the decline was
relatively large because of the increasing market competition, ultra-thin electronic glass could still be regarded as a highlight in the
situation that the flat glass industry was generally in loss.Yichang PV production line successfully produced ultra-thin glass with
thickness of 0.55mm, 0.4mm, 0.33mm, and 0.20mm. Qingyuan high-alumina glass production line was being debugged. With the
commissioning of this project, the Company will also become the supplier with the most abundant ultra-thin electronic glass product
lines in the ultra-thin glass field and the production of ultra-thin glass will promote the Company’s innovation in traditional industry
to a new height. The division actively optimized the product structure of solar glass, increased the proportion of coating products, the
output of which accounted for more than 60% of total output, rose by 46% on a year-on-year basis, and the profitability of solar glass
was improved effectively. In face of the unfavorable market environment, architectural glass division continued to introduce
differentiated new products and actively promote. In 2015, the output of triple silver insulating glass products increased by 21% on a
year-on-year basis, and the output of ultra-clear double silver products increased by 13.32% on a year-on-year basis. The
differentiated products with continuous innovation enhanced the anti-risk capability of architectural glass division. The solar industry
coped with the trough of industry with technological innovation. R&D and production of efficient silicon wafer took the leading
position in domestic market. The stable photoelectric conversion efficiency of cells made by N series efficient silicon wafer was
around 17.85% which were adequately approved by the market. Polysilicon technological transformation project was completed and
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CSG Annual Report 2015
put into operation, and the production cost dropped dramatically. Relying on independent innovation, the Company's solar industry
gained new vitality.
2. Because of the increasingly complex economic and market environment, the Company paid more attention to control the pace of
investment and avoid market risks. In 2015, Yichang ultra-thin electric glass projects officially entered into commercial production,
and Qingyuan high-performance ultra-thin glass project also entered into trial operation. Along with the successive completion and
commissioning of these projects, the Company’s strategy of seeking for breakthrough and development for the traditional field
through industry upgrading was emerging. In order to take full advantage of the Company’s solar energy industry to boost the
healthy development of solar energy industry, the Company established Shenzhen CSG PV Energy Co., Ltd. in 2015 which extended
CSG PV industry to high value-added field of terminal utilization, further improved the industry chain of the Company's solar
business, and created new revenue and profit growth for the Company. The constant improvement of industrial distribution and the
completion of industrial upgrading laid a solid foundation for the future development of all industries of the Company. In 2015, the
Company launched a private placement program which planned to raise funds through capital market so as to promote the upgrading
and development of its existing industries. The raised funds will be invested in high-alumina ultra-thin glass project and electronic
grade polycrystalline silicon project.
3. The Company constantly took the route of differential operation and industry upgrading relying on R&D and technological
innovation. Therefore, it founded Development Research Institute to coordinate its development of the divisions and continued to
strengthen R&D system and establishment of R&D ability. According to incomplete statistics, sales revenue of new products in 2015
accounted for 16% of total sales revenue. The Company totally submitted 107 patent applications, of which 56 applications were
invention patents, accounting for 52.3% of total applications in 2015. At present, the Company has totally submitted 619 patent
applications, and has obtained 315 patents. The Group totally has 85 invention patents, accounting for 26.98% of the patents.
4. Confronted with the tough economic environment and market conditions, the Company used lean management as an important
means to keep its profitability. The Company continued to improve capacity utilization rate and fully tap the potential of energy
saving and cost reducing in the process of production so as to effectively control the cost. At the same time, the Company has done a
lot for energy integrated management. In 2015, waste heat power generation of the Company amounted to approximately 160 million
kwh with a year-on-year growth of 6.89%, and PV power generation amounted to approximately 61 million kwh with a year-on-year
growth of 43.5%, reducing cost of electricity of RMB 170 million in total.
5. Under the complex and changeable market environment, financial risk prevention is particularly important. In order to avoid
financial risks effectively, the Company continued to enhance working capital management, improving the utilization efficiency of
funds through reducing occupation of funds. With the joint efforts from subsidiaries, the Company’s accounts receivable turnover
period was 19 days, and inventory turnover period was 23 days which represented a relatively satisfying performance among the
whole industry despite of the extremely severe operation condition. In 2015, the Company founded a company named”Shenzhen
CSG Financial Leasing Co., Ltd., to carry out financial leasing business by taking full advantage of the geographic location
superiority of Shenzhen Qianhai Free Trade Zone and its strong support for financial innovation service. This kind of business not
only reduced the Company’s financing cost, but also made new profitable opportunities for the Company.
6. In view of the complexity of external economic environment, in 2015, the Company further strengthened internal control and
internal audit. Based on the detailed analysis on various risk factors faced by the Company in production and operation, the internal
control department of the Company further improved and optimized the internal control system, intensified the risk management,
promoted the management efficiency, strengthened the process management of various production and management, and increased
the frequency, strength and depth of internal control evaluation. The Company’s internal audit department not only continued to
strengthen the audit to day-to-day operations of the subsidiary companies but also intensified audit and investigation on contract
execution and customer satisfaction, so as to prevent various kinds of operation risks effectively.
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CSG Annual Report 2015
2. Revenue and cost
(1) Constitute of operation revenue
Unit: RMB
2015 2014 Increase/decr
Amount Ratio in operation revenue Amount Ratio in operation revenue ease y-o-y
total of operating income 7,430,889,111 100% 7,044,502,645 100% 5.48%
According to industries
Flat glass 3,631,946,788 48.88% 3,669,132,789 52.09% -1.01%
Architectural glass 2,957,350,171 39.80% 3,053,756,832 43.35% -3.16%
Solar energy 1,584,478,216 21.32% 1,102,946,705 15.66% 43.66%
Amount of unutilized -742,886,064 -10.00% -781,333,681 -11.10% -4.92%
According to products
Flat glass 3,631,946,788 48.88% 3,669,132,789 52.09% -1.01%
Architectural glass 2,957,350,171 39.80% 3,053,756,832 43.35% -3.16%
Solar energy 1,584,478,216 21.32% 1,102,946,705 15.66% 43.66%
Amount of unutilized -742,886,064 -10.00% -781,333,681 -11.10% -4.92%
According to region
Mainland China 6,782,706,262 91.28% 6,404,516,048 90.92% 5.91%
H.K. China 33,763,014 0.45% 33,952,873 0.48% -0.56%
Europe 77,847,670 1.05% 132,787,154 1.88% -41.37%
Asia (excluding Mainland
440,216,997 5.92% 304,252,167 4.32% 44.69%
China and H.K.)
Australia 53,640,585 0.72% 85,052,465 1.21% -36.93%
North America 34,437,909 0.46% 81,199,816 1.15% -57.59%
Other region 8,276,674 0.12% 2,742,122 0.04% 201.83%
(2) List of the industries, products or regions exceed 10% of the operating income or operating profits of
the Company
√Applicable □ Not applicable
Unit: RMB
Increase/decrease Increase/decrease Increase/decrease
Operating Gross profit
Operating cost of operating of operating cost of gross profit
revenue ratio
revenue y-o-y y-o-y ratio y-o-y
According to industries
14
CSG Annual Report 2015
Flat glass 3,631,946,788 3,150,204,145 13.26% -1.01% 0.96% -1.69%
Architectural glass 2,957,350,171 2,084,007,187 29.53% -3.16% 0.07% -2.27%
Solar energy 1,584,478,216 1,333,373,984 15.85% 43.66% 47.46% -2.17%
Amount of unutilized -742,886,064 -742,792,686 -- -- -- --
According to products
Flat glass 3,631,946,788 3,150,204,145 13.26% -1.01% 0.96% -1.69%
Architectural glass 2,957,350,171 2,084,007,187 29.53% -3.16% 0.07% -2.27%
Solar energy 1,584,478,216 1,333,373,984 15.85% 43.66% 47.46% -2.17%
Amount of unutilized -742,886,064 -742,792,686 -- -- --
According to region
Mainland China 6,782,706,262 5,327,667,254 21.45% 5.91% 9.80% -2.79%
Under the circumstances that the statistical standards for the Company’s main business data adjusted in the report period, the
Company's main business data in the recent year is calculated based on adjusted statistical standards at the end of the report period
□ Applicable √ Not applicable
(3) Whether the Company’s goods selling revenue higher than the service revenue
Whether the Company’s goods selling revenue higher than the service revenue
√Yes □ No
Unit: RMB
Industries Item 2015 2014 Increase/decrease y-o-y (%)
Sales volume 3,585,022,000 3,618,711,310 -0.93%
Flat glass Output 3,092,986,887 3,097,562,963 -0.15%
Stock 63,404,724 95,196,551 -33.40%
Sales volume 2,923,961,268 3,028,041,544 -3.44%
Architectural glass Output 2,042,473,768 2,052,558,769 -0.49%
Stock 39,698,597 52,710,420 -24.69%
Sales volume 1,539,398,724 1,087,053,989 41.61%
Solar energy Output 1,345,546,767 899,703,806 49.55%
Stock 66,747,139 18,469,741 261.39%
Reasons for y-o-y relevant data with over 30% changes
√Applicable □ Not applicable
In the report period, all the output, sales volume, and stock of solar energy industry increased beccauce Yichang Polysilicon began
normal operation and the output and sales volume of silicon wafer creased.
15
CSG Annual Report 2015
(4) Fulfillment of significant sales contracts signed by the Company up to the report period
□ Applicable √ Not applicable
(5) Constitute of operation cost
Industry classification
Unit: RMB
2015 2014
Increase/decrease
Industry Item Ratio in operation Ratio in operation
Amount Amount y-o-y
cost cost
Raw material 1,164,260,011 37.26% 1,150,497,379 37.20% 1.20%
Labor wages 190,227,889 6.09% 160,023,845 5.17% 18.87%
Flat glass
Depreciation 328,038,344 10.50% 312,546,188 10.11% 4.96%
Energy 1,345,209,260 43.05% 1,342,693,325 43.42% 0.19%
Other 97,043,210 3.11% 126,859,577 4.10% -23.50%
Raw material 1,358,759,944 66.10% 1,358,376,961 65.95% 0.03%
Architectural Labor wages 248,355,111 12.08% 234,838,620 11.40% 5.76%
glass Depreciation 200,592,752 9.76% 190,722,576 9.26% 5.18%
Energy 184,309,591 8.97% 186,885,094 9.07% -1.38%
Other 63,468,194 3.09% 88,917,528 4.32% -28.62%
Raw material 605,417,195 46.67% 414,819,155 46.56% 45.95%
Labor wages 135,524,377 10.45% 69,420,188 7.79% 95.22%
Solar energy
Depreciation 186,248,221 14.36% 116,261,630 13.05% 60.20%
Energy 330,547,579 25.48% 266,292,039 29.89% 24.13%
Other 39,531,997 3.05% 24,102,063 2.71% 64.02%
Product classification
Unit: RMB
2015 2014
Increase/decrease
Product Item Ratio in operation Ratio in operation
Amount Amount y-o-y
cost cost
Raw material 1,164,260,011 37.26% 1,150,497,379 37.20% 1.20%
Labor wages 190,227,889 6.09% 160,023,845 5.17% 18.87%
Flat glass
Depreciation 328,038,344 10.50% 312,546,188 10.11% 4.96%
Energy 1,345,209,260 43.05% 1,342,693,325 43.42% 0.19%
Other 97,043,210 3.11% 126,859,577 4.10% -23.50%
16
CSG Annual Report 2015
Raw material 1,358,759,944 66.10% 1,358,376,961 65.95% 0.03%
Architectural Labor wages 248,355,111 12.08% 234,838,620 11.40% 5.76%
glass Depreciation 200,592,752 9.76% 190,722,576 9.26% 5.18%
Energy 184,309,591 8.97% 186,885,094 9.07% -1.38%
Other 63,468,194 3.09% 88,917,528 4.32% -28.62%
Raw material 605,417,195 46.67% 414,819,155 46.56% 45.95%
Labor wages 135,524,377 10.45% 69,420,188 7.79% 95.22%
Solar energy
Depreciation 186,248,221 14.36% 116,261,630 13.05% 60.20%
Energy 330,547,579 25.48% 266,292,039 29.89% 24.13%
Other 39,531,997 3.05% 24,102,063 2.71% 64.02%
Note
Nil
(6) Whether the consolidated scope changed during the report period
√Yes □ No
The new-established subsidiaries which were incorporated into the scope of the consolidation were Shenzhen CSG Financial Leasing
Co., LTD and Shenzhen CSG Photovoltaic Energy Co., LTD.
The subsidiaries which were no longer included in the scope of the consolidation were China (Australia) Southern Glass Co., LTD
and Yichang CSG Photovoltaic Glass Co., LTD.
Details can be found in the ninth section of financial statements, note eight “change of the scope of the consolidation” of the
consolidated financial statement.
(7)Major changes or adjustment in business, product or service of the Company in the report period
□ Applicable √ Not applicable
(8)Major customers and major suppliers
Major customers of the Company
Total sales to the top five customers (RMB) 1,241,648,415
Proportion in total annual sales volume for top five customers 16.70%
Information of the top 5 customers of the Company
Serial Name Sales (RMB) Proportion in total annual sales
1 Customer A 286,197,313 3.85%
2 Customer B 263,337,819 3.54%
3 Customer C 251,500,647 3.38%
4 Customer D 231,326,423 3.11%
17
CSG Annual Report 2015
5 Customer E 209,286,213 2.82%
Total -- 1,241,648,415 16.70%
Other statement of main customers
□ Applicable √ Not applicable
Major suppliers of the Company
Total purchase amount from the top five suppliers (RMB) 1,054,054,097
Proportion in total annual purchase amount for top five suppliers 21.67%
Information of the top 5 suppliers of the Company
Serial Name Sales (RMB) Proportion in total annual purchase
1 Supplier A 331,278,987 6.81%
2 Supplier B 240,238,293 4.94%
3 Supplier C 206,943,692 4.25%
4 Supplier D 153,177,601 3.15%
5 Supplier E 122,415,524 2.52%
Total -- 1,054,054,097 21.67%
Other statement of main suppliers
□ Applicable √ Not applicable
3. Expenses
Unit: RMB
2015 2014 Increase/decrease y-o-y Note of major changes
Sales expense 283,369,323 265,720,355 6.64% --
Management expense 672,697,939 597,772,089 12.53% --
Financial expense 278,687,176 231,531,434 20.37% --
4. R&D expenses
√Applicable □ Not applicable
The Company always emphasizes research and development of new products, new technology and new craft, and R & D aims to
close to the market, production and industry.
R&D investment of the Company
2015 2014 Ratio of change
Number of R & D personnel (person) 162 160 1.25%
Ratio of number of R&D personnel 1.54% 1.53% 0.01%
Amount of R & D investment (RMB) 239,933,028 208,137,482 15.28%
Ratio of the R&D investment to the operating income 3.23% 2.95% 0.28%
18
CSG Annual Report 2015
Amount of the capitalized R&D investment (RMB) 0 17,368,060 -100%
Ratio of the capitalized R&D investment to the R&D investment 0 8.34% -8.34%
Reason of remarkable changes over the last year of the ratio of the total R&D investment amount to the operating income
□ Applicable √ Not applicable
Reason of substantial change of the ratio of the R&D investment capitalization and its reasonable explanation
□ Applicable √ Not applicable
5. Cash flow
Unit: RMB
Item 2015 2014 Increase/decrease y-o-y
Subtotal of cash in-flow from operation activity 8,317,704,132 8,272,984,129 0.54%
Subtotal of cash out-flow from operation activity 7,224,871,635 6,866,724,919 5.22%
Net cash flow from operation activity 1,092,832,497 1,406,259,210 -22.29%
Subtotal of cash in-flow from investment activity 850,143,142 1,073,874,633 -20.83%
Subtotal of cash out-flow from investment activity 1,428,361,755 1,973,475,822 -27.62%
Net cash flow from investment activity -578,218,613 -899,601,189 -35.73%
Subtotal of cash in-flow from financing activity 6,989,696,220 5,040,721,840 38.66%
Subtotal of cash out-flow from financing activity 7,089,779,706 5,667,006,268 25.11%
Net cash flow from financing activity -100,083,486 -626,284,428 -84.02%
Net increased amount of cash and cash equivalent 417,906,617 -119,612,608 -449.38%
Main reasons for y-o-y major changes in aspect of relevant data
√Applicable □ Not applicable
The increase of cash in-flow from financing activity mainly because cash received from borrowing increased.
Net amount of cash and cash equivalent increased mainly because monetary fund increased.
Notes to the reason of the significant differences between the net cash flow from the operating activities and the net profits of 2015 of
the Company during the reporting period
√Applicable □ Not applicable
Adjustment for the difference between net profit and amount of cash flow from operation activity for the year as follows:
Unit: RMB
Net profit 639,832,667
Add: Assets impairment provision 3,893,714
Depreciation of fixed assets 785,225,700
Amortization of intangible assets 31,956,839
Safe production expenses 5,382,232
Amortization of long-term deferred expenses 1,063,959
19
CSG Annual Report 2015
Net loss on disposal of fixed assets and intangible assets -2,441,151
Financial expenses 260,864,012
Investment income -288,044,816
Decrease of deferred income tax asset -6,554,322
Decrease of deferred income tax liability -32,497,760
Decrease of inventory 41,039,632
Increase of operating receivable accounts -470,348,827
Increase of operating receivable accounts 123,460,618
Net cash flow arising from operating activities 1,092,832,497
III. Analysis of the non-core business
√Applicable □ Not applicable
Unit: RMB
Amount Ratio in total profit Note for the reason Sustainable or not
Mainly due to selling stocks of Golden Glass
Investment income 288,044,816 39.26% and equity of Yichang CSG Photoelectric No
Glass
Changes in fair value -- --
Mainly due to accounts receivable and other
Asset impairment 3,893,714 0.53% No
accounts receivable reserved for bad debts
Non-operating income 117,587,381 16.03% Mainly due to government subsidy income No
Non-operating expense 864,507 0.12% Mainly due to disposal of non current assets No
IV. Assets and liabilities
1. Major changes of assets composition
Unit: RMB
As at 31 Dec. 2015 As at 31 Dec. 2014
Proportion Proportion Change of
Notes of major changes
Amount in total Amount in total proportion
assets assets
Mainly because cash received from
Monetary fund 578,834,520 3.74% 158,139,050 1.05% 2.69% selling stocks of Golden Glass
increased.
Accounts Mainly because Wujiang CSG glass
452,961,612 2.92% 318,274,574 2.11% 0.81%
receivable project was transferred to commercial
20
CSG Annual Report 2015
operation and accounts receivable of
architectural glass industry increased.
Inventory 350,425,732 2.26% 390,652,618 2.58% -0.32% --
Long-term equity
668,210,253 4.31% 751,623,543 4.97% -0.66% --
investment
Fix assets 10,199,674,929 65.85% 9,851,117,915 65.17% 0.68% --
Mainly because construction in
Construction in progress in some subsidiaries was
1,339,340,780 8.65% 1,934,595,736 12.80% -4.15%
process completed and transferred to fixed
assets.
Mainly because issuance of short-term
financing bonds and ultra-short -term
Short-term loans 3,216,326,670 20.76% 1,957,123,175 12.95% 7.81%
financing bonds increased
Mainly because issuance of
Long-term loans 1,200,000,000 7.75% 383,817,820 2.54% 5.21% medium-term notes increased.
2. Assets and liabilities measured at fair value
√Applicable □ Not applicable
Unit: RMB
Gains/losses Accumulative changes
Amount at Impairment Purchased Amount on Amount at
Item from changes of fair value reckoned
period-begin accrual amount sale period-end
of fair value into equity
Financial assets
Financial assets
145,568,100 216,926,726 362,494,826 0
available for sale
Subtotal of financial
145,568,100 216,926,726 362,494,826 0
assets
Total 145,568,100 216,926,726 362,494,826 0
V. Investment
1. Overall situation
√Applicable □ Not applicable
Investment in the report period (RMB) Investment in the same period of last year ( RMB) Changes
1,428,361,755 1,973,475,822 -27.62%
21
CSG Annual Report 2015
2. The major equity investment obtained in the report period
√Applicable □ Not applicable
Unit: RMB
Current Date of
Index of
Main Invest Ratio of Source Term of Type of Progress up to the Expected investment Whether disclosure
Name Way of invest Partner disclosure (if
business amount shareholding of funds investment product balance sheet date return profit and litigation (if
applicable)
loss applicable)
The industrial and
commercial
Shenzhen
Financial, registration had
CSG
leasing Own Not been completed and Not
Financial New-established 300,000,000 100% N/A Long-term 197,443 No -- --
and other funds applicable the registerred applicable
Leasing
business capital of RMB 60
Co., Ltd.
million had been
paid.
Investmen
t in The industrial and
Shenzhen
developme commercial
CSG
nt of solar registration had
Photovolta Own Not Not
photovolta New-established 100,000,000 100% N/A Long-term been completed and -506,092 No 2015-9-29 2015-052
ic funds applicable applicable
ic power total registerred
Energy
plants and capital had been
Co., Ltd,
other paid.
business
Total -- -- 400,000,000 -- -- -- -- -- -- -- -308,649 -- -- --
22
CSG Annual Report 2015
3. The major ongoing non-equity investment in the report period
√Applicable □ Not applicable
Unit: RMB’0,000
As Accumunlati
Accumulative
fixed Amount v revenue reasons for not
Way of amount actually
asset Industry invested in Expecte achieved by achieving the planned
Project investme invested by the Source of fund Progress of project (ongoing projects)
invest involved the report d return the end of progress and the
nt end of the report
ment period the report expected return
period
or not period
Planning to build a wide flat coated glass production
Expansion on
line. When the project is completed, the annual
energy-saving There was no profit
Manufacturing deep-processing capacity of the wide flat coated
glass capacity self-built Yes 2,425 20,541 Own funds 1,080 0 from the project in the
industry products will reach 3 million square meters. The
of Chengdu report period.
project was completed and put into operation in Dec.
project
2015.
The equity of Yichang
CSG Photoelectric
Planning to build an ultra-thin electronic glass
Glass Co., Ltd.which
Own funds production line with capacity of 200T/D, the
Yichang CSG invested this project
and production line uses natural gas as fuel and adopts
ultra-thin Manufacturing had been transferred to
self-built Yes 309 33,426 borrowings float process to produce 0.2~1.1mm ultra-thin glass. 2,651 1,532
electronic industry the
from financial The annual productivity of the line expected to be
glass project joint -stock company
institutions 15,000 tons of ultra-thin electronic glass. The project
of CSG, Shenzhen
was put into commercial production in March 2015.
CSG Display
Technology Co., Ltd.
Qingyuan Manufacturing Planning to Planning to build a high-performance ultra-thin The project hasn’t
self-built Yes 18,475 51,394 34,197 0
high-performa industry use the raised electronic glass production line with monthly capacity been formally put into
23
CSG Annual Report 2015
nce ultra-thin funds from of approximately one million square meters in opeariton yet.There
electronic non-public Qingyuan, which adopts CSG’s unique technology to was no profit from the
glass project offering of produce 0.55mm~1.1mm high performance ultra-thin project in the report
A-Share electronic glass. The project ignited in Feb. 2015, and period.
entered into trial operation.
Planning to establish an on-line coated production
line in green energy industrial park of Dongguan The project entered the
Own funds CSG, achieving resource sharing through making use commercial
Dongguan and of production line processing facilities of Shenzhen production in August
CSG solar Manufacturing borrowings CSG Float and invigorating idle assets such as plant 2015, while the project
self-built Yes 10,553 25,691 2,000 -313
on-line coated industry from financial of Dongguan solar energy rolled glass project and its was failing to perform
project institutions public facilities. The Company planned to invest as expected affected
approximately RMB 390 million, including RMB 252 by the loss of float
million newly increased. The project entered industry.
commercial production in August 2015.
Part of the project was
Planning to establish the silicon productivity
Own funds completed and the
Yichang CSG expansion project in Yichang CSG, 300MW project
and installation and
700MW Manufacturing has been completed and put into commercial
self-built Yes 20,395 54,180 borrowings 8,917 2,917 debugging of major
silicon wafers industry production by the end of 2014. The installation and
from financial equipment of the
project debugging of major equipment of the project of
institutions project of 400MW was
400MW was completed in December 2015.
completed
Hebei Panel Planning to established a production line for
Glass project medium-alumina ultra-thin electronic glass in Hebei
The project was still in
of Manufacturing Panel Glass, using clean natural gas as the fuel, and
self-built Yes 353 353 Own funds 3,082 0 preparation in the
medium-alum industry produce 0.33mm～1.1mm medium-alumina ultra-thin
report period.
ina glass with float process. The project was still in
ultra-thin preparation.
24
CSG Annual Report 2015
electronic
glass
Planning to add a new cold-hydrogenation line in
Yichang CSG
Planning to Yichang CSG, which can produce electronic grade
upgrading &
use the raised polysilicon on basis of the solar grade polysilicon
expansion The project was still in
Manufacturing funds from device, and meanwhile add correspondent systems of
project of self-built Yes 0 0 22,481 0 preparation in the
industry non-public reduction, rectification, recycle and utilities, so as to
electronic report period.
offering of boost the actual capacity of polysilicon up to 12,000
grade
A-Share tons/year(including 2,500 tons/year for electronic
polysilicon
grade polysilicon)
Total -- -- -- 52,510 185,585 -- -- 74,408 4,136 --
As Accumunlati
Accumulative
fixed Amount v revenue reasons for not
Way of amount actually
asset Industry invested in Expecte achieved by achieving the planned
Project investme invested by the Source of fund Progress of project (suspended projects )
invest involved the report d return the end of progress and the
nt end of the report
ment period the report expected return
period
or not period
Planning to increase two coating glass production
lines and support insulating glass capacity. When the
In the report period,
Expansion on project is completed, the capacities of wide flat
part of the project has
energy-saving coated glass will add 3 million square meters, and
Manufacturing been completed and
glass capacity self-built Yes 0 21,239 -- capacity of coated insulating glass will add 1.2 -- --
industry the revenue was not
of Wujiang million square meters per year, among which, the
calculated
Project wide flat coated glass line of 3 million square meters
individually.
has been completed, and the others will be invested
according to market situations.
Yichang CSG Manufacturing Planning to build a crystalline silicon solar cell The project was
self-built Yes 0 0 -- -- --
700MW industry production line with annual capacity of 700MW. The suspended.
25
CSG Annual Report 2015
crystalline project was suspended and further investment will be
silicon solar based on actual industry situations.
cell project
Expanding Planning to expand the solar module production line
500MW solar with annual capacity of 500MW. The project was
Manufacturing The project was
module self-built Yes 0 0 -- suspended and further investment will be based on -- --
industry suspended.
project in actual industry situations.
Dongguan
Subtotal -- -- -- 0 21,239 -- -- -- -- --
Total -- -- -- 52,510 206,824 -- -- 74,408 4,136 --
Details of approval and disclosure of the above items as follows:
1. Expansion on energy-saving glass capacity of Chengdu project was deliberated and approved by the 18th meeting of the 5th board of directors on 23 December 2010 and disclosed on 25
December 2010, Notice No.: 2010-046.
2. Yichang CSG ultra-thin electronic glass project was deliberated and approved by extraordinary meeting of the 6th board of directors on 14 Dec. 2012.
3. Qingyuan high-performance ultra-thin electronic glass project was deliberated and approved by the 12th meeting of the 6th board of directors on 2 Aug. 2013 and disclosed on 6 Aug. 2013,
Notice No.: 2013-019
4. Dongguan CSG solar on-line coated project was deliberated and approved by extraordinary meeting of the 6th board of directors on 24 Jan. 2014.
5. Yichang CSG 700MW silicon wafers project was deliberated and approved by the 18th meeting of the 5th board of directors on 23 December 2010 and disclosed on 25 December 2010, Notice
No.: 2010-046.
6. Hebei Panel Glass project of medium-alumina ultra-thin electronic glass was deliberated and approved by the 4th meeting of the 7th board of directors on 27 Oct. 2014 and disclosed on 29 Oct.
2014, Notice No.: 2014-030.
7. Yichang CSG upgrading & expansion project of electronic grade polysilicon was deliberated and approved by the 5th meeting of the 7th board of directors on 27 Mar. 2015 and disclosed on 31
Mar. 2015, Notice No.: 2015-009.
8. Expansion on energy-saving glass capacity of Wujiang Project was deliberated and approved by the 18th meeting of the 5th board of directors on 23 December 2010 and disclosed on 25
December 2010, Notice No.: 2010-046.
26
CSG Annual Report 2015
4. Financial assets investment
(1) Securities investment
√Applicable □ Not applicable
Unit: RMB
Initial Accounting Book value at the Changes in fair Cumulative fair Current Profit and loss Book value
Code of Short form of Current sales Source of
Variety of securities investment measurement beginning of the value of the current value changes in purchase in the report at the end of Accounting subject
securities securities amount fund
cost model period profit and loss equity amount period the period
Domestic and foreign fair value Financial assets Own
300093 Goldern Glass 23,000,000 145,568,100 0 216,926,726 0 362,494,826 195,859,395 0
stocks measurement available for sales funds
Other securities investment held at period-end -- -- -- -- -- -- -- -- -- -- --
Total 23,000,000 -- 145,568,100 0 216,926,726 0 362,494,826 195,859,395 0 -- --
Announcement and disclosure date of approval of
19 March 2008
board of directors for securities investment
Disclosure date of approval of Shareholders Meeting
Nil
for securities investment (if applicable)
(2) Derivative investment
□ Applicable √ Not applicable
5. Use of raised fund
□ Applicable √ Not applicable
27
CSG Annual Report 2015
VI. Sales of major assets and equity
1. Sales of major assets
□ Applicable √ Not applicable
2. Sales of major equity
√Applicable □ Not applicable
The
The net
proport Whether
profits
ion of the
contribute
the net Whethe implemen
d to the
profits r the tation
listed
that the ownersh carried
company The profit The
equity Whether ip of out as
Transacti by the and loss Pricing association
The for sale it was involve planned,
Equity for on price equity generated by principle relationship Date of Index of
Counterparty date of contrib related d if not,
sale (RMB from the sale of equity with the disclosure disclosure
sale uted to transactio property explain
0,000) beginning (RMB for sale counterpart
the n or not rights the reason
of current 0,000) y
listed was and the
period to
compa transferr merasures
the date of
ny in ed not taken by
sale
total the
(RMB
profits Company
0,000)
(%)
73.58%
Investment
Shenzhen equity of Refers to
earnings of
CSG Yichang the target
RMB
Display CSG 2015-5 company’ Associated
25,753 668.34 100.0793 15.64% Yes Yes Yes 2015-5-19 2015-030
Device Photoele -8 s earnings enterprise
million had
Technology ctric expectatio
been
Co., Ltd. Glass n for 2015
generated
Co., Ltd.
VII. Analysis of main holding companies and joint -stock company companies
√Applicable □ Not applicable
Particular about main subsidiaries and joint -stock companies which have influence on the Company's net profit by over 10%
Unit: RMB
28
CSG Annual Report 2015
Register Total assets Net Assets Operating Operating profit
Name of company Type Main business Net profit (RMB)
capital (RMB) (RMB) revenue (RMB) (RMB)
Development,
Chengdu CSG manufacture and RMB 166.66
Subsidiary 904,417,500 266,233,695 569,228,629 -34,591,249 -26,364,492
Glass Co., Ltd. sales of various million
special glass
Development,
manufacture and
Sichuan CSG
sales of various RMB 180.00
Energy-saving Subsidiary 611,280,799 279,945,011 493,953,525 70,842,345 62,245,349
special glass and million
Glass Co., Ltd
deep processing
of glass
Development,
Tianjin CSG
producing and
Energy RMB336
Subsidiary sales of 676,327,576 516,761,705 567,222,943 58,312,346 57,443,642
Conservation Glass million
energy-saving
Co., Ltd
special glass
Dongguan CSG Deep
RMB 240
Architectural Glass Subsidiary processing of 840,655,222 438,561,619 848,932,269 124,922,564 111,138,107
million
Co., Ltd. glass
Manufacture and
Dongguan CSG
sales of RMB 480
Solar Glass Co., Subsidiary 1,263,513,327 605,877,947 857,006,243 71,115,703 61,192,450
Solar-Energy million
Ltd.
Glass products
Manufacture and
Yichang CSG RMB
sales of high
Polysilicon Co., Subsidiary 1,467.98 3,532,887,657 1,053,245,382 1,115,325,052 57,300,272 61,374,530
purity silicon
Ltd. million
material products
Wujiang CSG East Deep
RMB 320
China Architectural Subsidiary processing of 661,236,608 483,705,299 634,214,675 104,043,355 88,602,029
million
Glass Co., Ltd. glass
Manufacture and
Dongguan CSG RMB 516
Subsidiary sales of solar 835,869,976 340,006,599 640,356,733 14,506,112 21,216,069
PV-tech Co., Ltd. million
cells and modules
Manufacture and
Hebei CSG Glass USD 48.06
Subsidiary sales of various 692,291,710 360,779,717 233,597,040 -28,245,854 -17,347,850
Co., Ltd. million
special glass
Manufacture and
Wujiang CSG Glass RMB 565.04
Subsidiary sales of various 1,803,591,512 676,185,837 1,259,887,147 28,463,092 32,868,939
Co., Ltd. million
special glass
CSG (Hong Kong) Investment HKD 86.44
Subsidiary 1,181,644,237 988,348,250 0 108,431,736 108,353,953
Limited holding million
Hebei Panel Glass Manufacture and RMB 243
Subsidiary 341,500,872 282,019,540 142,598,270 34,631,650 30,128,917
Co., Ltd. sales of various million
29
CSG Annual Report 2015
ultra-thin
electronic glass
Development and
Xianning CSG manufacture and RMB 235
Subsidiary 701,534,880 267,547,771 640,969,152 2,707,091 28,800,898
Glass Co., Ltd. sales of various million
special glass
Xianning CSG Deep
RMB 215
Energy-saving Subsidiary processing of 631,954,863 287,256,328 380,927,776 68,676,705 64,844,159
million
Glass Co., Ltd glass
Qingyuan CSG
Manufacture and
Energy
sales of various RMB 300
Conservation Subsidiary 737,977,685 268,607,257 1,156,239 -16,298,041 -12,100,926
ultra-thin million
New-materials Co.,
electronic glass
Ltd.
Jiangyou CSG Manufacture and
Mining sales of silica RMB 100
Subsidiary 161,329,671 66,730,784 57,177,985 -1,981,532 -2,955,720
Development Co., sand and million
Ltd. co-product
Shenzhen CSG Joint-stoc Manufacture and
RMB 143
Display Technology k sales of display 2,184,505,635 686,330,986 513,160,856 -63,481,750 5,141,406
million
Co., Ltd. company device products
Particular about subsidiaries obtained or disposed in report period
√Applicable □ Not applicable
The method of obtaining and disposal for The influence to the whole production and
Name of company
subsidiaries during the report period performance
The Company transferred 73.58% equity
of Yichang CSG photoelectric Glass Co.,
Investment income of RMB 100,079,340
Yichang CSG photoelectric Glass Co., Ltd. Ltd. to Shenzhen CSG Display Technology
had been confirmed in the report period.
Co., Ltd., and the transfer procedure was
finished in July 2015.
The Company transferred 51% equity of
China (Australia) Southern Glass Limited Investment income of RMB 66,812 had
China (Australia) Southern Glass Limited
to True Wealth Co., Ltd., and the transfer been confirmed in the report period.
procedure was finished in May 2015.
Notes of main subsidiaries and joint-stock companies
Influenced by overcapacity in the industry and insufficient demand, the relevant subsidiaries suffered a greater decline in
performance. The downward pressure on market demand of architectural glass became visible affected by the adjustment of
property market, leading to relatively great decline in product price, which made the income and profits of subsidiaries related to
architectural glass industry sustained somewhat year-on-year decrease. As the country increased investment and policy supports to
energy conservation and emission reduction and clean energy, solar photovoltaic industry gradually got out of the sluggish state,
and all subsidiaries in the industry achieved a certain profit.
30
CSG Annual Report 2015
VIII. Structured main bodies controlled by the Company
□ Applicable √ Not applicable
IX. Outlook of the Company’s future development
1. Tendency of development of the industries the Company involved
Flat glass industry
In 2016, as the country's fixed asset investment growth slows down and the investment in property continues to reduce, the demand
for traditional building materials industry is still not optimistic. Flat glass industry is still facing great pressure, and the industry will
remain weak. In the aspect of supply, overcapacities of the current industry are still outstanding, the Ministry of Industry and
Information Technology has recently made it clear that they will vigorously promote the flat glass industry to "reduce capacity" in
2016 to curb industry declining trend. It is predicted that the industry development will gradually stabilize with the boost of reducing
inventories and capacities. At the same time, high-end glass, technical glass related emerging industries will develop rapidly
benefiting from technological progress, and profitability and competitiveness of the leading glass companies with cost control ability
and technological innovation advantages will be improved.
Ultra-thin glass is an important raw material of electronic information products which is a new material the national policies and
strategies encourage to develop. Since 2015, the production capacity of ultra-thin glass in domestic market has been expanded rapidly,
market competition has intensified, and the industry profits have declined. However, with rapid growth of downstream electronic
products like smart phone, the market demand is still strong, especially for high-performance high-alumina ultra-thin glass. Now
China mainly relies on imports because of the monopoly by minority manufacturers such as Corning and Asahi Glass, the industry
future is prosperous.
Architectural glass industry
In 2015, real estate investment growth continued to be sluggish, market demand for architectural glass was lack of powerful boost,
intensified market competition resulted in a greater decline in product price, and industry profitability reduced. In 2016, the
development of architectural glass industry on the one hand will continue to face certain difficulties because of the adjustment of
domestic real estate market and homogeneous competition of the industry; on the other hand, with the promotion and popularization
of green building in China, high-end energy-saving glass with high value-added will still has very broad market prospects. According
to the “Action plans for promoting the production and application of green building materials” jointly printed and distributed by
Ministry of Industry and Information Technology and Ministry of Housing and Urban-Rural Development in 2015, the proportion of
production of green building materials will obviously increase and the development quality will be significantly improved till 2018.
The proportion of green building materials used in new buildings will reach 30%, the application proportion in green buildings will
reach 50%, the application proportion in pilot demonstration projects will reach 70%, and the application proportion in reconstruction
of existing buildings will increase to 80%.As an important green building material, the future development of high-end energy-saving
glass is worth being expected.
Solar photovoltaic industry
In 2015, solar photovoltaic industry continued to rebound, domestic and overseas PV markets continued to expand, and development
environment of photovoltaic industry was being improved gradually. With the increasing pressure on energy conservation and
emission reduction and tackling climate change, the country constantly increases investment and policy supports for clean energy. It
is predicted that the integration, merger and reorganization of solar photovoltaic industry will be gradually completed in the next few
years under the guidance of national policy and there will be an upturn in the industry as a whole, and the market outlook is
optimistic.
2. Development Strategy
31
CSG Annual Report 2015
Future development strategy of the Company will center on the energy-saving and renewable energy industry. Consolidate and
establish its technology advantages and market position in the field of energy-saving glass and solar photovoltaic through
technology innovation and economies of scale. The Company will meticulously promote its core competitiveness and sustainable
development ability in the field of glass industry, display device industry and photovoltaic solar energy industry, create independent
capital and industry platform for the fine glass industry, to ensure that CSG becoming one of the world-leading manufacturers.
3. Business Plan of 2016
① Elaborately plan, concerted supervise and elaborately operate to ensure to accomplish the development and operation targets for
2016.
② Continue to implement cautious financial policy, strengthen management on working capital and budget control, strengthen
supervision to financial affairs, and strictly prevent financial risk.
③ Intensify R&D on new products, new technology and new technics, keep innovation advantage in aspect of technology and
products.
④ Strengthen lean management of the production process, strictly control all costs and expenses, carry out various measures to
reduce energy consumption, and ensure the product has a high level of profitability
⑤ Further enhance utilization rate of the equipments, consolidate and improve market share, further deepen differential
management, speed up transformation and upgrading for products, enlarge brand advantage of CSG, occupy high-end market
firmly;
⑥ Give priority to talent cultivation and team building, implement assessment for all the staff, reserve cadres training, staff
training and fix work posts and define personnel quota;
⑦ Further standardize the operation procedures of the Company, promote controlling measures for internal control, introduce an
information platform, promote the level of informationization, improve work efficiency, and positively prevent various
operational risks;
4. Capital Requirements, Plan and Sources
In 2016, CSG capital expenditure budget is about RMB 2.013 billion, which is mainly used in the project construction of used in the
project construction of Photovoltaic power plant investment project, Yichang CSG electronic grade polysilicon expansion project,
Yichang silicon expansion project and other projects in construction of the previous year. The capital is mainly from self-owned
capital of CSG, borrowings from financial institutions and the raised funds from non-public offering of A-Share.
5. Risks and Countermeasures
In 2016, as economic situations at home and abroad are still severe, the Company will face with following risks and challenges:
① The flat glass industry continues to face the pressure of recession in demand and overcapacity, while intensifying homogeneity
competition will be a challenge for architectural glass industry. The situation of solar PV industry is facing the risks which are
the market does not reach expectations and industrial policy are being adjusted etc. In response to the risks, the Company will
take the following measures as:
A. The Company will take technology and management innovation as the measure to deepen differentiation operation, avoid
homogenization competition by high quality and differentiation products and advanced management idea, maintain the
profitability of the Company by adopting new technology, new technic to reduce the cost.
B. Pay attention to the changes of international situation, and positively explore emerging market.
C. Strengthen financial management, especially reinforce the management of cash flow, accounts receivable and inventory to
control operational risks.
D. Adjust investment strategy according to market change, and control the investment rhythm.
② The costs of the labor go up and raw materials fluctuate sharply. For this purpose, the Company will take following measures:
32
CSG Annual Report 2015
A. Strengthen lean management, and reduce spillage of materials.
B. Keep close watch on the market changes, and lock the prices of bulk commodity timely.
C. Make use of bulk purchasing superiority to reduce the purchase cost.
D. Promote automatic production level, and improve labor productivity.
③ Risk of exchange rate fluctuations: At present, nearly 8.71% CSG sales revenue come from overseas, so exchange rate
fluctuation will influence the CSG operation. In response to the risk, the company will timely settle exchange and lock the
exchange rate by using effective safety tools and products.
X. Reception of research, communication and interview
1. Particulars about research, communication and interview in the report period
√Applicable □ Not applicable
Time Way Type Basic information index of investigation
Details can be found in the Record Chart of the Investor Relation Activity
2015-1-19 Field research Institute
disclosed on Juchao website(www.cninfo.com.cn) on 20 January 2015.
Details can be found in the Record Chart of the Investor Relation Activity
2015-1-20 Field research Institute
disclosed on Juchao website(www.cninfo.com.cn) on 21 January 2015.
Institute Details can be found in the Record Chart of the Investor Relation Activity
2015-1-26 Field research
disclosed on Juchao website(www.cninfo.com.cn) on 27 January 2015.
Details can be found in the Record Chart of the Investor Relation Activity
2015-5-19 Field research Institute
disclosed on Juchao website(www.cninfo.com.cn) on 20 May 2015.
Reception times 4
Number of reception institutions 24
Number of reception person 0
Number of other reception 0
Disclosed, released or let out major undisclosed
No
information
33
CSG Annual Report 2015
Section V. Important Events
I. Profit distribution plan of common shares and capitalization of capital reserve plan of the
Company
Implementation or adjustment of profit distribution plan in the report period, cash dividend plan and converting capital reserve into
share capital in particular
√ Applicable □Not applicable
In order to improve and perfect its decision-making and supervision mechanism of profit distribution so as to deliver satisfying
investment return to investors and guide investors to establish philosophy of long term investment and rational investment, the
Company held an extraordinary meeting of the 7th Board of Directors on 15 June 2015 to consider and approve the proposals of
Revising Article of Association and Establishing Investment Return Plan for the Next Three Years (2015-2017) of CSG Holding Co.,
Ltd. The independent directors issued a separate opinion about the resolutions. The proposals were considered and approved at the
first extraordinary general meeting of shareholders of 2015 held by the Company on 2 July 2015. All the decisions were made in
accordance with Notice To Further Carrying Out Relevant Events About Cash Dividend (证监发[2012]37 号) established by CSRC
and regulatory guideline No.3 for listed company--cash bonus of listed company (中国证监会公告[2013]43 号) and the Articles of
Association, as well as taking into account of the Company’s profitability, development strategy and operating plan, shareholder
return, social capital cost and external financing environment.The Company implemented profit distribution policy in strict
accordance to the Articles of Association, and the determination and performance of cash dividend policy met relevant requirements
of the Articles of Association and general meeting of shareholders with clear distribution standard and defined proportion. The
relevant decision-making process and mechanism were completed, the duties and responsibilities of independent directors who
played their due roles were clear, and the legitimate rights and interests of minority shareholders who had ample opportunities to
express their opinions and requests were effectively protected.
The profit distribution plan for 2014 was approved by Annual General Shareholders’ Meeting of 2014 held on 23 April 2015 which
distributed RMB 5 (tax included) in cash for every 10 shares to all shareholders. Notice of the distribution was published on China
Securities Journal, Securities Times and Hong Kong Commercial Daily on 30 April 2015, and the profit has been distributed.
Special explanation on cash dividend policy
Satisfy regulations of General Meeting or requirement of Article of Association
Yes
(Yes/No)
Well-defined and clearly dividend standards and proportion (Yes/No) Yes
Completed relevant decision-making process and mechanism (Yes/No) Yes
Independent directors perform duties completely and play a proper role (Yes/No) Yes
Minority shareholders have ample opportunities and their legitimate rights and
Yes
interests are effectively protected (Yes/No)
Condition and procedures are compliance and transparent while the cash bonus
Yes
policy adjusted or changed (Yes/No)
Statement on profit distribution plan and capitalization of capital reserve plan of the Company in nearly three years (including the
report period)
34
CSG Annual Report 2015
Statement on profit distribution plan and capitalization of capital reserve plan of the Company in 2015: base on 2,075,335,560 shares
of the total shares while dividends will be distributed, distributing cash dividend of RMB 3.00 (tax included) for every 10 shares to
all share holders. In 2015, the Company will not transfer capital reserve into capital.
Statement on profit distribution plan and capitalization of capital reserve plan of the Company in 2014: based on 2,075,335,560
shares of the total shares while dividends were distributed, distributing cash dividend of RMB 5.00 (tax included) for every 10 shares
to all share holders. In 2014, the Company did not transfer capital reserve into capital.
Statement on profit distribution plan and capitalization of capital reserve plan of the Company in 2013: based on 2,075,335,560
shares of the total shares while dividends were distributed, distributing cash dividend of RMB 3 (tax included) for every 10 shares to
all share holders. In 2013, the Company did not transfer capital reserve into capital.
Cash dividend in latest three years
Unit: RMB
Net profit Ratio in net profit
attributable to attributable to
Amount for cash shareholders of shareholders of Proportion for cash
Year for bonus cash dividend by
dividend (tax listed company in listed company dividend by other
shares other ways
included) consolidation contained in ways
statement for bonus consolidation
year statement (%)
2015 622,600,668 624,753,110 99.66% 0 0
2014 1,037,667,780 873,653,030 118.77% 0 0
2013 622,600,668 1,535,929,739 40.54% 0 0
The Company gains profits in reporting period and the retained profit of parent company is positive but no plan of cash dividend
proposed
□ Applicable √ Not applicable
II.Proposal of profit distribution preplan or share conversion from capital public reserve in
the report period
√Applicable □ Not applicable
Distributing bonus shares for every 10 shares
0
(share)
Distributing cash dividend for every 10 shares (tax
3
included) (RMB)
Shares added for every 10-share base (Share) 0
Equity base for distribution preplan (share) 2,075,335,560
Total amount distribution in cash (RMB) (tax
622,600,668
included)
Profit available for distribution (RMB) 1,011,882,151
Cash distributing accounted for the proportion of
100%
the total amount of profit distribution (％)
35
CSG Annual Report 2015
Particular about cash dividend in the period
If the company’s development is at the growth stage with arrangements of significant capital expenditures, the minimum proportion
of cash dividend in the profit distribution should reach 20%.
Details of proposal of profit distribution preplan or share conversion from capital public reserve
According to the financial report audited by PricewaterhouseCoopers Zhong Tian LLP., the net profit attributable to equity holders
of the Company in consolidated statement is RMB 624,753,110 in 2015, and the net profit of parent company statement is RMB
511,995,994 in 2015. Since cash dividend distribution bases on the distributable profit of parent company, the Company took 10%
of the net profit as stationary surplus reserve which was RMB 51,199,599 based on the net profit RMB 511,995,994 of parent
company statement 2015. Profit available for distribution in 2015 is RMB 1,011,882,151.
The Board of Directors proposed to distribute every shareholder RMB 3.00 (including tax) for each 10 shares based on the amount
2,075,335,560 shares, and the total amount distribution is RMB 622,600,668 (including tax). Board of directors consider that this
proposal of profit distribution meet the specification of Corporation Law, Accounting Standard for Enterprises and Articles of
Association. The above profit distribution preplan must be submitted to the 2015 Annual General Meeting of shareholders.
III. Implementation of commitment
1. Commitments completed by the Company, the shareholders, the actual controllers, the purchasers, the
directors, the supervisors and the senior executives or the other related parties during the reporting period
and those hadn’t been completed execution by the end of the report period
√Applicable □ Not applicable
Type of Commit-m Commit- Implement-
Commitments Promisee Content of commitments
commitments ent date ment term ation
The Company has implemented share
merger reform in May 2006. Till June
2008, the share of the original
non-tradable shareholders which
The original
holding over 5% total shares of the By the end of
non-tradable
Company had all released. Therein, the the report
shareholder
original non-tradable shareholder period, the
Shenzhen
Shenzhen International Holdings (SZ) above
Commitments International
Commitment Limited and Xin Tong Chan Industrial shareholders
for Holdings (SZ)
of share Development (Shenzhen) Co., Ltd. both 2006-5-22 N/A of the
Share Merger Limited and Xin
reduciton are wholly-funded subsidiaries to Company had
Reform Tong Chan
Shenzhen International Holdings strictly carried
Industrial
Limited (hereinafter Shenzhen out their
Development
International for short) listed in Hong promises.
(Shenzhen) Co.,
Kong united stock exchange main
Ltd.
board. Shenzhen International made
commitment that it would strictly carry
out related regulations of Securities
Law, Administration of the Takeover of
36
CSG Annual Report 2015
Listed Companies Procedures and
Guiding Opinions on the Listed
Companies’ Transfer of Original Shares
Released from Trading Restrictions
issued by CSRC during implementing
share decreasingly-held plan and take
information disclosure responsibility
timely.
Foresea Life Insurance Co., Ltd.,
By the end of
Shenzhen Jushenghua Co., Ltd. and
During the report
Chengtai Group Co., Ltd. issued
Commitment the period period, the
detailed report of equity change on 29
Foresea Life of horizontal when above
June 2015, in which, they undertook to
Commitments in Insurance Co., competition, Foresea shareholders
keep independent from CSG in aspects
report of Ltd,, Shenzhen affiliate Life of the
of personnel, assets, finance, 2015-6-29
acquisition or Jushenghua Co., Transaction remains Company had
organization set-up and business as long
equity change Ltd. and Chengtai and the largest strictly carried
as Foresea Life Insurance remained the
Group Co., Ltd. capital sharehold out their
largest shareholder of CSG. Meanwhile,
occupation er of the promises.
they made commitment on regularizing
Company
related transaction and avoiding
industry competition.
Commitments in
assets
reorganization
By the end of
within six the report
The Company’s shareholders, Foresea months period, the
Foresea Life Life Insurance Co., Ltd.and China after above
Commitments in
Insurance Co., Commitment North Industries Corporation, made private shareholders
initial public 2015-11-2
Ltd., China North of share commitments that they would not placement of the
offering or 5
Industries reduciton reduce CSG's shares within six months of CSG Company had
re-financing
Corporation after private placement of CSG from from strictly carried
Nov. 25, 2015. Nov. 25, out their
2015 promises.
Equity incentive
commitment
The Company’s shareholders, Foresea within six By the end of
Foresea Life
Other Life Insurance Co., Ltd.and China months the report
Insurance Co., Commitment
commitments North Industries Corporation, made 2015-07-1 after period, the
for medium and Ltd., China North of share
small commitments that they would not 5 private above
Industries reduciton
shareholders reduce CSG's shares within six months placement shareholders
Corporation
after private placement of CSG from of CSG of the
37
CSG Annual Report 2015
July 15, 2015. from July Company had
15, 2015 strictly carried
out their
promises.
Completed on
Yes
time(Y/N)
If the
commitments is
not fulfilled on
Not applicable
time, explain the
reasons and the
next work plan
2. If there are assets or projects of the Company, which has profit forecast and the report period is still in
forecasting period, the Company should explain reasons why they reach the original profit forecast
□ Applicable √ Not applicable
IV. Particular about non-operating fund of listed company which is occupied by controlling
shareholder and its affiliated enterprises
□ Applicable √ Not applicable
There was no non-operating fund of listed company which is occupied by controlling shareholder and its affiliated enterprises in the
report period.
V. Explanation from Board of Directors, Supervisory Committee and Independent Directors
(if applicable) for “Non-standard audit report” of the period that issued by CPA
□ Applicable √ Not applicable
VI. Particulars about the changes in aspects of accounting policy, accounting estimate and
calculation method compared with the financial report of last year
□ Applicable √ Not applicable
There were no changes in aspects of accounting policy, accounting estimate and calculation method in the report period.
VII. Description of major accounting errors within report period that need retrospective
restatement
□ Applicable √ Not applicable
There were no major accounting errors within report period that need retrospective restatement in the report period.
38
CSG Annual Report 2015
VIII. Description of changes in consolidation statement’s scope compared with the financial
report of last year
√Applicable □ Not applicable
The new-established subsidiaries which were incorporated into the scope of the consolidation were Shenzhen CSG Financial Leasing
Co., LTD and Shenzhen CSG Photovoltaic Energy Co., LTD.
The subsidiaries, which were no longer included in the scope of the consolidation because of selling equity, were China (Australia)
Southern Glass Co., LTD and Yichang CSG Photovoltaic Glass Co., LTD.
IX. Engaging and dismissing of CPA firm
CPA firm engaged
Name of domestic CPA firm PricewaterhouseCoopers Zhong Tian LLP
Remuneration for domestic CPA firm (RMB 0’000) 280
Continuous life of auditing service for domestic CPA firm 14 years
Name of domestic CPA Yao Wenping, Liu Jingping
Whether re-appointed accounting firms in this period or not
□Yes √No
Appointment of internal control auditing accounting firm, financial consultant or sponsor
√Applicable □ Not applicable
1. PricewaterhouseCoopers Zhong Tian LLP was engaged as audit institute of internal control for the Company in the report period,
RMB 0.25 million paid for expenses (not including traveling and accommodation expenses).
2. In the report period, the Company engaged CITIC Securities Co., LTD for the sponsor of the Company for the item of non-public
offering of A-Share. The expenses had not been paid by the end of the report period.
X. Particular about the Company suspended from the stock market listing and delisting after
the disclosure of the annual report
□ Applicable √ Not applicable
XI. Issues related to bankruptcy and reorganization
□ Applicable √ Not applicable
No such issues related to bankruptcy and reorganization occurred in the report period.
XII. Significant lawsuits and arbitrations
□ Applicable √ Not applicable
There were no significant lawsuits or arbitrations in the report period.
XIII. Penalty and rectification
□ Applicable √ Not applicable
39
CSG Annual Report 2015
No penalty and rectification for the Company in the report period.
XIV. Integrity of the Company and its controlling shareholders and actual controllers
□ Applicable √ Not applicable
XV. Implementation of the Company’s stock incentive plan, employee stock ownership plan
or other employee incentives
□ Applicable √ Not applicable
XVI. Major related transaction
1. Related transaction with routine operation concerned
√Applicable □ Not applicable
Proportion Approved Whether Market
Trading
Related in the amount of over the Means price of
Related Related Related amount Date of
transactio Pricing Dealing amount of transactio approved of similar Index of
transactio relationshi transactio (RMB disclosu
n principle price the same n (RMB amount or paymen transactio disclosure
n parties p n content 0,000 ,tax re
type transactio 0,000) not ts n
included)
n (%) available
Sales
Shenzhen
products
CSG Sales of
Associate and Refers to Not
Display utra-thin monetar Not 2015-3-
d commodit market applica 2,513 0.34% 12,000 No 2015-005
Technolog electronic y fund applicable 11
enterprise ies to price ble
y Co., glass
related
Ltd.
party
Total -- -- 2,513 -- 12,000 -- -- -- --
Details of major sold-out order sent back N/A
The actual implementation of routine related transactions that is about to occurred in the In the report period, the total of routine related transactions was
Period with total amount estimated by category (if any) in the estimated range.
Reason for the great difference between trade price and market reference price (if any) Not applicable
2. Related transaction with acquisition of assets or equity, sales of assets or equity concerned
√Applicable □ Not applicable
Related Book value Assessed Gains and
Related Related Transfer
Related transactio Pricing of the value Means of losses from Date of Index of
transaction transaction price (RMB
relationship n principle transferred of the payments the disclosure disclosure
parties content 0,000)
type assets tranferreda transaction
40
CSG Annual Report 2015
(RMB ssets (RMB (RMB
0,000) 0,000) 0,000)
Transfer of
Refers to
Shenzhen 73.58% equity
Selling the target
CSG of Yichang
Associated equity to company’s Not Not monetary
Display CSG 25,753 10,007.93 2015-5-19 2015-030
enterprise related earnings applicable applicable fund
Technology Photovoltaic
party expectation
Co., Ltd. Glass Co.,
for 2015
LTD
Reason of the difference between transfer price and
Not applicable
book value or evaluation value (if applicable)
Impact of operation results and financial condition
Investment earnings of RMB 100.0793 million was generated.
of the Company
The implementation of performance situation if
there is related transactions involving the Not applicable
performance agreement
3. Related transaction with jointly external investment concerned
□ Applicable √ Not applicable
4. Credits and liabilities with related parties
□ Applicable √ Not applicable
5. Other major related transaction
√Applicable □ Not applicable
Enquiry website for interim announcement of the major related transaction
Name of interim announcement Disclosure date Disclosure website
Announcement of the wholly owned subsidiary Shenzhen CSG
Juchao Website
Financial Leasing Company carried out financial leasing business to 2015-7-7
Announcemen No.: 2015-040
Yichang Display and related transaction
XVII. Significant contracts and their implementation
1. Trusteeship, contracting and leasing
(1) Trusteeship
□ Applicable √ Not applicable
No trusteeship for the Company in the report period.
41
CSG Annual Report 2015
(2) Contract
□ Applicable √ Not applicable
No contract for the Company in the report period.
(3) Leasing
□ Applicable √ Not applicable
No leasing for the Company in the report period.
2. Major guarantees
√Applicable □ Not applicable
(1) Guarantee
Unit: RMB 0,000
Particulars about the external guarantee of the Company (Barring the guarantee for subsidiaries)
Actual date Guarante
Comple
of e for
Related Actual te
Name of the Company Guarantee happening Guarantee Guarant related
Announcement guarante implem
guaranteed limit (Date of type ee term party
disclosure date e limit entation
signing (Yes or
or not
agreement) no)
Guarantee of the Company for the subsidiaries
Actual date Guarante
Complet
of e for
Related Actual e
Name of the Company Guarantee happening Guarantee Guarant related
Announcement guarante impleme
guaranteed limit (Date of type ee term party
disclosure date e limit ntation
signing (Yes or
or not
agreement) no)
General
Xianning CSG Glass Co., Ltd. 2014-10-29 6,000 2015-1-27 3,000 1 year Yes No
guarantee
Yichang CSG Photoelectric Glass Co., General
2014-03-25 8,000 2015-2-4 503 3 year Yes No
Ltd. guarantee
General
Dongguan CSG Solar Glass Co., Ltd. 2014-8-5 11,200 2015-2-26 622 1 year Yes No
guarantee
General
Dongguan CSG PV-tech Co., Ltd. 2014-8-5 6,000 2015-2-9 152 1 year Yes No
guarantee
Qingyuan CSG Energy Conservation General
2014-8-5 8,000 2015-3-16 1,850 1 year Yes No
New-materials Co., Ltd. guarantee
General
Dongguan CSG Solar Glass Co., Ltd. 2014-8-5 11,200 2015-3-4 331 1 year Yes No
guarantee
General
Wujiang CSG Glass Co., Ltd. 2014-10-29 10,000 2015-4-30 1,000 1 year Yes No
guarantee
42
CSG Annual Report 2015
Dongguan CSG Solar Glass Co. General
2015-2-10 5,000 2015-5-28 2,513 2 year Yes No
guarantee
Dongguan CSG Solar Glass Co. General
2014-8-5 11,200 2015-3-13 1,000 1 year Yes No
guarantee
General
Chengdu CSG Glass Co., Ltd. 2015-2-7 2015-4-8 1,100 1 year Yes No
guarantee
9,170
Sichuan CSG Energy-saving Glass General
2015-2-7 2015-5-6 2,500 1 year Yes No
Co., Ltd guarantee
General
Dongguan CSG Solar Glass Co., Ltd. 2015-2-7 5,000 2015-5-22 2,415 2 year Yes No
guarantee
Qingyuan CSG Energy Conservation General
2014-8-5 2014-8-7 142 3 year Yes No
New guarantee
8,000
Qingyuan CSG Energy Conservation General
2014-8-5 2014-8-7 6,960 3 year No No
New guarantee
Dongguan CSG Architectural Glass General
2014-8-5 10,000 2015-4-7 2,500 1 year Yes No
Co., Ltd. guarantee
Xianning CSG Glass Co., Ltd. 2015-5-11 2,000 General Yes No
guarantee
Xianning CSG Energy-saving Glass 2014-8-5 6,000 1 year
2015-3-24 3,000 General Yes No
Co., Ltd
guarantee
General
Wujiang CSG Glass Co., Ltd. 2014-10-29 10,000 2015-2-2 4,000 1 year Yes No
guarantee
Dongguan CSG Solar Glass Co. General
2014-8-5 8,000 2015-4-17 3,300 1 year Yes No
guarantee
Dongguan CSG Solar Glass Co. General
2014-8-5 8,000 2015-4-17 5,340 1 year No No
guarantee
Dongguan CSG Solar Glass Co. General
2014-10-29 5,000 2015-2-11 2,000 1 year Yes No
guarantee
Tianjin CSG Energy Conservation General
2013-10-22 5,000 2015-3-27 4,000 3 year Yes No
Glass Co., Ltd guarantee
General
Dongguan CSG PV-tech Co., Ltd. 2014-8-5 6,000 2015-5-15 521 1 year Yes No
guarantee
Qingyuan CSG Energy Conservation General
2014-8-5 30,000 2014-12-26 4,850 1 year Yes No
New-materials Co., Ltd. guarantee
Yichang CSG Photoelectric Glass Co. General
2014-3-25 8,000 2014-11-11 687 3 year Yes No
guarantee
Yichang CSG Photoelectric Glass Co. General
2014-8-5 3,000 2015-1-8 3,000 1 year Yes No
guarantee
43
CSG Annual Report 2015
Yichang CSG Photoelectric Glass Co. General
2013-8-6 2014-1-23 700 3 year Yes No
guarantee
10,000
Yichang CSG Photoelectric Glass Co. General
2013-8-6 2014-1-23 2,200 3 year No No
guarantee
General
Xianning CSG Glass Co., Ltd. 2012-1-20 37,800 2012-8-15 9,700 4 year Yes No
guarantee
General
Xianning CSG Glass Co., Ltd. 2013-6-19 20,000 2013-7-19 4,400 3 year Yes No
guarantee
General
Xianning CSG Glass Co., Ltd. 2013-6-19 20,000 2013-6-27 6,250 4 year Yes No
guarantee
Yichang CSG Polysilicon Co. General
2010-12-25 50,000 2011-4-27 629 8 year Yes No
guarantee
Yichang CSG Polysilicon Co. General
2014-8-5 1,000 2014-10-16 1,000 1 year Yes No
guarantee
Total amount of approving guarantee for Total amount of actual occurred guarantee for
289,774 46,647
subsidiaries in report period (B1) subsidiaries in report period (B2)
Total amount of approved guarantee for subsidiaries Total balance of actual guarantee for
341,206 14,500
at the end of reporting period (B3) subsidiaries at the end of reporting period (B4)
Total amount of guarantee of the Company( total of two abovementioned guarantee)
Total amount of approving guarantee in report Total amount of actual occurred guarantee in
289,774 46,647
period (A1+B1) report period (A2+B2)
Total amount of approved guarantee at the end of Total balance of actual guarantee at the end of
341,206 14,500
report period (A3+B3) report period (A4+B4)
The proportion of the total amount of actually guarantee in the net
1.84%
assets of the Company(that is A4+ B4)
Including:
Amount of guarantee for shareholders, actual controller and its related parties(C) 0
The debts guarantee amount provided for the guaranteed parties whose
0
assets-liability ratio exceed 70% directly or indirectly(D)
Proportion of total amount of guarantee in net assets of the Company exceed
0
50%(E)
Total amount of the aforesaid three guarantees(C+D+E) 0
The Company shall bear joint and several
Explanations on possibly bearing joint and several liquidating responsibilities for
liabilities in guarantee range if the subsidiaries
undue guarantees
fail to fulfill the obligation of repayment.
Explanations on external guarantee against regulated procedures N/A
(2) Illegal external guarantee
□ Applicable √ Not applicable
No Illegal external guarantee in the report period.
44
CSG Annual Report 2015
3. Entrust cash asset management to others
(1) Entrusted asset management
□ Applicable √ Not applicable
The Company had no entrusted asset management in the report period.
(2) Entrusted loans
□ Applicable √ Not applicable
The Company had no entrusted loans in the report period.
4. Other material contracts
□ Applicable √ Not applicable
No other material contracts for the Company in the report period.
XVIII. Statement on other important matters
√Applicable □ Not applicable
1. Plan of non-public offering of A-share
Disclosu Disclosure
Summary of item Interim announcement
re date website
Proposals of non-public offering of A-share to specific "Announcement of the interim meeting
investors etc. were deliberated and approved by the interim resolution of the seventh board of directors"
meeting of the 7th session of the Board on 22 April 2015. "Announcement of the interim meeting
The Company planned to exercise equity financing by resolution of the seventh board of
means of non-public offering of A-share. The total amount supervisors"
of non-public offering of A-share was 179,977,502 shares, "Non-public offering of A-share plan"
112,485,939 shares of which was specifically issued to Juchao website
" Feasibility Analysis Report about the
Foresea Life Insurance Co., Ltd. with one billion yuan in (http://www.cni
raised fund use of Non-public offering of
cash , and 67,491,563 shares of which was specifically nfo.com.cn)
A-share"
issued to China Northern Industries Corporation with 0.6 2015-4- Announcement
"Announcement of related transactions
billion yuan in cash. 23 No.: 2015-019
involved in non-public offering of A-share"
The A shares subscribed by China Northern Industries 2015-020
"Indicative announcement of changes in
Corporation and Foresea Life Insurance Co., Ltd. in this 2015-021
shareholders' equity"
plan are not allowed to be transferred within 36 months 2015-022
"Report about the use of previous raised
from the listing date.
funds"
Pricing benchmark is the announcement day of board
"Valid share subscription agreement subject
resolution for this issue. The offering price is RMB
to conditions between the Company and
8.89/share, no less than 90% of the average trading price of
Foresea Life Insurance Co., Ltd."
20 trading days before pricing benchmark. Offering price
will be adjusted if issues such as dividends, bonus shares, "Valid share subscription agreement subject
45
CSG Annual Report 2015
capital reserve and other ex dividend issues occurred before to conditions between the company and
offering. China Northern Industries Corporation"
Proposal of adjusting period of validity for the resolution of
the non-public offering of A-share plan and period of
validity which the general meeting of shareholders
authorized the Board to deal with all the specific issues
Juchao website
associated with the non-public offering of A-share was
"Announcement of the interim meeting
deliberated and approved by the interim meeting of the 7th (http://www.cni
resolution of the seventh board of directors"
Board of Directors on 15 June 2015.The Board agreed to nfo.com.cn)
"Announcement of the interim meeting
adjust period of validity for the resolution of the non-public 2015-6- Announcement
resolution of the seventh board of
offering of A-share plan and adjust period of validity which 16 No.: 2015-033
supervisors"
the general meeting of shareholders authorized the Board to 2015-035
"Report about the use and authentication of
deal with all the specific issues associated with the
the previous raised funds "
non-public offering of A-share. The period of validity
changed to 12 months commencing from the date on which
the relevant resolution is approved at general meeting
instead of the original 18 months commencing from that
date.
Juchao website
Relevant items of the non-public offering of A-share had
" Announcement of the resolution of the (http://www.cni
been considered and approved at the first extraordinary 2015-7-
first extraordinary general meeting of nfo.com.cn)
general meeting of shareholders in 2015 convened by the 3
shareholders in 2015" Announcement
Company on 2 July 2015.
No.: 2015-038
Juchao website
"Announcement of the acceptance of
(http://www.cni
Application for non-public offering of A-share was application for non-public offering of 2015-8-
nfo.com.cn)
accepted by China Securities Regulatory Commission A-share by China Securities Regulatory 18
Announcement
Commission "
No.: 2015-046
Juchao website
The Company’s non-public offering of A-share received "Announcement of receipt of ‘Notice
(http://www.cni
"Notice about review and feedback to administrative about review and feedback to administrative 2015-11
nfo.com.cn)
permissive projects from China Securities Regulatory permissive projects from China Securities -13
Announcement
Commission" Regulatory Commission’ "
No.: 2015-058
"Announcement of the reply to feedback of
the Company’s application documents for
Juchao website
non-public offering of A-share "
(http://www.cni
"Commitment about not reducing holding 2015-12
Reply to feedback of the Company’s application documents nfo.com.cn)
shares by Foresea Life Insurance Co., Ltd." -8
for non-public offering of A-share Announcement
" Commitment about not reducing holding
No.: 2015-059
shares by China North Industries
Corporation"
46
CSG Annual Report 2015
The item of non-public offering of A-share is still subject to approval from China Securities Regulatory Commission and other
related authorities.
2. Plan of domestically listed foreign shares converting listing location to list and trade on the Main Board of Stock Exchange of
Hong Kong by Means of Introduction
Disclosure Disclosure
Summary of item Interim announcement
date website
The proposal of domestically listed foreign "Announcement of the interim meeting resolution of the
shares converting listing location to list and seventh board of directors" Juchao
trade on the Main Board of Stock Exchange "Announcement of the interim meeting resolution of the website
of Hong Kong by Means of Introduction seventh board of supervisors" (http://www.
was deliberated and approved by the interim " Plan of domestically listed foreign shares converting listing cninfo.com.
meeting of the 7th session of the Board of location to list and trade on the Main Board of Stock 2015-4-23 cn)
the Company on 22 April 2015. Exchange of Hong Kong by Means of Introduction " Announcem
The Board agreed B-share converting listing " Financial Consulting Report issued by CITIC Securities ent No.:
location to list and trade on the Main Board Co., Ltd.for the Plan of domestically listed foreign shares 2015-019
of Stock Exchange of Hong Kong by Means converting listing location to list and trade on the Main Board 2015-020
of Introduction. of Stock Exchange of Hong Kong by Means of Introduction"
Juchao
Discussed by the interim meeting of the website
seventh board of directors held on June 15, (http://www.
2015, the company should hold the board "Announcement of the interim meeting resolution of the cninfo.com.
2015-6-16
and shareholders’ meeting about converting seventh board of directors" cn)
B-share to H-share after the completion of Announcem
non-public offering of A-share. ent No.:
2015-033
3. Short-term Financing Bills
On 6 August 2012, the First Extraordinary Shareholders’ General Meeting 2012 of CSG Holding Co., Ltd deliberated and approved
the proposal of short-term financing bills offering with application of short-term financing bills within RMB 2.2 billion limit. On 11
January 2013, National Association of Financial market Institutional Investors (NAFMII) held its 1st registration meeting of 2013, in
which NAFMII decided to accept the Company’s short-term financing bills registration, amounting to RMB 1.1 billion, valid until
January 25, 2015. China Merchants Bank Co., Ltd, and Shanghai Pudong Development Bank Co., Ltd were joint lead underwriters of
these short-term financing bills, which could be issued by stages within the validity period of registration. On 7 March 2013, the
Company issued the 1st batch of short-term financing bills with a total amount of RMB 1.1 billion and deadline of one year, and
cashed completed on 6 March 2014. On 27 June 2014, the Company continued to issue the 2nd batch of short-term financing bills for
the year with a total amount of RMB 700 million and annual interest rate of 5.10%, and the expiry date is 27 June 2015. On 25
August 2014, the Company continued to issue the 3rd batch of short-term financing bills for the year with a total amount of RMB
400 million and annual interest rate of 5.10%, and the expiry date is 25 August 2015.
On 23 April 2013, annual general meeting of 2012 of CSG Holding Co., Ltd deliberated and approved the proposal of short-term
financing bills offering, agreed the application of issuing short-term financing bills with a total amount of no more than 40 percent of
the Company’s net assets (the issued short-term financing bills included). On 20 December 2013, National Association of Financial
market Institutional Investors held its 74th registration meeting of 2013, in which NAFMII decided to accept the Company’s
short-term financing bills registration, amounting to RMB 1.1 billion, valid for two years. China CITIC Bank Corporation Limited
47
CSG Annual Report 2015
and Agricultural Bank of China Co., Ltd were joint lead underwriters of these short-term financing bills, which could be issued by
stages within the validity period of registration. On 14 March 2014, the Company issued short-term financing bills with a total
amount of RMB 0.5 billion and deadline of one year, which was redeemed on 14 March 2015. On 22 April 2015, the Company
issued the 1st batch of short-term financing bills for the year of 2015 with a total amount of RMB 0.6 billion and annual interest rate
of 4.28%, and the expiry date is 23 April 2016. On 16-17 September 2015, the Company issued the 2nd batch of short-term financing
bills for the year of 2015 with a total amount of RMB 0.4 billion and annual interest rate of 3.50%, and the expiry date is 17
September 2016.
For details, please refer to www.chinabond.com.cn and www.chinamoney.com.cn.
4. Ultra-short-term financing bills
On 10 December 2014, the First Extraordinary Shareholders’ General Meeting 2014 of CSG Holding Co., Ltd deliberated and
approved the proposal of application for registeration and issuance of ultra-short-term financing bills with registered capital of RMB
4 billion at most and validity within 2 years. On 21 May 2015, National Association of Financial Market Institutional Investors
(NAFMII) held the 32nd registration meeting of 2015, in which NAFMII decided to accept the registration of the Company’s
ultra-short-term financing bills, amounting to RMB 4 billion and valid for two years. China Merchants Bank Co., Ltd., Shanghai
Pudong Development Bank Co., Ltd., Industrial Bank Co., Ltd., China CITIC Bank Co., Ltd. and China Agriculture Bank Co., Ltd.
were joint lead underwriters of these ultra-short-term financing bills, which could be issued by stages within period of validity of the
registration.
On 12 June 2015, the Company issued the first batch of ultra-short-term financing bills for the year of 2015 with total amount of
RMB 0.8 billion and valid term of 270 days at the issuance rate of 4.25%, which was redeemed on 11 March 2016. On 13 October
2015, the Company issued the second batch of ultra-short-term financing bills for the year of 2015 with total amount of RMB 1.1
billion and valid term of 270 days at the issuance rate of 3.81%, which will be redeemed on 11 July 2016. On 10 March 2016, the
Company issued the first batch of ultra-short-term financing bills for the year of 2016 with total amount of RMB 0.8 billion and valid
term of 270 days at the issuance rate of 3.15%, which will be redeemed on 6 December 2016.
For details, please refer to www.chinabond.com.cn and www.chinamoney.com.cn.
5. Medium term notes
On 10 December 2014, the First Extraordinary Shareholders’ General Meeting 2014 of CSG Holding Co., Ltd deliberated and
approved the proposal of application for registeration and issuance of medium term notes with total amount of RMB 1.2 billion at
most. On 21 May 2015, National Association of Financial Market Institutional Investors (NAFMII) held the 32nd registration meeting
of 2015, in which NAFMII decided to accept the registration of the Company’s medium term notes, amounting to RMB 1.2 billion
and valid for two years. China Merchants Bank Co., Ltd. and Shanghai Pudong Development Bank Co., Ltd. were joint lead
underwriters of these medium term notes which could be issued by stages within within period of validity of the registration.
On 10 July 2015, the Company issued the first batch of medium term notes with total amount of RMB 1.2 billion and valid term of 5
years at the issuance rate of 4.94%, which will be redeemed on 14 July 2020.
For details, please refer to www.chinabond.com.cn and www.chinamoney.com.cn.
XIX. Significant events of subsidiaries of the Company
□ Applicable √ Not applicable
XX.Social responsibilities
√Applicable □ Not applicable
2015 Annual Social Responsibilities Report of CSG was the 8th year the Company consecutively released social responsibilities
48
CSG Annual Report 2015
report, the report emphasized in 2015, systemically formulated the Company concrete actions of how to positively perform the social
duties, and the efforts to implement the scientific development perspective, build a harmonious society, and advance the sustainable
development of economic society through the spirit of Factualism, Innovation, Unity and Efficiency. See the full report on
www.cninfo.com.cn.
The listed company and subsidiaries is in the range of heavy pollution industry that regulated by State environment protection
departments
□Yes √ No □Not applicable
XXI. Issuance of corporate bonds
Whether the Company has corporate bonds publicly listed in Stock Exchange which are not matured or haven’t completed the
payment till the day when the annual report is approved and announced or not
Yes
1. The basic information of corporate bonds
Short Bond Maturity Bond balance Interest Way of repayment of principal and
Name Issue date
name code date (RMB 0,000) rate interest
Using simple interest year - on - year,
non - compound interest, the interest is
Corporate bond 10 CSG
112021 2010-10-20 2015-10-20 0 5.33% paid once a year and the principal is paid
in 2010 of CSG 01
at a time once due, and the final interest
is paid together with the principal.
Using simple interest year - on - year,
non - compound interest, the interest is
Corporate bond 10 CSG
112022 2010-10-20 2017-10-20 100,000 5.33% paid once a year and the principal is paid
in 2010 of CSG 02
at a time once due, and the final interest
is paid together with the principal.
Corporate bond listing or
Shenzhen Stock Exchange
transfer trading place
Appropriate arrangements Corporate bond "10 CSG 02" establishes the sell-back option for investors, and its bondholders have the
for investors right to sell back all or part of their bonds at par to the issuer on October 20, 2015.
Interest payment and Corporate bond "10 CSG 01" expired on October 20, 2015. The Company completed the payment of
encashment of corporate principal and interest from October 20, 2014 to October 19, 2015 on October 20, 2015.
bonds during the reporting The Company completed the payment of interest from October 20, 2014 to October 20, 2015 on
period October 19, 2015 for "10 CSG 02" on October 20, 2015.
Implementation of the According to "10 CSG 02" investors sell back option terms established by "Corporate Bonds Listing
special provisions Announcements of CSG Holding Co., Ltd. ", the Company disclosed " Announcement of the coupon
including option and rate adjustment of corporate bond ‘10 CSG 02’ and the measures for the implementation of investors
exchangeable terms of sell-back" (Announcement No.: 2015-047) on September 15, 2015, and respectively issued the first and
issuers or investors second indicative announcements (Announcement No.: 2015-048, 2015-049) about the measures for the
attached to corporate implementation of investors sell-back on September 17, 2015 and September 21, 2015. The Company
49
CSG Annual Report 2015
bonds and the relevant decided not to raise the coupon rate at the end of the fifth year of the current corporate bonds duration,
provisions during the i.e. the coupon annual rate would still be 5.33% in the last two years of the current bonds duration and
reporting period (if not change within 2 years after the bonds duration. Investors could sell back all or part of their "10 CSG
applicable) 02" to the Company within the sell-back reporting day (from September 15, 2015 to September 21,
2015), and the price is RMB 100 per piece. In accordance with the bond sell-back declaration data
provided by China Securities Depository and Clearing Corporation Limited Shenzhen Branch, the
effective sell-back declaration quantity of corporate bond "10 CSG 02" of this time was 0, the sell-back
amount was RMB 0, the remaining hosting amount was 10,000,000 pieces, please refer to
"Announcements of the sell-back implementation results of corporate bond ‘10 CSG 02’"
(Announcements No.: 2015-055) disclosed by the Company on October 21, 2015.
2. Informantion of bond trustee and credit rating institution
Bond trustee:
China Merchants 38-45 floor, Ablock, Jiangsu Building, Contact Nie
Name Office adds. Tel. 0755-82960984
Securities Co., Ltd. Yitian Road, Futian District, Shenzhen person Dongyun
Credit rating institution which tracks rating corporate bonds in the report period:
Name CCXR Office adds. 8 floor, Anji Building, 760 Tibet South Road, Huangpu District, Shanghai
If bond trustee and credit rating institution engaged by the Company changed in the report period, explain the reason Not
of the change, performance of the procedure, and the impact on the interest of investors etc. (if applicable) applicable
3. The use of fund raised by corporate bonds
The use of fund raised by corporate bonds and performance of the The raised fund is in strict accordance with the
procedure relevant provisions.
Balance at the end of year 0
The operation of the special account for raised fund is
The operation of the special account for raised fund strictly accordance with the relevant provisions of
prospectus commitment.
Whether the use of raised fund is consistent with the purpose, plan of use
Consistent
and other agreements of prospectus commitment
4. Information of the rating of corporation bonds
According to CCXR’s track rating in 2015, the Company's subject credit rating is AA +, rating outlook is stable, and the bonds
credit rating of the current period is evaluated as AA +.
5. Trust mechanism, debt repayment plans and other debt repayment safeguards of corporation bonds
During the report period, the trust mechanism, debt repayment plans and other debt repayment safeguards have not been changed
which are the same as the relevant commitments of raising instruction manual, the relevant implementations are as follows:
I. Debt repayment plan
50
CSG Annual Report 2015
The Company established the annual and monthly plan for application of funds based on the payment arrangement for coming due
principal and interest of the corporation bonds, reasonably managed and allocated the funds so as to make sure the due principal and
interest be paid in time. The capital sources for paying the corporation bonds in the report period were mainly the cash flow
generated by the Company’s operating activities and the bank loans.
In 2015, the Company paid the principal and interest of corporation bond "10 CSG 01" and interest of corporation bond "10 CSG 02"
on time.
II. Repayment safeguards for the Company’s bonds
In order to fully and effectively maintained the interests of the bondholders, the Company has made a series plans for the timely and
sufficient repayment for bonds in the report period, including confirming the specialized departments and personnel, arranging the
funds for repayment, establishing the management measures, achieving the organization coordination, and strengthening information
disclosure so as to form a set of safeguards to ensure the security payment of bond.
(I) Establish the "Bondholders' Meeting Rules"
The Company has established the "Bondholders' Meeting Rules" for the corporation bonds in accordance with the "Pilot Approach
for the Issuance of Corporation Bonds", appointed the range, procedures and other important matters for bondholders to exercise
rights by bondholders' meeting and made reasonable institutional arrangements to ensure the principal and interest of the corporation
bonds be paid timely and sufficiently.
(II) Engage bond trustee
The Company has engaged China Merchants Securities Co., Ltd. as the trustee for the corporation bonds in accordance with the
"Pilot Approach for the Issuance of Corporation Bonds", and signed the "Bond Trusteeship Agreement". In the duration of the
corporation bonds, the bond trustee will maintain the interests of the Company’s bondholders according to the agreement.
(III) Establish the specialized reimbursement working group and set up special account for debt repayment
The Company used the funds raised from the bond strictly in accordance with the "Financial Management System" and "Financial
Funds Management Approach". The Company has appointed the financial department to take the lead and take charge of the
repayment of corporation bonds, implement and arrange the repayment funds for principal and interest of corporation bonds in the
annual financial budget so as to ensure the principal and interest be paid on time and guarantee the interests of bondholders. Within
15 working days before the annual interest pay day and annual principal pay day of corporation bonds, the Company specially
establishes a working group of which the members are composed of personnel from the company's financial management department
to take charge of the repayment of interests and other relevant work. The Company guarantees the funds for payment of interest will
be sent to the special repayment account three days before the annual interest payment and the funds for cashing principle will be
sent to the special repayment account one week before the due date of corporation bonds, the special repayment account will pay
both the principle and interest.
(IV) Improve profitability, strengthen funds management, and optimize debt structure
The Company has a rigorous financial system and a normative management system, account receivable turnover and inventory
turnover are in good status, the Company’s financial policies are steady, and the structure of assets and liabilities is reasonable. The
Company will continue its efforts to enhance the profitability of main business and the market competitiveness of products so as to
improve the Company 's return on assets; the Company also will continue to strengthen the management of accounts receivable and
inventory so as to improve accounts receivable turnover and inventory turnover, and thereby enhance the Company 's ability to
obtain cash.
51
CSG Annual Report 2015
(V) Strict information disclosure
The Company follows the principle of truly, accurately and completely disclosing information so that the Company’s debt paying
ability and use of proceeds can be under the supervision of the bondholders, bond trustee and shareholders to prevent debt repayment
risk.
(VI) Other safeguards
When the Company cannot pay interest and principal on time or has other breach of contracts, the Company will at least take
following measures:
1. Do not distribute profits to shareholders.
2. Postpone the implementation of capital expenditure projects such as major foreign investment, mergers and acquisitions.
6. Information about the bond-holder meeting during the reporting period
There was no bond-holder meeting convened in the report period.
7. Information about the obligations fulfilled by the bond trustee in the report period
Bond trustee perform their duties as the agreement during the report period.
The Company disclosed the "2010 Annual Corporate Bonds Trusteeship Transaction Report (2014)" prepared by China Merchants
Securities Co., Ltd. at Juchao website (http//www.cninfo.com.cn) on April 14, 2015, to which investors are welcomed to refer.
8. The key accounting data and financial indicators of the latest two years to the end of the report period
RMB 0,000
Item 2015 2014 Rate of change over the same period
Earnings before interest tax depreciation and amortiation 181,276.38 193,167.63 -6.16%
Net cash flow form investing activities -57,821.86 -89,960.12 -35.73%
Net cash flow form financing activities -10,008.35 -62,628.44 -84.02%
Balance of cash and cash equivalents at period-end 57,474.49 15,683.83 266.46%
Flow rate 43% 24% 19%
Assets liabilities rate 49% 43% 6%
Speed ratio 36% 17% 19%
Total debt ratio of EBITDA 24% 30% -6%
Interest coverage ratio 3.46 4.76 -27.31%
Cash interest coverage ratio 5.45 7.78 -29.95%
interest coverage ratio of EBITDA 6.30 7.66 -17.75%
Loan repayment rate 100% 100% 0%
interest coverage ratio 100% 100% 0%
The main reason of the above main accounting data and financial indicators changed more than 30% y-o-y
√Applicable □ Not applicable
52
CSG Annual Report 2015
The change of net cash flow form investing activities was mainly because the cash paid for the construction of fixed assets decreased.
The increase of net cash flow form financing activities was mainly because of the increase of bank borrowings of the year.
The increase of balance of cash and cash equivalents at period-end was mainly because of the increase of monetary funds.
9. Information about the limited asset right by the end of the report period
Item The limited amount Reason for limitation
The Company’s guarantee deposit for the application of opening letter of credit and
Monetary fund RMB 4,089,643
loan from the bank.
10. Payment of principle and interest for other bonds and debt financing instruments during the report
period
Short-term financing bills
On March 14, 2015, the Company completed the repayment of the short- term financing bills with total amount of RMB 0.5 billion
and valid term of one year at the issuance rate of 5.65%, which issued on March 14, 2014.
On June 27, 2015, the Company completed the repayment of the short- term financing bills with total amount of RMB 0.7 billion and
valid term of one year at the issuance rate of 5.10%, which issued on June 27, 2014.
On August 25, 2015, the Company completed the repayment of the short- term financing bills with total amount of RMB 0.4 billion
and valid term of one year at the issuance rate of 5.10%, which issued on August 25, 2014.
11. Information about of bank credit and use, as well as repayment of bank loans during the report period
In the report period, the Company gained bank credit of RMB 6,720.38 million and use quota of RMB 836.07 million and repaid
loans of RMB 5,732.45 million.
12. Information about fulfillment of the stipulations or commitments specified in the Prospectus of the
issuance of the bonds during the report period
Nil
13. Significant event occurring during the report period
Nil
14. Whether there is a guarantor of corporate bonds
□ Yes √ No
53
CSG Annual Report 2015
Section VI. Changes in Shares and Particulars about Shareholders
I. Changes in Share Capital
1. Changes in Share Capital
Unit: Share
Before the Change Increase/Decrease in the Change (+, -) After the Change
Capitalizat
Proportion New shares Bonus ion of Proportion
Amount Others Subtotal Amount
(%) issued shares public (%)
reserve
I. Restricted shares 10,060,247 0.48% -1,380,581 -1,380,581 8,679,666 0.42%
1. State-owned shares 0 0% 0 0 0 0%
2. State-owned legal person’s
shares 0 0% 0 0 0 0%
3. Other domestic shares 10,060,247 0.48% -1,380,581 -1,380,581 8,679,666 0.42%
Including: Domestic legal 0 0
0 0% 0 0%
person’s shares
Domestic natural person’s
10,060,247 0.48% -1,380,581 -1,380,581 8,679,666 0.42%
shares
4. Foreign shares 0 0% 0 0 0 0%
Including: Foreign legal
0 0% 0 0 0 0%
person’s shares
Foreign natural person’s
0 0% 0 0 0 0%
shares
II. Unrestricted shares 2,065,275,313 99.52% 1,380,581 1,380,581 2,066,655,894 99.58%
1. RMB Ordinary shares 1,302,768,571 62.77% 1,303,331 1,303,331 1,304,071,902 62.84%
2. Domestically listed foreign
shares 762,506,742 36.75% 77,250 77,250 762,583,992 36.75%
3. Overseas listed foreign
shares 0 0% 0 0 0 0%
4. Others 0 0% 0 0 0 0%
III.Total shares 2,075,335,560 100% 2,075,335,560 100%
Reasons for share changed
√ Applicable □ Not applicable
Removal & engagement for senior executives
Approval of share changed
□ Applicable √ Not applicable
Ownership transfer for changed shares
□ Applicable √ Not applicable
Influence on the basic EPS and diluted EPS as well as other financial indexes of net assets per share attributable to common
shareholders of Company in the latest year and period
54
CSG Annual Report 2015
□Applicable √ Not applicable
Other information necessary to be disclosed or need to be disclosed under requirement from security regulators
□Applicable √ Not applicable
2. Changes of restricted shares
√Applicable □ Not applicable
Unit: Share
Number of Number of Number of Number of
Shareholder shares shares new shares shares
Restriction reasons Released date
s’ name restricted at released in restricted in restricted at
Period-begin the Year the Year Period-end
On 27 March 2015, Mr. Ding Jiuru no longer
held the post of senior executive. According
Ding Jiuru 1,030,781 1,030,781 0 0 to relevant requirements, all the shares held 2015-9-28
by Mr. Ding Jiuru had to be locked up for six
months.
On 22 May 2015, Mr. Zhang Bozhong who
used to be a senior executive of the Company
Zhang resigned from his office. According to
349,800 349,800 0 0 2015-11-23
Bozhong relevant requirements, all the shares held by
Mr. Zhang Bozhong had to be locked up for
six months.
Total 1,380,581 1,380,581 0 0 -- --
II. Issuance and listing of Securities
1. Security issued (excluding preferred stock) in the report period
□ Applicable √ Not applicable
2. Particulars about changes of total shares and shareholder structure as well as changes of assets and
liability structure
□ Applicable √ Not applicable
3. Existing internal staff shares
□ Applicable √ Not applicable
55
CSG Annual Report 2015
III. Particulars about shareholder and actual controller of the Company
1. Amount of shareholders of the Company and particulars about shares holding
Unit: Share
Total preference
Total preference shareholders with
Total shareholders at
Total shareholders at shareholders with voting voting rights recovered
the end of the month
the end of the report 162,226 156,651 rights recovered at end of N/A at end of the month N/A
before this annual
period report period (if before this annual
report disclosed
applicable) report disclosed (if
applicable)
Shareholder with above 5% shares hold or top 10 shareholders
Full name of Shareholders Nature of Proportion Total shares Changes in Amount of Amount of Number of share
shareholder of shares held at the report period restricted un-restricted pledged/frozen
held (%) end of report shares shares held Share Amo
period held
status unt
Domestic non
Foresea Life Insurance Co., Ltd.
state-owned 11.08% 229,953,675 229,953,675 229,953,675
– Haili Niannian
legal person
Domestic non
Foresea Life Insurance Co., Ltd.
state-owned 3.92% 81,405,744 81,405,744 81,405,744
– universal insurance products
legal person
China Northern Industries State-owned
3.62% 75,167,934 0 75,167,934
Corporation legal person
Domestic non
Shenzhen Jushenghua Co., Ltd. state-owned 2.87% 59,552,120 59,552,120 59,552,120
legal person
Domestic non
Foresea Life Insurance Co., Ltd.
state-owned 1.95% 40,519,788 40,519,788 40,519,788
–own fund
legal person
Domestic non
Central Huijin Investment Ltd. state-owned 1.92% 39,811,300 39,811,300 39,811,300
legal person
Domestic non
Shen International Holdings
state-owned 1.78% 37,040,200 -16,888,613 37,040,200
(Shenzhen) Co., Ltd.
legal person
China Galaxy International Foreign legal
1.40% 29,072,612 29,072,612 29,072,612
Securities (H.K.) Co., Ltd. person
China Securities Finance Domestic non 1.27% 26,357,447 26,357,447 26,357,447
56
CSG Annual Report 2015
Corporation state-owned
legal person
Haitong International Securities Foreign legal
1.15% 23,896,635 23,896,635 23,896,635
Company Limited-Account Client person
Strategic investors or general legal N/A
person becomes top 10 shareholders
due to shares issued (if applicable)
Explanation on associated Among shareholders as listed above, Foresea Life Insurance Co., Ltd.-Haili Niannian, Foresea
relationship among the aforesaid Life Insurance Co., Ltd.-universal insurance products, Foresea Life Insurance Co., Ltd.-own
shareholders fund are all held by Foresea Life Insurance Co., Ltd.. Shenzhen Jushenghua Co., Ltd. is a
related legal person of Foresea Life Insurance Co., Ltd. and Chengtai Group Co., Ltd., another
related legal person of Foresea Life Insurance Co., Ltd, which held 27,625,299 shares via
China Galaxy International Securities (H.K.) Co., Ltd.
Except for the above-mentioned shareholders, It is unknown whether other shareholders
belong to related party or have associated relationship regulated by the Management
Regulation of Information Disclosure on Change of Shareholding for Listed Companies.
Particular about top ten shareholders with un-restrict shares held
Amount of un-restrict Type of shares
Shareholders’ name shares held at
Type Amount
year-end
Foresea Life Insurance Co., Ltd. – Haili Niannian 229,953,675 RMB ordinary shares 229,953,675
Foresea Life Insurance Co., Ltd. – universal insurance products 81,405,744 RMB ordinary shares 81,405,744
China Northern Industries Corporation 75,167,934 RMB ordinary shares 75,167,934
Shenzhen Jushenghua Co., Ltd. 59,552,120 RMB ordinary shares 59,552,120
Foresea Life Insurance Co., Ltd. –own fund 40,519,788 RMB ordinary shares 40,519,788
Central Huijin Investment Ltd. 39,811,300 RMB ordinary shares 39,811,300
Shen International Holdings (Shenzhen) Co., Ltd. 37,040,200 RMB ordinary shares 37,040,200
Domestically listed
China Galaxy International Securities (H.K.) Co., Ltd. 29,072,612 29,072,612
foreign shares
China Securities Finance Corporation 26,357,447 RMB ordinary shares 26,357,447
Domestically listed
Haitong International Securities Company Limited-Account Client 23,896,635 23,896,635
foreign shares
Among shareholders as listed above, Foresea Life Insurance Co., Ltd.-Haili Niannian, Foresea
Life Insurance Co., Ltd.-universal insurance products, Foresea Life Insurance Co., Ltd.-own
Statement on associated
fund are all held by Foresea Life Insurance Co., Ltd.. Shenzhen Jushenghua Co., Ltd. is a related
relationship or consistent action
legal person of Foresea Life Insurance Co., Ltd. and Chengtai Group Co., Ltd., another related
among the above shareholders:
legal person of Foresea Life Insurance Co., Ltd, which held 27,625,299 shares via China Galaxy
International Securities (H.K.) Co., Ltd.
57
CSG Annual Report 2015
Except for the above-mentioned shareholders, It is unknown whether other shareholders belong
to related party or have associated relationship regulated by the Management Regulation of
Information Disclosure on Change of Shareholding for Listed Companies.
Explanation on shareholders The Company’s shareholder, Shenzhen Jushenghua Co., Ltd., held 59,552,120 shares in total
involving margin business (if with 0 share in its general account and 59,552,120 shares via the client credit trading guarantee
applicable) account of China Galaxy Securities Co., Ltd.
Buy back deals carried out by the shareholders in the report period
□Yes √ No
There were no buy back deals carried out by the shareholders in the report period.
2. Controlling shareholder of the Company
Not exist
Explanation on the Company without controlling shareholder
Currently the Company has no controlling shareholder. Foresea Life Insurance Co., Ltd. is the Company's largest shareholder that has
totally held 357,379,060 shares of the Company via Foresea Life Insurance Co., Ltd.–Haili Niannian, Foresea Life Insurance Co.,
Ltd.–universal insurance products, Foresea Life Insurance Co., Ltd.–own fund, Foresea Life Insurance Co., Ltd.–a combination of its
own funds together with Huatai till the end of the report period, which accounts for 17.22% of the Company’s total share; its related
legal person Shenzhen Jushenghua Co., Ltd. held 59,552,120 shares, which accounts for 2.87% of the Company’s total share; its
related legal person Chengtai Group Co., Ltd. held 35,544,999 shares of B-share via China Galaxy International Securities (Hong
Kong) Co., Ltd and Guosen Securities (Hong Kong) Brokerage Co., Limited, which accounts for 1.71% of the Company’s total share.
Foresea Life Insurance and its related legal persons totally held 21.8% of the Company’s total share, which is less than 30%,
meanwhile, the number of directors recommended by Foresea Life Insurance and its related legal persons was no more than one third
of total number of the Company’s board of directors.
Other shareholders of the Company hold less than 5% of the shares.
Changes of controlling shareholders in reporting period
□ Applicable √ Not applicable
3. Actual controller of the Company
Not exist
Explanation on the Company without actual controller
Currently the Company has no actual controller. Foresea Life Insurance Co., Ltd. is the Company's largest shareholder that has totally
held 357,379,060 shares of the Company via Foresea Life Insurance Co., Ltd.–Haili Niannian, Foresea Life Insurance Co.,
Ltd.–universal insurance products, Foresea Life Insurance Co., Ltd.–own fund, Foresea Life Insurance Co., Ltd.–a combination of its
own funds together with Huatai till the end of the report period, which accounts for 17.22% of the Company’s total share; its related
legal person Shenzhen Jushenghua Co., Ltd. held 59,552,120 shares, which accounts for 2.87% of the Company’s total share; its
related legal person Chengtai Group Co., Ltd. held 35,544,999 shares of B-share via China Galaxy International Securities (Hong
Kong) Co., Ltd and Guosen Securities (Hong Kong) Brokerage Co., Limited, which accounts for 1.71% of the Company’s total share.
Foresea Life Insurance and its related legal persons totally held 21.8% of the Company’s total share, which is less than 30%,
meanwhile, the number of directors recommended by Foresea Life Insurance and its related legal persons was no more than one third
of total number of the Company’s board of directors.
58
CSG Annual Report 2015
Shareholders with over 10% shares held in ultimate controlling level
√Yes □No
Legal person
Shares held in ultimate controlling level
Whether to obtain the right of abode in other countries
Shareholders Nationality
or regions
Yao Zhenhua China No
Take posts of chairman of Foresea Life Insurance Co., Ltd. and chairman of
Major occupations and duties
Shenzhen Baoneng Investment Co., Ltd.
Situation of holding domestic and abroad
N/A
listed companies over the part 10 years
Changes of actual controller in the report period
□ Applicable √ Not applicable
There was no change of actual controller of the Company in the report period.
Property right and controlling relationship between the largest shareholder and the Company is as follow:
59
CSG Annual Report 2015
Yao Zhenhua
Shenzhen Baoneng Investment Group Co., Ltd.
Shenzhen Zheshang Baoneng Industry
Shenzhen Baoneng Chuangying Shenzhen Baoneng Logisitics Co., Ltd.
Investment partnership Enterprise Limited
Investment Company Limited
67.40% 30%
0.68%
1.92%
Shenzhen Jushenghua Co., Shenzhen Shenyue Holding Shenzhen Yueshang Shenzhen Kaicheng Hengxin Shenzhen Southern Automobile
100%
Ltd. Co., Ltd. Logisitics Co., Ltd. Warehouse Co., Ltd. Trading Center Co., Ltd.
51% 20% 19.80% 4.6% 4.6%
Shenzhen Hualitong
Investment Co., Ltd.
100%
2.87% Foresea Life Insurance Co., Ltd.
Chengtai Group
Co., Ltd.
CSG Holding
1.71% Co., Ltd. 17.22%
Actual controller controlling of the Company by entrust or other assets management
□Applicable √Not applicable
4. Particulars about other legal person shareholders holding over 10% shares
□ Applicable √ Not applicable
5. Limitation on share reducion of controlling shareholders, actual controllers, Recombination party and
other commitment subjects
□ Applicable √ Not applicable
60
CSG Annual Report 2015
Section VII. Particulars about Directors, Supervisors, Senior
Executives and Employees
I. Changes of shares held by directors, supervisors and senior executives
Amount Amount
Shares held of shares of shares Other
Shares held
Working Start dated at increase decrease change
End date of at
Title Sex Age of office
Name status office term period-begin d in this d in this s period-end(
term
Share)
(Share) period period (share)
(Share) (Share)
Chairman of
the Board,
Director of
Currently
Zeng Nan strategic and M 71 2008-4-10 2017-4-15 4,500,388 0 0 0 4,500,388
in office
operational
management
committee
Zhang Independent Currently
M 51 2011-4-15 2017-4-15
Jianjun Director in office
Independent Currently
Fu Qilin M 61 2012-4-17 2017-4-15
Director in office
Independent Currently
Du Wenjun F 47 2014-4-15 2017-4-15
Director in office
Currently
Wu Guobin Director/CEO M 51 2014-4-15 2017-4-15 1,810,000 0 0 0 1,810,000
in office
Currently
Chen Lin Director F 44 2016-1-21 2017-4-15
in office
Currently
Wang Jian Director M 52 2016-1-21 2017-4-15
in office
Currently
Ye Weiqing Director F 44 2016-1-21 2017-4-15
in office
Cheng Currently
Director F 34 2016-1-21 2017-4-15
Xibao in office
Chairman of
Currently
Long Long the M 60 2011-4-15 2017-4-15
in office
Supervisory
61
CSG Annual Report 2015
Committee
Hong Currently
Supervisor M 61 2011-4-15 2017-4-15
Guo’an in office
Currently
Yan Wendou Supervisor M 48 2014-3-15 2017-4-15
in office
Chief Currently 2005-11-2
Luo
Financial M 53 2017-4-15 1,790,000 0 0 0 1,790,000
Youming in office 2
Officer
Currently
Ke Hanqi Vice president M 50 2015-5-18 2017-4-15 1,730,000 0 0 0 1,730,000
in office
Currently
Zhang Fan Vice president M 50 2012-12-3 2017-4-15 1,530,000 0 0 0 1,530,000
in office
Secretary of Currently 0
Zhou Hong F 50 2012-3-23 2017-4-15 212,500 0 0 212,500
the Board in office
Post
Li Jingqi Director M 59 2000-5-12 2015-12-10
leaving
Guo Post
Director M 48 2005-4-22 2015-11-4
Yongchun leaving
Post
Chen Chao Director M 60 2014-4-15 2015-12-22
leaving
Yan Post
Director M 56 2007-4-20 2015-12-22
Ganggang leaving
Post 0
Ding Jiuru Vice president M 53 2013-8-2 2015-3-27 1,374,375 0 218,000 1,156,375
leaving
Zhang Post 0
Vice president M 51 2014-4-15 2015-5-22 466,400 0 352,400 114,000
Bozhong leaving
Total -- -- -- -- -- -- 13,413,663 0 570,400 0 12,843,263
II. Changes of directors, supervisors and senior executives
Name Title Type Date Reasons
Chen Lin Director Be elected 2016-1-21 By-election of directors
Wang Jian Director Be elected 2016-1-21 By-election of directors
Ye Weiqing Director Be elected 2016-1-21 By-election of directors
Cheng Xibao Director Be elected 2016-1-21 By-election of directors
Resigned from the 7th board of directors of the
Li Jingqi Director Post leaving 2015-12-10
Company due to changes of personal jobs
Resigned from the 7th board of directors of the
Guo Yongchun Director Post leaving 2015-11-4
Company due to changes of personal jobs
62
CSG Annual Report 2015
Resigned from the 7th board of directors of the
Chen Chao Director Post leaving 2015-12-22
Company for personal reason
Resigned from the 7th board of directors of the
Yan Ganggang Director Post leaving 2015-12-22
Company for personal reason
Due to the need of business development, the
Ding Jiuru Vice president Dismissal 2015-3-27
Company adjusted executives
Resigned from vice president of the Company for
Zhang Bozhong Vice president Dismissal 2015-5-22
personal reason
III. Post-holding
Major professional background, working experience of directors, supervisors and senior executive and their major responsibility in
the Company at present
Zeng Nan, took posts of Director General Manager, Director President and Vice Chairman of the Board in the Company. At present,
he is the Chairman of the Board and Director of strategic and operational management committee.
Zhang Jianjun, took posts of Dean and Professor of Economy College of Shenzhen University and Independent Director of
Shenzhen Gas Corporation Ltd., Independent Director of Tapai Group and Independent Director of Shenzhen Chiwan Wharf
Holdings Limited. At present, he is the Director and Professor of Accounting and Finance Research Institution of Shenzhen
University, Independent Director of the Company, Independent Director of Shenzhen Airport Co., Ltd, Independent director of
Shenzhen MYS Environmental Protection & Technology Company Ltd., Independent director of Shenzhen Topway Video
Communication Co., Ltd., and Independent director of Jieshun Science & Technology Industry Co., Ltd.
Fu Qilin, took posts of Dean of Law School of Jinan University, Dean of Law School of Capital University of Economics &
Business, now he is the professor and doctorial adviser of China University of Political Science & Law, Independent Director of the
Company.
Du Wenjun, took the post of group leader of IT research group of the institute of Jun An Securities Co., Ltd., director General
Manager of the acquisition & merger headquater of Guotai Junan Secutities Co., Ltd., investment director of Guotai Junan Innovation
Investment Co., Ltd., assistant president of Guohai Secuties Co., Ltd., general manager of Sealand Innovation Capital Investment
Management Co., Ltd. At present, she is Chairman of Sealand Innovation Capital Investment Management Co., Ltd., independent
director of Shenzhen Gas Corporation Ltd. and Independent Director of the Company.
Wu Guobin, took posts of Assistant to the General Manager of the Company, Secretary of the Board, Vice president of the Company
and president of architectural glass division of the Company. At present, he is Director and CEO of the Company.
Chen Lin, took posts of General Manager's Secretary in Shenzhen Juhua Investment and Development Co., Ltd., Department
Manager and General Manager Assistant in Shenzhen Shum Yip Logistics Group Co., Ltd. At present, she is Chairman of board of
supervisors of Foresea Life Insurance Co., Ltd., Vice-general Manager of Shenzhen Shum Yip Logistics Group Co., Ltd., and
Director of Guangdong Shaoneng Group Company Limited and Director of the Company.
Wang Jian, took posts of General Manager (Legal Representative) and Executive Director of China North Industries Tianjin
Corporation, Director and General Manager and Senior consultant of China North Vehicle Co., Ltd., and Director, Vice-president
and President of Shanghai Nonferrous Metals E-Commerce Co., Ltd. At present, he is General Manager of investment management
department of China North Industries Corporation, Legal Representative and President in Chengdu Yinhe Dynasty Hotel Co., Ltd.,
Director and Vice-president of Shenzhen Baoyin Electricity Co., Ltd., President of North Property Development Company Limited
and Director of the Company.
Ye Weiqing: took posts of Financial Administrator, Senior Vice President and Director in Shenzhen Baoneng Investment Group Co.,
63
CSG Annual Report 2015
Ltd. At present, she is Chairman and General Manager in Shenzhen Jushenghua Co., Ltd., Director of Foresea Life Insurance Co.,
Ltd., Chairman and General Manager of Baoneng Real Estate Co., Ltd. and Director of the Company.
Cheng Xibao: took posts of Deputy Manager and Manager of financial department of Huizhou Olympic Garden Co., Ltd.,which is a
subsidiary of China Sports Group Industry, Manager of financial department of Shenzhen Xuansheng Investment Co., Ltd., which is
a subsidiary of Foxconn, and Manager, Assistant Director and Routine Assistant Director of financial department of Shenzhen
Baoneng Investment Group Co., Ltd. At present, she is Assistant President of Shenzhen Baoneng Investment Group Co., Ltd. and
Director of the Company.
Long Long, took posts of Vice Chief of External Development Research Department and Chief of Surrounding Region Research of
China Comprehensive Development Research Institute, independent director of Guizhou Huaneng Jiaohua Co., Ltd., independent
director of Shenzhen Jinjia Printing Group Co., Ltd. At present, he is Director of Council of China Comprehensive Development
Research Institute (Shenzhen, China), Director of Industrial Economy Research Center, committee members of the Shenzhen Policy
Consultative Committee, Chairman of Supervisory of the Company, director of Guangdong Shirongzhaoye Co., Ltd. and director of
Shenzhen Jinjia Printing Group Co., Ltd.
Hong Guoan, took posts of successively served as partner and senior lawyer as well as the business committee member of
management committee of Guangdong Xingchen Law Firm, Partner of Shanghai Jianwei (Shenzhen) Law Firm. At present, he is the
Deputy chairman/senior lawyer of Zhonglun W&D Law Form and supervisor of the Company.
Yan Wendou, successively served as Manager of auditing department, At present, he is Manager of audit department of the
Company and staff supervisor of the Company.
Luo Youming, took posts of Assistant Chief Financial Officer of the Company. At present, he is Chief Financial Officer in the
Company.
Ke Hanqi, took posts of General Manager of Fine Glass Department of the Company, Director, Vice President of the Company and
President of Solar Energy Department in the Company. At present, he is Vice President of the Company.
Zhang Fan, took posts of General Manager of Float Glass Department of the Company and Assistant to the President of the
Company, Vice President of the Company and President of Flat Glass Department in the Company. At present, he is Vice President of
the Company.
Zhou Hong, took posts of Director of Hong Kong Asia Global Security Co., Ltd. and independent director of Shenzhen Evoc
Intelligent Technology Co., Ltd.. At present, she is Secretary of the Board and Manager of securities department of the Company.
Post-holding in shareholder’s unit
√Applicable □ Not applicable
Received
remuneration
Position in shareholder’s Start dated
End date of
Name Name of shareholder’s unit of office from
unit office term
term
shareholder’s
unit or not
Chen Lin Foresea Life Insurance Co., Ltd. Chairman of Supervisory 2012-4 -- Yes
GM of investment and
Wang Jian China North Industrial Corporation 2012-4 -- Yes
operation department
Ye Weiqing Shenzhen Jushenghua Co., Ltd. Chairman 2009-11 -- No
Ye Weiqing Foresea Life Life Insurance Co., Ltd. Director 2012-4 -- No
Note of post-holding in shareholder’s unit N/A
64
CSG Annual Report 2015
Post-holding in other unit
√Applicable □Not applicable
Received
Position in other Start dated of End date of
Name Name of other units remuneration from
unit n office term office term
other unit or not
Accounting & Finance Institute of
Zhang Jianjun Director, professor Jan. 2007 -- Yes
Shenzhen University
Independent
Zhang Jianjun Shenzhen Airport Co., Ltd. Dec. 2010 -- Yes
director
Shenzhen MYS Environmental Independent
Zhang Jianjun Sep. 2013 -- Yes
Protection & Technology Company Ltd. director
Shenzhen Topway Video Communication Independent
Zhang Jianjun Dec. 2013 -- Yes
Co., Ltd. director
Shenzhen Jieshun Technology Industry Independent
Zhang Jianjun Dec. 2015 -- Yes
Co., Ltd. director
China University of Political Science & Professor,
Fu Qilin Dec. 2011 -- Yes
Law doctorial advisor
Sealand Innovation Capital Investment Chairman of the
Du Wenjun Sep. 2015 -- Yes
Management Co., Ltd. Board
Independent
Du Wenjun Shenzhen Gas Corporation Ltd. May 2010 -- Yes
director
Shenzhen Shenye Logistics Group Co.,
Chen Lin Vice GM Aug. 2011 -- Yes
LTD
Chen Lin Guangdong Shaoneng Group Co., LTD Director Nov. 2015 -- No
Wang Jian Galaxy Wang Dynasty Hotel Co., LTD Chairman Apr. 2012 -- No
Director, vice
Wang Jian Shenzhen Baoyin Appliance Co., LTD Sep.2012 -- No
chariman
Wang Jian North Property Development Co.,LTD Chairman May 2014 -- No
Ye Weiqing Baoneng Real Estate Co., LTD. Chairman, GM May 2012 -- No
Shenzhen Baoneng Investment Group Assistant of the
Cheng Xibao Jan. 2016 -- Yes
Co., LTD persident
Long Long CDI (Shenzhen. China) council; CIE Director, chief June 1990 -- Yes
Long Long Guangdong Shirong Zhaoye Co., Ltd. Director Dec. 2008 -- Yes
Long Long Shenzhen Jinjia Printing Group Co., Ltd. Director March 2014 -- Yes
Deputy
Hong Guo’an Zhonglun W&D Law Firm chairman/Senior Aug 2012 -- Yes
lawyer
Punishment of securities regulatory authority in the last three years to the Company’s current and retired directors, supervisors and
senior management during the report period
□ Applicable √ Not applicable
65
CSG Annual Report 2015
IV. Remuneration for directors, supervisors and senior executives
Decision-making procedures, recognition basis and payment for directors, supervisors and senior executives
1. Decision-making procedures: Allowances for independent directors and external supervisors are planed and protocoled by
Remuneration & Assessment Committee of the Board and approved by Shareholders’ General Meeting after deliberation of the
Board. Remuneration for senior executives is proposed by Remuneration & Assessment Committee of the Board and decided by the
Board after discussion.
2. Confirmation basis of remuneration: Allowances for independent directors and external supervisors are confirmed based on
industry standards and real situation of the Company. Remuneration for senior executives implements floating reward mechanism
with reference to basic salary and business performance. Bonus for performance rewards is withdrawal by proportion quarterly
according to return on equity and based on the total net profit after taxation.
3. Actual remuneration payment: Allowances for independent directors and external supervisors are RMB 100,000 per year. The total
remuneration for senior executives in the report period was RMB 5.6039 million.
Remuneration for directors, supervisors and senior executives in the period
Unit: RMB 0,000
Total remuneration obtained Received remuneration
Post-holding
Name Title Sex Age from the Company before from related party of
status
taxation the Company or not
Chairman of the
Board/Director of
Zeng Nan M 71 Currently in office 121.95 No
strategic and operational
management committee
Zhang Jianjun Independent Director M 51 Currently in office 10 No
Fu Qilin Independent Director M 61 Currently in office 10 No
Du Wenjun Independent Director F 47 Currently in office 10 No
Wu Guobin Director / CEO M 51 Currently in office 110.64 No
Chen Lin Director F 44 Currently in office 0 Yes
Wang Jian Director M 52 Currently in office 0 Yes
Ye Weiqing Director F 44 Currently in office 0 Yes
Cheng Xibao Director F 34 Currently in office 0 Yes
Chariman of No
Long Long M 60 Currently in office 10
Supervisory Committee
Hong Guoan Supervisor M 61 Currently in office 10 No
Yan Wendou Supervisor M 48 Currently in office 53.67 No
Luo Youming CFO M 53 Currently in office 94.66 No
Ke Hanqi Vice President M 50 Currently in office 88.30 No
Zhang Fan Vice President M 50 Currently in office 92.69 No
Zhou Hong Secretary of the Board F 50 Currently in office 52.15 No
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CSG Annual Report 2015
Li Jingqi Director M 59 Post leaving 0 Yes
GuoYongchun Director M 48 Post leaving 0 Yes
Chen Chao Director M 60 Post leaving 10 No
Yan Ganggang Director M 56 Post leaving 10 No
Ding Jiuru Vice President M 53 Post leaving 77.23 No
Zhang Bozhong Vice President M 51 Post leaving 23.57 No
Total -- -- -- -- 784.86 --
Delegated equity incentive for directors, supervisors and senior executives in reporting period
□ Applicable √ Not applicable
V. Particulars of workforce
1. Number, professional composition and educational background of employees
Number of employees in the parent company (person) 126
Number of employees in major subsidiaries of the Company (person) 10,422
Total number of employees (person) 10,548
Total number of employees received salaries in the period (person) 10,548
Number of retired employees whose costs beared by the parent company and
0
its main subsidiaries (person)
Professional composition
Category of professional composition Number of professional composition (person)
Production personnel 7,189
Salesman 644
Technician 1,276
Financial personnel 138
Administrative personnel 1,301
Total 10,548
Educational background
Category of educational background Number (person)
Doctor 5
Master 125
Undergraduate 1,839
Junior college 2,163
Degree below junior college 6,416
Total 10,548
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CSG Annual Report 2015
2. Staff remuneration policy
The Company adopted the salary management of basic pay plus performance pay, encouraged the staff to reach their employment
objectives and obtain high performance payment through their endeavor. Realize the salary system of linking the salary and
assessment results together via effective performance appraisal, and stimulate the positiveness of to strive to realize the enterprise
objectives by adjusting the income of staff with good and bad performance.
3. Staff training plan
The Company attached great importance to the team construction, thought highly of the training, allocated training fee for cultivating
employee’s skill, developing capabilities and promoting quality. The Company overall implemented training program for senior
management so as to offer a strong support for improving levels of education and skills for employees. As for the senior management,
middle management and junior employees, the Company formulated a personalized training plan for the purpose of adapting and
promoting the business development of CSG. Training and development will be the normalized important work of HR in the future,
which will receive more support from the Company.
4. Labor outsourcing
□ Applicable √ Not applicable
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CSG Annual Report 2015
Section VIII. Corporate Governance
I. Corporate governance of the Company
In strict compliance with the requirements of the relevant laws and regulation including The Company Law, Securities Law and Rule
of Governance for Listed Company, the Company has been putting efforts in improving the corporate governance, strengthening
management of information disclosure, regulating operation activities and establishing a modern corporate system. At present, the
system for corporate governance of the Company is basically perfect, operation is regulated, corporate governance is consummated,
which accord with the requirements of relevant document on corporate governance of listed company issued by CSRS. During the
report period, the Company fully implemented network voting of the shareholders' meeting, separately counted the votes of medium
and small shareholders in the stockholders' meeting motion and disclosed timely, and actively protected the rights and interests of
medium and small investors.
The Company has seriously implemented the requirements of the relevant regulatory to cash dividends. During the report period, ,
the Company revised the "Articles of Association", formulated "Return plan for shareholders of CSG Holding Co., Ltd. in the next
three years (2015- 2017)" according to relevant regulations of "Notice of Further Implementation of Cash Dividends of the Listed
Companies" (ZJF No.: [2012] 37) and "Regulatory Guidelines of Listed Companies No. 3 - Cash Dividends of Listed Companies"
(CSRC announcement No.: [2013] 43) issued by China Securities Regulatory Commission, synthetically considering the Company's
profitability, development strategy and business plan, shareholder returns, social capital costs and external financing environment and
other factors, which further improved the Company’s decision-making and supervision mechanism for distribution of profits, and
protected the interests of investors.
The Company has established the "Information Disclosure Management System" and promptly improved it in accordance with newly
issued laws and regulations, clarified the standards of insider information, and established inside information insider registration
system and record management system. During the report period, the Company disclosed information with facticity, completeness,
timeliness and fairness, strictly fulfilled the responsibilities and obligations of information disclosure of listed companies to ensure
that investors are able to keep abreast of the Company's operation and development strategies. There was no regulatory punishment
caused by information disclosure. Meanwhile, the Company delivered "Inside information insider table" to Shenzhen Stock
Exchange when submitting periodic reports. It didn’t exist that insider used the inside information to trade the Company’s shares
before the major sensitive information which could affect the Company’s share price was disclosed.
During the report period, it did not exist that the company provided the undisclosed information to the largest shareholder and actual
controller. And it did not exist that non-operating fund of listed company was occupied by the largest shareholder and its affiliated
enterprises.
Is there any difference between the actual condition of corporate governance and relevant regulations about corporate governance for
listed company from CSRC?
□Yes √ No
There are no differences between the actual condition of corporate governance and relevant regulations about corporate governance
for listed company from CSRC.
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CSG Annual Report 2015
II. Independency of the Company relative to controlling shareholders’ in aspect of businesses,
personnel, assets, organization and finance
The Company has been absolutely independent in business, personal, assets, organization and financial from its substantial
shareholders ever since its establishment. The Company had an independent and complete business system and independent
management capability.
1. In terms of business: The Company owns independent purchase and supply system of the raw resources, complete production
systems, independent sale system and customers. The Company is completely independent from the substantial shareholders in
business. The substantial shareholders and their subsidiaries do not engage any identical business or similar business as the
Company.
2. In terms of personnel: The Company established integrated management system of labor, personnel, salaries and the social security,
which were absolutely independent from its holding shareholder’s. Personnel of the managers, person in charge of the financial
and other executive managers are obtained remuneration from the Company since on duty in the Company, and never received
remuneration or take part-time jobs in large shareholders’ company and other enterprises controlled by large shareholders. The
recruitment and dismissal of Directors are conducted through legal procedure since the Company was listed and the manager has
been appointed or dismissed by Board of Directors. The Board of Directors and the Shareholders’ General Meeting have not
received any interference of decisions on personnel appointment and removal from the largest shareholders.
3. In terms of asset, the Company is able to operate business independently and enjoys full control over the production system,
auxiliary production system and facilities, land use right, industry property and non-patent technology owned or used by the
Company. The investments to the Company from largest shareholder are monetary assets, and the largest shareholder has never
occupy, damage or intervene to operation on these assets.
4. In terms of organization: The Company possessed sound corporate governance structure, established Shareholders’ General
Meeting, Board of Directors, Supervisory Committee, appointed general manager, and fixed related function departments. The
Company had been totally independent from its large shareholders in organization structure. The Company has its own office and
production sites that are different from those of the large shareholders. The largest shareholder and its related parties didn’t deliver
any operation plan and order to the Company, neither influence the independence on management of the Company by any forms.
5. In terms of finance: The Company has set up independent financial department, established independent accounting calculation
system and financial management system (included management system of its subsidiaries). The financial personnel of the
Company didn’t take part-time jobs in units of large shareholder or its subordinate units. The Company had independent bank
accounts, separated from the large shareholders. The Company is independent taxpayer, paid taxes independently according the
laws and didn’t pay mixed taxes with the large shareholders. The financial decision-making of the Company was independent, and
the large shareholders never interfered the usage of company’s capital. The Company never offered guarantee to their large
shareholders and its subordinate units and other related party. The largest shareholder and its related has never occupy or occupy
disguised the capital.
III. Horizontal competition
□ Applicable √ Not applicable
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CSG Annual Report 2015
IV. Annual shareholders’ general meeting and extraordinary shareholders’ general meeting
convened in the report period
1. Annual Shareholders’ General Meeting in the report period
Ratio of investor Date of
Session of meeting Type Date Index of disclosure
participation disclosure
Annual General Shareholders’ Annual General Announcement
17.92% 2015-4-23 2015-4-24
Meeting of 2014 Shareholders’ Meeting No.: 2015-024
The first Extraordinary General Extraordinary General Announcement
25.79 % 2015-7-2 2015-7-3
Shareholders’ Meeting of 2015 Shareholders’ Meeting No.: 2015-038
V. Responsibility performance of independent directors in the report period
1. The attending of independent directors to Board meetings and general shareholders’ meeting
The attending of independent directors
Name of Times of Board meeting Times of Times of Whether absent the
Times of Times of
independent supposed to attend in attending by entrusted Meeting for the second
Presence Absence
director the report period communication way presence time in a row or not
Zhang Jianjun 12 2 10 0 0 No
Fu Qilin 12 2 10 0 0 No
Du Wenjun 12 2 10 0 0 No
Times for attending shareholders general
2
meeting from independent directors
Explanation of absence for the Board Meeting twice in a row
Not applicable
2. Objection for relevant events from independent directors
Whether independent directors came up with objection about company’s relevant matters or not
□ Yes √ No
Independent directors had no objections for relevant events in the report period.
3. Other explanation about responsibility performance of independent directors
Whether the opinions from independent directors were adopted or not
√Yes □ No
Explanation of the opinions from independent directors which were adopted or not adopted
In the report period, independent directors of the Company attended the board meetings and general shareholders’ meetings,
conscientiously performed their duties, and put forward constructive opinions or suggestions for the development of the Company
strictly according to the requirements of “ Guidelines for Operation of the Listing Companies on Main Board of Shenzhen Stock
Exchange”, “Listing Rules of Shenzhen Stoch Exchange Stock”, “Guidelines for Establishment of Independent Director Mechanism
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CSG Annual Report 2015
for Listing Companies” and “Article of Association”. Each independent director seriously deliberated all motions of the board of
directors, gave independent opinions on significant operating management issues, engagement of senior management, related
transactions, internal control construction, non-public offering of A-Share and so on.Suggestions of independent directors related to
the Company were adopted and played a positive role in protecting the interest of medium and small shareholders.
VI. Duty performance of the special committees under the board during the reporting period
1. Performance of the audit committee of the Board
The Audit Committee of the Board of Directors of the Company is constituted with 5 directors, and 3 of them are independent
directors. The convoker is independent director. During the report period, according to demands of CSRC and Shenzhen Stock
Exchange, and regulations of Rules of Procedure of the Audit Committee of the Board of Directors, Procedure for Annual Report
Work of the Audit Committee, the committee paid attention to the construction of corporate internal control system, audited the
internal audit report and financial report periodically, diligently and faithfully. They performed the following duties:
①Review the financial reports and issue relevant opinions
In accordance with the requirements of CSRC, the Audit Committee presented two audit opinions for the annual financial report of
the Company in the report period. Before the entrance of the certified public accountants for annual audit, the Audit Committee
issued the initial written opinion for the unaudited financial report. The committee agreed the report fairly reflected the significant
financial situation and operation achievement of the Company. After the certified public accountants presented their initial audit
opinion, the Audit Committee re-examined the financial report of the Company and presented a written opinion which agreed that the
basis, conditions, principles and methods used in the report were in line with the regulations and laws and fairly reflected the
financial situation on 31 December 2015 and operation achievement in 2015 of the Company in significant aspects.
②Supervise the audit works conducted by the accountant firm
Through negotiation with the certified public accountant, the Audit Committee arranged the audit work for the annual financial report
in advance, and made the audit schedule. After the entrance of the registered accountants, the committee met the persons in charge of
the audit. After communicating with the accountants, the committee realized the audit process and requirements from the accountants,
and quickly feedback the information to the relevant departments of the Company, in order to ensure the annual audit and relevant
information disclosure could be promoted according to the scheduled process.
③ Summarize report on the audit works conducted by the accountant firm in previous year
PricewaterhouseCoopers Zhong Tian LLP conducted their work in strict accordance to Chinese audit standards; with attitude of
earnest and responsibility, paid attention to communication with the management level and the Audit Committee; embodied strong
specialty knowledge, professional nature and risk awareness. The CPAs successfully finished the 2015 annual audit work of financial
reports of the Company and the audit quality is worthy of trust.
④ Opinions on reengagement of the accountant firm
It is proposed to reengage PricewaterhouseCoopers Zhong Tian LLP as the auditor of the Company for 2016.
2. Performance of the remuneration and examination committee of the Board
The remuneration and examination committee of the Board of Directors of the Company is constituted with 5 directors, and 3 of
them are independent directors. The convoker is independent director.
①According to regulations of Rules of Procedure of The Remuneration and Appraisal Committee, the Remuneration and Appraisal
Committee makes examination on the disclosed remuneration of the directors, supervisors and senior executives and thought it
accorded with the relevant laws and regulations of the remuneration and appraisal system of the Company.
②The remuneration and examination committee deliberated the relevant items of equity incentive, relevant beneficiary avoiding for
vote, and the deliberation results were submitted to the Board.
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CSG Annual Report 2015
3. Performance of the nomination committee of the Board
The nomination committee of the Board of Directors of the Company is constituted with 5 directors, and 3 of them are independent
directors. The convoker is independent director.
①In the report period, nomination committee reviewed to determine candidates of by-election directors for 7th session of the Board,
and agreed to submit the deliberation to the Board and general meeting of shareholders.
②Nomination committee of the Board performed evaluation on the work of the Board, and believed that the directors of 7th session
of the Board abided by the State laws, administrative rules and regulation of Article of Association since they took office. They
attended or delegated to attend the Board Meeting and general meeting of shareholders on time, performed voting rights based on
relevant regulations, actively kept eyes on the management situation of the Company, and performed the duty of Directors diligently.
4. Performance of the strategy committee of the Board
The strategy committee of the Board of Directors of the Company is constituted with 5 directors, and 1 of them is independent
directors.
As the special institution responsible for the long-term development strategy and significant investment decision-making, the strategy
committee made earnest research on the significant decisions affecting the Company’s development and issued relevant
recommendations according to the procedure rules of the strategy committee. During the reporting period, the committee considered
the profit distribution plan, and held the view that the profit distribution plan conformed to the requirements of the Company Law,
the Enterprise Accounting Principles and the Articles of Association, and agreed to submitted the same to the board and general
meeting for consideration. At the same time, the strategy committee considered issues concerning significant operation management,
guarantee for controlling subsidiary, related transaction, transferring B-share to H-share, non-public offering of A-share and
establishment of subsidiaries and submitted the issues to the board for consideration.
VII. Performance of the Supervisory Committee
During the report period, the Supervisory Committee found whether there was risk in the Company in the supervisory activities
□ Yes √ No
The Supervisory Committee had no objection on the supervised events during the report period.
VIII. Performance examination and incentives of senior management
The Board of Directors approved the incentive measure for outstanding achievement of management team as follows: performance
bonus of the Company’s management team will be calculated quarterly, when the quarter cumulative annualized return on equity
reaches 8%, the performance bonus will be calculated by 8% of the cumulative total of net profit (no deduction of minority interests,
the same below) in this quarter, when the quarter cumulative annualized return on equity exceeds 8%, the performance bonus will be
calculated based on 8% with a corresponding increase of 0.2% for every 1% increased, the performance bonus calculated in this
quarter should be the balance between the cumulative total bonus to be calculated in this quarter and the cumulative total bonus
obtained in the previous quarter; when the cumulative annualized return on equity in this quarter does not reach 8% but the single
quarter cumulative annualized return on equity reaches or exceeds 8%, the performance bonuses will be calculated based on the total
net profits in this quarter according to the above-mentioned calculating rules, otherwise, no performance bonus should be calculated
in this quarter.
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CSG Annual Report 2015
IX. Internal Control
1. Particulars about significant defects found in the internal control during the reportperiod
□ Yes √ No
2. Self-appraisal report of internal control
Disclosure date of full text of self-appraisal report of internal control 2016-3-25
More details found in ”Self-appraisal Report of
Internal Control of CSG for year of 2015”
Disclosure index of full text of self-appraisal report of internal control
published on Juchao
Website(http://www.cninfo.com.cn)
The ratio of the total assets of the units included in the scope of evaluation to the
98%
total assets of the Company's consolidated financial statements
The ratio of the operating income of the units included in the scope of evaluation to
97%
the operating income of the Company's consolidated financial statements
Standards of Defects Evaluation
Category Financial Reports Non-financial Reports
Major defects: Major defects:
A. Fraud of directors, supervisors and senior A. Major decision-making mistakes caused by
management; decision-making process of key business;
B. Ineffective control environment; B. Serious violation of state laws and regulations;
C. Invalid internal supervision; C. Serious brain drain of senior and middle
D. Major internal control defects found and management and or personnel at key technological
reported to the management but haven’t been posts;
corrected after a reasonable time; D. Major or significant defects found in the
E. Material misstatements are found by the external internal control evaluation have not been rectified
audit but haven’t been found in the process of and reformed;
internal control; E. The company's major negative news frequently
Qualitative criteria
F. Financial reports submitted during the reporting appears on media;
period completely cannot meet the needs and are Significant defects:
severely punished by regulatory agencies; A. Big deviation of execution caused by executive
G. Other major defects that may affect the report routine of key business;
users’ correct judgment. B. Regulatory authorities impose large amount of
Significant defects: fines because the violation of laws and regulations;
A. Defects or invalidation of important financial C.Defects or invalidation of important business’
control procedures; internal control procedures;
B. Significant misstatements are found by the Common defects: Other control defects except for
external audit but haven’t been found in the process major defects and significant defects.
of internal control;
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CSG Annual Report 2015
C. Financial reports submitted during the reporting
period have mistakes frequently;
D. Other significant defects that may affect the
report users’ correct judgment.
Common defects: Other control defects except for
major defects and significant defects.
Major defects: Major defects:
A. Amount of net profit affected by misstatements A. Amount of direct property loss: the direct loss
(based on consolidated statements): amount affected amount is equal to or greater than 30 million yuan;
by misstatements is equal to or greater than 3% of B.Group's reputation: major negative news spreads
net profit and the absolute amount is no less than 30 in numerous business areas or is widely reported
million yuan; by national media and causes significant damages
B. Amount of assets and liabilities affected by to the corporate reputation which takes more than
misstatements (based on consolidated statements): six months to be restored.
amount affected by misstatements is equal to or Significant defects:
greater than 3% of total assets. A. Amount of direct property loss: the direct loss
Significant defects: amount is equal to or greater than 20 million yuan
A. Amount of net profit affected by misstatements but less than 30 million yuan;
Quantitative standard (based on consolidated statements): not belong to B. Group's reputation: negative news spreads
major defects and amount affected by inside the industry or is reported or focused by
misstatements is equal to or greater than 2% of net local media and causes certain damages to the
profit and the absolute amount is no less than 20 corporate reputation which takes more than three
million yuan; months but less than six months to be restored.
B. Amount of assets and liabilities affected by Common defects:
misstatements (based on consolidated statements): A. Amount of direct property loss: defects except
amount affected by misstatements is equal to or for major and significant defects.
greater than 0.5% of total assets but less than 1% of B. Group's reputation: negative news spreads
total assets. within the group and causes minor damages to the
Common defects: Defects except for major and corporate reputation which takes less than three
significant defects. months to be restored.
Amount of significant
0
defects in financial reports
Amount of significant
defects in non-financial 0
reports
Amount of important
0
defects in financial reports
Amount of important
defects in non-financial 0
reports
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CSG Annual Report 2015
X. Audit report of internal control
√Applicable □ Not applicable
Deliberations in Internal Control Audit Report
According to Guidelines of Enterprise Internal Control Audit and the relevant requirements of CICPA auditing standards,
PricewaterhouseCoopers Zhong Tian LLP (hereinafter referred to as PwC) audited the effectiveness of internal control over
financial statements of the Company up to 31 December 2015, issued PwC Zhong Tian (2016) No. 0047 Internal Control Audit
Report and made the following opinions: PwC thought that CSG Holding Co., Ltd. maintained effective internal control over
financial statements in all major aspects according to the Fundamental Norms of Enterprise Internal Control and relevant rules.
Date of disclosing the internal
25 March 2016
control audit reports
Disclosure index of internal control More details can be found in 2015 Internal Control Audit Report of CSG released on Juchao
audit report Website (http://www.cninfo.com.cn)
Whether the CPAs firm issued an Audit Report on Internal Control with non-standard opinion or not?
□Yes √ No
Whether the Audit Report on Internal Control from the CPAs firm is in consistent with the Self-appraisal Report from the Board or
not?
√ Yes □ No
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CSG Annual Report 2015
Section IX. Financial Report
I. Report of the Auditors
Type of Auditor’s Opinion Standard and unqualified
Issue date of Report of the Auditors 23 March 2016
Name of Auditor’s organization PricewaterhouseCoopers Zhong Tian LLP
Reference number of Report of the Auditors PwC ZT Shen Zi (2016) No. 10061
Name of CPA Yao Wenping Liu Jingping
To the shareholders of CSG Holding Co., Ltd.,
We have audited the accompanying financial statements of CSG Holding Co., Ltd. (hereinafter “the Company”), which comprise
the consolidated and company's balance sheets as at 31 December 2015, and the consolidated and company's income statements,
the consolidated and company's statements of changes in shareholders’ equity and the consolidated and company's cash flow
statements for the year then ended, and the notes to the financial statements.
Management’s Responsibility for the Financial Statements
Management of CSG 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.
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 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 judgement, 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.
Opinion
In our opinion, the accompanying financial statements present fairly, in all material respects, the consolidated and company’s
financial position of the Company as at 31 December 2015, and their financial performance and cash flows for the year then ended
in accordance with the requirements of Accounting Standards for Business Enterprises.
PricewaterhouseCoopers Zhong Tian LLP
Shanghai, the PRC
23 March 2016
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CSG Annual Report 2015
CSG HOLDING CO., LTD.
THE CONSOLIDATED AND COMPANY'S BALANCE SHEETS
AS AT 31 DECEMBER 2015
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]
31 December 31 December 31 December 31 December
2015 2014 2015 2014
ASSETS Note Consolidated Consolidated Company Company
Current assets
Cash at bank and on hand 4(1) 578,834,520 158,139,050 395,798,393 69,089,926
Notes receivable 4(2) 453,546,538 155,588,629 - -
Accounts receivable 4(3) 452,961,612 318,274,574 - -
Advances to suppliers 4(5) 109,841,295 84,231,553 492,191 -
Other receivables 4(4),16(1) 116,224,370 25,973,156 4,283,715,036 3,574,791,409
Inventories 4(6) 350,425,732 390,652,618 - -
Other current assets 4(7) 118,359,117 219,908,717 - -
Total current assets 2,180,193,184 1,352,768,297 4,680,005,620 3,643,881,335
Non-current assets
Available-for-sale financial
assets 4(8) - 145,568,100 - 139,854,780
Long-term receivables 8(5),16(3) 50,104,299 - 2,139,873,923 1,636,290,000
Long-term equity investments 4(9),16(2) 668,210,253 751,623,543 4,337,777,738 4,733,050,730
Fixed assets 4(10) 10,199,674,929 9,851,117,915 30,806,106 32,554,885
Construction in progress 4(11) 1,339,340,780 1,934,595,736 - -
Intangible assets 4(12) 846,238,811 946,586,310 1,762,037 2,205,836
Development expenditure 4(12) 26,280,426 17,675,656 - -
Goodwill 4(13) 3,039,946 3,039,946 - -
Long-term prepaid expenses 1,597,865 2,391,824 894,241 1,701,424
Deferred tax assets 4(14) 110,336,216 103,781,894 - -
Other non-current assets 4(15) 64,583,451 7,659,084 - -
Total non-current assets 13,309,406,976 13,764,040,008 6,511,114,045 6,545,657,655
TOTAL ASSETS 15,489,600,160 15,116,808,305 11,191,119,665 10,189,538,990
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CSG Annual Report 2015
CSG HOLDING CO., LTD.
CONSOLIDATED AND COMPANY'S BALANCE SHEETS (CONT'D)
AS AT 31 DECEMBER 2015
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]
31 December 31 December 31 December
31December2015 2014 2015 2014
LIABILITIES AND OWNERS' EQUITY Note Consolidated Consolidated Company Company
Current liabilities
Short-term borrowings 4(17) 3,216,326,670 1,957,123,175 2,900,000,000 1,681,000,000
Notes payable 4(18) 8,000,000 3,500,000 - -
Accounts payable 4(19) 915,266,051 960,537,876 - 169,337
Advances from customers 4(20) 117,434,636 113,994,747 - -
Employee benefits payable 4(21) 170,539,613 159,040,363 38,240,000 50,356,110
Taxes payable 4(22) 119,826,177 57,213,608 39,469,245 1,323,122
Interest payable 4(23) 89,363,806 74,556,982 79,906,647 54,281,022
4(24),16(
Other payables 4) 143,021,055 147,269,978 295,421,165 270,915,072
Current portion of non-current liabilities 4(25) 239,000,000 2,119,066,755 239,000,000 1,995,783,205
Other current liabilities 4(26) 300,000 300,000 - -
Total current liabilities 5,019,078,008 5,592,603,484 3,592,037,057 4,053,827,868
Non-current liabilities
Long-term borrowings 4(27) 1,200,000,000 383,817,820 1,200,000,000 196,000,000
Bonds payable 4(28) 1,000,000,000 - 1,000,000,000 -
Deferred tax liabilities 4(14) 9,531,572 42,029,332 - 30,553,445
Deferred income 4(29) 383,599,103 444,909,519 10,543,800 11,167,800
Total non-current liabilities 2,593,130,675 870,756,671 2,210,543,800 237,721,245
Total liabilities 7,612,208,683 6,463,360,155 5,802,580,857 4,291,549,113
Shareholders’ equity
Share capital 4(30) 2,075,335,560 2,075,335,560 2,075,335,560 2,075,335,560
Capital surplus 4(31) 1,261,391,272 1,340,090,907 1,404,803,407 1,403,806,545
Other comprehensive income 4(32) 2,967,772 (13,521,093) - (15,223,855)
Special reserve 4(33) 15,437,498 14,562,826 - -
Surplus reserve 4(34) 881,972,330 830,772,731 896,517,690 845,318,091
Undistributed profits 4(35) 3,637,206,565 4,101,320,834 1,011,882,151 1,588,753,536
Total equity attributable to
shareholders of the Company 7,874,310,997 8,348,561,765 5,388,538,808 5,897,989,877
Minority interests 3,080,480 304,886,385 - -
Total shareholders' equity 7,877,391,477 8,653,448,150 5,388,538,808 5,897,989,877
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY 15,489,600,160 15,116,808,305 11,191,119,665 10,189,538,990
The accompanying notes form an integral part of these financial statements.
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CSG HOLDING CO., LTD.
CONSOLIDATED AND COMPANY'S INCOME STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2015
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]
2015 2014 2015 2014
Item Note Consolidated Consolidated Company Company
Revenue 4(36) 7,430,889,111 7,044,502,645 - 846,362
Less: Cost of sales 4(36) (5,824,792,630) (5,323,219,390) - (47,481)
Taxes and surcharges 4(37) (38,562,725) (33,163,804) (2,935,353) -
Selling and distribution expenses 4(38) (283,369,323) (265,720,355) - -
General and administrative
expenses 4(39) (672,697,939) (597,772,089) (75,838,865) (87,362,609)
Financial expenses - net 4(40) (278,687,176) (231,531,434) (178,997,655) (121,420,747)
Asset impairment loss 4(43) (3,893,714) (25,270,581) (1,769,376) (2,961)
4(42),16
Add: Investment income (5) 288,044,816 328,439,649 752,363,051 774,349,602
Including: Investment (loss)/income from
associates (7,960,731) 10,181,795 960,738 72,636,044
Operating profit 616,930,420 896,264,641 492,821,802 566,362,166
Add: Non-operating revenue 4(44) 117,587,381 113,828,011 22,651,156 2,213,968
Including: Gains on disposal of
non-current assets 2,875,252 4,194,755 450 881,341
Less: Non-operating expenses 4(45) (864,507) (26,510,163) - (2,701,800)
Including: Losses on disposal of
non-current assets (434,101) (21,917,537) - -
Total profit 733,653,294 983,582,489 515,472,958 565,874,334
Less: Income tax expenses)/revenue 4(46) (93,820,627) (43,817,757) (3,476,964) 9,462,390
Net profit 639,832,667 939,764,732 511,995,994 575,336,724
Attributable to shareholders of the
Company 624,753,110 873,653,030
Minority interest 15,079,557 66,111,702
Other comprehensive income net after tax 4(32) 16,318,318 54,366,273 15,223,855 34,273,395
Other comprehensive income net after
tax attributable to shareholders of the
Company 16,488,865 54,916,307
Other comprehensive income items
which will be reclassified
subsequently to profit or loss 16,488,865 54,916,307 15,223,855 34,273,395
Changes in fair value of
available-for-sale financial assets 15,970,110 53,081,559 15,223,855 34,273,395
Difference on translation of foreign
currency financial statements 518,755 1,834,748 - -
Other comprehensive income net after tax
attributable to minority interest (170,547) (550,034)
Total comprehensive income 656,150,985 994,131,005 527,219,849 609,610,119
Total comprehensive income attributable
to shareholders of the Company 641,241,975 928,569,337
Total comprehensive income attributable
to minority interests 14,909,010 65,561,668
Earnings per share 4(47)
Basic earnings per share (RMB Yuan) 0.30 0.42
Diluted earnings per share (RMB Yuan) 0.30 0.42
The accompanying notes form an integral part of these financial statements.
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CSG Annual Report 2015
CSG HOLDING CO., LTD.
CONSOLIDATED AND COMPANY'S CASH FLOW STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2015
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]
2015 2014 2015 2014
Item Note Consolidated Consolidated Company Company
1. Cash flows from operating activities
Cash received from sales of goods or rendering of
services 8,240,680,369 8,175,415,917 - -
Refund of taxes and surcharges 42,439,155 52,924,067 - 846,362
Cash received relating to other operating activities 4(48)(a) 34,584,608 44,644,145 2,475,755 1,529,086
Sub-total of cash inflows 8,317,704,132 8,272,984,129 2,475,755 2,375,448
Cash paid for goods and services (5,303,324,616) (4,986,658,347) (661,528) -
Cash paid to and on behalf of employees (882,291,864) (784,191,083) (58,563,423) (77,164,975)
Payments of taxes and surcharges (534,292,022) (585,283,678) (1,354,178) (17,112,069)
Cash paid relating to other operating activities 4(48)(b) (504,963,133) (510,591,811) (28,915,023) (13,768,661)
Sub-total of cash outflows (7,224,871,635) (6,866,724,919) (89,494,152) (108,045,705)
Net cash flows from/(used in) operating
activities 4(49)(a) 1,092,832,497 1,406,259,210 (87,018,397) (105,670,257)
2. Cash flows from investing activities
Cash received from withdrawal of investments 166,695,803 49,036,914 160,153,254 -
Cash received from returns on investments 271,636,616 27,624,931 765,497,056 553,947,552
Net cash received from disposal of fixed assets,
intangible assets and other long-term assets 32,368,204 26,328,324 450 888,414
Net proceeds from disposal of subsidiaries 4(49)(d) 240,531,849 463,160,123 258,853,009 468,000,000
Cash received relating to other investing activities 4(48)(c) 138,910,670 507,724,341 - -
Sub-total of cash inflows 850,143,142 1,073,874,633 1,184,503,769 1,022,835,966
Cash paid to acquire fixed assets, intangible assets
and other long-term assets (865,950,471) (1,893,112,812) (4,290,577) (1,975,174)
Cash paid to acquire investments (296,854,520) - (145,794,900) (435,385,487)
Net cash received from acquired subsidiaries - 15,366,490 - -
Cash paid relating to other investing activities 4(48)(d) (265,556,764) (95,729,500) (908,642,236) -
Sub-total of cash outflows (1,428,361,755) (1,973,475,822) (1,058,727,713) (437,360,661)
Net cash flows (used in)/generated from
investing activities (578,218,613) (899,601,189) 125,776,056 585,475,305
3. Cash flows from financing activities
Cash received from capital contributions - 58,636,000 - -
Including: Cash received from capital contributions
by minority shareholders of
subsidiaries - 58,636,000 - -
Cash received from borrowings 6,989,425,462 4,961,430,390 6,358,297,602 4,393,944,492
Cash received relating to other financing activities 270,758 20,655,450 57,613,055 -
Sub-total of cash inflows 6,989,696,220 5,040,721,840 6,415,910,657 4,393,944,492
Cash repayments of borrowings (5,732,453,437) (4,624,703,566) (4,896,297,602) (3,921,944,492)
Cash payments for interest expenses and
distribution of dividends or profits (1,347,326,269) (917,357,771) (1,231,662,247) (700,724,715)
Including: Cash payments for dividends or profit to
minority shareholders of subsidiaries (41,417,660) (56,362,791) - -
Cash payments relating to other financing activities (10,000,000) (124,944,931) - (312,520,406)
Sub-total of cash outflows (7,089,779,706) (5,667,006,268) (6,127,959,849) (4,935,189,613)
Net cash flows (used in)/generated from
financing activities (100,083,486) (626,284,428) 287,950,808 (541,245,121)
4. Effect of foreign exchange rate changes on cash 3,376,219 13,799 - 843
5. Net increase/(decrease) in cash 4(49)(b) 417,906,617 (119,612,608) 326,708,467 (61,439,230)
Add: Cash at beginning of year 156,838,260 276,450,868 67,898,286 129,337,516
6. Cash balance at end of year 4(49)(c) 574,744,877 156,838,260 394,606,753 67,898,286
The accompanying notes form an integral part of these financial statements
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CSG HOLDING CO., LTD.
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2015
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]
Attributable to shareholders of the Company
Other Total
Capital comprehensive Special Surplus Undistributed Minority shareholders'
Item Share capital surplus income reserve reserve profits Sub-total interests equity
Note 4(30) 4(31) 4(32) 4(33) 4(34) 4(35)
Balance at 1 January 2014 2,075,335,560 1,345,450,916 (68,437,400) 14,503,860 773,239,059 3,907,802,144 8,047,894,139 353,018,443 8,400,912,582
Movements for the year ended 31
December 2014
Total comprehensive income
Net profit - - - - - 873,653,030 873,653,030 66,111,702 939,764,732
Other comprehensive income 4(32) - - 54,916,307 - - - 54,916,307 (550,034) 54,366,273
Total comprehensive income - - 54,916,307 - - 873,653,030 928,569,337 65,561,668 994,131,005
Effects of the change in
investees’ other equity applying
the equity method - 324,568 - - - - 324,568 - 324,568
Capital contribution and
withdrawal by shareholders - - - - - - - 58,636,000 58,636,000
Capital contribution by
shareholders - - - - - - - 58,636,000 58,636,000
Profit distribution - - - - 57,533,672 (680,134,340) (622,600,668) (56,362,791) (678,963,459)
Appropriation to surplus reserves 4(34) - - - - 57,533,672 (57,533,672) - - -
Distribution to the shareholders 4(35) - - - - - (622,600,668) (622,600,668) (56,362,791) (678,963,459)
Special reserve - - - 58,966 - - 58,966 - 58,966
Special reserve appropriated - - - 3,007,776 - - 3,007,776 - 3,007,776
Special reserve used - - - (2,948,810) - - (2,948,810) - (2,948,810)
Others - (5,684,577) - - - - (5,684,577) (115,966,935) (121,651,512)
Transactions with minority
shareholders - (6,730,027) - - - - (6,730,027) (118,214,904) (124,944,931)
Disposal of fractional shares - 1,045,450 - - - - 1,045,450 - 1,045,450
Merger of enterprises - - - - - - - 2,247,969 2,247,969
Balance at 31 December 2014 2,075,335,560 1,340,090,907 (13,521,093) 14,562,826 830,772,731 4,101,320,834 8,348,561,765 304,886,385 8,653,448,150
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CSG Annual Report 2015
CSG HOLDING CO., LTD.
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY (CONT'D)
FOR THE YEAR ENDED 31 DECEMBER 2015
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]
Attributable to shareholders of the Company
Other Total
comprehensive Undistributed Minority shareholders'
Item Share capital Capital surplus income Special reserve Surplus reserve profits Sub-total interests equity
Note 4(30) 4(31) 4(32) 4(33) 4(34) 4(35)
Balance at 01 January 2015 2,075,335,560 1,340,090,907 (13,521,093) 14,562,826 830,772,731 4,101,320,834 8,348,561,765 304,886,385 8,653,448,150
Movements for the year ended 31
December 2015
Total comprehensive income
Net profit - - - - - 624,753,110 624,753,110 15,079,557 639,832,667
Other comprehensive income 4(32) - - 16,488,865 - - - 16,488,865 (170,547) 16,318,318
Total comprehensive income - - 16,488,865 - - 624,753,110 641,241,975 14,909,010 656,150,985
Effects of the change in investees’ other
equity applying the equity method 4(9) - 324,662 - - - - 324,662 - 324,662
Profit distribution - - - - 51,199,599 (1,088,867,379) (1,037,667,780) (41,417,660) (1,079,085,440)
Appropriation to surplus reserves 4(34) - - - - 51,199,599 (51,199,599) - - -
Distribution to the shareholders 4(35) - - - - - (1,037,667,780) (1,037,667,780) (41,417,660) (1,079,085,440)
Special reserve - - - 874,672 - - 874,672 - 874,672
Special reserve appropriated 4(33) - - - 5,382,232 - - 5,382,232 - 5,382,232
Special reserve used 4(33) - - - (4,507,560) - - (4,507,560) - (4,507,560)
Others - (79,024,297) - - - - (79,024,297) (275,297,255) (354,321,552)
Transactions with non-controlling
shareholders 4(31) - (79,295,055) - - - - (79,295,055) (217,559,465) (296,854,520)
Disposal of fractional shares - 270,758 - - - - 270,758 - 270,758
Disposal of subsidiaries - - - - - - - (57,737,790) (57,737,790)
Balance at 31 December 2015 2,075,335,560 1,261,391,272 2,967,772 15,437,498 881,972,330 3,637,206,565 7,874,310,997 3,080,480 7,877,391,477
The accompanying notes form an integral part of these financial statements.
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CSG Annual Report 2015
CSG HOLDING CO., LTD.
COMPANY'S STATEMENT OF CHANGES IN OWNERS' EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2015
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]
Other Total
comprehensive Undistributed shareholders'
Item Share capital Capital surplus income Surplus reserve profits equity
Balance at 1 January 2014 2,075,335,560 1,402,034,992 (49,497,250) 787,784,419 1,693,551,152 5,909,208,873
Movements for the year ended 31
December 2014
Total comprehensive income
Net profit - - - - 575,336,724 575,336,724
Other comprehensive income - - 34,273,395 - - 34,273,395
Total comprehensive income - - 34,273,395 - 575,336,724 609,610,119
Effects of the change in
investees’ other equity
applying the equity method - 726,103 - - - 726,103
Profit distribution - - - 57,533,672 (680,134,340) (622,600,668)
- Appropriation to surplus
reserves - - - 57,533,672 (57,533,672) -
- Distribution to the shareholders - - - - (622,600,668) (622,600,668)
Disposal of fractional shares - 1,045,450 - - - 1,045,450
Balance at 31 December 2014 2,075,335,560 1,403,806,545 (15,223,855) 845,318,091 1,588,753,536 5,897,989,877
Balance at 1 January 2015 2,075,335,560 1,403,806,545 (15,223,855) 845,318,091 1,588,753,536 5,897,989,877
Movements for the year ended 31
December 2015
Total comprehensive income
Net profit - - - - 511,995,994 511,995,994
Other comprehensive income - - 15,223,855 - - 15,223,855
Total comprehensive income - - 15,223,855 - 511,995,994 527,219,849
Effects of the change in
investees’ other equity
applying the equity method - 726,104 - - - 726,104
Profit distribution - - - 51,199,599 (1,088,867,379) (1,037,667,780)
- Appropriation to surplus
reserves - - - 51,199,599 (51,199,599) -
- Distribution to the shareholders - - - - (1,037,667,780) (1,037,667,780)
Disposal of fractional shares - 270,758 - - - 270,758
- - -
Balance at 31 December 2015 2,075,335,560 1,404,803,407 - 896,517,690 1,011,882,151 5,388,538,808
The accompanying notes form an integral part of these financial statements.
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CSG Annual Report 2015
1. General information
CSG Holding Co Ltd (the “Company”) was incorporated in September 1984, known as China South Glass
Company, as a joint venture enterprise by Hong Kong China Merchants Shipping Co., LTD (香港招商局轮船股份有
限公司), Shenzhen Building Materials Industry Corporation (深圳建筑材料工业集团公司), China North Industries
Corporation (中国北方工业深圳公司) and Guangdong International Trust and Investment Corporation (广东国际信
托投资公司). The Company was registered in Shenzhen, Guangdong Province of the People's Republic of China
and its headquarter locates in Guangdong Province of the People's Republic of China. The Company issued
RMB-dominated ordinary shares and foreign shares publicly in October 1991 and January 1992 respectively, and
listed on Shenzhen Stock Exchange on February 1992. On 31 December 2015, the registered capital was
RMB2,075,335,560, with nominal value of RMB1 per share.
The Company and its subsidiaries (collectively referred to as the “Group”) are mainly engaged in the manufacture
and sales of floating glass, specialised glass, engineering glass, energy saving glass, silicon related materials, and
solar panels, and the construction and operation of photovoltaic plant etc.
Details of major subsidiaries that were included in the financial statements please refer to Note 6(1), subsidiaries
that are no longer included in the consolidation scope for the year ended 31 December 2015 mainly comprise
Yichang CSG Photoelectric Glass Co, Ltd. (hereinafter “Yichang photoelectric”), China (Australia) CSG Co., Ltd.
(hereinafter “Australia CSG”), refer to Note 5(1) for details.
The financial statements were authorised for issue by the board of directors on 23 March 2016.
2. Summary of significant accounting policies and accounting estimates
The Group determines its specific accounting policies and estimates according to manufacturing and operation feature.
It mainly reflected in provision for bad debts of receivables (Note 2(10)), inventory costing method (Note 2(11)),
amortisation of fixed assets and intangible assets (Note 2(13)(16)), criteria for determining capitalised development
expenditure (Note 2(16)), and timing for revenue recognition (Note 2(23)).
Please see Note 2(29) for the key judgements adopted by the Group in applying important accounting policies.
(1) Basis of preparation
The financial statements are prepared in accordance with the Accounting Standard for Business Enterprises - Basic
Standard, and the specific accounting standards and other relevant regulations issued by the Ministry of Finance on 15
February 2006 and in subsequent periods (hereafter collectively referred to as “the Accounting Standard for Business
Enterprises” or “CAS”), and “Information Disclosure Rule No. 15 for Companies with Public Traded Securities - Financial
Reporting General Provision” issued by China Security Regulatory Commission.
As at 31 December 2015, the Group had net current liabilities of about RMB2.839 billion and committed capital
expenditure of about RMB0.144 billion (Note 10(1)). The directors of the Company has assessed the following facts and
conditions: a) the Group has been able to generate positive operating cash flows in prior years and expect to do so in
the next 12 months, and in 2015, the net cash inflow from operation activities is approximately RMB1.09 billion; b) the
Group has maintained good relationship with banks, so the Group has been able to successfully renew the bank
facilities upon the expiry. As at 31 December 2015, the Group had unutilised banking facilities of approximately RMB5.9
billion, among which long-term banking facilities were about RMB1.7 billion. In addition, the Group has other sources of
financing, such as issuing short-term bonds, ultra-short-term financing bonds and midium-term notes. The directors are
of view that the banking facilities above can meet the funding requirements of the Group’s debt servicing and capital
commitment. Accordingly, the directors of the Company had adopted the going concern basis in the preparation of the
financial statements of the Company and the Group.
(2) Statement of compliance with the Accounting Standard for Business Enterprises
The financial statements of the Company for the year ended 31 December 2015 truly and completely present the
financial position as of 31 December 2015 and the operating results, cash flows and other information for the year then
ended of the Group and the Company in compliance with the Accounting Standards for Business Enterprises.
(3) Accounting year
The Company’s accounting year starts on 1 January and ends on 31 December.
(4) Recording currency
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CSG Annual Report 2015
The recording currency is Renminbi (RMB).
(5） Business combinations
(a) Business combinations involving enterprises under common control
The consideration paid and net assets obtained by the absorbing party in a business combination are measured at the
carrying amount. The difference between the carrying amount of the net assets obtained from the combination and the
carrying amount of the consideration paid for the combination is treated as an adjustment to capital surplus (share
premium). If the capital surplus (share premium) is not sufficient to absorb the difference, the remaining balance is
adjusted against retained earnings. Costs directly attributable to the combination are included in profit or loss in the
period in which they are incurred. Transaction costs associated with the issue of equity or debt securities for the
business combination are included in the initially recognised amounts of the equity or debt securities.
(b)Business combinations involving enterprises not under common control
The cost of combination and identifiable net assets obtained by the acquirer in a business combination are measured at
fair value at the acquisition date. Where the cost of the combination exceeds the acquirer’s interest in the fair value of
the acquiree’s identifiable net assets, the difference is recognised as goodwill; where the cost of combination is lower
than the acquirer’s interest in the fair value of the acquiree’s identifiable net assets, the difference is recognised in profit
or loss for the current period. Costs directly attributable to the combination are included in profit or loss in the period in
which they are incurred. Transaction costs associated with the issue of equity or debt securities for the business
combination are included in the initially recognised amounts of the equity or debt securities.
(6) Preparation of consolidated financial statements
The consolidated financial statements comprise the financial statements of the Company and all of its subsidiaries.
Subsidiaries are consolidated from the date on which the Group obtains control and are de-consolidated from the date
that such control ceases. For a subsidiary that is acquired in a business combination involving enterprises under
common control, it is included in the consolidated financial statements from the date when it, together with the Company,
comes under common control of the ultimate controlling party. The portion of the net profits realised before the
combination date is presented separately in the consolidated income statement.
In preparing the consolidated financial statements, where the accounting policies and the accounting periods of the
Company and subsidiaries are inconsistent, the financial statements of the subsidiaries are adjusted in accordance with
the accounting policies and the accounting period of the Company. For subsidiaries acquired from business
combinations not involving enterprises under common control, the individual financial statements of the subsidiaries are
adjusted based on the fair value of the identifiable net assets at the acquisition date.
All significant intra-group balances, transactions and unrealised profits are eliminated in the consolidated financial
statements. The portion of subsidiaries’ equity and the portion of a subsidiaries’ net profits and losses and
comprehensive incomes for the period not attributable to Company are recognised as minority interests and presented
separately in the consolidated financial statements under equity, net profits and total comprehensive income
respectively. Unrealised profits and losses resulting from the sale of assets by the Company to its subsidiaries are fully
eliminated against net profit attributable to shareholders of the parent. Unrealised profits and losses resulting from the
sale of assets by a subsidiary to the Company are eliminated and allocated between net profit attributable to
shareholders of the parent and non-controlling interests in accordance with the allocation proportion of the parent in the
subsidiary. Unrealised profits and losses resulting from the sale of assets by one subsidiary to another are eliminated
and allocated between net profit attributable to shareholders of the parent and non-controlling interests in accordance
with the allocation proportion of the parent in the subsidiary.
If the accounting treatment of a transaction which considers the Group as an accounting entity is different from that
considers the Company or its subsidiaries as an accounting entity, it is adjusted from the perspective of the Group.
(7)Cash and cash equivalents
Cash and cash equivalents comprise cash on hand, deposits that can be readily drawn on demand, and short-term and
highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant
risk of changes in value.
(8)Foreign currency translation
(a)Foreign currency transaction
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CSG Annual Report 2015
Foreign currency transactions are translated into RMB using the exchange rates prevailing at the dates of the
transactions.
At the balance sheet date, monetary items denominated in foreign currencies are translated into RMB using the spot
exchange rates on the balance sheet date. Exchange differences arising from these translations are recognised in profit
or loss for the current period, except for those attributable to foreign currency borrowings that have been taken out
specifically for the acquisition or construction of qualifying assets, which are capitalised as part of the cost of those
assets. Non-monetary items denominated in foreign currencies that are measured at historical costs are translated at
the balance sheet date using the spot exchange rates at the date of the transactions. The effect of exchange rate
changes on cash is presented separately in the cash flow statement.
(b)Translation of foreign currency financial statements
The asset and liability items in the balance sheets for overseas operations are translated at the spot exchange rates on
the balance sheet date. Among the shareholders’ equity items, the items other than “undistributed profits” are translated
at the spot exchange rates of the transaction dates. The income and expense items in the income statements of
overseas operations are translated at the spot exchange rates of the transaction dates. The differences arising from the
above translation are presented separately in the shareholders’ equity. The cash flows of overseas operations are
translated at the spot exchange rates on the dates of the cash flows. The effect of exchange rate changes on cash is
presented separately in the cash flow statement.
(9)Financial instrument
(a) Financial assets
(i) Classification of financial assets
Financial assets are classified into the following categories at initial recognition: financial assets at fair value through
profit or loss, receivables, available-for-sale financial assets and held-to-maturity investments. The classification of
financial assets depends on the Group’s intention and ability to hold the financial assets. The Group has no financial
assets at fair value through profit or loss and held-to-maturity investments for 2015.
Receivables
Receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active
market. Receivables comprise notes receivable, accounts receivable and other receivables. (Note2(10))
Available-for-sale financial assets
Available-for-sale financial assets are non-derivative financial assets that are either designated in this category or not
classified in any of the other categories at initial recognition. Available-for-sale financial assets are included in other
current assets on the balance sheet if management intends to dispose of them within 12 months after the balance sheet
date.
(ii)Recognition and measurement
Financial assets are recognised at fair value on the balance sheet when the Group becomes a party to the contractual
provision of the financial instrument. The related transaction costs that are attributable to the acquisition of receivables
and available-for-sale financial assets are included in their initial recognition amounts.
Available-for-sale financial assets are subsequently measured at fair value. Investments in equity instruments are
measured at cost when they do not have a quoted market price in an active market and whose fair value cannot be
reliably measured. Receivables are measured at amortised cost using the effective interest method.
Gains or losses arising from changes in fair value of available-for-sale financial assets are recognised directly in equity,
except for impairment losses and foreign exchange gains and losses arising from translation of monetary financial
assets. When such financial assets are derecognised, the cumulative gains or losses previously recognised directly into
equity are recycled into profit or loss for the current period. Interests on available-for-sale investments in debt
instruments calculated using the effective interest method during the period in which such investments are held and
cash dividends declared by the investee on available-for-sale investments in equity instruments are recognised as
investment income, which is recognised in profit or loss for the period.
(iii) Impairment of non-financial assets
The Group assesses the carrying amounts of financial assets at each balance sheet date. If there is objective evidence
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CSG Annual Report 2015
that a financial asset is impaired, an impairment loss is provided for.
The objective evidence of impairment losses on financial assets refers to events that actually incurred after the initial
recognition of financial assets, have influence on the expected future cash flow from the financial assets and the
influence can be reliably measured.
Objective evidence which indicates the occurrence of impairment for available-for-sale equity instruments includes
significant or non-temporary decrease of fair value of equity instruments investment. The Group conducts individual
inspection on each available-for-sale equity instruments investment at balance sheet date, if the fair value of the
available-for-sale equity instrument is less than its initial investment cost for more than 50% (including 50%) or less than
its initial investment cost continually for more than 1 year, that means impairment incurred; if the fair value of the
available-for-sale equity instrument is less than its initial investment cost for more than 20% (including 20%) but has not
reached 50%, the Group will comprehensively consider other factors such as price volatility to determine whether the
equity instrument investment has been impaired. The Group calculates the initial investment cost of initial
available-for-sale equity instruments investment using the weighted average method.
When an impairment loss on a financial asset carried at amortised cost has occurred, the amount of loss is provided for
at the difference between the asset’s carrying amount and the present value of its estimated future cash flows
(excluding future credit losses that have not been incurred). If there is objective evidence that the value of the financial
asset recovered and the recovery is related objectively to an event occurring after the impairment was recognised, the
previously recognised impairment loss is reversed and the amount of reversal is recognised in profit or loss.
If an impairment loss on available-for-sale financial assets measured at fair value is incurred, the cumulative losses
arising from the decline in fair value that had been recognised directly in shareholders' equity are transferred out from
equity and into impairment loss. For an investment in debt instrument classified as available-for-sale on which
impairment losses have been recognised, if, in a subsequent period, its fair value increases and the increase can be
objectively related to an event occurring after the impairment loss was recognised in profit or loss, the previously
recognised impairment loss is reversed into profit or loss for the current period. For an investment in an equity
instrument classified as available-for-sale on which impairment losses have been recognised, the increase in its fair
value in a subsequent period is recognised directly in equity.
(iv) Derecognition of financial assets
Financial assets are derecognised when: i) the contractual rights to receive the cash flows from the financial assets
have expired; or ii) all substantial risks and rewards of ownership of the financial assets have been transferred; or iii) the
control over the financial asset has been waived even if the Group does not transfer or retain nearly all of the risks and
rewards relating to the ownership of a financial asset.
On derecognition of a financial asset, the difference between the carrying amount and the sum of the consideration
received and the cumulative changes in fair value that had been recognised directly in owner's equity, is recognised in
profit or loss.
(b) Financial liabilities
Financial liabilities are classified into two categories at initial recognition: financial liabilities at fair value through profit or
loss and other financial liabilities. The financial liabilities in the Group mainly comprise of other financial liabilities,
including payables, borrowings and bonds payable.
Payables comprise accounts payable, notes payable and other payables, which are recognised initially at fair value and
measured subsequently at amortised cost using the effective interest method.
Borrowings and bonds payable are recognised initially at fair value, net of transaction costs incurred, and subsequently
measured at amortised cost using the effective interest method.
Other financial liabilities within one year (including one year) is presented as current liabilities, while non-current
financial liabilities due with one year (including one year) is reclassified as non-current liabilities due within one year.
Others are presented as non-current liabilities.
A financial liability (or a part of a financial liability) is derecognised when all or part of the obligation is extinguished. The
difference between the carrying amount of a financial liability (or a part of financial liability) extinguished and the
consideration paid is recognised in the income statement.
(c) Determination of fair value of financial instruments
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The fair value of a financial instrument that is traded in an active market is determined at the quoted price in the active
market. The fair value of a financial instrument that is not traded in an active market is determined by using a valuation
technique. During valuation, the Group adopts a valuation technique suitable for current situation, which is supported by
sufficient available data and other information, chooses the inputs consistent with the feature of assets or liabilities
considered in the transaction thereof with market participants, and uses related observable inputs in preference to the
greatest extent. Unobservable inputs are used when it is unable to obtain or is infeasible for related observable inputs.
(10)Receivables
Receivables comprise notes receivable, accounts receivable and other receivables. Accounts receivable arising from
sale of goods or rendering of services are initially recognised at fair value of the contractual payments from the buyers
or service recipients.
(a)Receivables with amounts that are individually significant and subject to separate assessment for provision for bad
debts
Receivables with amounts that are individually significant are subject to separate assessment for impairment. If there
exists objective evidence that the Group will not be able to collect the amount under the original terms, a provision for
bad debts of that receivable is made at the difference between its carrying amount and the present value of its estimated
future cash flows.
The basis or amount for individually significant receivables is individually greater than RMB20 million.
(b) Receivables with amounts that are not individually significant but subject to separate assessment for provision for
bad debts
If there exists objective evidence that the Group will not be able to collect the amount under the original terms, a
provision for bad debts of that receivable is made at the difference between its carrying amount and the present value of
its estimated future cash flows.
(c)Receivables that are subject to provision for bad debts on the grouping basis
Receivables with amounts that have not been individually provided for impairment are classified into certain groupings
based on their credit risk characteristics. The provision for bad debts is determined based on the historical loss
experience for the groupings of receivables with similar credit risk characteristics, taking into consideration of the current
circumstances.
Basis on determine the portfolio is as below:
Portfolio 1 Receivables not impaired after separate assessment
Portfolio 2 Related party portfolio
The percentage of provision for the portfolio:
Percentage of provision for Percentage of provision for other
accounts receivable receivables
Portfolio 1 2% 2%
Portfolio 2 2% 2%
(d) The Group transfers receivables which have no recourse right to financial institution, the difference between the
carrying amounts which is trade amount cut the write-off receivables and related tax expenses charged into the income
statement.
(11)Inventories
(a) Classification
Inventories refer to manufacturing sector, including raw materials, work in progress, finished goods and turnover
materials, and are measured at the lower of cost and net realisable value.
(b) Inventory costing method
Cost is determined using the weighted average method. The cost of finished goods and work in progress comprise raw
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materials, direct labour and systematically allocated production overhead based on the normal production capacity.
(c) Amortisation methods of low value consumables and packaging materials
Turnover materials include low value consumables and packaging materials, which are expensed when issued.
(d) The determination of net realisable value and the method of provision for decline in the value of inventories
Provision for decline in the value of inventories is determined at the excess amount of the carrying amounts of the
inventories over their net realisable value. Net realisable value is determined based on the estimated selling price in the
ordinary course of business, less the estimated costs to completion and estimated costs necessary to make the sale
and related taxes.
(e) The Group adopts the perpetual inventory system.
(12) Long-term equity investments
Long-term equity investments comprise the Company’s long-term equity investments in its subsidiaries, and the Group’s
long-term equity investments in its associates.
Subsidiaries are the investees over which the Company is able to exercise control. Associates are the investees that the
Group has significant influence on their financial and operating policies.
Investments in subsidiaries are measured using the cost method in the Company’s financial statements, and adjusted
by using the equity method when preparing the consolidated financial statements. Investments in associates are
accounted for using the equity method.
(a)Initial recognition
For long-term equity investments formed in business combination: when obtained from business combinations involving
entities under common control, the long-term equity investment is stated at carrying amount of equity for the combined
parties at the time of merger; when the long-term equity investment obtained from business combinations involving
entities not under common control, the investment is measured at combination cost.
For long-term equity investments not formed in business combination: the one paid by cash is initially measured at
actual purchase price; the long-term investment obtained by issuing equity securities is stated at fair value of equity
securities as initial investment cost.
(b)Subsequent measurement and recognition of related profit and loss
For long-term equity investments accounted for using the cost method, they are measured at the initial investment costs,
and cash dividends or profit distribution declared by the investees are recognised as investment income in profit or loss.
For long-term equity investments accounted for using the equity method, where the initial investment cost of a long-term
equity investment exceeds the Group’s share of the fair value of the investee’s identifiable net assets at the acquisition
date, the long-term equity investment is measured at the initial investment cost; where the initial investment cost is less
than the Group’s share of the fair value of the investee’s identifiable net assets at the acquisition date, the difference is
included in profit or loss and the cost of the long-term equity investment is adjusted upwards accordingly.
Under the equity method, the Group recognises the investment income according to its share of net profit or loss of the
investee. The Group discontinues recognising its share of the net losses of an investee after the carrying amounts of the
long-term equity investment together with any long-term interests that in substance form part of the investor’s net
investment in the investee are reduced to zero. However, if the Group has obligations for additional losses and the
criteria with respect to recognition of provision under the accounting standards on contingencies are satisfied, the Group
continues recognising the investment losses and the provision. For changes in owners’ equity of the investee other than
those arising from its net profit or loss, the its proportionate share is directly recorded into capital surplus, provided that
the proportion of the shareholding of the Group in the investee remains unchanged. The carrying amount of the
investment is reduced by the Group’s share of the profit distribution or cash dividends declared by an investee. The
unrealised profits or losses arising from the intra-group transactions amongst the Group and its investees are eliminated
in proportion to the Group’s equity interest in the investees, and then based on which the investment gains or losses are
recognised. Any losses resulting from transactions between the Group and its investees attributable to asset impairment
losses are not eliminated.
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(c)Basis for determining existence of control, joint control or significant influence over investees
The term "control" refers to the power in the investees, to obtain variable returns by participating in the related business
activities of the investees, and the ability to affect the returns by exercising its power over the investees.
The term "significant influence" refers to the power to participate in the formulation of financial and operating policies of
an enterprise, but not the power to control, or jointly control, the formulation of such policies with other parties.
(d)Impairment of long-term equity investments
The carrying amount of long-term equity investments in subsidiaries and associates is reduced to the recoverable
amount when the recoverable amount is less than the carrying amount (Note 2(18)).
(13)Fixed assets
(a)Recognition and initial measurement
Fixed assets comprise buildings, machinery and equipment, motor vehicles, computers and electronic equipment and
office equipment.
Fixed assets are recognised when it is probable that the related economic benefits will flow to the Group and the costs
can be reliably measured. Fixed assets purchased or constructed by the Group are initially measured at cost at the
acquisition date.
Subsequent expenditures incurred for a fixed asset are included in the cost of the fixed asset when it is probable that the
associated economic benefits will flow to the Group and the related cost can be reliably measured. The carrying amount
of the replaced part is derecognised. All the other subsequent expenditures are recognised in profit or loss in the period
in which they are incurred.
(b)Depreciation methods of fixed assets
Fixed assets are depreciated using the straight-line method to allocate the cost of the assets to their estimated residual
values over their estimated useful lives. For the fixed assets that have been provided for impairment loss, the related
depreciation charge is prospectively determined based upon the adjusted carrying amounts over their remaining useful
lives.
The estimated useful lives, the estimated residual values expressed as a percentage of cost and the annual
depreciation rates of fixed assets are as follows:
Estimated useful lives Estimated residual value Annual depreciation rate
Buildings 20 to 35 years 5% 2.71% to 4.75%
Machinery and equipment 8 to 20 years 5% 4.75% to 11.88%
Motor vehicles and others 5 to 8 years 0% 12.50% to 20.00%
The estimated useful life, the estimated net residual value of a fixed asset and the depreciation method applied to the
asset are reviewed, and adjusted as appropriate at each year-end.
(c)The carrying amount of a fixed asset is reduced to the recoverable amount when the recoverable amount is below the
carrying amount (Note 2 (18)).
(d)Disposal
A fixed asset is derecognised on disposal or when no future economic benefits are expected from its use or disposal.
The amount of proceeds from disposals on sale, transfer, retirement or damage of a fixed asset net of its carrying
amount and related taxes and expenses is recognised in profit or loss for the current period.
(14)Construction in progress
Construction in progress is recorded at actual cost. Actual cost comprises construction cost, installation cost, borrowing
costs eligible for capitalised condition and necessary expenditures incurred for its intended use. Actual cost also
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includes net of trial production cost and trial production income before construction in progress is put into production.
Construction in progress is transferred to fixed assets when the assets are ready for their intended use, and
depreciation begins from the following month.
The carrying amount of construction in progress is reduced to the recoverable amount when the recoverable amount is
below the carrying amount (Note 2 (18)).
(15)Borrowing costs
The borrowing costs that are directly attributable to the acquisition and construction of an asset that needs a
substantially long period of time for its intended use commence to be capitalised and recorded as part of the cost of the
asset when expenditures for the asset and borrowing costs have been incurred, and the activities relating to the
acquisition and construction that are necessary to prepare the asset for its intended use have commenced. The
capitalisation of borrowing costs ceases when the asset under acquisition or construction becomes ready for its
intended use and the borrowing costs incurred thereafter are recognised in profit or loss for the current period.
Capitalisation of borrowing costs is suspended during periods in which the acquisition or construction of a fixed asset is
interrupted abnormally and the interruption lasts for more than 3 months, until the acquisition or construction is resumed.
For the specific borrowings obtained for the acquisition or construction of an asset qualifying for capitalisation, the
amount of borrowing costs eligible for capitalisation is determined by deducting any interest income earned from
depositing the unused specific borrowings in the banks or any investment income arising on the temporary investment
of those borrowings during the capitalisation period.
For the general borrowings obtained for the acquisition or construction of an asset qualifying for capitalisation, the
amount of borrowing costs eligible for capitalisation is determined by applying the weighted average effective interest
rate of general borrowings, to the weighted average of the excess amount of cumulative expenditures on the asset over
the amount of specific borrowings. The effective interest rate is the rate at which the estimated future cash flows during
the period of expected duration of the borrowings or applicable shorter period are discounted to the initial amount of the
borrowings.
(16)Intangible assets
Intangible assets, including land use rights and, patents and exploitation rights, are measured at cost.
(a)Land use rights
Land use rights are amortised on the straight-line basis over their approved use period of 30 to 70 years. If the
acquisition costs of the land use rights and the buildings located thereon cannot be reasonably allocated between the
land use rights and the buildings, all of the acquisition costs are recognised as fixed assets.
(b)Patent and proprietary technology
Patents are amortised on a straight-line basis over the estimated use life.
(c)Exploitation rights
Exploitation rights are amortised on a straight-line basis over permitted exploitation periods on the exploitation
certificate.
(d)Periodical review of useful life and amortisation method
For an intangible asset with a finite useful life, review of its useful life and amortisation method is performed at each
year-end, with adjustment made as appropriate.
(e)Research and development
The expenditure on an internal research and development project is classified into expenditure on the research phase
and expenditure on the development phase based on its nature and whether there is material uncertainty that the
research and development activities can form an intangible asset at end of the project.
Expenditure on the research phase related to planned survey, evaluation and selection for research on manufacturing
technique is recognised in profit or loss in the period in which it is incurred. Prior to mass production, expenditure on the
development phase related to the design and testing phase in regards to the final application of manufacturing
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technique is capitalised only if all of the following conditions are satisfied:
the development of manufacturing technique has been fully demonstrated by technical team;
the management has approved the budget for the development of manufacturing technique;
there are research and analysis of pre-market research explaining that products manufactured with such
technique are capable of marketing;
there is sufficient technical and capital to support the development of manufacturing technique and subsequent
mass production; and the expenditure on manufacturing technique development can be reliably gathered.
Other development expenditures that do not meet the conditions above are recognised in profit or loss in the period in
which they are incurred. Development costs previously recognised as expenses are not recognised as an asset in a
subsequent period. Capitalised expenditure on the development phase is presented as development costs in the
balance sheet and transferred to intangible assets at the date that the asset is ready for its intended use.
(f)Impairment of intangible asset
The carrying amount of intangible assets is reduced to the recoverable amount when the recoverable amount is below
the carrying amount (Note 2 (18)).
(17)Long-term prepaid expenses
Long-term prepaid expenses include the expenditures that have been incurred but should be recognised as expenses
over more than one year in the current and subsequent periods. Long-term prepaid expenses are amortised on the
straight-line basis over the expected beneficial period and are presented at actual expenditure net of accumulated
amortisation.
(18)Impairment of long-term assets
Fixed assets, construction in progress, intangible assets with finite useful lives and long-term equity investments in joint
ventures and associates are tested for impairment if there is any indication that the assets may be impaired at the
balance sheet date; intangible assets not ready for their intended use are tested at least annually for impairment,
irrespective of whether there is any indication that they may be impaired. If the result of the impairment test indicates
that the recoverable amount of an asset is less than its carrying amount, a provision for impairment and an impairment
loss are recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The
recoverable amount is the higher of an asset’s fair value less costs to sell and the present value of the future cash flows
expected to be derived from the asset. Provision for asset impairment is determined and recognised on the individual
asset basis. If it is not possible to estimate the recoverable amount of an individual asset, the recoverable amount of a
group of assets to which the asset belongs is determined. A group of assets is the smallest group of assets that is able
to generate independent cash inflows.
Goodwill that is separately presented in the financial statements is tested at least annually for impairment, irrespective
of whether there is any indication that it may be impaired. In conducting the test, the carrying value of goodwill is
allocated to the related asset groups or groups of asset groups, which are expected to benefit from the synergies of the
business combination. If the result of the test indicates that the recoverable amount of an asset group or group of asset
groups, including the allocated goodwill, is lower than its carrying amount, the corresponding impairment loss is
recognised. The impairment loss is first deducted from the carrying amount of goodwill that is allocated to the asset
group or group of asset groups, and then deducted from the carrying amounts of other assets within the asset groups or
groups of asset groups in proportion to the carrying amounts of assets other than goodwill.
Once the above asset impairment loss is recognised, it will not be reversed for the value recovered in the subsequent
periods.
(19)Employee benefits
Employee benefits include short-term employee benefits, post-employment benefits, termination benefits and other
long-term employee benefits provided in various forms of consideration in exchange for service rendered by employees
or compensations for the termination of employment relationship.
(a)Short-term employee benefits
Short-term employee benefits include wages or salaries, bonuses, allowances and subsidies, staff welfare, medical care,
work injury insurance, maternity insurance, housing funds, labour union funds, employee education funds and paid
short-term leave, etc. The employee benefit liabilities are recognised in the accounting period in which the service is
rendered by the employees, with a corresponding charge to the profit or loss for the current period or the cost of relevant
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assets. Employee benefits which are non-monetary benefits shall be measured at fair value.
(b)Post-employment benefits
The Group classifies post-employment benefit plans as either defined contribution plans or defined benefit plans.
Defined contribution plans are post-employment benefit plans under which the Group pays fixed contributions into a
separate fund and will have no obligation to pay further contributions; and defined benefit plans are post-employment
benefit plans other than defined contribution plans. During the reporting period, the Group's post-employment benefits
mainly include basic pensions and unemployment insurance, both of which belong to the defined contribution plans.
Basic pensions
The Group’s employees participate in the basic pension plan set up and administered by local authorities of Ministry of
Human Resource and Social Security. Monthly payments of premiums on the basic pensions are calculated according
to prescribed bases and percentage by the relevant local authorities. When employees retire, local labour and social
security institutions have a duty to pay the basic pension insurance to them. The amounts based on the above
calculations are recognised as liabilities in the accounting period in which the service has been rendered by the
employees, with a corresponding charge to the profit or loss for the current period or the cost of relevant assets.
(c)Termination benefits
The Group provides compensation for terminating the employment relationship with employees before the end of the
employment contracts or as an offer to encourage employees to accept voluntary redundancy before the end of the
employment contracts. The Group recognises a liability arising from compensation for termination of the employment
relationship with employees, with a corresponding charge to profit or loss at the earlier of the following dates: 1) when
the Group cannot unilaterally withdraw the offer of termination benefits because of an employment termination plan or a
curtailment proposal;2) when the Group recognises costs or expenses related to the restructuring that involves the
payment of termination benefits.
The termination benefits expected to be paid within one year since the balance sheet date are classified as current
liabilities.
(20)Dividend distribution
Cash dividend is recognised as a liability for the period in which the dividend is approved by the shareholders’ meeting.
(21)Deferred tax assets and deferred tax liabilities
Deferred tax assets and deferred tax liabilities are calculated and recognised based on the differences arising between
the tax bases of assets and liabilities and their carrying amounts (temporary differences). Deferred tax asset is
recognised for the deductible losses that can be carried forward to subsequent years for deduction of the taxable profit
in accordance with the tax laws. No deferred tax liability is recognised for a temporary difference arising from the initial
recognition of goodwill. No deferred tax asset or deferred tax liability is recognised for the temporary differences
resulting from the initial recognition of assets or liabilities due to a transaction other than a business combination, which
affects neither accounting profit nor taxable profit (or deductible loss). 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
realised or the liability is settled.
Deferred tax assets are only recognised for deductible temporary differences, deductible losses and tax credits to the
extent that it is probable that taxable profit will be available in the future against which the deductible temporary
differences, deductible losses and tax credits can be utilised.
Deferred tax liabilities are recognised for temporary differences arising from investments in subsidiaries and associates,
except where the Group is able to control the timing of reversal of the temporary difference, and it is probable that the
temporary difference will not reverse in the foreseeable future. When it is probable that the temporary differences arising
from investments in subsidiaries and associates will be reversed in the foreseeable future and that the taxable profit will
be available in the future against which the temporary differences can be utilised, the corresponding deferred tax assets
are recognised.
Deferred tax assets and liabilities are offset when:
the deferred taxes are related to the same tax payer within the Group and the same taxation authority; and,
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that tax payer within the Group has a legally enforceable right to offset current tax assets against current tax
liabilities.that tax payer within the Group has a legally enforceable right to offset current tax assets against
current tax liabilities.
(22)Provisions
Business restructuring, provisions for product warranties, loss contracts etc. are recognised when the Group has a
present obligation, it is probable that an outflow of economic benefits will be required to settle the obligation, and the
amount of the obligation can be measured reliably.
A provision is initially measured at the best estimate of the expenditure required to settle the related present obligation.
Factors surrounding a contingency, such as the risks, uncertainties and the time value of money, are taken into account
as a whole in reaching the best estimate of a provision. Where the effect of the time value of money is material, the best
estimate is determined by discounting the related future cash outflows. The increase in the discounted amount of the
provision arising from passage of time is recognised as interest expense.
The carrying amount of provision is reviewed at each balance sheet date and adjusted to reflect the current best
estimate.
(23)Revenue recognition
The amount of revenue is determined in accordance with the fair value of the consideration received or receivable for
the sale of goods and services in the ordinary course of the Group’s activities. Revenue is shown net of discounts,
rebates and returns.
Revenue is recognised when the economic benefits associated with the transaction will flow to the Group, the related
revenue can be reliably measured, and the specific revenue recognition criteria have been met for each type of the
Group’s activities as described below:
(a)Sale of goods
The Group mainly sells flat and engineer glass, fine glass, and products related to solar energy For domestic sales, the
Group delivers the products to a certain place specified in the contract. When the buyer takes over the goods, the Group
recognises revenue. For export sales, the Group recognises the revenue when it finished clearing goods for export and
deliver the goods on board the vessel, or when the goods are delivered to a certain place specified in the contract. For
above sales, when the buyer takes over the goods, the buyer has the right to sell the products, and should bear the risk
of price fluctuation or goods damage.
(b)Rendering of services
Revenue is recognised for the rendering of service by the Group to external parties upon the completion of related
service.
(c)Transfer of asset use rights
Interest income is recognised on a time-proportion basis using the effective interest method.
(24)Government grants
Government grants are transfers of monetary or non-monetary assets from the government to the Group at nil
consideration, including tax refund and financial subsidies, etc.
A government grant is recognised when there is a reasonable assurance that the grants will be received and the Group
will comply with all attached conditions. Monetary government grants are measured at the amounts received or
receivable. Non-monetary government grant are measured at fair value, if the fair value cannot be reliably obtained, it is
measured at nominal amount.
The government grants related to assets refer to government grant obtained by enterprises and used for purchase and
construction of long-term assets or formation of long-term asset in other ways. The government grants related to income
refer to government grants other than those related to assets.
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A government grant related to an asset is recognised as deferred income, and evenly amortised to profit or loss over the
useful life of the related asset. Government grants measured at nominal amounts are recognised immediately in profit or
loss for the current period.
For government grants related to income, where the grant is a compensation for related expenses or losses to be
incurred by the Group in the subsequent periods, the grant is recognised as deferred income, and included in profit or
loss over the periods in which the related costs are recognised; where the grant is a compensation for related expenses
or losses already incurred by the Group, the grant is recognised immediately in profit or loss for the current period.
(25)Leases
A lease that transfers substantially all the risks and rewards incidental to ownership of an asset is a finance lease. An
operating lease is a lease other than financing lease.
Lease payments under an operating lease are recognised on a straight-line basis over the period of the lease, and are
either capitalised as part of the cost of related assets, or charged as an expense for the current period.
Lease income under an operating lease is recognised as revenue on a straight-line basis over the period of the lease.
(26)held for sale
A non-current asset or a disposal group is classified as held for sale when all of the following conditions are satisfied: (1)
the non-current asset or the disposal group is available for immediate sale in its present condition subject only to terms
that are usual and customary for sales of such non-current asset or disposal group; (2) the Group has made a resolution
and obtained appropriate approval for disposal of the non-current asset or the disposal group; (3) the Group has signed
an irrevocable transfer agreement with the transferee; and (4) the transfer is to be completed within one year.
Non-current assets (except for financial assets, investment properties at fair value and deferred tax assets) that meet
the recognition criteria for held for sale are recognised at the amount equal to the lower of the fair value less costs to sell
and the carrying amount. The difference between fair value less costs to sell and carrying amount, should be presented
as impairment loss.
Such non-current assets and assets included in disposal groups as classified as held for sale are accounted for as
current assets; while liabilities included in disposal groups classified as held for sale are accounted for as current
liabilities, and are presented separately in the balance sheet.
A discontinued operation is a component of the Group that either has been disposed of or is classified as held for sale,
and is separately identifiable operationally and for financial reporting purposes, and satisfies one of the following
conditions: (1) represents a separate major line of business or geographical area of operations; (2) is part of a single
coordinated plan to dispose of a separate major line of business or geographical area of operations; and (3) is a
subsidiary acquired exclusively with a view to resale.
(27)Safety production reserve
According to relevant regulations of the Ministry of Finance and National Administration of Work Safety, a subsidiary of
the Group which is engaged in producing and selling polysilicon appropriates safety production reserve on following
basis:
(a) 4% for revenue below RMB10 million of the year;
(b) 2% for the revenue between RMB10 million to RMB100 million (inclusive) of the year;
(c) 0.5% for the revenue between RMB100 million to RMB1 billion (inclusive) of the year;
(d) 0.2% for the revenue above RMB1 billion of the year.
The safety production reserve is mainly used for the overhaul, renewal and maintenance of safety facilities. The safety
production costs are charged to costs of related products or profit and loss when appropriated, and safety production
reserve in equity account are credited correspondingly. When using the special reserve, if the expenditures are
expenses in nature, the expenses incurred are offset against the special reserve directly when incurred. If the
expenditures are capital expenditures, when projects are completed and transferred to fixed assets, the special reserve
should be offset against the cost of fixed assets, and a corresponding accumulated depreciation are recognised. The
fixed assets are no longer be depreciated in future.
(28)Segment information
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The Group identifies operating segments based on the internal organisation structure, management requirements and
internal reporting system, and discloses segment information of reportable segments which is determined on the basis
of operating segments.
An operating segment is a component of the Group that satisfies all of the following conditions: (1) the component is
able to earn revenues and incur expenses from its ordinary activities; (2) whose operating results are regularly reviewed
by the Group’s management to make decisions about resources to be allocated to the segment and to assess its
performance, and (3) for which the information on financial position, operating results and cash flows is available to the
Group. If two or more operating segments have similar economic characteristics and satisfy certain conditions, they are
aggregated into one single operating segment.
(29)Critical accounting estimates and judgements
The Group continually evaluates the critical accounting estimates and key assumption applied based on historical
experience and other factors, including expectations of future events that are believed to be reasonable.
The critical accounting estimates and key assumptions that have a significant risk of causing a material adjustment to
the carrying amounts of assets and liabilities within the next accounting year are outlined below:
(a)Income taxes
The Group is subject to income taxes in numerous jurisdictions. There are many transactions and events for which the
ultimate tax determination is uncertain during the ordinary course of business. Significant judgement is required from the
Group in determining the provision for income taxes in each of these jurisdictions. Where the final identified outcome of
these tax matters is different from the initially-recorded amount, such difference will impact the income tax expenses
and deferred income tax in the period in which such determination is finally made.
(b)Deferred income tax
Estimates on deferred tax assets are based on estimates on amount of taxable income and applicable tax rate for every
year. Realisation of deferred income tax are subject to sufficient taxable income that are possible to be obtained by the
Group in the future. Change of the future tax rate as well as the reversed time of temporary difference might have effects
on tax expense (income) and the balance of deferred tax assets or liabilities. Those estimates may also cause
significant adjustment on deferred tax.
(c)Impairment of long-term assets (excluding goodwill)
Long-term assets at the balance sheet date should be subject to impairment testing if there are any indications of
impairment. The management determines whether the long-term assets impaired or not by evaluating and analysing
following aspects: (1) whether the event affecting assets impairment occurs; (2) whether the expected obtainable
present value of future cash flows is lower than the asset’s carrying amount by continually using the assets or disposal;
and (3) whether the assumptions used in expected obtainable present value of future cash flows are appropriate.
Various assumptions, including the discount rate and growth rate applied in the method of present value of future cash
flow, are required in evaluating the recoverable amount of assets. If these assumptions cannot be conformed, the
recoverable amount should be modified, and the long-term assets may be impaired accordingly.
(d) The useful life of fixed assets
The management estimates the useful life of fixed assets, based on historical experiences on using fixed assets that
have similar properties and functions. When there are differences between actually useful life and previously estimation,
the management will adjust estimation to useful life of fixed assets. The fixed assets would be written off or written down
when fixed assets been disposed or became redundant. Thus, the estimated result based on existing experience may
be different from the actual result of the next accounting period, which may cause major adjustment to the carrying
amount of fixed assets on balance sheet.
3. Taxation
(1)The main categories and rates of taxes applicable to the Group are set out below:
Category Taxable basis Tax rate
Enterprise income tax Taxable income 0% to 25%
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CSG Annual Report 2015
Value-added tax ("VAT") Taxable value added amount (Tax payable is calculated using the 17%
taxable sales amount multiplied by the applicable tax rate less
deductible VAT input of current period)
Business tax Taxable income 5%
City maintenance and
construction tax Value added tax and business tax paid 1% to 7%
Educational surcharge Value added tax and business tax paid 3% to 5%
Resource tax Quantities of Silica sold 3 Yuan per ton
Some subsidiaries of the Group have used the “exempt, credit, refund” method on goods exported and the refund rate is
5%-17%.
(2) Tax incentives
Tianjin Energy Conservation Glass Co., Ltd. passed review on a high and new tech enterprise in 2015 and obtained the
Certificate of High and New Tech Enterprise, the period of validity is three years. It applies to 15% tax rate for three
years since 2015.
Dongguan CSG Architectural Glass Co., Ltd. was recognised as a high and new tech enterprise in 2013, and obtained
the Certificate of High and New Tech Enterprise, the period of validity is three years. It applies to 15% tax rate for three
years since 2013.
Wujiang CSG North-east Architectural Glass Co., Ltd. passed the review on a high and new tech enterprise in 2014, and
obtained the Certificate of High and New Tech Enterprise, the period of validity is three years. It applies to 15% tax rate
for three years since 2014.
Dongguan CSG Solar Glass Co,. Ltd. passed the review on a high and new tech enterprise in 2014, and obtained the
Certificate of High and New Tech Enterprise, the period of validity is three years. It applies to 15% tax rate for three
years since 2014.
Yichang CSG Silicon Co., Ltd. passed the review on a high and new tech enterprise in 2014, and obtained the
Certificate of High and New Tech Enterprise, the period of validity is three years. It applies to 15% tax rate for three
years since 2014.
Dongguan CSG PV-tech Co., Ltd. was recognised as a high and new tech enterprise in 2013, and obtained the
Certificate of High and New Tech Enterprise, the period of validity is three years. It applies to 15% tax rate for three
years since 2013.
Hebei Shichuang Glass Co., Ltd. was recognised as a high and new tech enterprise in 2013, and obtained the
Certificate of High and New Tech Enterprise, the period of validity is three years. It applies to 15% tax rate for three
years since 2013.
Wujiang CSG Glass Co., Ltd. was recognised as a high and new tech enterprise in 2014, and obtained the Certificate of
High and New Tech Enterprise, and the period of validity was three years. It applies to 15% tax rate for three years since
2014.
Xianning CSG Glass Co Ltd. was recognised as a high and new tech enterprise in 2014, and obtained the Certificate of
High and New Tech Enterprise, the period of validity is three years. It applies to 15% tax rate for three years since 2014.
Sichuan CSG Energy Conservation Glass Co., Ltd. obtains enterprise income tax preferential treatment for Western
Development, and temporarily calculates enterprise income tax at a tax rate of 15% for current year.
Chengdu CSG Glass Co., Ltd. obtains enterprise income tax preferential treatment for Western Development, and
temporarily calculates enterprise income tax at a tax rate of 15% for current year.
Qingyuan CSG New Energy Co., Ltd., Suzhou CSG PV-tech Co.,Ltd. And Wujiang CSG New Energy Co.,Ltd. are
entitled to three years’ exemption from income taxes followed by three years of a 50% tax reduction, with above tax
preferential period stared from 1 January 2015, and subject to a corporate income tax of 0% for this year. At the same
time, according to Fo Guang Guoshui Shui Tong [2015] No. 2489, the photovoltaic generation VAT of Qingyuan CSG
New Energy Co., Ltd. is applicable to the VAT policy of immediate refund upon payment.
4. Notes to the consolidated financial statements
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CSG Annual Report 2015
(1)Cash at bank and on hand
31 December 2015 31 December 2014
Cash on hand 20,172 17,163
Cash at bank 574,654,753 156,633,575
Other cash balances 4,159,595 1,488,312
578,834,520 158,139,050
Including: Total overseas deposit 4,694,162 19,445,274
Other cash balances include margin deposits for issuing letters of credit and applying loans, amounting to
RMB4,089,643 (31 December 2014: RMB1,300,790), which is restricted cash.
(2)Notes receivable
31 December 2015 31 December 2014
Trade acceptance notes 266,547,833 35,158,725
Bank acceptance notes 186,998,705 120,429,904
453,546,538 155,588,629
(a)As at 31 December 2015, notes receivable which have been endorsed or discounted by the Group but are not yet
due are as follows:
Derecognised Not derecognised
Trade acceptance notes - 168,260,639
Bank acceptance notes 2,074,173,908 -
2,074,173,908 168,260,639
(3)Accounts receivable
31 December 2015 31 December 2014
Accounts receivable 462,441,209 325,849,881
Less: Provision for bad debts (9,479,597) (7,575,307)
452,961,612 318,274,574
(a)The ageing of accounts receivable is analysed as follows:
31 December 2015 31 December 2014
Within 1 year 462,008,298 318,185,786
1 to 2 years 386,449 5,976,526
2 to 3 years 46,462 1,687,569
462,441,209 325,849,881
As at 31 December 2015, the Group has no overdue but not impaired accounts receivable (31 December 2014: Nil).
(b)Accounts receivable are analysed by categories as follows:
99
CSG Annual Report 2015
31 December 2015 31 December 2014
Provision for bad Provision for bad
Carrying amount debts Carrying amount debts
% of % of
total Provision for total Provision for
Amount balance bad debts % Amount balance bad debts %
Provision for bad debts by
groupings
Portfolio 1 453,786,944 98% (8,610,132) 2% 324,373,257 100% (6,511,385) 2%
Portfolio 2 7,943,674 2% (158,874) 2% 421,124 0% (8,422) 2%
With amounts that are not
individually significant but
that the related provision
for bad debts is provided
on the individual basis 710,591 0% (710,591) 100% 1,055,500 0% (1,055,500) 100%
462,441,209 100% (9,479,597) 2% 325,849,881 100% (7,575,307) 2%
(c)Provision for bad debts is provided on grouping basis using the percentage of provision method are analysed as
follows:
31 December 2015 31 December 2014
Provision for bad Provision for bad
Carrying amount debts Carrying amount debts
Perce Perce
Amount Amount ntage Amount Amount ntage
Portfolio 1 453,786,944 (8,610,132) 2% 324,373,257 (6,511,385) 2%
Portfolio 2 7,943,674 (158,874) 2% 421,124 (8,422) 2%
461,730,618 (8,769,006) 2% 324,794,381 (6,519,807) 2%
(d)As at 31 December 2015, the Company had no accounts receivable with amounts that were individually significant
and that the related provision for bad debts was provided on the individual basis (31 December 2014: Nil).
(e)As at 31 December 2015, accounts receivable of RMB710,591 (31 December 2014: RMB1,055,500) was not
individually significant but provided for bad debts separately. It represented the trade receivables of the subsidiary of
Xianning CSG Energy Conservation Glass Co., Ltd. Due to the business dispute, Xianning CSG Energy Conservation
Glass Co Ltd. made full provision against this receivable.
Accounts receivables of RMB144,069 were written off this year, all of which were low amount of accounts receivable
and none of which arose from related-party transactions. The reasons for the written-off included disputes with
customers and inability to contact with creditors and etc.
(g)As at 31 December 2015, the Group’s top five entities with the largest accounts receivable balances are set out as
below:
Percentage in total
Provision for bad accounts
Balance debts receivable balance
Total balances for the five largest accounts
receivable 150,991,192 (3,019,824) 33%
(4)Other receivables
31 December 2015 31 December 2014
Receivables from related parties (Noter8(5)) 90,436,480 -
Refundable deposits 10,341,895 11,722,126
100
CSG Annual Report 2015
Payments made on behalf of other parties 12,865,719 10,877,574
Petty cash 1,014,999 1,100,583
Export tax rebates receivable 1,995,748 885,580
Others 1,943,311 1,917,411
118,598,152 26,503,274
Less: Provision for bad debts (2,373,782) (530,118)
116,224,370 25,973,156
(a)The ageing of other receivables is analysed as follows:
31 December 2015 31 December 2014
Within 1 year 113,589,830 20,614,986
1 to 2 years 915,962 787,282
2 to 3 years 249,004 3,073,147
3 to 4 years 2,797,061 1,550,600
4 to 5 years 653,295 393,000
Over 5 years 393,000 84,259
118,598,152 26,503,274
As at 31 December 2015, the Group has overdue but not impaired accounts other receivable RMB 3,843,356. (31
December 2014: RMB 2,027,859).
(b)Other receivables are analysed by categories as follows:
31 December 2015 31 December 2014
Carrying amount Provision for bad debts Carrying amount Provision for bad debts
% of total Provision for % of total Provision for
Amount balance bad debts Percentage Amount balance bad debts Percentage
Provision for bad debts
by groupings
Portfolio 1 28,161,672 24% (565,052) 2% 26,503,274 100% (530,118) 2%
Portfolio 2 90,436,480 76% (1,808,730) 2% - - - -
118,598,152 100% (2,373,782) 2% 26,503,274 100% (530,118) 2%
(c)Other receivables of RMB1,691 were written off this year, all of which were low amount of accounts
receivable and none of which arose from related-party transactions. The reasons for the written-off included
disputes with customers and inability to contact with creditors and etc.
(d)For other receivables provided for bad debts by portfolio, the percentage of provision for the portfolio is
as follows:
31 December 2015 31 December 2014
Carrying amount Provision for bad debts Carrying amount Provision for bad debts
Amount Amount Percentage Amount Amount Percentage
Portfolio 1 28,161,672 (565,052) 2% 26,503,274 (530,118) 2%
Portfolio 2 90,436,480 (1,808,730) 2% - - -
118,598,152 (2,373,782) 2% 26,503,274 (530,118) 2%
(e)As at 31 December 2015, the top 5 largest other receivables are analysed as bellow:
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CSG Annual Report 2015
Percentage in
total other
receivables Provision for bad
Nature of business Balance Ageing balance debts
Company A Related parties 88,567,552 Within 1 year 75% (1,771,351)
Company B Independent third party 9,676,084 Within 1 year 8% (193,522)
Company C Independent third party 5,050,000 Within 1 year 4% (101,000)
Company D Independent third party 1,000,000 Within 1 year 1% (20,000)
Company E Independent third party 1,000,000 Within 1 year 1% (20,000)
105,293,636 89% (2,105,873)
(5)Advances to suppliers
(a)The ageing of advances to suppliers is analysed below:
31 December 2015 31 December 2014
% of total % of total
Amount balance Amount balance
Within 1 year 106,939,220 97% 79,212,988 94%
1 to 2 years 2,546,699 2% 2,380,189 3%
2 to 3 years - - 1,153,376 1%
Over 3 years 355,376 1% 1,485,000 2%
109,841,295 100% 84,231,553 100%
As at 31 December 2015, advances to suppliers ageing over one year amount to RMB2,902,075 (31 December 2014:
RMB5,018,565. They were mainly the advances of materials, and the payment had not been selected because the
materials had not been received.
(b)As at 31 December 2015, the top five largest advances to supplies are set out as below:
Percentage in total
Balance advances balance
Total advances for the five largest advances 63,637,777 58%
(6)Inventories
(a)The inventory is categorised as below:
31 December 2015 31 December 2014
Provision for Provision for
decline in the decline in the
Carrying value of Carrying Carrying value of Carrying
amount inventories amount amount inventories amount
Raw materials 136,073,385 (1,988,441) 134,084,944 182,724,650 (2,635,772) 180,088,878
Work in progress 12,201,768 - 12,201,768 13,529,352 - 13,529,352
Finished goods 169,850,460 (21,650) 169,828,810 166,376,712 (187,065) 166,189,647
Turnover materials 34,310,210 - 34,310,210 30,844,741 - 30,844,741
352,435,823 (2,010,091) 350,425,732 393,475,455 (2,822,837) 390,652,618
(b)Provision for decline in the value of inventories are analysed as follows:
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CSG Annual Report 2015
31 December Increase in Written off in 31 December
2014 current year current year 2015
Finished goods 187,065 - (165,415) 21,650
Raw materials 2,635,772 - (647,331) 1,988,441
2,822,837 - (812,746) 2,010,091
(c)The provisions for declines in the value of inventories is analysed below:
Reasons of reversal
of the decline in the
Basis for provision of decline in the value of inventories value of inventories
Finished goods The amount of carrying amount less net realisable value Sold
Raw materials The amount of book value less net realisable value Used
(7)Other current assets
31 December 2015 31 December 2014
VAT to be offset 101,333,684 177,597,527
Enterprise income tax prepaid 17,025,433 42,311,190
118,359,117 219,908,717
(8)Available-for-sale financial assets
31 December 2015 31 December 2014
Measured at fair value
- Available-for-sale equity instruments - 145,568,100
Less: Provision for impairment - -
- 145,568,100
(a)Details of available-for-sale financial assets are set out as below:
31 December 2015 31 December 2014
Available-for-sale equity instruments
- Fair value - 145,568,100
- Cost - 166,695,803
- Accumulation of other comprehensive income - (21,127,703)
- Accumulated provision for impairment - -
(9)Long-term equity investments
31 December 2015 31 December 2014
Associates (a) 668,210,253 751,623,543
Less: Provision for impairment of long-term equity
investments - -
668,210,253 751,623,543
103
CSG Annual Report 2015
There is no significant restriction on sale of the long-term equity investments held by the Group.
(a)Associates
Movements for the year ended 31 December 2015
Share of net Cash
profit/(Loss) dividends or Provision Provision
using the Other profit for for
31 December equity changes in distributions impairment 31 December impairment
2014 method equity declared loss Others 2015 loss
Shenzhen CSG
Display Technology
Co., Ltd. 751,623,543 (7,960,731) 324,662 (75,777,221) - - 668,210,253 -
Equity related information in associates please refer to Note 6(2).
(10)Fixed assets
Machinery and
Buildings equipment Motor vehicles Total
Cost
31 December 2014 3,161,138,920 9,197,302,560 179,847,700 12,538,289,180
Increase in current year
Acquisition 2,051,048 44,780,116 6,377,539 53,208,703
Transfers from construction 265,898,163 1,227,811,250 4,932,265 1,498,641,678
in progress (Note 4(11))
Decrease in current year
Disposal or retirement (70,864,293) (275,868,792) (7,261,120) (353,994,205)
Transfer in construction in
progress (3,132,603) (209,336,054) - (212,468,657)
31 December 2015 3,355,091,235 9,984,689,080 183,896,384 13,523,676,699
Accumulated depreciation
31 December 2014 400,776,254 1,962,883,229 131,218,015 2,494,877,498
Increase in current year
Provision 104,404,307 668,317,731 23,264,516 795,986,554
Decrease in current year
Disposal or retirement (686,283) (7,566,394) (4,079,265) (12,331,942)
Transfer in construction in
progress (1,340,739) (145,483,368) - (146,824,107)
31 December 2015 503,153,539 2,478,151,198 150,403,266 3,131,708,003
Provision for impairment loss
31 December 2014 - 192,293,767 - 192,293,767
31 December 2015 - 192,293,767 - 192,293,767
Carrying amount
31 December 2015 2,851,937,696 7,314,244,115 33,493,118 10,199,674,929
31 December 2014 2,760,362,666 7,042,125,564 48,629,685 9,851,117,915
In 2015, the depreciation amount provided for fixed assets was RMB795,986,554 (2014: RMB709,187,358), and the
amount of depreciation expense charged to cost of sales, selling expenses, general and administrative expenses and
construction in progress were RMB714,879,317 (2014: RMB619,530,394), RMB1,143,119 (2014: RMB1,294,660),
RMB69,203,264 (2014: RMB77,380,138), and RMB10,760,854 (2014: RMB10,982,166) respectively.
104
CSG Annual Report 2015
The cost of property, plant, and equipment transferred from constructions in progress was RMB1,498,641,678 (2014:
RMB3,047,793,889).
(a)Property, plant, and equipment that does not obtain ownership certificate
Carrying amount Reason
Have submitted the required documents and are in the process of
Buildings 759,480,104 application, or the related land use right certificate pending
(11)Construction in progress
31 December 2015 31 December 2014
Provision for Provision for
Carrying amount impairment loss Carrying amount Carrying amount impairment loss Carrying amount
Qingyuan high-performance ultrathin
electronic glass project 491,656,054 - 491,656,054 329,196,892 - 329,196,892
Chengdu Float 700T line
tech-renovation 223,787,831 - 223,787,831 125,046,580 - 125,046,580
Hebei float 900T tech-innovation
project 219,284,657 - 219,284,657 206,731,167 - 206,731,167
Dongguan PV Tech 200MW PV-tech
Battery Expansion project 138,128,566 - 138,128,566 137,416,428 - 137,416,428
Dongguan Solar Glass Phase I and II
improvement project 78,769,781 (33,075,116) 45,694,665 198,222,378 (33,075,116) 165,147,262
Wujiang float glass project 71,554,818 (19,876,460) 51,678,358 70,831,532 (19,876,460) 50,955,072
Chengdu Float 550T line
tech-renovation 66,834,070 - 66,834,070 - - -
Xianning energy-saving glass project 13,392,938 - 13,392,938 59,279,228 - 59,279,228
Sichuan energy-saving project Phase
III 12,700,388 - 12,700,388 121,483,787 - 121,483,787
Wujiang energy glass expansion
project 4,054,084 - 4,054,084 16,203,036 - 16,203,036
Yichang 700MW silicon slice
expansion project phase III 2,417,282 - 2,417,282 3,179,106 - 3,179,106
Yichang ultrathin electronic glass
project - - - 331,017,838 - 331,017,838
Dongguan Solar Glass online coating
film project - - - 151,377,587 - 151,377,587
Electronic Silicon products expansion
project with annual capacity of 1000
tons - - - 78,039,730 - 78,039,730
Wujiang new energy distributed
generation project - - - 52,761,779 - 52,761,779
Suzhou PV distributed generation
project - - - 36,670,408 - 36,670,408
Others 69,711,887 - 69,711,887 70,089,836 - 70,089,836
1,392,292,356 (52,951,576) 1,339,340,780 1,987,547,312 (52,951,576) 1,934,595,736
105
CSG Annual Report 2015
(a)Movement of significant project
Proportion
between Amount of Including: Amount
Engineering borrowing costs of borrowing costs
31 December Increase in Transfer to fixed Decrease in 31 December input and capitalised in capitalised in Capitalisation
Project name Budget 2014 current year assets current year 2015 budget (i) 2015 2015 rate for 2015 Source of fund
Qingyuan high-performance ultrathin Internal fund
electronic glass project 471,660,000 329,196,892 184,746,736 (22,287,574) - 491,656,054 99% 11,285,742 10,082,919 5.20% and bank loan
Chengdu Float 700T line Internal fund
tech-renovation 106,053,391 125,046,580 98,741,251 - - 223,787,831 79% 778,377 778,377 5.02% and bank loan
Hebei float 900T tech-innovation
project 124,000,000 206,731,167 13,693,927 - (1,140,437) 219,284,657 9% - - - Internal fund
Dongguan PV Tech 200MV PV-tech Internal fund
Battery Expansion project 697,000,000 137,416,428 6,632,752 (5,702,556) (218,058) 138,128,566 96% 32,015,800 1,241,966 5.04% and bank loan
Dongguan Solar Glass Phase I and
II improvement project 396,410,000 198,222,378 7,784,075 (127,236,672) - 78,769,781 80% - - - Internal fund
Internal fund
Wujiang float glass project 845,630,000 70,831,532 1,919,780 (888,768) (307,726) 71,554,818 99% 20,120,444 - - and bank loan
Chengdu Float 550T line
tech-renovation 200,000,000 - 67,088,771 (210,001) (44,700) 66,834,070 2% - - - Internal fund
Xianning energy-saving glass Internal fund
project 295,270,606 59,279,228 23,576,042 (68,808,040) (654,292) 13,392,938 97% 11,306,278 908,862 5.35% and bank loan
Sichuan energy-saving project
Phase III 222,817,517 121,483,787 24,246,846 (131,675,385) (1,354,860) 12,700,388 92% - - - Internal fund
Wujiang energy glass expansion Internal fund
project 500,000,000 16,203,036 5,389,081 (17,469,384) (68,649) 4,054,084 84% 6,321,397 - - and bank loan
Yichang 700MW silicon slice Internal fund
expansion project phase III (ii) 1,980,000,000 3,179,106 203,946,602 (204,708,426) - 2,417,282 68% 17,345,658 2,102,626 5.42% and bank loan
Yichang ultrathin electronic glass Internal fund
project 320,000,000 331,017,838 3,093,290 (333,628,616) (482,512) - - 4,882,329 1,281,160 5.47% and bank loan
Dongguan Solar Glass online Internal fund
coating film project 250,000,000 151,377,587 105,530,052 (256,907,639) - - - 6,275,323 5,079,139 5.19% and bank loan
Electronic Silicon products
expansion project with annual Internal fund
capacity of 1000 tons 112,485,200 78,039,730 65,800,109 (143,839,839) - - - 4,960,613 3,991,233 5.42% and bank loan
Wujiang new energy distributed
generation project 76,320,000 52,761,779 3,875,711 (56,637,490) - - - - - - Internal fund
Suzhou PV distributed generation
project 50,122,360 36,670,408 5,381,569 (42,051,977) - - - - - - Internal fund
Qingyuan new energy distributed
generation project 45,130,000 - 23,808,948 (23,808,948) - - - - - - Internal fund
Internal fund
Others 1,208,770,000 70,089,836 62,405,021 (62,780,363) (2,607) 69,711,887 - 46,643,292 1,194,795 0%~6.0% and bank loan
1,987,547,312 907,660,563 (1,498,641,678) (4,273,841) 1,392,292,356 161,935,253 26,661,077
(i)The proportion of project expenditure incurred to the budget is determined by the accumulative expenditures incurred divided by the total budget. Some of the projects are transferred
to property, plant, and equipment because the construction is completed.
(ii)The budget and actual expenditures incurred for these kinds of projects include cost of acquiring land use rights. The balance of construction in progress does not include the costs of
acquiring land-use right.
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CSG Annual Report 2015
(b)Provision for impairment of construction in progress
31 December Increase in Decrease in 31 December Reason for
Project name 2014 current year current year 2015 provision
Dongguan Solar Glass Phase I
and II improvement project 33,075,116 - - 33,075,116 -
Wujiang float glass project 19,876,460 - - 19,876,460 -
52,951,576 - - 52,951,576
(12)Intangible assets and development expenditure
Land use Exploitation
rights Patents rights Others Total
Cost
31 December 2014 931,090,930 135,336,024 4,456,536 23,661,302 1,094,544,792
Acquisition - 187,160 - 167,691 354,851
Decrease in current year (71,807,212) - - (582,480) (72,389,692)
31 December 2015 859,283,718 135,523,184 4,456,536 23,246,513 1,022,509,951
Accumulated amortisation
31 December 2014 85,968,450 34,580,234 2,504,801 11,694,517 134,748,002
Increase in current year 18,238,765 9,026,587 400,641 4,290,846 31,956,839
Decrease in current year (3,617,115) - - (27,066) (3,644,181)
31 December 2015 100,590,100 43,606,821 2,905,442 15,958,297 163,060,660
Provision for impairment loss
31 December 2014 - 13,201,347 - 9,133 13,210,480
31 December 2015 - 13,201,347 - 9,133 13,210,480
Carrying amount
31 December 2015 758,693,618 78,715,016 1,551,094 7,279,083 846,238,811
31 December 2014 845,122,480 87,554,443 1,951,735 11,957,652 946,586,310
In 2015, the amortisation of intangible assets amounted to RMB31,956,839 (2014: RMB31,158,918).
As at 31 December 2015, ownership certificates of land use right (“Land ownership Certificates”) for certain land use
rights of the Group with carrying amounts of approximately RMB5,179,819 (cost: RMB5,650,712) had not yet been
obtained by the Group (31 December 2014: carrying amount: RMB17,966,349, cost: RMB18,273,829). The Company’s
management are of the view that there is no legal restriction for the Group to apply for and obtain the Land Ownership
Certificates and has no adverse effect on the Group’s business operation.
Research expenditure is analysed below:
31 December Increase in current 31 December
2014 year Decrease in current year 2015
Recognised as Recognised as
expense intangible assets
Development expenditure 17,675,656 10,581,812 (1,977,042) - 26,280,426
In 2015, the total amount of research and development expenditures of the Group was RMB239,933,028 (2014:
RMB208,137,482), including RMB231,328,258 (2014: RMB182,975,076) recorded in income statement for current
period and no research and development expenditure was recognised as intangible assets for current period
(2014:RMB17,368,060). As at 31 December 2015, the intangible assets arising from internal research and development
accounted for 9.44% of total of intangible assets (31 December 2014: 8.44%)
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CSG Annual Report 2015
(13)Goodwill
31 December Increase in Decrease in 31 December
2014 current year current year 2015
Goodwill (i) 3,039,946 - - 3,039,946
(i) The goodwill arose from purchasing the minority shareholder equity from Tianjin CSG Architectural Glass Co., Ltd.
in 2007.
The goodwill allocated to the asset groups and groups of asset groups was summarised by operating segments as
Floating Glass and Architectural Glass segment.
The Company's management considered that the goodwill was not impaired at 31 December 2015.
The recoverable amount of asset groups and groups of asset groups is calculated using the estimated cash flows
determined according to the five-year budget approved by management. Management determines budgeted gross
margin and growth rate based on past experience and forecast on future market development. The discount rates used
by management are the pre-tax interest rates that are able to reflect the risks specific to the related asset groups.
(14)Deferred tax assets and liabilities
(a)Deferred income tax assets before offsetting
31 December 2015 31 December 2014
Deductible Deductible
temporary temporary
differences Deferred tax assets differences Deferred tax assets
Provision for asset
334,825,820 52,780,849
impairment 331,582,423 50,084,878
Tax losses 322,298,445 62,556,980 228,839,385 39,358,381
Government grants 146,503,008 25,717,201 118,438,100 17,765,715
Accrued expenses 38,018,222 5,740,840 11,695,801 1,856,243
Depreciation of fixed
assets 30,352,519 6,285,954 62,001,185 11,479,038
Impairment not yet
approved by the tax
authority - - 1,686,604 421,651
871,998,014 153,081,824 754,243,498 120,965,906
Including:
Expected to reverse within
one year (inclusive) 27,300,904 33,245,693
Expected to be recovered
after one year 125,780,920 87,720,213
153,081,824 120,965,906
(b)Deferred income tax liabilities before offsetting
31 December 2015 31 December 2014
Taxable temporary Deferred tax Taxable temporary Deferred tax
differences liabilities differences liabilities
Depreciation of fixed
assets 248,051,984 52,277,180 148,485,447 23,330,396
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CSG Annual Report 2015
Changes in fair value of
available-for-sale
financial assets - - 127,174,500 31,044,915
Withholding income tax (i) - - 96,760,660 4,838,033
248,051,984 52,277,180 372,420,607 59,213,344
Including:
Expected to be recovered
after one year 3,896,344 38,566,869
Expected to be recovered
after one year 48,380,836 20,646,475
52,277,180 59,213,344
(i)If the subsidiaries in Mainland China remit dividends, which are realised after 1 January 2008, to those overseas
subsidiaries within the Group, the overseas subsidiaries should pay the certain withholding income tax for dividends
received. In 2015, the Group's subsidiaries outside China were recognised as Chinese resident enterprises; therefore,
no withholding income tax was required to be paid.
(c)Deductible losses that are not recognised as deferred tax assets of the Group are analysed as follows:
31 December 2015 31 December 2014
Deductible losses 7,554,574 17,574,997
The deductible tax losses not recognised as deferred tax assets mainly represented the tax losses of the Company and
some closed subsidiaries. The management was unable to expect that whether there were taxable profit would be
available in the future against which these deductible tax losses can be utilised, and accordingly, did not recognise the
deferred tax assets.
(d)The tax losses for which no deferred tax assets were recognised will expire in the following years:
31 December 2015 31 December 2014
2015 - 5,878,284
2016 5,224,377 5,224,377
2019 - 6,472,336
2020 2,330,197 -
7,554,574 17,574,997
(e)The net balances of deferred tax assets and liabilities after offsetting are as follows:
31 December 2015 31 December 2014
Deductible/taxable Deductible/taxable
Net deferred temporary Net deferred temporary
income tax assets differences after income tax assets differences after
or liabilities offsetting or liabilities offsetting
Deferred tax assets 110,336,216 683,386,112 103,781,894 643,634,824
Deferred tax liabilities 9,531,572 59,440,080 42,029,332 261,811,933
(15)Other non-current assets
31 December 2015 31 December 2014
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CSG Annual Report 2015
Prepayment for equipment and software upgrading expenses 58,073,451 1,149,084
Prepayment of land premium 6,510,000 6,510,000
64,583,451 7,659,084
(16)Provision for asset impairment
31 December Increase in Reversal in Written off in 31 December
2014 current year current year current year 2015
Provision for bad debts 8,105,425 5,003,459 (1,109,745) (145,760) 11,853,379
Including: Provision for bad debts
of accounts
receivable 7,575,307 3,108,243 (1,059,884) (144,069) 9,479,597
Provision for bad debts
of other receivables 530,118 1,895,216 (49,861) (1,691) 2,373,782
Provision for decline in the value
of inventories 2,822,837 - - (812,746) 2,010,091
Provision for impairment of fixed
assets 192,293,767 - - - 192,293,767
Provision for impairment of
construction in progress 52,951,576 - - - 52,951,576
Provision for impairment of
intangible assets 13,210,480 - - - 13,210,480
269,384,085 5,003,459 (1,109,745) (958,506) 272,319,293
(17)Short-term borrowings
31 December 2015 31 December 2014
Unsecured 193,327,754 81,000,000
Guaranteed (i) 122,998,916 276,123,175
Short-term financial bonds (ii) 1,000,000,000 1,600,000,000
Short-term financial bonds (iii) 1,900,000,000 -
3,216,326,670 1,957,123,175
(i)As at 31 December 2015, short-term loans of certain subsidiaries of the Company amounting to RMB122,998,916 (31
December 2014: RMB276,123,175) were guaranteed by the Company, and no counter guarantee was provided by the
minority interest of subsidiaries to the Company (31 December 2014: RMB5,346,960).
(ii)Approved by file No. [2014] CP11 of Inter Bank Market Trading Association, the Company is entitled to issue
short-term financial bonds with the limit of RMB1,100,000,000, which expires on 14 January 2016.
On 24 April 2015, the Company issued the Phase I short-term financial bonds of RMB600,000,000, with the maturity
data of 23 April 2016 and annual rate of 4.28%.
On 18 September 2015, the Company issued the Phase II short-term financial bonds of RMB400,000,000, with the
maturity data of 17 September 2016 and annual rate of 3.5%.
(iii)Approved by file No. [2015] SCP163 of Inter Bank Market Trading Association, the Company is entitled to issue
ultra-short-term financial bonds with the limit of RMB4,000,000,000, which expires on 28 May 2017.
On 15 June 2015, the Company issued the Phase I ultra-short-term financial bonds of RMB800,000,000, with the
maturity data of 11 March 2016 and annual rate of 4.25%. As at the reporting date, such short-term bonds has been
repaid.
On 15 October 2015, the Company issued the Phase III ultra-short-term financial bonds of RMB1,100,000,000, with the
maturity data of 11 July 2016 and annual rate of 3.81%.
(iv)As at 31 December 2015, the interest of short-term borrowings varied from 2.99% to 5.35% (31 December 2014:
2.10% to 6.00%).
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CSG Annual Report 2015
(18)Notes payable
31 December 2015 31 December 2014
Bank acceptance notes 8,000,000 3,500,000
All notes payable are due within one year.
(19)Accounts payable
31 December 2015 31 December 2014
Materials payable 463,007,059 439,372,650
Equipment payable 254,823,632 297,341,486
Construction expenses payable 128,382,224 161,767,036
Freight payable 35,445,881 39,476,466
Utilities payable 26,077,686 17,886,165
Others 7,529,569 4,694,073
915,266,051 960,537,876
As at 31 December 2015, the amount of accounts payable over 1 year was approximately RMB167,398,806 (31
December 2014: RMB135,951,066), which mainly comprised of payables for construction and equipment. As the
construction work had not passed the final acceptance test yet, the balance was not yet settled.
(20)Advances from customers
31 December 2015 31 December 2014
Advances from customers 117,434,636 113,994,747
The aging of balances was substantively within 1 year.
(21)Employee benefits payable
31 December 2015 31 December 2014
Short-term employee benefits payable (a) 170,538,391 159,038,971
Defined contribution plans payable (b) 1,222 1,392
170,539,613 159,040,363
(a)Short-term employee benefits
31 December Increase in Decrease in 31 December
2014 current year current year 2015
Wages and salaries, bonuses,
allowances and subsidies 96,466,760 757,041,077 (735,047,016) 118,460,821
Social security contributions 763 30,005,210 (30,005,285) 688
Including: Medical insurance 605 24,428,080 (24,428,138) 547
Work injury insurance 121 3,973,113 (3,973,124) 110
Maternity insurance 37 1,604,017 (1,604,023) 31
Housing funds 1,811,213 35,200,500 (34,857,953) 2,153,760
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CSG Annual Report 2015
Labour union funds and employee
education funds 13,560,235 10,791,537 (9,868,650) 14,483,122
Management bonus (i) 47,200,000 35,440,000 (47,200,000) 35,440,000
159,038,971 868,478,324 (856,978,904) 170,538,391
(a) Pursuant to the resolution at the 5th session in the 7th meeting of the board of directors of the Company on 31
March 2015, the board of directors adopted a management bonus scheme which was based on the quarterly return
on net assets and the net profit for the quarter. During the year, management bonuses amounting to
RMB35,440,000 (2014: RMB56,200,000) were accrued and charged to profit and loss.
(b)Defined contribution plans payable
31 December Increase in Decrease in 31 December
2014 current year current year 2015
Basic pensions 1,210 79,705,768 (79,705,927) 1,051
Unemployment insurance 182 6,081,452 (6,081,463) 171
1,392 85,787,220 (85,787,390) 1,222
(22)Taxes payable
31 December 2015 31 December 2014
VAT payable 31,442,580 13,020,627
Enterprise income tax payable 71,805,502 31,803,614
Housing property tax payable 7,134,641 3,062,512
Individual income tax payable 2,252,413 2,417,752
Educational surcharge payable 1,976,366 1,451,458
City maintenance and construction tax payable 1,602,050 1,151,060
Others 3,612,625 4,306,585
119,826,177 57,213,608
(23)Interest payable
31 December 2015 31 December 2014
Interest payable for medium term notes 27,622,300 -
Interest payable for short-term financial bonds 21,611,000 47,983,200
Ultra-short-term financial bonds 27,424,900 -
Interest for corporate bonds 10,660,000 21,205,379
Interest payable for short-term borrowings 1,124,981 4,304,657
Interest of long-term borrowings with periodic payments of
interest and return of principal at maturity 920,625 1,063,746
89,363,806 74,556,982
(24)Other payables
31 December 2015 31 December 2014
Guarantee deposits received from construction contractors 55,047,908 56,379,162
Accrued cost of sales (i) 37,260,225 29,715,316
Temporary receipts 24,660,996 5,017,670
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CSG Annual Report 2015
Payable for contracted labour costs 13,675,896 12,588,566
Deposit for disabled 4,509,243 2,280,516
Payment made on behalf of Shenzhen CSG Float Glass Co.,
Ltd. - 25,471,189
Dispatching capital for industrial production (ii) - 10,000,000
Withholding income tax - 1,744,586
Others 7,866,787 4,072,973
143,021,055 147,269,978
(i) It represented the payment made to external third parties arising from undertaking the rights of debtor and
creditor, comprising water and electricity, professional service fee and travelling expenses etc.
(ii) It represented the loan from Yichang Municipal Finance Bureau borrowed by the subsidiary Yichang CSG Silicon
Co., Ltd. ("Yichang CSG") as dispatching capital for industrial production in October of 2014, with an amount of
RMB10,000,000. The loan is interest free, and has been repaid in 2015.
The ageing of other payables was substantively within 1 year.
(25)Current portion of non-current liabilities
31 December 2015 31 December 2014
Current portion of long-term borrowings
- Guaranteed - 123,283,550
- Unsecured 239,000,000 -
Current portion of corporate bonds (Note 4(28)) - 1,995,783,205
239,000,000 2,119,066,755
(26)Other current liabilities
31 December Increase in Decrease in 31 December
2014 current year current year 2015
Provisions
- Others 300,000 - - 300,000
(27)Long-term borrowings
31 December 2015 31 December 2014
Medium notes (i) 1,200,000,000 -
Guaranteed - 187,817,820
Unsecured - 196,000,000
1,200,000,000 383,817,820
(i) Approved by file [2015] MTN No.225 of Inter Bank Market Trading Association, the Company is entitled to issue
medium notes with the limit of RMB1,200,000,000, which expires on 28 May 2017.
On 14 July 2015, the Group issued the Phase I medium notes of RMB1,200,000,000, with the maturity data of 14
July 2020 and annual rate of 4.94%.
As at 31 December 2015, the interest rate of long-term borrowings is 4.94% (31 December 2014: 5.70% to 6.15%).
(28)Bonds payable (incuding the current portion)
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CSG Annual Report 2015
Amortisation of
31 December Interest accrued premium and Repayment in 31 December
2014 at par value discount current year 2015
Corporate bonds 1,995,783,205 106,600,000 4,216,795 (1,106,600,000) 1,000,000,000
Information on bonds is listed as follows:'
Par value Date of issue Term of bonds Amount of issue
Corporate bonds 1,000,000,000 20 October 2010 5 years 989,100,000
Corporate bonds 1,000,000,000 20 October 2010 7 years 989,100,000
According to the China Securities Regulatory Commission license [2010] No.1369 published by the China Securities
Regulatory Commission, the Company issued the corporate bonds on 20 October 2010, with a par value of RMB2 billion.
The Corporate Bonds include RMB1 billion that will mature in 5 years (“5 year Bonds”) and another RMB1 billion that will
mature in 7 years (“7 year Bonds”). The 7 year Bonds holders have a put option over the Company to repurchase at the
end of the fifth year. The Corporate Bonds carries at fixed interest rate of 5.33% per year, with interest paid annually.
The bonds are recognised at the actual amount of discount bonds, with the actual annual rate of 5.59%. 5-year bonds
have been repaid on 19 October 2015, no 7-year bonds shall be resold by investors, and are matured on 19 October
2017.
(29)Deferred income
31 December 2015 31 December 2014
Government grants 383,599,103 444,909,519
Government grants are analysed as follows:
Non-operating
31 December Increase in Decrease in income in 31 December Assets/Income
Government grants 2014 current year current year current year 2015 related
Tianjin CSG Golden Sun Project (i) 63,841,795 - - (3,374,892) 60,466,903 Assets related
Dongguan CSG Golden Sun Project
(ii) 51,600,000 - (20,000) (2,749,750) 48,830,250 Assets related
Hebei CSG Golden Sun Project (iii) 45,894,500 6,690,000 - (3,084,500) 49,500,000 Assets related
Xianning CSG Golden Sun Project (iv) 57,074,417 - - (3,030,500) 54,043,917 Assets related
Infrastructure compensation for
Wujiang CSG Glass Co., Ltd (v) 51,753,511 - - (4,041,538) 47,711,973 Assets related
Qingyuan Energy-saving project (vi) - 24,700,000 - - 24,700,000 Assets related
Yichang Silicon products project (vii) 30,234,375 - - (2,812,500) 27,421,875 Assets related
Yichang CSG silicon slice auxiliary
project (viii) 14,586,362 1,600,000 - (1,068,019) 15,118,343 Assets related
Sichuan energy-saving glass project
(ix) 15,437,520 - - (1,654,020) 13,783,500 Assets related
Group coating film experimental
project (x) 11,167,800 - - (624,000) 10,543,800 Assets related
Enterprise supporting fund for
Xianning CSG Glass Co., Ltd. (xi) 28,632,400 - - (28,632,400) - Income related
Yichang Photoconductive glass
project (xii) 42,719,660 - (42,719,660) - - Assets related
Assets
related/Income
Others 31,967,179 2,339,400 - (2,828,037) 31,478,542 related
444,909,519 35,329,400 (42,739,660) (53,900,156) 383,599,103
(i) The allowance was granted by Tianjin Municipal Government. The allowance was used for
establishing PV power station by Tianjin CSG Architectural Glass Co., Ltd. ("Tianjin project"). The
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CSG Annual Report 2015
facilities belonged to Tianjin CSG upon completion. The allowance will be credited to income
statement in 20 years, the useful life of the PV power station.
(ii) The allowance was granted by Dongguan Municipal Government. The allowance was used for
establishing PV power station by Dongguan CSG Architectural Glass Co., Ltd. ("Dongguan project")
The facilities belonged to Dongguan CSG upon completion. The allowance will be credited to income
statement in 20 years, the useful life of the PV power station.
(iii) The allowance was granted by Langfang Municipal Government. The allowance was used for
establishing PV power station by Hebei CSG Glass Co., Ltd. ("Hebei project"). When the facilities
were set up, they belonged to Hebei CSG. The allowance will be credited to income statement in 20
years, the useful life of the PV power station.
(iv) The allowance was granted by Xianning Municipal Government. The allowance was used for
establishing PV power station by Xianning CSG Glass Co Ltd. ("Xianning project"). The facilities
belonged to Xianning CSG upon completion. The allowance will be credited to income statement in
20 years, the useful life of the PV power station.
(v) The allowance was infrastructure compensation granted by Wujiang municipal government, and will
be credited to income statement in 15 years, the shortest operating period as committed by the
Group.
(vi) The allowance was a pilot project for strategic emerging industry clusters development, which was
used to estalish high performance ultra-thin electronic glass production lines by Qingyuan CSG. The
Project was under construction.
(vii) The balance represented amounts granted to Yi Chang CSG Silicon Materials Co., Ltd. (“Yichang
Silicon”) by Yichang City Dongshan Development Corporation under the provisions of the investment
contract signed between the Group and the Municipal Government of Yi Chang. The proceeds were
designed for the construction of electricity transformer and the pipelines. Yichang Silicon is entitled to
the ownership of the facilities， which will be amortised by 15 years according to the useful life of the
converting station.
(viii) It represented the government supporting fund obtained by Yichang Silicon from the acquiring of the
assets and liabilities of Crucible project of Yichang Hejing Photoelectric Ceramic Co., Ltd. The
proceeds would be amortised and credited to income statement by 15 years after related assets were
put into use.
(ix) It represented the funds granted by Chengdu local government for energy glass project. It will be
amortised and credited to income statement in 15 years, in accordance with the minimum operating
period committed by the Group.
(x) The allowance was granted by Shenzhen City Development and Reform Commission for the
development of Group Coating Film experimental project. The grant will be amortised and credited to
income statement by 20 years in the estimated useful life of the relevant fixed assets.
(xi) The allowance was granted by Hubei Xianning Economic Development Management Centre. According to the
document Xian Kai Cai Fa [2012] No. 3 issued by the Centre, the allowance was used to support the
development of Xianning CSG from 2012 to 2015.
(xii) It presented changes in consolidation scope (Note 5), Yichang photoelectric was no longer included
in the consolidation scope of the Company, thereby leading to a decrease in the deferred income of
YIichang Photoconductive glass project.
(30)Share capital
Movement for the year ended 31 December 2015
New issues
31 December during the Bonus 31 December
2014 year issue Capitalisation Others Sub-total 2015
RMB-denominated ordinary shares 1,312,751,568 - - - - - 1,312,751,568
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CSG Annual Report 2015
Domestically listed foreign shares 762,583,992 - - - - - 762,583,992
2,075,335,560 - - - - - 2,075,335,560
Movements for the year ended 31 December 2015
New issues
31 December during the Bonus 31 December
2013 year issue Capitalisation Others Sub-total 2014
RMB-denominated ordinary shares 1,312,751,568 - - - - - 1,312,751,568
Domestically listed foreign shares 762,583,992 - - - - - 762,583,992
2,075,335,560 - - - - - 2,075,335,560
The par value of the RMB-denominated ordinary shares is RMB1, and that of domestically listed foreign shares is HKD1.
(31)Capital surplus
Increase in current Decrease in current
31 December 2014 year year 31 December 2015
Share premium 1,345,264,670 - - 1,345,264,670
Other capital surplus (5,173,763) 595,420 (79,295,055) (83,873,398)
Effects of the change in investees’
other equity applying the equity
method 351,615 324,662 - 676,277
Share-based payment 2,409,421 - - 2,409,421
Transfer of other capital surplus
recognised under the previous
accounting system (2,250,222) - - (2,250,222)
Disposal of fractional shares 1,045,450 270,758 - 1,316,208
Purchase of minority interest (a) (6,730,027) - (79,295,055) (86,025,082)
1,340,090,907 595,420 (79,295,055) 1,261,391,272
Increase in current Decrease in current
31 December 2013 year year 31 December 2014
Share premium 1,345,264,670 - - 1,345,264,670
Other capital surplus 186,246 1,370,018 (6,730,027) (5,173,763)
Effects of the change in investees’
other equity applying the equity
method 27,047 324,568 - 351,615
Share-based payment 2,409,421 - - 2,409,421
Transfer of other capital surplus
recognised under the previous
accounting system (2,250,222) - - (2,250,222)
Disposal of fractional shares - 1,045,450 - 1,045,450
Purchase of minority interest - - (6,730,027) (6,730,027)
1,345,450,916 1,370,018 (6,730,027) 1,340,090,907
(a)The reason for the decrease of Capital reserve - other in current year is the acquisition of minority interest, with the
detail as follows:
(i) On 1 March 2015, the Company purchased 25% of equities of the Company's subsidiary, Chengdu Float, from
Grand Point Investments Limited. The share transfer procedures were completed on 21 April 2015, and the
Company thus held 100% equities of Chengdu Float. The adjustment to capital surplus due to such transaction is
set out as below:
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CSG Annual Report 2015
Acquisition cost -
Cash paid for acquisition of minority interests 109,274,438
Less: Share of identifiable net assets in the subsidiary continually calculated at
the proportion of increased part of shares which the Company is entitled
to as of the date of consolidation (98,998,340)
Reduce capital surplus of the Group's consolidated statements 10,276,098
(ii) On 20 April 2015, the Company purchased 25% of equities of the Company's subsidiary, Xianning CSG Energy
Conservation Glass Co., Ltd., from Jinfeng Co., Ltd. The share transfer procedures were completed on 25 May
2015, and the Company thus held 100% equities of Xianning CSG Energy Conservation Glass Co., Ltd. The
adjustment to capital surplus due to such transaction is set out as below:
Acquisition cost -
Cash paid for acquisition of minority interests 93,994,143
Less: Share of identifiable net assets in the subsidiary continually calculated at
the proportion of increased part of shares which the Company is entitled
to as of the date of consolidation (58,746,339)
Reduce capital surplus of the Group's consolidated statements 35,247,804
(iii) On 04 May 2015, the Company purchased 25% of equities of the Company's subsidiary, Sichuan CSG Energy
Conservation Glass Co., Ltd., from Grand Point Investments Limited. The share transfer procedures were
completed on 9 June 2015, and the Company thus held 100% equities of Sichuan CSG Energy Conservation
Glass Co., Ltd. The adjustment to capital surplus due to such transaction is set out as below:
Acquisition cost -
Cash paid for acquisition of minority interests 93,585,939
Less: Share of identifiable net assets in the subsidiary continually calculated at
the proportion of increased part of shares which the Company is entitled
to as of the date of consolidation (59,814,786)
Reduce capital surplus of the Group's consolidated statements 33,771,153
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CSG Annual Report 2015
(32)Other comprehensive income
Other comprehensive income in Balance Sheet Other comprehensive income in Income Statement for the year ended 31 December 2015
Less:
Reclassification
of previous other
After-tax comprehensive Attributable to
attributable to Actual amount income to profit or Less: Attributable to minority
31 December parent 31 December before tax for loss in current Income tax the Company shareholders
2014 company 2015 current year year expenses after tax after tax
Other comprehensive income items which will be
reclassified subsequently to profit or loss
Gains or losses arising from changes in fair
value of available-for-sale financial assets (15,970,110) 15,970,110 - 216,926,726 (146,849,267) (54,107,349) 15,970,110 -
Financial rewards for energy-saving technical
retrofits 2,550,000 - 2,550,000 - - - - -
Difference on translation of foreign currency
financial statements (100,983) 518,755 417,772 348,208 - - 518,755 (170,547)
(13,521,093) 16,488,865 2,967,772 217,274,934 (146,849,267) (54,107,349) 16,488,865 (170,547)
Other comprehensive income in Balance Sheet Other comprehensive income in Income Statement for the year ended 31 December 2014
Less:
Reclassification
Attributable to of previous other Attributable to
the parent Actual amount comprehensive Less: Attributable to minority
31 December Company after 31 December before tax for income to profit or Income tax the Company shareholders
2013 tax 2014 current year loss expenses after tax after tax
Other comprehensive income items which will be
reclassified subsequently to profit or loss
Gains or losses arising from changes in fair
value of available-for-sale financial assets (69,051,669) 53,081,559 (15,970,110) 59,886,100 6,237,748 (13,042,289) 53,081,559 -
Financial rewards for energy-saving technical
retrofits 2,550,000 - 2,550,000 - - - - -
Difference on translation of foreign currency
financial statements (1,935,731) 1,834,748 (100,983) 1,284,714 - - 1,834,748 (550,034)
(68,437,400) 54,916,307 (13,521,093) 61,170,814 6,237,748 (13,042,289) 54,916,307 (550,034)
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CSG Annual Report 2015
(33)Special reserve
31 December Increase in Decrease in 31 December
2014 current year current year 2015
Safety production reserve 14,562,826 5,382,232 (4,507,560) 15,437,498
The subsidiary of Yichang CSG Silicon Co., Ltd. is a high risk chemical production enterprise. Therefore, the Company
appropriated such reserve in accordance with relevant regulations.
(34)Surplus reserve
31 December Increase in Decrease in 31 December
2014 current year current year 2015
Statutory surplus reserve 702,920,163 51,199,599 - 754,119,762
Discretionary surplus reserve 127,852,568 - - 127,852,568
830,772,731 51,199,599 - 881,972,330
31 December Increase in Decrease in 31 December
2013 current year current year 2014
Statutory surplus reserve 645,386,491 57,533,672 - 702,920,163
Discretionary surplus reserve 127,852,568 - - 127,852,568
773,239,059 57,533,672 - 830,772,731
In accordance with the Company Law and the Company’s Articles of Association, the Company should appropriate 10%
of net profit for the year to the statutory surplus reserve, and the Company can cease appropriation when the statutory
surplus reserve accumulated to more than 50% of the registered capital. The statutory surplus reserve can be used to
make up for the loss or increase the paid in capital after approval from the appropriate authorities. The Company
accrued statutory surplus reserve at the amount of RMB51,199,599, 10% of the net profit, in 2015. (2014:
RMB57,533,672, accrued at 10% of the net profit).
The Company appropriates for the discretionary surplus reserve after the shareholders’ meeting approves
the proposal from the Board of Directors. The discretionary surplus reserve can be used to make up for the
loss or increase the share capital after approval from the appropriate authorities. The Company did not
appropriate to discretionary surplus reserve during the year.
(35)Undistributed profits
2015 2014
Undistributed profits at the beginning of year 4,101,320,834 3,907,802,144
Add: Net profits attributable to shareholders of the Company 624,753,110 873,653,030
Less: Appropriation to statutory surplus reserve (51,199,599) (57,533,672)
Ordinary share dividends payable (1,037,667,780) (622,600,668)
Undistributed profits at end of year 3,637,206,565 4,101,320,834
Pursuant to the resolution of board of directors of the Company on 27 March 2015, the Company paid cash dividend of
RMB5 (tax inclusive) for each 10 shares based on total shares of 2,075,335,560, with the total cash dividend distributed
of RMB1,037,667,780.
(36)Revenue and cost of sales
2015 2014
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CSG Annual Report 2015
Revenue from main operations 7,347,495,743 6,975,782,507
Revenue from other operations 83,393,368 68,720,138
7,430,889,111 7,044,502,645
2015 2014
Cost of sales from main operations 5,776,740,804 5,282,531,266
Cost of sales from other operations 48,051,826 40,688,124
5,824,792,630 5,323,219,390
(a)Revenue and cost of main operations
Revenue and cost of main operations analysed by industry and product are set out below:
2015 2014
Revenue Cost Revenue Cost
Floating glass 3,585,022,000 3,124,778,714 3,618,711,310 3,092,620,314
Engineer glass 2,923,961,268 2,055,485,592 3,028,041,544 2,059,740,779
Solar panel and parts 1,539,398,724 1,297,269,369 1,087,053,989 890,895,075
Elimination (700,886,249) (700,792,871) (758,024,336) (760,724,902)
7,347,495,743 5,776,740,804 6,975,782,507 5,282,531,266
(b)Other revenue and cost
2015 2014
Revenue Cost Revenue Cost
Sales of raw materials 55,768,610 33,255,797 55,052,841 36,354,040
Others 27,624,758 14,796,029 13,667,297 4,334,084
83,393,368 48,051,826 68,720,138 40,688,124
(37)Taxes and surcharges
2015 2014
Business tax 3,350,134 160,870
City maintenance and construction tax 17,978,934 16,573,798
Educational surcharge 16,183,745 15,656,695
Others 1,049,912 772,441
38,562,725 33,163,804
(38)Selling and distribution expenses
2015 2014
freight expenses 127,744,579 117,746,160
Employee benefits 97,808,002 88,007,236
Entertainment fees 12,297,397 9,295,926
Business travel expenses 10,561,435 9,878,808
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CSG Annual Report 2015
Vehicle use fee 7,391,156 6,944,405
Rental expenses 6,078,622 5,064,210
General office expenses 5,005,457 5,842,255
Compensation 1,601,194 6,297,720
Depreciation expenses 1,143,119 1,294,660
Others 13,738,362 15,348,975
283,369,323 265,720,355
(39)General and administrative expenses
2015 2014
Employee benefits 174,220,248 177,723,427
Research and development expenses 231,328,258 182,975,076
Taxes 57,196,953 51,565,821
Depreciation 69,203,264 77,380,138
General office expenses 22,210,778 19,729,998
Amortisation of intangible assets 31,956,839 31,158,918
Water and electricity 7,765,954 5,617,643
Canteen costs 7,216,260 6,132,201
Travelling expenses 7,465,872 7,455,219
Rental expenses 4,712,183 5,185,678
Motor vehicle fees 4,891,543 5,208,239
Entertainment expenses 7,971,374 6,444,187
Labour union funds 10,418,627 9,122,427
Others 36,139,786 12,073,117
672,697,939 597,772,089
(40)Financial expenses
2015 2014
Interest on borrowings 287,525,089 252,183,762
Less: Interest charged into construction in progress (26,661,077) (34,498,449)
Interest expenses 260,864,012 217,685,313
Amortisation of corporate bonds issue costs 4,216,795 4,742,030
Less: Interest income (2,644,770) (3,200,872)
Exchange losses 2,510,673 4,915,912
Others 13,740,466 7,389,051
278,687,176 231,531,434
(41)Expenses by nature
The cost of sales, selling expenses and general and administrative expenses in the income statements are listed as
follows by nature:
2015 2014
Changes in inventories of finished goods and work in
progress (2,146,164) (9,086,546)
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CSG Annual Report 2015
Consumed raw materials and low value consumables, etc. 2,705,362,480 2,411,697,076
Fuel fee 1,169,249,454 1,192,958,476
Employee benefits 899,565,544 739,135,743
Depreciation and amortisation expenses 818,246,498 730,408,502
Water and electricity 698,582,930 608,529,625
Transportation fee 128,252,319 117,746,160
Taxes 57,196,953 51,565,821
General office expenses 38,178,643 36,833,364
Canteen costs 33,405,309 38,005,190
Travelling expenses 21,506,551 21,560,882
Entertainment expenses 21,258,675 16,377,321
Motor vehicle fees 14,088,874 14,310,899
Rental expense 10,790,805 10,249,888
Compensations 1,601,194 6,297,720
Others 165,719,827 200,121,713
6,780,859,892 6,186,711,834
(42)Investment income
2015 2014
Cash dividend earned during the holding period of
available-for-sale financial assets 60,372 98,640
Gains from disposal of long-term equity investment (Note
5(1)) 100,146,152 311,247,064
Gains from disposal of available-for-sale financial assets 195,799,023 6,912,150
Gain from long-term equity investment under equity method
(Note 4(9)(a)) (7,960,731) 10,181,795
288,044,816 328,439,649
There is no significant restriction on the remittance of investment income to the Group.
(43)Asset impairment losses
2015 2014
Provision for bad debts 3,893,714 3,914,279
Provision for declines in the value of inventories - 992,794
Impairment of fixed assets - 487,048
Impairment of construction in progress - 19,876,460
3,893,714 25,270,581
(44)Non-operating income
Amount of
non-recurring gain
and loss included in
2015 2014 2015
Gain on disposal of non-current assets 2,875,252 4,194,755 2,875,252
Including: Gains on disposal of fixed
assets 2,875,252 4,194,755 2,875,252
Government grants (a) 81,013,548 90,223,936 81,013,548
122
CSG Annual Report 2015
Default income 15,000 34,099 15,000
Compensation income 2,659,198 1,247,768 2,659,198
Amounts unable to pay 24,580,503 13,937,174 24,580,503
Others 6,443,880 4,190,279 6,443,880
117,587,381 113,828,011 117,587,381
(a)Government grants are analysed below:
2015 2014 Category
Government grants amortisation(Note Asset-income
4(29)) 53,900,156 57,437,265 related
Industry support fund 10,027,300 14,040,801 Income related
Energy-saving award 1,457,600 6,985,967 Income related
Government awards fund 5,923,198 6,782,155 Income related
Subsidies for research and development 2,398,999 2,321,440 Income related
Interest subsidy for technological
renovation 3,128,307 439,046 Income related
Energy-saving fund 2,178,200 20,000 Income related
Others 1,999,788 2,197,262 Income related
81,013,548 90,223,936
(45)Non-operating expenses
Amount of
non-recurring gain
and loss included in
2015 2014 2015
Losses on disposal of non-current assets 434,101 21,917,537 434,101
Including: Losses on disposal of fixed
assets 434,101 21,917,537 434,101
Compensation 202,981 282,005 202,981
Donation 1,000 23,000 1,000
Others 226,425 4,287,621 226,425
864,507 26,510,163 864,507
(46)Income tax expenses
2015 2014
Current income tax 132,872,709 30,269,559
Deferred income tax (39,052,082) 13,548,198
93,820,627 43,817,757
The reconciliation from income tax calculated based on the applicable tax rates and total profit presented in the
consolidated financial statements to the income tax expenses is listed below:
2015 2014
Total profit 733,653,294 983,582,489
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CSG Annual Report 2015
Income tax expenses calculated at applicable tax rates 113,584,093 137,323,189
Effect of changes in tax rates - 3,285,273
Costs, expenses and losses not deductible for tax purposes 2,182,855 6,693,566
Income not subject to tax (15,093) (2,570,108)
Recognition of previously unrecognised tax deductible losses (3,929,415) (7,093,777)
Deductible losses for which no deferred tax asset was
recognised for the period 582,549 -
Written-off of temporary deductible differences for which
deferred tax asset was recognised previously 1,469,571 2,775,665
Effect of tax incentives (2,987,452) (77,854,087)
Reconciliation of income taxes for prior years in annual filing (12,228,448) (23,579,997)
(Reversal)/Provision of withholding tax on subsidiaries’ profit
to be distributed (4,838,033) 4,838,033
Income tax expenses 93,820,627 43,817,757
(47)Earnings per share
(a)Basic earnings per share
Basic earnings per share are calculated by dividing the profit attributable to ordinary shareholders of the Company by
the weighted average number of ordinary shares in issue during the year:
2015 2014
Consolidated net profit attributable to ordinary shareholders
of the Company 624,753,110 873,653,030
Weighted average number of outstanding ordinary shares 2,075,335,560 2,075,335,560
Basic earnings per share 0.30 0.42
Including:
- Basic earnings per share for continuing operations 0.30 0.42
- Basic earnings per share for discontinued operations (Note
11) 0.00 0.00
(b)Diluted earnings per share
Diluted earnings per share is calculated by dividing the profit attributable to ordinary shareholders of the Company,
which is adjusted according to potential dilutive shares, by the adjusted weighted average number of ordinary shares in
issue during the year. The Company had no potential dilutive outstanding equity instruments issued for the year ended
31 December 2015 (2014: Nil), accordingly the diluted earnings per share equalled basic earnings per share.
(48)Notes to the consolidated cash flow statement
(a)Cash received relating to other operating activities
2015 2014
Interest income 2,644,770 3,200,872
Government grants 27,113,392 32,786,671
Return of the pledged deposit - 1,920,865
Others 4,826,446 6,735,737
34,584,608 44,644,145
(b)Cash paid relating to other operating activities
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CSG Annual Report 2015
2015 2014
Freight expenses 151,604,404 141,435,653
Canteen costs 35,957,068 33,754,076
General office expenses 28,254,672 32,538,996
Research and development expenses 30,357,245 21,809,474
Travelling expenses 18,027,306 21,797,036
Entertainment expenses 20,268,770 17,282,575
Vehicle use fee 12,282,701 14,600,357
Maintenance fee 7,918,530 11,282,311
Rental expenses 10,790,805 10,249,888
Insurance 10,192,386 10,099,993
Bank fees 13,740,466 7,810,394
Others 165,568,780 187,931,058
504,963,133 510,591,811
(c)Cash received relating to other investing activities
2015 2014
Trial production revenue from constructions in progress 103,581,270 26,311,056
Government grants received relating to assets 35,329,400 69,981,904
Shenzhen Southern Float Glass Co., Ltd. - 330,000,000
Receivables of insurance indemnities - 72,000,000
Return of the pledged deposit - 9,431,381
138,910,670 507,724,341
(d)Cash paid relating to other investing activities
2015 2014
Trial production expenditure from constructions in progress 215,452,465 95,729,500
Cash borrowed from Shenzhen CSG Display Technology
Co., Ltd. by the Group under leaseback (Note 8(5)) 50,104,299 -
265,556,764 95,729,500
(49)Supplementary information on the cash flow statement
(a)Reconciliation from net profit to cash flows from operating activities
2015 2014
Net profit 639,832,667 939,764,732
Add: Provision for asset impairment 3,893,714 25,270,581
Depreciation of fixed assets 785,225,700 698,205,192
Amortisation of intangible assets 31,956,839 31,158,918
Safety production reserve 5,382,232 3,007,776
Amortisation of long-term prepaid expenses 1,063,959 1,044,392
Net (income)/losses on disposal of fixed assets and
intangible assets (2,441,151) 17,722,782
Financial expenses 260,864,012 217,685,313
125
CSG Annual Report 2015
Investment income (288,044,816) (328,439,649)
(Increase)/Decrease in deferred tax assets (6,554,322) 14,279,079
Decrease in deferred tax liabilities (32,497,760) (403,566)
Decrease/(Increase) in inventories 41,039,632 (10,655,715)
Increase in operating receivables (470,348,827) (63,656,697)
Increase/(Decrease) in operating payables 123,460,618 (138,723,928)
Net cash flows from operating activities 1,092,832,497 1,406,259,210
(b)Net increase/(decrease) in cash and cash equivalents
2015 2014
Cash at end of year 574,744,877 156,838,260
Less: Cash at beginning of year (156,838,260) (276,450,868)
Net (decrease)/increase in cash 417,906,617 (119,612,608)
(c)Cash and cash equivalents
31 December 2015 31 December 2014
Cash
- Cash on hand 20,172 17,163
- Bank deposits that can be readily drawn on demand 574,654,753 156,633,575
- Other cash that can be readily drawn on demand 69,952 187,522
Cash balance at end of year 574,744,877 156,838,260
(d)Disposal of subsidiaries
2015 2014
Cash received from disposal of subsidiaries in the current
year
Including: Australia CSG 1,323,009 -
Yichang Photoelectric 257,530,000 -
Shenzhen CSG Float Glass Co., Ltd. - 468,000,000
Less: Cash held by subsidiary on the date which control
losses
Including: Australia CSG (15,954,408) -
Yichang Photoelectric (2,366,752) -
Shenzhen CSG Float Glass Co., Ltd. - (4,839,877)
Net proceeds from disposal of subsidiaries 240,531,849 463,160,123
Disposal of net assets of subsidiaries
2015 2014
Current assets 77,586,499 57,070,456
Non-current assets 399,283,960 900,746,922
Current liabilities (202,710,483) (333,839,442)
Non-current liabilities (57,719,660) (17,225,000)
216,440,316 606,752,936
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CSG Annual Report 2015
(50)Monetary items denominated in foreign currencies
31 December 2015
Balances
denominated in Exchange Balances
foreign currencies rates denominated in RMB
Cash at bank and on hand -
USD 9,078,870 6.4936 58,954,550
HKD 2,229,074 0.8378 1,867,518
AUD 17,432 4.7276 82,412
EUR 704 7.0952 4,995
JPY 37 0.0539 2
60,909,477
Accounts receivable -
USD 11,640,800 6.4936 75,590,699
EUR 1,217,685 7.0952 8,639,719
84,230,418
Short-term borrowings -
USD 8,419,743 6.4936 54,674,443
HKD 173,000,000 0.8378 144,939,400
199,613,843
Accounts payable -
USD 3,859,349 6.4936 25,061,069
EUR 1,647,419 7.0952 11,688,767
36,749,836
127
CSG Annual Report 2015
5. Changes in the scope of consolidation
(1)Disposal of subsidiaries
(a)Related information of disposal of subsidiaries in the current year is summarised as below:
Difference between disposal
consideration and Transfer of other
corresponding share of net comprehensive income related
Timing of assets in such subsidiary of to original equity investment of
Disposal Disposal Disposal loss of Basis for determination of disposed investment at subsidiary into investment
Subsidiaries consideration proportion method control timing of loss of control consolidation level gains or losses
An irrevocable equity
Yichang transfer agreement is
Photoelectric signed, with related
(b)(i) 257,530,000 73.58% Sale July 2015 procedures completed 100,079,340 -
An irrevocable equity
transfer agreement is
Australia CSG signed, with related
(b)(ii) 1,318,678 51% Sale May 2015 procedures completed 66,812 -
According to equity repurchase clause in the equity transfer agreement entered into between the Group and Shenzhen CSG Display Technology Co., Ltd., the Group is entitled to
purchase 73.58% share of Yichang Photoelectric from Shenzhen CSG Display Technology Co., Ltd. at the same price as it was disposed if Shenzhen CSG Display Technology Co., Ltd.
does not list in National Equities Exchange and Quotations in substance by 31 December 2016. The Company assessed fair value of such repurchase right as insignificant.
128
CSG Annual Report 2015
(b)Gains or losses on disposal and related cash flows information are set out as below:
(i)Yichang Photoelectric
Gains or losses on disposal are calculated as below:
Amount
Disposal consideration 257,530,000
Less: Share of net assets of Yichang Photoelectric at date of disposal at consolidation
level (157,450,660)
Transfer of other comprehensive income into profit and loss for the period -
Investment income generated from disposal 100,079,340
(ii) Australia CSG
Gains or losses on disposal are calculated as below:
Amount
Disposal consideration 1,318,678
Less: Share of net assets of Australia CSG at date of disposal at consolidation level (1,251,866)
Transfer of other comprehensive income into profit and loss for the period -
Investment income generated from disposal 66,812
(2)Changes in the scope of consolidation due to other matters
On 21 June 2015, the Group set up a wholly-owned subsidiary, Shenzhen CSG Financial Leasing Co., Ltd., with
RMB60,000,000 in cash.
On 15 December 2015, the Group set up a wholly-owned subsidiary, Shenzhen CSG PV Energy Co., Ltd., with
RMB100,000,000 in cash.
6. Interest in other entities
(1)Interest in subsidiaries
As at 31 December 2015, information of the Company’s major subsidiaries is set out below:
Major Shareholding (%)
business Place of
location registration Scope of business Direct Indirect
Chengdu CSG Glass Co., Chengdu, Chengdu, Development, production and
Ltd. PRC PRC sale of special glass 75% 25%
Sichuan CSG Energy Development, production and
Conservation Glass Co., Chengdu, Chengdu, sale of special glass and
Ltd. PRC PRC process of glass 75% 25%
Tianjin Energy
Conservation Glass Co., Tianjin, Development, production and
Ltd. Tianjin, PRC PRC sale of special glass 75% 25%
Dongguan CSG
Architectural Glass Co., Dongguan, Dongguan,
Ltd. PRC PRC Process of glass 75% 25%
129
CSG Annual Report 2015
Dongguan CSG Solar Dongguan, Dongguan, Production and sale of solar
Glass Co., Ltd. PRC PRC glass 75% 25%
Production and sale of hi-tech
Dongguan CSG PV-tech Dongguan, Dongguan, green battery and
Co., Ltd. PRC PRC components - 100%
Yichang CSG Silicon Co., Yichang, Yichang, Production and sale of
Ltd. PRC PRC high-purity silicon materials 75% 25%
Wujiang CSG Architectural Wujiang, Wujiang,
Glass Co., Ltd. PRC PRC Process of glass 75% 25%
Yongqing, Yongqing, Production and sale of special
Hebei CSG Glass Co., Ltd. PRC PRC glass 75% 25%
Wujiang CSG Glass Co., Wujiang, Wujiang, Production and sale of special
Ltd. PRC PRC glass 100% -
China Southern Glass Hong Kong, Hong Kong,
(Hong Kong) Limited PRC PRC Investment holding 100% -
Hebei Shichuang Glass Yongqing, Yongqing, Production and sale of
Co., Ltd. PRC PRC ultra-thin electronic glass 100% -
Xianning CSG Glass Co Xianning, Xianning, Production and sale of special
Ltd. PRC PRC glass 75% 25%
Xianning CSG Energy
Conservation Glass Co Xianning, Xianning,
Ltd. PRC PRC Process of glass 75% 25%
Qingyuan CSG Energy
Saving New Materials Qingyuan, Qingyuan, Production and sale of
Co., Ltd. PRC PRC ultra-thin electronic glass 100% -
Shenzhen CSG Financial Shenzhen, Shenzhen,
Leasing Co., Ltd. PRC PRC Finance leasing, etc. 75% 25%
Jiangyou CSG Mining Jiangyou, Jiangyou, Production and sale of silica
Development Co. Ltd. PRC PRC and its by-products 100% -
Shenzhen CSG PV Shenzhen, Shenzhen, Investment management of
Energy Co., Ltd. PRC PRC photovoltaic plant 100% -
Clean energy development,
Qingyuan CSG New Qingyuan, Qingyuan, photovoltaic power
Energy Co., Ltd. PRC PRC generation - 100%
Clean energy development,
Suzhou CSG PV-tech Co., Wujiang, Wujiang, photovoltaic power
Ltd. PRC PRC generation - 100%
Clean energy development,
Wujiang CSG New Energy Wujiang, Wujiang, photovoltaic power
Co., Ltd. PRC PRC generation - 100%
(2)Equity in associates
(a)General information of significant associates
Whether
Major strategic to the
business Place of Nature of Group's
location registration business activities Shareholding (%)
Direct Indirect
Shenzhen CSG Display Shenzhen, Shenzhen,
Technology Co., Ltd. PRC PRC Manufacturing Yes 44.70% -
(b)Summarised financial information of significant associates
31 December 2015 31 December 2014
Shenzhen CSG Display Shenzhen CSG Display
Technology Co., Ltd. Technology Co., Ltd.
130
CSG Annual Report 2015
Current assets 760,928,362 347,033,778
Non-current assets 1,519,886,850 1,430,207,838
Total assets 2,280,815,212 1,777,241,616
Current liabilities 1,276,021,873 551,890,216
Non-current liabilities 154,824,634 187,877,492
Total liabilities 1,430,846,507 739,767,708
Minority interests - -
Attributable to shareholders of the Company (i) 849,968,705 1,037,473,908
Share of net assets in proportion (i) 379,936,011 463,349,301
Adjustments
- Goodwill 288,274,242 288,274,242
Carrying amount of equity investment in
associates 668,210,253 751,623,543
Revenue 513,160,856 614,918,196
Net (loss)/profit (17,809,242) 20,871,310
Other comprehensive income - -
Total comprehensive income (17,809,242) 20,871,310
Dividends received from associates by the
Group for the current year 75,777,221 26,235,366
(i)The Group calculates the shares of net assets in proportion of the shareholdings and based on the amount
attributable to the parent company of the associates in their consolidated financial statements, which has taken into
account the impact of both the fair value of the identifiable assets and liabilities of the associates upon the acquisition of
investment and accounting policy unifying.
7. Segment information
The reportable segments of the Group are the business units that provide different products or service. Different
businesses require different technologies and marketing strategies. The Group, therefore, separately manages the
production and operation of each reportable segment and evaluates their operating results respectively, in order to
make decisions about resources to be allocated to these segments and to assess their performance.
The Group identified 3 reportable segments as follows:
- Flat glass segment, engaged in production and sale of float glass and the silica for the production
thereof
- Engineering glass segment, engaged in manufacturing and sale of engineering glass
- Solar energy segment, engaged in manufacturing and sale of polycrystalline silicon and solar
battery and applications
Inter-segment transfer prices are measured by reference to selling prices to third parties.
The assets are allocated based on the operations of the segment and the physical location of the asset. The liabilities
are allocated based on the operations of the segment. Expenses indirectly attributable to each segment are allocated to
the segments based on the proportion of each segment’s revenue.
131
CSG Annual Report 2015
(a)Segment information as at and for the year ended 31 December 2015 is as follows:
Flat glass Engineering glass Solar energy Others Unallocated Elimination Total
Revenue from external customers 2,930,937,656 2,927,942,185 1,572,009,270 - - - 7,430,889,111
Inter-segment revenue 701,009,132 29,407,986 12,468,946 - - (742,886,064) -
Interest income 405,026 272,984 133,984 1,685 3,422,872 (1,591,781) 2,644,770
Interest expenses (49,309,351) (23,779,467) (22,994,303) - (167,501,319) 2,720,428 (260,864,012)
Investment loss from associates - - - - 7,960,731 - 7,960,731
Asset impairment losses (422,473) (1,576,236) (125,629) - (1,769,376) - (3,893,714)
Depreciation and amortisation
expenses (361,645,220) (238,800,452) (212,829,808) (56) (7,487,557) 2,516,595 (818,246,498)
Total profit/(loss) 127,559,386 475,782,849 89,119,405 (549,077) 41,834,109 (93,378) 733,653,294
Income tax (expenses)/income (12,957,562) (75,655,387) (6,539,182) - 1,331,504 - (93,820,627)
Net profit/(loss) 114,601,824 400,127,462 82,580,223 (549,077) 43,165,613 (93,378) 639,832,667
Total assets 6,817,765,842 3,555,919,293 4,029,174,684 392,117 1,086,348,224 - 15,489,600,160
Total liabilities 956,687,385 650,763,006 379,953,157 2,715,083 5,622,090,052 - 7,612,208,683
Long-term equity investments in
associates - - - - 668,210,253 - 668,210,253
Additions of non-current assets
other than long-term equity
investments 590,386,027 94,600,684 355,588,825 37,465 8,632,828 - 1,049,245,829
132
CSG Annual Report 2015
(b)Segment information as at and for the year ended 31 December 2014 is as follows:
Flat glass Engineering glass Solar energy Others Unallocated Elimination Total
Revenue from external customers 2,933,548,694 3,024,711,288 1,085,396,301 - 846,362 - 7,044,502,645
Inter-segment revenue 734,737,733 29,045,544 17,550,404 - - (781,333,681) -
Interest income 534,436 841,040 167,683 578 1,657,135 - 3,200,872
Interest expenses (60,077,966) (23,444,007) (21,823,898) - (112,339,442) - (217,685,313)
Investment income from associates - - - - 10,181,795 - 10,181,795
Asset impairment losses (21,482,665) (2,049,444) (1,735,511) - (2,961) - (25,270,581)
Depreciation and amortisation expenses (356,822,609) (226,517,924) (139,801,027) - (7,266,942) - (730,408,502)
Total profit/(loss) 200,612,430 608,214,797 60,784,368 (2,683) 111,273,011 2,700,566 983,582,489
Income tax (expenses)/income 33,345,752 (93,844,735) (3,436,910) - 20,118,136 - (43,817,757)
Net profit/(loss) 233,958,182 514,370,062 57,347,458 (2,683) 131,391,147 2,700,566 939,764,732
Total assets 6,636,642,993 3,674,868,086 3,859,034,314 212,745 946,050,167 - 15,116,808,305
Total liabilities 1,142,992,137 842,289,281 477,829,490 2,502,814 3,997,746,433 - 6,463,360,155
Long-term equity investments in associates - - - - 751,623,543 - 751,623,543
Additions of non-current assets other than
long-term equity investments 1,000,613,512 372,536,444 542,445,604 - 75,306 - 1,915,670,866
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CSG Annual Report 2015
The Group’s revenue from external customers domestically and in foreign countries or geographical areas, and the total
non-current assets other than financial assets and deferred tax assets located domestically and in foreign countries or
geographical areas are as follows:
Revenue from external customers 2015 2014
Mainland 6,782,706,262 6,404,516,048
Hong Kong, PRC 33,763,014 33,952,873
Europe 77,847,670 132,787,154
Asia (other than Mainland and Hong Kong) 440,216,997 304,252,167
Australia 53,640,585 85,052,465
North America 34,437,909 81,199,816
Other regions 8,276,674 2,742,122
7,430,889,111 7,044,502,645
Total non-current assets 31 December 2015 31 December 2014
Mainland 13,136,296,789 13,501,317,408
Hong Kong, PRC 12,669,672 12,788,090
Australia - 584,516
13,148,966,461 13,514,690,014
No revenue from a single customer exceeded 10% or more of the Group’s revenue.
8. Related parties and related party transactions
(1)The parent company
The Company regards no entity as a parent company.
(2)The subsidiaries
The general information and other related information of the subsidiaries is set out in Note 6(1).
(3)The associates
The general information and other related information of the joint ventures and associates is set out in Note 6(2).
(4)Related party transactions
(a)Purchase and sales of goods, provision and receiving of labour
Related party
Related parties transactions Pricing policies 2015 2014
Shenzhen CSG Display
Technology Co., Ltd. Sales of ultra-thin glass Refer to market price 19,956,014 10,801,134
(b)Leases
The Group as the lessor:
Category of the leased Lease income Lease income
Name of the lessee asset recognised in 2015 recognised in 2014
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CSG Annual Report 2015
Shenzhen CSG Display Technology Co., Ltd. Plant 912,000 836,000
Equipment under
Shenzhen CSG Display Technology Co., Ltd. finance leases 867,361 -
1,779,361 836,000
(c)Gains on equity transfer
Related party
Related parties transactions Pricing principle 2015 2014
Shenzhen CSG Display
Technology Co., Ltd. Equity of Yichang Refer to fair value of
(Note 5(1)) Photoelectric the equity 100,079,340 -
(d)Advances paid on behalf of related parties
Related party
Related parties transactions Pricing principle 2015 2014
Shenzhen CSG Display Advances of electric
Technology Co., Ltd. charge Refer to market price 8,162,650 -
(e)Remuneration of key management
2015 2014
Remuneration 6,090,400 6,135,800
(f)Provide guarantees for related parties
As at 31 December 2015, CSG Group provide guarantees for Yichang CSG Photoelectric Glass Co, Ltd., which is the
subsidiary of Shenzhen CSG Display Technology Co., Ltd.The guarantees include bank loan about RMB 22,000,000
and exist before the disposal of Yichang CSG Photoelectric Glass Co, Ltd.
(5)Receivables from and payables to related parties
31 December 2015 31 December 2014
Carrying Provision for Carrying Provision for bad
amount bad debts amount debts
Accounts Shenzhen CSG Display
receivable Technology Co., Ltd. 7,943,674 (158,874) 421,124 (8,422)
Shenzhen CSG Display
Other receivables Technology Co., Ltd. 90,436,480 (1,808,730) - -
Long-term Shenzhen CSG Display
receivables Technology Co., Ltd. 50,104,299 - - -
Advances to Shenzhen CSG Display
suppliers Technology Co., Ltd. 9,869,906 - - -
(6)Commitments in relation to related parties
The commitments in relation to related parties contracted for but not yet necessary to be recognised on the balance
sheet by the Group at the balance sheet date are as follows:
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CSG Annual Report 2015
Leases
31 December 2015 31 December 2014
Shenzhen CSG Display
- Lease-out Technology Co., Ltd. 58,552,189 3,648,000
9. Contingencies
Nil.
10. Commitments
(1)Capital commitments
Capital expenditures contracted for by the Group at the balance sheet date but are not yet necessary to be recognised
on the balance sheet are as follows:
31 December 2015 31 December 2014
Buildings, machinery and equipment 144,047,573 195,050,992
(2)Operating lease commitments
The future minimum lease payments due under the signed irrevocable operating leases contracts are summarised as
follows:
31 December 2015 31 December 2014
Within 1 year 1,105,731 1,102,858
1 to 2 years 875,195 722,472
2 to 3 years 765,054 37,454
Above 3 years 259,866 1,071,096
3,005,846 2,933,880
11. Discontinued operation
On 1 May 2015, the Company entered into an agreement on transfer of 51% share of Australia CSG with JAFF Limited.
The transfer was completed on 27 May and the Company's control over Australia CSG was lost accordingly.
On 8 May 2015, the Company entered into an agreement on transfer of 73.58% share of Yichang Photoelectric with
Shenzhen CSG Display Technology Co., Ltd. The transfer was completed on 1 July and the Company's control over
Australia CSG was lost accordingly.
The above transferred subsidiaries are discontinued operation and their financial performance is as follows:
2015 2014
Revenue of discontinued operations 67,751,660 86,660,904
Less: Costs and expenses of discontinued operations (45,260,848) (82,720,455)
Total profit/(loss) of discontinued operations 22,490,812 3,940,449
Less: Income tax of discontinued operations (5,725,142) (8,532,464)
Net profit/(loss) of discontinued operations 16,765,670 (4,592,015)
Including: Net profit/(loss) attributable to ordinary
shareholders of the Company 12,010,168 (4,969,631)
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CSG Annual Report 2015
12. Events after the balance sheet date
(a)Dividend distribution after the balance sheet date
Amount
Dividend authorised to declare 622,600,668
In accordance with the resolution at the Board of Directors’ meeting dated on 23 March 2016, the Board of Directors
proposed a dividend in the amount of RMB 622,600,668 to the shareholders, which was not recorded as a liability in the
financial statements for the current year.
(b)Investment commitments after the balance sheet date
In accordance with the resolution at the Board of Directors’ meeting dated on 22 January 2016, the Group plans to set
up photovoltaic plant during 2016 and 2017, including 200MW by the wholly-owned subsidiary Shenzhen CSG PV
Energy Co., Ltd with an investment of RMB1.5 billion. Investment to the140MW which will jointly built by the Group and
Zhuzhou Kibing Group Co., Ltd. is RMB1 billion.
13. Financial risk
The Group's activities expose it to a variety of financial risks: market risk (primarily foreign currency risk and interest rate
risk), credit risk and liquidity risk. The Group's overall risk management programme focuses on the unpredictability of
financial markets and seeks to minimise potential adverse effects on the Group's financial performance.
(1)Market risk
(a)Foreign currency risk
The Group’s major operational activities are carried out in Mainland China and a majority of the transactions are
denominated in RMB. In addition, the Group is exposed to foreign exchange risk arising from the recognised assets and
liabilities, and future transactions denominated in foreign currencies, primarily with respect to US dollars and Euros. The
Group monitors the scale of foreign currency transactions, foreign currency assets and liabilities, and adjust settlement
currency of export business, to furthest reduce the currency risk.
As at 31 December 2015, the carrying amount in RMB equivalent of the Group’s assets and liabilities denominated in
foreign currencies are summarised below:
31 December 2015
USD HKD Others Total
Financial assets denominated in
foreign currency -
Cash at bank and on hand 58,954,550 1,867,518 87,409 60,909,477
Receivables 75,590,699 - 8,639,719 84,230,418
134,545,249 1,867,518 8,727,128 145,139,895
Financial liabilities denominated in
foreign currency -
Short-term borrowings 54,674,443 144,939,400 - 199,613,843
Payables 25,061,069 - 11,688,767 36,749,836
79,735,512 144,939,400 11,688,767 236,363,679
31 December 2014
USD HKD Others Total
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CSG Annual Report 2015
Financial assets denominated in
foreign currency -
Cash at bank and on hand 4,560,723 1,904,761 1,178,444 7,643,928
Receivables 24,941,950 - 11,789,370 36,731,320
29,502,673 1,904,761 12,967,814 44,375,248
Financial liabilities denominated in
foreign currency -
Short-term borrowings 72,423,260 - 16,983,857 89,407,117
Payables 26,210,492 - 27,927,082 54,137,574
Current portion of non-current
liabilities 6,293,514 - - 6,293,514
104,927,266 - 44,910,939 149,838,205
As at 31 December 2015, if the currency had strengthened /weakened by 10% against the USD while all other variables
had been held constant, the Group’s net profit for the year would have been approximately RMB4,659,000 lower/higher
(31 December 2014: approximately RMB 6,411,000 higher/lower) for various financial assets and liabilities denominated
in USD.
As at 31 December 2015, if the currency had strengthened /weakened by 10 % against the HKD while all other variables
had been held constant, the Group’s net profit for the year would have been approximately RMB10,730,000
higher/lower (31 December 2014: RMB 162,000 lower/higher) for various financial assets and liabilities denominated in
USD.
Other changes in exchange rate had no significant influence on the Group's operating activities.
(b)Interest rate risk
The Group's interest rate risk arises from long-term interest bearing debts including long-term borrowings and bonds
payable. Financial liabilities issued at floating rates expose the Group to cash flow interest rate risk. Financial liabilities
issued at fixed rates expose the Group to fair value interest rate risk. The Group determines the relative proportions of
its fixed rate and floating rate contracts depending on the prevailing market conditions. As at 31 December 2015, the
Group’s long-term interest-bearing debts at and fixed rates and floating rates as illustrated below:
31 December 2015 31 December 2014
Debt at fixed rates 2,200,000,000 1,995,783,205
Debt at floating rates - 383,817,820
2,200,000,000 2,379,601,025
The Group continuously monitors the interest rate position of the Group. Increases in interest rates will increase the cost
of new borrowing and the interest expenses with respect to the Group’s outstanding floating rate borrowings, and
therefore could have a material adverse effect on the Group’s financial position. The Group makes adjustments timely
with reference to the latest market conditions, which includes increasing/decreasing long-term fixed rate debts at the
anticipation of increasing/decreasing interest rate.
(2)Credit risk
Credit risk is managed on the grouping basis. Credit risk mainly arises from cash at bank, notes receivable, accounts
receivable, other receivables.
The Group expects that there is no significant credit risk associated with cash at bank since they are deposited at
state-owned banks and other medium or large size listed banks. Management does not expect that there will be any
significant losses from non-performance by these counterparties. Furthermore, as the Group’s bank acceptance notes
receivable are generally accepted by the state-owned banks and other large and medium listed banks, the management
believes the credit risk should be limited.
In addition, the Group has policies to limit the credit exposure on accounts receivable, other receivables and trade
acceptance notes receivable. The Group assesses the credit quality of and sets credit limits on its customers by taking
into account their financial position, the availability of guarantee from third parties, their credit history and other factors
such as current market conditions. The credit history of the customers is regularly monitored by the Group. In respect of
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CSG Annual Report 2015
customers with a poor credit history, the Group will use written payment reminders, or shorten or cancel credit periods,
to ensure the overall credit risk of the Group is limited to a controllable extent.
(3)Liquidity risk
Cash flow forecasting is performed by each subsidiary of the Group and aggregated by the Group’s finance department
in its headquarters. The Group’s finance department at its headquarters monitors rolling forecasts of the Group's
short-term and long-term liquidity requirements to ensure it has sufficient cash reserve, while maintaining sufficient
headroom on its undrawn committed borrowing facilities from major financial institutions so that the Group does not
breach borrowing limits or covenants on any of its borrowing facilities to meet the short-term and long-term liquidity
requirements.
As stated in Note 2(1) above, as at 31 December 2015, the Group had net current liabilities of approximately RMB2.839
billion and committed capital expenditures of approximately RMB0.144 billion. Management will implement the following
measures to ensure the liquidation risk limited to a controllable extent:
(a) The Group will have steady cash inflows from operating activities;
(b) The Group will pay the debts that mature and finance the construction projects through the existing bank facilities;
and
(c) The Group will closely monitoring the payment of construction expenditure in terms of payment time and amount.
The financial liabilities of the Group at the balance sheet date are analysed by their maturity date below at their
undiscounted contractual cash flows:
31 December 2015
Within 1 year 1 to 2 years 2 to 5 years Over 5 years Total
Short-term borrowings 3,269,572,568 - - - 3,269,572,568
Notes payable 8,000,000 - - - 8,000,000
Accounts payable 915,266,051 - - - 915,266,051
Interests payable 89,363,806 - - - 89,363,806
Other payables 143,021,055 - - - 143,021,055
Current portion of
non-current liabilities 244,191,152 - - - 244,191,152
Long-term borrowings 59,280,000 59,280,000 1,350,217,700 - 1,468,777,700
Bonds payable 53,300,000 1,042,640,000 - - 1,095,940,000
4,781,994,632 1,101,920,000 1,350,217,700 - 7,234,132,332
31 December 2014
Within 1 year 1 to 2 years 2 to 5 years Over 5 years Total
Short-term borrowings 2,005,285,324 - - - 2,005,285,324
Notes payable 3,500,000 - - - 3,500,000
Accounts payable 960,537,876 - - - 960,537,876
Interests payable 74,556,982 - - - 74,556,982
Other payables 147,269,978 - - - 147,269,978
Current portion of
non-current liabilities 2,233,956,338 - - - 2,233,956,338
Long-term borrowings 22,605,105 243,563,587 162,793,358 - 428,962,050
5,447,711,603 243,563,587 162,793,358 - 5,854,068,548
14. Fair value estimates
Based on the lowest level input that is significant to the fair value measurement in its entirety, the fair value hierarchy
has the following levels:
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CSG Annual Report 2015
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either
directly or indirectly.
Level 3: Unobservable inputs for the asset or liability.
(a)Financial instruments not measured but disclosed at fair value
In 2015, the Group's financial assets and liabilities other than disposed available-for-sale financial assets were not
measured at fair value.
Except for financial liabilities listed below, the carrying amount of the other financial assets and liabilities not measured
at fair value is a reasonable approximation of their fair value.
31 December 2015 31 December 2014
Carrying amount Fair value Carrying amount Fair value
Bonds payable 1,000,000,000 1,010,820,000 1,995,783,205 2,002,490,000
Medium-term notes 1,200,000,000 1,209,940,000 - -
2,200,000,000 2,220,760,000 1,995,783,205 2,002,490,000
The fair values of payables and medium-term notes are the present value of the contractually determined stream of
future cash flows at the rate of interest applied at that time by the market to instruments of comparable credit status and
providing substantially the same cash flows on the same terms, which belong to Level 3.
15. Capital management
The Group’s capital management policies aim to safeguard the Company’s ability to continue as a going concern in
order to provide returns for shareholders and benefits for other stakeholders, and to maintain an optimal capital
structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders,
refund capital to shareholders, issue new shares or sell assets to reduce debts.
The Group is not subject to external mandatory capital requirement and monitors capital on the basis of gearing ratio.
As at 31 December 2015 and 2014, the Group's gearing ratio is as follows:
31 December 2015 31 December 2014
Total liabilities 7,612,208,683 6,463,360,155
Total assets 15,489,600,160 15,116,808,305
Gearing ratio 49% 43%
16. Notes to the Company’s financial statements
(1)Other receivables
31 December 2015 31 December 2014
Receivables from related parties 4,285,231,188 3,574,439,444
Others 260,407 359,148
4,285,491,595 3,574,798,592
Less: Provision for bad debts (1,776,559) (7,183)
4,283,715,036 3,574,791,409
(a)The ageing of other receivables is analysed as follows:
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CSG Annual Report 2015
31 December 2015 31 December 2014
Within 1 year 4,285,491,595 3,574,798,592
As at 31 December 2015, the Company had no overdue but not impaired other receivables (31 December
2014: Nil).
(b)Other receivables are analysed by categories as follows:
31 December 2015 31 December 2014
Carrying amount Provision for bad debts Carrying amount Provision for bad debts
% of total Provision for Provisio %of total Provision for Provisio
Amount balance bad debts n(%) Amount balance bad debts n(%)
Provision for
bad debts
by
groupings
- Group 1 260,407 0% (5,208) 2% 359,148 0% (7,183) 2%
- Group 2 4,285,231,188 100% (1,771,351) 0% 3,574,439,444 100% - -
4,285,491,595 100% (1,776,559) 0% 3,574,798,592 100% (7,183) 0%
(c)For other receivables provided for bad debts by portfolio, the percentage of provision for the portfolio is as
follows:
31 December 2015 31 December 2014
Carrying amount Provision for bad debts Carrying amount Provision for bad debts
Amount Amount Percentage Amount Amount Percentage
Portfolio 1 260,407 (5,208) 2% 359,148 (7,183) 2%
Portfolio 2 4,285,231,188 (1,771,351) 0% 3,574,439,444 - -
4,285,491,595 (1,776,559) 0% 3,574,798,592 (7,183) 0%
(d)As at 31 December 2015, the Group’s top five entities with the largest other receivables balances are
summarised as below:
Relationship with % of total
the Group Amount Aging balance
Yichang CSG Silicon Co., Ltd. Subsidiary 1,679,621,492 Within 1 year 39%
Wujiang CSG Glass Co., Ltd. Subsidiary 617,696,946 Within 1 year 14%
Chengdu CSG Glass Co., Ltd. Subsidiary 383,681,825 Within 1 year 9%
Dongguan CSG PV-tech Co., Ltd. Subsidiary 259,367,752 Within 1 year 6%
Dongguan CSG Solar Glass Co., Ltd. Subsidiary 238,096,095 Within 1 year 6%
3,178,464,110 74%
(2)Long-term equity investments
31 December 2015 31 December 2014
Subsidiaries (a) 4,066,657,802 4,387,840,415
Associates - without quoted price (b) 286,119,936 360,210,315
Less: Impairment provision for investments in subsidiaries (a) (15,000,000) (15,000,000)
4,337,777,738 4,733,050,730
There is no restriction on sale of the long-term equity investments held by the Company.
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CSG Annual Report 2015
(a)Subsidiaries
Movements in the current year
Provision for Provision for Cash dividends
31 December Additional Decrease in impairment 31 December impairment declared in the
2014 investment investment loss Others 2015 loss current year
(i)
Chengdu CSG Glass Co., Ltd. 76,674,073 - - - - 76,674,073 - 73,670,953
Sichuan CSG Energy Conservation Glass Co.,
Ltd. 115,290,583 - - - - 115,290,583 - 65,943,933
Tianjin Energy Conservation Glass Co., Ltd. 242,902,974 - - - - 242,902,974 - 80,249,447
Dongguan CSG Architectural Glass Co., Ltd. 193,618,971 - - - - 193,618,971 - 80,641,211
Dongguan CSG Solar Glass Co., Ltd. 349,446,826 - - - - 349,446,826 - -
Yichang CSG Silicon Co., Ltd. 632,958,044 - - - - 632,958,044 - -
Yichang CSG Photoelectric Glass Co, Ltd. 157,461,200 - (157,461,200) - - - - -
Wujiang CSG Architectural Glass Co., Ltd. 251,313,658 - - - 251,313,658 - 75,562,582
Dongguan CSG PV-tech Co., Ltd. (iii) 308,122,789 - (308,122,789) - - - - -
Hebei CSG Glass Co., Ltd. 261,998,368 - - - - 261,998,368 - -
China Southern Glass (Hong Kong) Limited 85,742,211 - - - - 85,742,211 - -
Wujiang CSG Glass Co., Ltd. 562,179,564 - - - - 562,179,564 - -
Hebei Shichuang Glass Co., Ltd. 243,062,801 - - - - 243,062,801 - 46,949,205
China Southern Glass (Australia) Pty Ltd. 1,393,524 - (1,393,524) - - - - 3,670,548
Jiangyou CSG Mining Development Co., Ltd. 100,725,041 - - - - 100,725,041 - -
Xianning CSG Glass Co Ltd. 177,041,818 - - - - 177,041,818 - 21,400,394
Xianning CSG Energy Conservation Glass Co
Ltd. 161,281,576 - - - - 161,281,576 - 47,294,494
Qingyuan CSG Energy Saving New Materials
Co., Ltd. 300,185,609 - - - - 300,185,609 - -
Shenzhen CSG Financial Leasing Co., Ltd. - 45,000,000 - - - 45,000,000 - -
Shenzhen CSG PV Energy Co., Ltd. - 100,000,000 - - - 100,000,000 - -
Others (ii) 166,440,785 794,900 - - - 167,235,685 (15,000,000) -
4,387,840,415 145,794,900 (466,977,513) - - 4,066,657,802 (15,000,000) 495,382,767
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CSG Annual Report 2015
(i) As at 31 December 2015, included in the investments in subsidiaries were deemed investment costs of
RMB96,884,696 (31 December 2014: RMB103,730,921), the fair value of the equity instruments of the Company
granted to the employee of the subsidiaries for their serviced provided to the subsidiaries for which the Company
did not charge the subsidiaries.
(ii) Others mainly included subsidiaries which were registered in Shenzhen but the production lines had been moved
to Dongguan. The operations of the subsidiaries were basically ceased. The Company made provision against
the long-term investment in these subsidiaries based on their recoverable amounts in previous years.
(iii) In 2015, the Company transferred all its share of Dongguan CSG PV-tech Co., Ltd. to its subsidiary, Yichang
CSG Silicon Co., Ltd.
(b)Associates
Movements in the current year
Share of net
profit/(loss) Cash Provision for 31
31 December Additional Decrease in under equity Other changes dividends impairment December
2014 investment investment method in equity declared loss Others 2015
Shenzhen
CSG Display
Technology 286,119,93
Co., Ltd. 360,210,315 - - 960,738 726,104 (75,777,221) - - 6
Discrepancy
between Provision for
Shareholding Voting right shareholding and impairment Provision accrued in
Method (%) (%) voting right loss the current year
Shenzhen CSG
Display
Technology Equity
Co., Ltd. method 44.70% 44.70% Nil - -
(3)Long-term receivables
31 December 2015 31 December 2014
Bonds payable and long-term borrowings allocated to
subsidiaries 1,905,645,000 1,411,290,000
Substantive long-term investments in subsidiaries 136,228,923 170,000,000
Entrusted loans allocated to subsidiaries 98,000,000 55,000,000
2,139,873,923 1,636,290,000
Less: Provision for impairment loss - -
2,139,873,923 1,636,290,000
Reversals of
Provision provision for
for impairment
31 December Movements for 31 December impairment loss in the
2014 the current year 2015 loss current year
Chengdu CSG Glass Co., Ltd. 280,000,000 (90,000,000) 190,000,000 - -
Sichuan CSG Energy
Conservation Glass Co., Ltd. 189,330,000 (74,665,000) 114,665,000 - -
Dongguan CSG PV-tech Co., Ltd. 220,210,000 (60,105,000) 160,105,000 - -
Yichang CSG Silicon Co., Ltd. 244,960,000 227,520,000 472,480,000 - -
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CSG Annual Report 2015
Dongguan CSG Architectural
Glass Co., Ltd. 219,670,000 16,393,923 236,063,923 - -
Wujiang CSG Glass Co., Ltd. 200,000,000 110,000,000 310,000,000 - -
Dongguan CSG Solar Glass Co.,
Ltd. 147,560,000 46,220,000 193,780,000 - -
Wujiang CSG Architectural Glass
Co., Ltd. 39,780,000 30,110,000 69,890,000 - -
Qingyuan CSG Energy Saving
New Materials Co., Ltd. 55,000,000 93,000,000 148,000,000 - -
Xianning CSG Energy
Conservation Glass Co Ltd. - 80,000,000 80,000,000 - -
Xianning CSG Glass Co Ltd. - 75,000,000 75,000,000 - -
Others 39,780,000 50,110,000 89,890,000 - -
1,636,290,000 503,583,923 2,139,873,923 - -
(4)Other payables
31 December 2015 31 December 2014
Subsidiaries 288,115,879 243,551,425
Others 7,305,286 27,363,647
295,421,165 270,915,072
(5)Investment income
2015 2014
Investment income from long-term equity investment under
cost method 495,382,767 497,796,216
Investment income from long-term equity investment under
equity method 960,738 72,636,227
Gains on equity transfer 61,682,478 203,834,506
Investment income from disposal of available-for-sale
financial assets 194,276,696 -
Income earned during the holding period of available-for-sale
financial assets 60,372 82,653
752,363,051 774,349,602
There is no significant restriction on the remittance of investment income to the Group
I. Statement of non-recurring gains and losses
2015 2014
Losses on disposal of non-current assets (2,441,151) 17,722,782
Government grants recognised in profit or loss for the current
period (81,013,548) (90,223,936)
Income earned during the holding period of available-for-sale
financial assets (60,372) (98,640)
Gains on disposal of available-for-sale financial assets (195,799,023) (6,912,150)
Investment income from disposal of long-term equity
investment (100,146,152) (311,247,064)
Non-operating income and expenses other than aforesaid
items (33,268,175) (14,816,694)
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CSG Annual Report 2015
Effect on tax incentives in 2014 - (77,854,087)
(412,728,421) (483,429,789)
Effect of corporate income tax 86,288,731 20,318,806
Effect of minority interest (after tax) 1,370,526 28,347,800
Total non-recurring gains and losses (325,069,164) (434,763,183)
(1) Basis for preparation of statement of non-recurring gains and losses
Under the requirements in Explanatory announcement No. 1 on information disclosure by companies offering securities
to the public – non-recurring profit or loss [2008] from CSRC, non-recurring profit or loss refer to those arises from
transactions and events that are not directly relevant to ordinary activities, or that are relevant to ordinary activities, but
are extraordinary and not expected to recur frequently that would have an influence on users of financial statements
making economic decisions on the financial performance and profitability of an enterprise.
II. Return on net assets and earnings per share
Earnings per share
Weighted average return Diluted earnings per
on net assets (%) Basic earnings per share share
2015 2014 2015 2014 2015 2014
Net profit attributable to ordinary
shareholders of the
Company 7.70% 10.61% 0.30 0.42 0.30 0.42
Net profit attributable to ordinary
shareholders of the
Company after deducting
non-recurring gains and
losses 3.69% 5.33% 0.14 0.21 0.14 0.21
145
CSG Annual Report 2015
Section X. Documents Available for Reference
I. Text of the Annual Report carrying the legal representative’s signature;
II. Text of the financial report carrying the signatures and seals of the legal representative, C.F.O and person in
charge of financial organization;
III. Original of the Auditors’ Report carrying the seal of PricewaterhouseCoopers Zhongtian LLP and the
signatures and seals of the certified public accountants;
IV. All texts of the Company’s documents and original public notices disclosed in the website and papers
appointed by CSRC in the report period.
Board of Directors of
CSG Holding Co., Ltd.
25 March 2016
146
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