The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
FOSHAN ELECTRICAL AND LIGHTING CO., LTD.
The 2015 Annual Report
March 2016
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section I Important Statements, Contents & Terms
The Board of Directors, the Supervisory Committee as well as directors, supervisors and senior
management staff of Foshan Electrical and Lighting Co., Ltd. (hereinafter referred to as the
“Company”) warrant that this Report is factual, accurate and complete without any false
information, misleading statements or material omissions. And they shall be jointly and severally
liable for that.
He Yong, company principal, Liu Xingming, chief of the accounting work, and Tang Qionglan,
chief of the accounting organ (chief of accounting), hereby confirm that the financial report carried
in this Report is factual, accurate and complete.
All directors attended the board meeting for reviewing this Report.
GP Certified Public Accountants LLP has issued a standard auditor’s report with unqualified
opinion for the Company.
The accounting data and financial report in this Report have all been audited by GP Certified Public
Accountants LLP. This Report is prepared in both Chinese and English. Should there be any
understanding discrepancy between the two versions, the Chinese version shall prevail.
The future plans and some other forward-looking statements involved in this Report shall not be
considered as virtual promises of the Company to investors. And investors are kindly reminded to
pay attention to possible risks.
The Company has described in detail in this Report the risk of market competition, the risk of rising
operating costs and the risk of falling prices of inventories. Please refer to “Possible risks” in
“Outlook of the Company’s future development” in “Section IV Discussion & Analysis by
Management” of this Report.
The Company’s preliminary plan for profit distribution upon review and approval at the board
meeting: Based on the total shares of 1,272,132,868, a cash dividend of RMB 0.125 yuan (tax
included) will be distributed to all shareholders for every 10 shares that they hold. No bonus shares
will be granted and no capital reserve will be turned into share capital.
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Contents
Section I Important Statements, Contents & Terms ....................................................................... 2
Section II Company Profile & Financial Highlights ....................................................................... 5
Section III Business Highlights ....................................................................................................... 10
Section IV Discussion & Analysis by the Management ................................................................ 14
Section V Significant Events ........................................................................................................... 36
Section VI Share Changes & Particulars about the Shareholders .............................................. 59
Section VII Preference Shares ........................................................................................................ 70
Section VIII Directors, Supervisors, Senior Management Staff & Employees .......................... 71
Section IX Corporate Governance ................................................................................................. 86
Section X Financial Report ............................................................................................................. 98
Section XI Documents Available for Reference ........................................................................... 207
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Terms
Term Specific contents
The Company, Company, FSL Foshan Electrical and Lighting Co., Ltd.
GRAM Guangdong Rising Assets Management Co., Ltd.
Electronics Group Guangdong Electronics Information Industry Group Ltd.
Shenzhen Rising Investment Shenzhen Rising Investment Development Co., Ltd.
Hong Kong Rising Investment Hong Kong Rising Investment Development Limited
CSRC China Securities Regulatory Commission
SZSE Shenzhen Stock Exchange
Shareholders’ General Meeting of Foshan Electrical and Lighting Co.,
Shareholders’ General Meeting
Ltd.
Board of Directors Board of Directors of Foshan Electrical and Lighting Co., Ltd.
Supervisory Committee Supervisory Committee of Foshan Electrical and Lighting Co., Ltd.
Annual report auditor, GP GP Certified Public Accountants LLP
Yuan, ten thousand, million, billion RMB Yuan, RMB Ten Thousand, RMB million, RMB billion
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section II Company Profile & Financial Highlights
I. Basic information of the Company
Stock abbr. FSL / FSL B Stock code 000541/200541
Stock exchange Shenzhen Stock Exchange
Company name in Chinese 佛山电器照明股份有限公司
Abbr. of Company name in
佛山照明
Chinese
Company name in English (if
FOSHAN ELECTRICAL AND LIGHTING CO., LTD.
any)
Abbr. of Company name in
FSL
English (if any)
Legal representative He Yong
Registered address No. 64, Fenjiang North Road, Chancheng District, Foshan City, Guangdong Province, P.R.China
Zip code 528000
Office address No. 64, Fenjiang North Road, Chancheng District, Foshan City, Guangdong Province, P.R.China
Zip code 528000
Company website www.chinafsl.com
Email address gzfsligh@pub.foshan.gd.cn
II. Contact information
Company Secretary Securities Affairs Representative
Name Lin Yihui Huang Yufen
No. 64, Fenjiang North Road, Chancheng No. 64, Fenjiang North Road, Chancheng
Contact address District, Foshan City, Guangdong District, Foshan City, Guangdong
Province, P.R.China Province, P.R.China
Tel. (0757) 82966062 82810239 (0757) 82966028
Fax (0757) 82816276 (0757) 82816276
E-mail fsl-yh@126.com fslhyf@163.com
III. About information disclosure and where this Report is placed
Newspapers designated by the Company for China Securities Journal, Securities Times, Securities Daily, Ta Kung Pao
information disclosure (HK)
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Internet website designated by CSRC for disclosing
http://www.cninfo.com.cn
this Report
Company Secretary Office, FSL Office Building, No. 64, Fenjiang North
Where this Report is placed
Road, Chancheng District, Foshan City, Guangdong Province, P.R.China
IV. Changes in the registered information
Organizational code 91440000190352575W
Changes in main business since listing (if
No changes
any)
On 9 Sept. 2015, OSRAM Germany, the controlling shareholder of the Company’s
biggest shareholder—Hong Kong Wah Shing Holding Company Limited (formerly
known as “Osram Holding Co., Ltd.”; hereinafter referred to as “Hong Kong Wah
Shing”), signed The Equity Transfer Agreement with Guangdong Electronics
Information Industry Group Ltd. (“Electronics Group”). According to the Agreement,
OSRAM Germany transferred the 100% equity interests of Hong Kong Wah Shing to
Electronics Group on 4 Dec. 2015. After the equity transfer, Electronics Group became
the sole shareholder of Hong Kong Wah Shing and the indirect biggest shareholder of
the Company, indirectly holding 171,360,391 A-shares in the Company; and OSRAM
Changes of controlling shareholder (if any) Germany no longer held shares in the Company directly or indirectly. Meanwhile,
Electronics Group and its acting-in-concert parties Shenzhen Rising Investment
Development Co., Ltd. (“Shenzhen Rising Investment”) and Hong Kong Rising
Investment Development Limited (“Hong Kong Rising Investment”) bought in another
99,894,475 A-shares and another 23,165,684 B-shares of the Company from the
secondary market. The said three companies combined hold 294,420,550 A-shares and
B-shares in the Company, accounting for 23.144% of the total shares of the Company.
Therefore, Electronics Group and its acting-in-concert parties Shenzhen Rising
Investment and Hong Kong Rising Investment are the controlling shareholder of the
Company.
V. Other information
The CPAs firm hired by the Company
Name GP Certified Public Accountants LLP
10/F, Guangdong Holdings Tower, 555 DongFeng Road East, Guangzhou, Guangdong
Office address
Province, P.R.China
Signing accountants Wang Shaohua & Hong Wenwei
Sponsor engaged by the Company to conduct sustained supervision during the reporting period
□ Applicable √ Inapplicable
Financial consultant engaged by the Company to conduct sustained supervision during the reporting period
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
□ Applicable √ Inapplicable
VI. Accounting and financial highlights
Does the Company adjust retrospectively or restate the accounting data of previous years due to changes in the
accounting policy or correction of accounting errors?
□ Yes √ No
Increase/decrease of
2015 2014 current year over last 2013
year
Operating revenues (RMB Yuan) 2,876,659,100.63 3,068,641,200.17 -6.26% 2,526,679,810.53
Net profits attributable to
shareholders of the Company 53,405,593.12 266,125,048.97 -79.93% 251,831,356.38
(RMB Yuan)
Net profits attributable to
shareholders of the Company after
150,093,497.33 306,310,907.76 -51.00% 247,092,182.53
extraordinary gains and losses
(RMB Yuan)
Net cash flows from operating
188,325,189.43 305,638,745.34 -38.38% 204,756,881.88
activities (RMB Yuan)
Basic EPS (RMB Yuan/share) 0.0420 0.2092 -79.92% 0.1980
Diluted EPS (RMB Yuan/share) 0.0420 0.2092 -79.92% 0.1980
Weighted average ROE (%) 1.27% 9.08% -7.81% 8.69%
Increase/decrease of
As at 31 Dec. 2015 As at 31 Dec. 2014 current year-end than As at 31 Dec. 2013
last year-end
Total assets (RMB Yuan) 6,048,296,432.78 3,736,704,336.40 61.86% 3,373,781,552.85
Net assets attributable to
shareholders of the Company 5,023,546,888.12 3,044,585,720.58 65.00% 2,890,581,921.74
(RMB Yuan)
VII. Differences of the accounting data under the domestic and the overseas accounting
standards
1. Differences of the net profits and the net assets disclosed in the financial reports prepared under the
international and the Chinese accounting standards
□ Applicable √ Inapplicable
No such differences for the reporting period
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
2. Differences of the net profits and the net assets disclosed in the financial reports prepared under the
overseas and the Chinese accounting standards
□ Applicable √ Inapplicable
No such differences for the reporting period
VIII. Financial highlights by quarter
Unit: RMB Yuan
Q1 Q2 Q3 Q4
Operating revenues 767,330,509.62 757,032,276.87 708,115,195.93 644,181,118.21
Net profit attributable to
99,482,670.12 776,089.19 -26,823,845.62 -20,029,320.57
shareholders of the Company
Net profit attributable to
shareholders of the Company after 81,758,984.51 10,053,025.94 37,030,978.71 21,250,508.17
extraordinary gains and losses
Net cash flows from operating
67,138,040.36 32,136,307.34 47,899,905.70 41,150,936.03
activities
Any material difference between the financial indicators above or their summations and those which have been
disclosed in quarterly or semi-annual reports?
□ Yes √ No
IX. Extraordinary gains and losses
√ Applicable □ Inapplicable
Unit: RMB Yuan
Item 2015 2014 2013 Note
Gains/losses on disposal of non-current
assets (including offset part of asset -8,172,702.85 -1,287,703.94 9,418,476.76
impairment provisions)
Government grants recognized in current
period, except for those acquired in ordinary
course of business or granted at certain 4,780,007.27 2,174,021.86 1,031,790.96
quotas or amounts according to
government’s unified standards
Capital occupation charges on non-financial
enterprises that are recorded into current 1,981,349.56
gains and losses
Gains due to that investment costs for the
Company to obtain subsidiaries, associates
-17,112.47
and joint ventures are lower than enjoyable
fair value of identifiable net assets of
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
investees when making investments
Gains and losses on change in fair value
from tradable financial assets and tradable
financial liabilities, as well as investment
income from disposal of tradable financial
19,472,654.77 2,962,781.37 -109,530.85
assets and tradable financial liabilities and
financial assets available for sales except for
effective hedging related with normal
businesses of the Company
Compensations for the
Non-operating income and expense other false securities
-130,293,226.71 -51,945,691.06 -7,368,961.02
than above statement case
recognized
Other gain and loss items that meet
944,428.72 1,499,406.22
definition of extraordinary gain/loss
Less: Income tax effects -16,925,475.37 -6,958,646.77 901,071.70
Minority interests effects (after tax) 344,540.78 530,207.54 -687,120.14
Total -96,687,904.21 -40,185,858.79 4,739,173.85 --
Explain the reasons if the Company classifies an item as an extraordinary gain/loss according to the definition in
the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the
Public—Extraordinary Gains and Losses, or classifies any extraordinary gain/loss item mentioned in the said
explanatory announcement as a recurrent gain/loss item
□ Applicable √ Inapplicable
No such cases in the reporting period
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section III Business Highlights
I. Main business during the reporting period
1. Main business and products
We have been engaged in production, R&D and sale of lighting products since our listing. Our products mainly
include conventional lighting products and LED lighting products. We have a wide variety of products with a
complete range of specifications, including fluorescent lamps, halogen lamps, energy saving lamps, motor vehicle
lamps, conventional lamps, LED light source, LED lamps, etc. With the most specifications in the lighting
industry, our products are widely used for indoor and outdoor lighting, landscape lighting, motor vehicle lighting
and so on. Upon years of development, we have won quite many honors such as the title of “The King of Lamps
in China”, and our “FSL” and “Fenjiang” brands have been certified as “Famous China Brands”.
2. Main business model
(1) Procurement model
We mainly procure raw materials such as lamp beads, lamp holders, electronic components, aluminum substrate,
plastic parts, metal materials, quartz tubes and fuel by way of bids invitation. A bids invitation supervisory
committee consisting of personnel from several departments will be set up in the future. For every kind of our
main raw materials, we usually have a few suppliers to choose from in procurement so that the procurement prices
would be fair, the supply of raw materials in time and the good quality of the raw materials ensured.
(2) Production models
① Production of the conventional products
Concerning the conventional products, we analyze sales of every month and predict future market demand so as to
formulate a production plan for the coming month. And our workshops produce according to the plan to avoid
extra stock and at the same time ensure that there is enough for sale.
② Production according to orders
Different from the conventional lighting products which are of little variation in specifications, LED lighting
products are at a fast pace of renewal and different customers often have different requirements regarding the
products’ appearances and performance indexes. Therefore, we have to organize individualized production for
some orders for LED lighting products, export orders in particular. For this kind of orders, we formulate our
production plans based on them and then make procurement plans according to the production plans, which will
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
help effectively control the stock and the procurement prices of raw materials, reduce capital occupation and
improve our operating efficiency to the maximum.
③ Combination of independent production and outsourcing
With a high production capacity, we produce most of our products and parts on our own. Only a small portion of
parts and low-tech products is outsourced to sub-manufacturers, who will produce in strict accordance with our
requirements. We will also tag along their production processes and examine carefully the quality of the products
finished. In this way, our supply of products is guaranteed.
(3) Sales model
We mainly adopt a commercial agent model, selling our products to commercial agents through various channels
and setting up business divisions under the sales department to follow up the use of our products by customers and
provide relevant support. In terms of channels, besides consolidating wholesale, we will also focus on the
development of franchised stores, illumination engineering & commercial lighting, e-commerce and retail sales to
expand the space for our survival.
3. Development stage and periodicity of the lighting industry as well as our position in the market
The recent years have witnessed the rapid rise of the LED lighting technology. Due to the sharp drop in their cost
and their remarkable performance in energy saving & emission reduction, LED lighting products have been
generally accepted by consumers, resulting in a higher and higher penetration rate as well as a fast-shrinking
market for conventional lighting products. However, after years of fast development and renewal, growth in LED
lighting has slowed down. Particularly the LED downstream with a low requirement for market access is suffering
from an obvious problem of structural overcapacity, leading to the disordered, cutthroat competition on the market.
Under the double hits by a macro economic downturn and fierce competition, large enterprises will expand
through mergers and acquisitions for stronger competitiveness, while some small and medium ones can only face
the fate of being washed out of the market due to lack of competitiveness, which is bringing the entire industry
into an integration phase. As a necessity for daily life, lighting products are mainly under the influence of the
macro economy and the real estate sector but are little affected by seasons and regions.
Generally speaking, China’s lighting industry is insufficiently centralized with no overwhelmingly superior
enterprises despite an enlarging market share of competitive brands. Upon years of development, we have become
a leading lighting enterprise with strong competitiveness in brand, production scale, channel, R&D, etc.
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II. Significant changes in the main assets
1. Significant changes in the main assets
Main asset Reason for significant changes
Impairment provisions were made for the idle equipment such as T5 and T8 at the
Fixed assets
differences between their book value and the lower recoverable amounts.
Subsidiary Suzhou Mont Lighting Co., Ltd. suffered continuous loss due to its business
Intangible assets scale and market reasons. It was unable to proceed with its production or operation.
Therefore, full-amount impairment provisions were made for its patent rights.
Impairment provisions were made for the hard glass kilns in District 3 at the differences
Construction in progress between their book value and the lower recoverable amounts. And the said impairment
provisions were lost as the relevant assets were scrapped.
Our stake in Hefei Guoxuan High-tech Power Energy Co., Ltd. was shifted to restrictedly
Available-for-sale financial assets tradable shares in Guoxuan High-tech Co., Ltd. And the changes in the available-for-sale
financial assets were mainly due to the fluctuations in its stock price.
2. Main assets overseas
□ Applicable √ Inapplicable
III. Core competitiveness analysis
The core competitiveness of the Company mainly reflects on fours aspects listed below:
Channel advantage
The Company has been sticking to the marketing strategy of deeply focusing and refining channels. Through years
of development and experience accumulation, the Company currently has four major sales channels, which contains
the circulation and wholesales channel, the exclusive shop channel, the E-business retail channel, and the
engineering commercial lighting channel, forming a marketing network covering the whole country. Replying on
strong and perfect sales channels, products of the Company can rapidly enter the market, which has significantly
improved the Company’s market development capability and competitiveness.
Brand advantage
The Company keeps focusing on the positioning, core value, and features of FSL brand, and continually improved
the brand recognition and reputation of FSL brand by product design, end sales, advertisement, special lighting
exhibition, and so on. At present, FSL and Fen Jiang among the three brands of the Company are both famous
trademarks in China. The FSL brand has become one of the most influential and popular brands in China, and the
powerful brand influence has become the main driver for continuous sales growth of the Company.
Technology advantage
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
The Company has always been attaching importance to R&D of new products and technologies, increasing the input
on independent innovation on technologies and products, and perfecting the improvement process for R&D and
technique of all products. The Company absorbs and trains technical talents, set up innovative incentive mechanism
and performance mechanism, and fully provides with supports in fund, talents, and mechanisms.
Scale advantage
As one of the enterprises to first step into the industry of producing and selling lighting products, the Company
possesses the manufacture culture of refining production and the large-scale manufacturing capability by years of
experience accumulation. The Company has production bases in Foshan, Nanjing and Xinxiang. The large-scale
and centralized production brings obvious economic benefits to the Company, which not only shows in manufacture
cost of products, but also shows in aspects such as raw material procurement and product pricing.
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Section IV Discussion & Analysis by the Management
I. Business review
(I) Summary
In 2015, the global economy was in further adjustment after the international financial crisis, with limited motivity
for growth. Concerning foreign economies, despite a slow recovery in the US economy, other main economies
showed unevenness in their economic performances and the constant threat of geopolitical risks made recovery
harder to achieve. China’s economy also faced problems such as the lack of momentum in investment, the
emerging downturn in some industries and the operating difficulties of enterprises due to multiple factors
including the structural transformation in economy, the low demand and overcapacity. For the lighting industry in
2015, conventional lighting products continued to see a rapid drop in market demand, while LED lighting slowed
down in development after years of fast growth and renewal due to growing homogeneous and price competition.
In face of the overall slowdown in growth of the industry as well as the complex and changeable environments at
home and abroad, we continued to follow the guideline of “Adjust Our Structure, Stabilize Our Growth, Pay
Attention to Management and Improve Our Business Results”, focused on our main business, improved our
product quality and proactively dealt with the adverse impact of the market environment by further adjustment to
our product structure, optimization of our marketing system, cost control, etc. For the reporting period, the
Company achieved operating revenues of RMB 2876.6591 million, down 6.26% from the year earlier. To be
specific, conventional lighting products generated sales revenue of RMB 1460.2941 million, representing a YoY
decrease of 31.84%, while LED products created sales revenue of RMB 1416.3650 million, up 52.92% from last
year; the domestic sales revenue stood at RMB 1923.3836 million, a 12.13% decrease from last year, while the
overseas sales revenue stood at RMB 953.2755 million, up 8.37% from the year earlier. Due to the compensations
to some investors and the large-amount impairment provisions, the total profits stood at RMB 45.9930 million,
down 85.59% year on year; and the net profits attributable to the shareholders of the listed Company stood at
RMB 53.4056 million, representing a YoY drop of 79.93%.
(II) Work accomplished in 2015
1. Continued to optimize our product structure for transformation and upgrade
In 2015, the conventional lighting market continued to shrink while the LED lighting market still grew fast.
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According to market changes, we adjusted our product structure in a timely manner by increasing the input to
LED products in links such as R&D, production and sale. In addition to our existing light source and office
lighting products, we also launched new series of LED products in our weak sectors of commercial lighting and
home decoration. In the reporting period, our LED products generated sales revenue of RMB 1.416 billion, a YoY
growth of 52.92%, marking the successful shift of our main products from conventional lighting products to LED
lighting products and securing us an important position in the LED lighting sector.
2. Enhanced channel building for further development
In terms of the domestic market, we continued to improve our existing marketing channels by enhancing
conference marketing and promotional activities, and expand our channel network by extending the coverage of
our stores and improving their effectiveness. We also improved our exclusive stores to exhibit our products at the
retail end and transform our brands from “industry-brands” to “mass-market brands”. A lighting engineering &
commercial lighting business division was newly set up and launched a high-end brand of “MingJiangHui”
(Lighting Experts All Here for You). Meanwhile, we expanded our retail and e-commerce channels. We had
stores in over 1,000 shopping places in China, continued to enhance our cooperation with major e-commerce
platforms and expanded our online dealers, which effectively increased the exposure of our brands among
consumers. As for the overseas market, we visited our major customers one by one to learn about their particular
needs and formulate our marketing strategies with clear targets. We tried to unlock the potential of our major
customers and enhanced promotion of our LED products to them so as to offset the impact of the export decrease
of our conventional lighting products. A FSL branding team was established to strengthen our exploration in
emerging markets such as Middle East, Southeast Asia, Asia and South Africa, try harder for access into brand
new markets, attract deals in the emerging markets and introduce our FSL brand to the world step by step. In the
reporting period, our export sales grew steadily, with a heavier weight of our own brands in our total export sales.
3. Controlled costs to increase our efficiency
In face of the rising operating costs, we took proactive measures to reduce our production costs. Holding the
thinking of “technology for efficiency”, we conducted innovation in product technology, production technique
and materials. By upgrading equipment consuming too much energy, we were able to reduce our energy cost. We
also enhanced our procurement management, integrated our procurement resources and adopted a quota
mechanism on material distribution to avoid waste in all links. In the meantime, strict budget control was carried
out to cut down out-of-plan expense.
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
II. Main business analysis
1. Overview
See “I. Business review” in “Discussion & Analysis by the Management”.
2. Revenues and costs
(1) Breakdown of the operating revenues
Unit: RMB Yuan
2015 2014
In operating In operating +/-
Amount Amount
revenues revenues
Operating revenues 2,876,659,100.63 100% 3,068,641,200.17 100% -6.26%
By segment
Lighting fixtures and
2,876,659,100.63 100.00% 3,068,641,200.17 100.00% -6.26%
lamps
By product
LED lighting
1,416,365,037.13 49.24% 926,189,514.82 30.18% 52.92%
products
Conventional
1,460,294,063.50 50.76% 2,142,451,685.35 69.82% -31.84%
lighting products
By area
Domestic 1,923,383,563.07 66.86% 2,189,007,920.46 71.33% -12.13%
Overseas 953,275,537.56 33.14% 879,633,279.71 28.67% 8.37%
(2) Segments, products or areas contributing over 10% of the operating revenues or profits
□ Applicable √ Inapplicable
(3) Product sales revenue higher than the service revenue
√ Yes □ No
Business segment Item Unit 2015 2014 +/-
Sales volume Piece 837,767,920 1,046,376,108 -19.94%
Lighting fixtures and
Output Piece 827,174,901 993,887,262 -16.77%
lamps
Stock Piece 124,170,082 134,763,101 -7.86%
Reasons for over 30% YoY movement of the data above:
□ Applicable √ Inapplicable
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(4) Execution progress of major signed sales contracts in the reporting period
□ Applicable √ Inapplicable
(5) Breakdown of the operating costs
By segment and product
Unit: RMB Yuan
2015 2014
Segment Item +/-
Amount In operating costs Amount In operating costs
Lighting fixtures
2,185,558,581.31 100.00% 2,247,054,674.63 100.00% -2.74%
and lamps
Lighting fixtures
Raw materials 1,416,799,337.80 64.83% 1,438,316,556.44 64.01% -1.50%
and lamps
Lighting fixtures
Labor cost 427,667,401.28 19.57% 413,229,338.55 18.39% 3.49%
and lamps
Lighting fixtures
Depreciation 46,002,760.43 2.10% 58,899,983.77 2.62% -21.90%
and lamps
Unit: RMB Yuan
2015 2014
Product Item +/-
Amount In operating costs Amount In operating costs
LED lighting
1,120,625,868.89 51.27% 702,500,445.37 31.26% 59.52%
products
LED lighting
Raw materials 713,381,463.13 32.64% 453,013,173.60 20.16% 57.47%
products
LED lighting
Labor cost 246,143,230.85 11.26% 130,150,997.18 5.79% 89.12%
products
LED lighting
Depreciation 18,638,249.45 0.85% 18,551,179.47 0.83% 0.47%
products
Conventional
1,064,932,712.42 48.73% 1,544,554,229.26 68.74% -31.05%
lighting products
Conventional
Raw materials 703,417,874.67 32.18% 985,303,382.84 43.85% -28.61%
lighting products
Conventional
Labor cost 181,524,170.43 8.31% 283,078,341.37 12.60% -35.87%
lighting products
Conventional
Depreciation 27,364,510.98 1.25% 40,348,804.30 1.80% -32.18%
lighting products
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(6) Changes in the consolidation scope for the reporting period
□ Yes √ No
(7) Major changes in the business, products or services in the reporting period
□ Applicable √ Inapplicable
(8) Main customers and suppliers
Main customers
Total sales to top 5 customers (RMB Yuan) 294,950,255.58
Ratio of total sales to top 5 customers to annual total sales (%) 10.25%
Information about the top 5 customers
Serial No. Name of customer Sales (RMB Yuan) Proportion in annual total sales (%)
1 ** COMPANY 74,279,343.33 2.58%
2 ***** PRODUCTS INC. 72,724,178.41 2.53%
3 **** ELECTRIC COMPANY 66,025,878.97 2.30%
4 GUANGZHOU ** TRADE CO., LTD. 42,422,604.94 1.47%
GUANGZHOU ** LIGHTING ELECTRIC
5 39,498,249.93 1.37%
CO., LTD.
Total -- 294,950,255.58 10.25%
Other information about the main customers
√ Applicable □ Inapplicable
None of the top 5 customers are related parties of the Company.
Main suppliers
Total purchases from top 5 suppliers （RMB Yuan） 273,554,640.24
Ratio of total purchases from top 5 suppliers to annual
16.41%
total purchases（%）
Information about the top 5 suppliers
Serial No. Name of supplier Purchase amount (RMB Yuan) Proportion in annual total purchases (%)
1 Foshan ** Opto-Electronics Co., Ltd. 76,444,384.33 4.59%
Shenzhen ** Energy-Saving Lighting Co.,
2 71,188,813.56 4.27%
Ltd.
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
3 Shenzhen *** Electronics Co., Ltd. 53,256,383.60 3.20%
4 Zhongshan Guzhen ** Lighting Co., Ltd. 42,142,590.80 2.53%
5 Foshan ** Lighting Electric Co., Ltd. 30,522,467.95 1.83%
Total -- 273,554,640.24 16.41%
Other information about the main suppliers
√ Applicable □ Inapplicable
Among the top 5 suppliers, the 1st supplier is a related party of the Company while the other 4 are not.
3. Expense
Unit: RMB Yuan
2015 2014 +/- Significant change
Selling expenses 203,112,498.50 207,880,504.54 -2.29%
Administrative expenses 241,585,514.09 236,233,239.29 2.27%
Increase in exchange gains and term
Financial expenses -28,871,124.02 -9,565,959.04 -201.81%
deposit interest
4. R&D input
√ Applicable □ Inapplicable
LED products are renewed fast in technology and appearance. If we cannot keep developing new technology,
production procedures and products as well as updating them, it may have an adverse impact on our market
competitiveness. In order to adapt to market changes and increase the market competitiveness of our products, we
proactively develop high-efficient lighting products featuring energy saving and environmental protection,
increase the R&D input to our LED products, continuously develop new products, and increase the technological
contents of our products through continuously improving our technology and production procedures so as to
provide a firm guarantee for our sustained development. In the reporting period, we spent RMB 92,891,920.00
yuan in R&D, accounting for 3.23% of our current operating revenues.
Particulars about the R&D input
2015 2014 +/-%
Number of R&D personnel 231 234 -1.28%
R&D personnel in total
2.88% 2.62% 0.28%
employees
R&D input (RMB Yuan) 92,891,920.00 98,810,000.00 -5.99%
R&D input in operating
3.23% 3.22% 0.01%
revenues
Capitalized R&D input (RMB
0.00 0.00 0.00%
Yuan)
19
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Capitalized R&D input in total
0.00% 0.00% 0.00%
R&D input
Reasons for any marked YoY change of the proportion of the R&D input in the operating revenues
□ Applicable √ Inapplicable
Reasons for any sharp variation of the capitalization rate on the R&D input and rationale
□ Applicable √ Inapplicable
Number of patents for the recent 2 years
√ Applicable □ Inapplicable
Cumulatively obtained at
Applied for Obtained
period-end
Invention patent 12 1 5
Utility model patent 33 47 106
Design patent 28 34 210
Changes in core technical personnel in
No major changes
reporting period
“Hi-tech Enterprise” certified by Ministry
Yes
of Science and Technology
5. Cash flows
Unit: RMB Yuan
Item 2015 2014 +/-
Subtotal of cash inflows from
2,904,539,258.69 2,975,103,040.68 -2.37%
operating activities
Subtotal of cash outflows from
2,716,214,069.26 2,669,464,295.34 1.75%
operating activities
Net cash flows from operating
188,325,189.43 305,638,745.34 -38.38%
activities
Subtotal of cash inflows from
30,861,512.16 46,553,241.51 -33.71%
investing activities
Subtotal of cash outflows from
68,596,503.73 98,620,391.12 -30.44%
investing activities
Net cash flows from investing
-37,734,991.57 -52,067,149.61 -27.53%
activities
Subtotal of cash outflows from
215,284,023.90 160,694,772.73 33.97%
financing activities
Net cash flows from financing
-215,284,023.90 -160,694,772.73 -33.97%
activities
Net increase in cash and cash -56,155,127.23 92,025,411.38 -161.02%
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
equivalents
Main influence factors for any significant YoY changes in the items above
√ Applicable □ Inapplicable
1. The net cash flows from operating activities decreased 38.38% from last year mainly because the
compensations for false stock statements were paid as required by the judgment of the court.
2. The net cash flows from financing activities decreased 33.97% from last year mainly because more dividends
were distributed.
3. The net increase in cash and cash equivalents decreased 161.02% from last year mainly because the
compensations for false stock statements were paid as required by the judgment of the court and more dividends
were distributed.
Reasons for any big difference between the net operating cash flows and the net profits in the reporting period
√ Applicable □ Inapplicable
For the reporting period, the net operating cash flows stood at RMB 188,325,189.43 yuan while the net profits
stood at RMB 37,684,725.39 yuan, representing a 399.74% difference of RMB 150,640,464.04 yuan, mainly
because the compensations for false stock statements were paid.
III. Non-core business analysis
√ Applicable □ Inapplicable
Unit: RMB Yuan
Amount In total profits (%) Source/reason Continuity
Sale of tradable shares in
Investment gains 19,523,757.86 42.45% some investees & receipt of No
bonuses from investees
Price fluctuations of stocks
Gain/loss on fair
35,935.00 0.08% held for purpose of No
value changes
short-term investment
Asset impairment 89,473,893.19 194.54% Asset impairment provisions No
Non-business Government subsidies
7,627,967.24 16.59% No
revenue received
Non-business expenses on
Non-business
141,313,889.53 307.25% fines from false stock No
expense
statements recognized
21
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
IV. Asset and liability analysis
1. Significant changes in the asset composition
Unit: RMB Yuan
As at 31 Dec. 2015 As at 31 Dec. 2014 Proportio
In total assets In total assets n change Reason for significant change
Amount Amount
(%) (%) （%）
Compensations for false stock
Monetary funds 935,241,205.20 15.46% 989,718,395.60 26.49% -11.03% statements paid in current period as
required by court judgment
Accounts Customer payments uncollected in
366,401,130.72 6.06% 322,951,674.45 8.64% -2.58%
receivable current period
Inventory falling price provisions made
Inventories 559,651,928.21 9.25% 625,794,972.48 16.75% -7.50% in current period according to prudence
principle
Investing real
0.00% 0.00% 0.00%
estate
Long-term Loss recognized in current period on
equity 382,637.52 0.01% 3,689,724.39 0.10% -0.09% joint stock company according to
investment equity measurement method
Fixed assets 484,436,218.17 8.01% 463,267,701.29 12.40% -4.39%
Impairment provisions were made for
the hard glass kilns in District 3 at the
differences between their book value
Construction in
32,488,518.68 0.54% 90,862,098.21 2.43% -1.89% and the lower recoverable amounts.
progress
And the said impairment provisions
were lost as the relevant assets were
scrapped.
2. Assets and liabilities measured at fair value
√ Applicable □ Inapplicable
Unit: RMB Yuan
Gain/loss on Cumulative fair
Impairment Purchased
Opening fair value value changes Sold amount in Closing
Item provisions in amount in
amount changes in recorded into current period amount
current period current period
current period equity
Financial assets
1. Financial
20,320.00 35,935.00 7,005.00 39,361.35 51,600.00
assets measured
22
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
at fair value of
which changes
are recorded
into current
gains/losses
(excluding
derivative
financial assets)
3.
Available-for-sa 2,603,516,654. 2,787,166,40
114,908,227.84 160,000,000.00 23,438,995.18
le financial 14 1.96
assets
Subtotal of 2,603,516,654. 2,787,218,00
114,928,547.84 35,935.00 160,007,005.00 23,478,356.53
financial assets 14 1.96
2,603,516,654. 2,787,218,00
Total of above 114,928,547.84 35,935.00 160,007,005.00 23,478,356.53
14 1.96
Financial
0.00 0.00 0.00 0.00 0.00 0.00
liabilities
Significant changes in the measurement attributes of the main assets in the reporting period
□ Yes √ No
V. Investment analysis
1. Total investments
√ Applicable □ Inapplicable
Investments in reporting period (RMB
Investments in last year (RMB Yuan) +/-%
Yuan)
0.00 0.00 0.00%
2. Significant equity investments made in the reporting period
□ Applicable √ Inapplicable
3. Significant non-equity investments ongoing in the reporting period
□ Applicable √ Inapplicable
4. Financial investments
(1) Securities investments
√ Applicable □ Inapplicable
Unit: RMB Yuan
23
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Gain/los Cumulat
Variety Account s on fair ive fair
Code of Name of Initial Purchas Gain/los
of ing Opening value value Sold in Closing Account Source
ed in s in
securitie securitie investm measure book changes changes current book
securitie current current
ment value in recorde period value ing title of funds
s s ent cost model period period
s current d into
period equity
Availabl
Domesti China Fair e-for-sal
30,828, 114,908, 54,988, 23,438, 20,512, 78,638, Own
c/overse 601818 Everbrig value e
816.00 227.84 489.14 995.18 962.80 236.96 funds
as stock ht Bank method financia
l asset
Availabl
Domesti e-for-sal
Xiamen 292,574 Cost 292,574 292,574 Own
c/overse / e
Bank ,133.00 method ,133.00 ,133.00 funds
as stock financia
l asset
Foshan
branch
Availabl
of
Domesti e-for-sal
Guangd 500,000 Cost 500,000 500,000 Own
c/overse / e
ong .00 method .00 .00 funds
as stock financia
Develop
l asset
ment
Bank
Availabl
Guoxua
Domesti Fair 2,548,5 2,708,5 e-for-sal
n 160,000 160,000 Own
c/overse 002074 value 28,165. 28,165. e
High-tec ,000.00 ,000.00 funds
as stock method 00 00 financia
h
l asset
Held-for
Domesti Guosen Fair
11,660.0 20,320. -8,660.0 39,361. 28,101. -trading Own
c/overse 002736 Securitie value 0.00
0 00 0 35 35 financia funds
as stock s method
l asset
Held-for
Domesti Fair
4,530.0 4,530.0 16,488. 11,958.6 -trading Own
c/overse 300413 Happigo value
0 0 67 7 financia funds
as stock method
l asset
Held-for
Domesti Fair
10,150. 10,150. 33,276. 23,126. -trading Own
c/overse 300418 Kunlun value
00 00 61 61 financia funds
as stock method
l asset
Domesti Spring 18,160. Fair 18,160. 68,707. 50,547. Held-for Own
601021
c/overse Airlines 00 value 00 20 20 -trading funds
24
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
as stock method financia
l asset
Held-for
Domesti Fair
Shaonen 1,005,1 1,005,1 2,184,3 1,195,8 -trading Own
c/overse 000601 value
g Group 99.54 99.54 64.31 94.77 financia funds
as stock method
l asset
Held-for
Domesti Fair
4,565.0 4,565.0 11,172.0 6,607.0 -trading Own
c/overse 300421 JGBR value
0 0 0 0 financia funds
as stock method
l asset
Dongxin Held-for
Domesti Fair
g 18,360. 18,360. 58,934.1 40,894.1 -trading Own
c/overse 601198 value
Securitie 00 00 1 1 financia funds
as stock method
s l asset
Held-for
Domesti Fair
11,950.0 11,950.0 25,655. 13,705. -trading Own
c/overse 603118 Gongjin value
0 0 10 10 financia funds
as stock method
l asset
Held-for
Domesti Fair
Hangzh 11,650.0 11,650.0 25,934. 14,284. -trading Own
c/overse 603618 value
ou Cable 0 0 40 40 financia funds
as stock method
l asset
Held-for
Domesti Yifeng Fair
19,470. 19,470. 41,924. 22,454. -trading Own
c/overse 603939 Pharmac value
00 00 32 32 financia funds
as stock y method
l asset
Held-for
Domesti Wuyang Fair
4,135.0 4,135.0 13,211.8 9,076.8 -trading Own
c/overse 300420 Technol value
0 0 8 8 financia funds
as stock ogy method
l asset
Held-for
Domesti Lens Fair
11,495.0 11,495.0 43,764. 32,269. -trading Own
c/overse 300433 Technol value
0 0 32 32 financia funds
as stock ogy method
l asset
Held-for
Domesti Fulin Fair
6,985.0 6,985.0 38,678. 31,843. -trading Own
c/overse 300432 Precisio value
0 0 06 06 financia funds
as stock n method
l asset
Domesti Fair Held-for
Tuopu 11,370.0 11,370.0 26,682. 15,497. Own
c/overse 601689 value -trading
Group 0 0 59 59 funds
as stock method financia
25
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
l asset
Held-for
Domesti Orient Fair
50,150. 50,150. 103,238 53,088. -trading Own
c/overse 600958 Securitie value
00 00 .25 25 financia funds
as stock s method
l asset
Held-for
Domesti Shengxi Fair
2,870.0 2,870.0 18,685. 15,815. -trading Own
c/overse 002752 ng value
0 0 17 17 financia funds
as stock Group method
l asset
Held-for
Domesti Fair
ELLAS 19,160. 19,160. 54,691. 35,781. -trading Own
c/overse 603808 value
SAY 00 00 82 82 financia funds
as stock method
l asset
Held-for
Domesti Fair
10,940. 10,940. 41,096. 30,476. -trading Own
c/overse 600959 JSCN value
00 00 18 18 financia funds
as stock method
l asset
Held-for
Domesti Fair
Great 7,435.0 7,435.0 66,383. 58,948. -trading Own
c/overse 300438 value
Power 0 0 62 62 financia funds
as stock method
l asset
Held-for
Domesti Fair
3,440.0 3,440.0 26,787. 23,347. -trading Own
c/overse 300455 Ctrowell value
0 0 86 86 financia funds
as stock method
l asset
Held-for
Domesti Fair
7,005.0 44,595. 7,005.0 44,595. 51,600. -trading Own
c/overse 300456 Navior value 0.00
0 00 0 00 00 financia funds
as stock method
l asset
Held-for
Domesti Fair
Xuefeng 4,980.0 4,980.0 32,517. 27,537. -trading Own
c/overse 603227 value
Sci-Tech 0 0 85 85 financia funds
as stock method
l asset
Held-for
Domesti Yingjia Fair
11,800.0 11,800.0 30,822. 19,422. -trading Own
c/overse 603198 Distiller value
0 0 13 13 financia funds
as stock y method
l asset
Held-for
Domesti Hangzh Fair
7,420.0 7,420.0 34,610. 27,190. -trading Own
c/overse 300478 ou value
0 0 25 25 financia funds
as stock Gaoxin method
l asset
26
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Held-for
Domesti Fair
61,020. 61,020. 171,825 110,805. -trading Own
c/overse 601985 CNNP value
00 00 .85 85 financia funds
as stock method
l asset
Held-for
Domesti Fair
Guotai 118,260. 118,260. 144,115. 26,455. -trading Own
c/overse 601211 value
Junan 00 00 91 91 financia funds
as stock method
l asset
Held-for
Domesti Fair
Wondfo 8,000.0 8,000.0 68,328. 60,478. -trading Own
c/overse 300482 value
Biotech 0 0 75 75 financia funds
as stock method
l asset
Held-for
Fair
135,814 135,814 135,824 10,640. -trading Own
Other 205001 1 Day value
,000.00 ,000.00 ,640.94 94 financia funds
method
l asset
Held-for
Fair
69,226, 69,226, 69,277, 51,559. -trading Own
Other 205007 7 Days value
000.00 000.00 559.18 18 financia funds
method
l asset
Held-for
Fair
52,264, 52,264, 52,322, 58,157. -trading Own
Other 205008 14 Days value
000.00 000.00 157.96 96 financia funds
method
l asset
Held-for
2,628,1 Fair 2,628,1 2,628,3
262,025 -trading Own
Bond 204001 GC001 26,281. value 26,281. 88,306.
.93 financia funds
00 method 00 93
l asset
Held-for
Fair
219,704 219,704 219,727 22,974. -trading Own
Bond 204002 GC002 value
,394.00 ,394.00 ,368.10 10 financia funds
method
l asset
Held-for
Fair
149,304 149,304 149,350 45,613. -trading Own
Bond 204003 GC003 value
,479.00 ,479.00 ,092.40 40 financia funds
method
l asset
Held-for
Fair
627,225 627,225 627,420 195,254 -trading Own
Bond 204004 GC004 value
,088.00 ,088.00 ,342.69 .69 financia funds
method
l asset
Bond 204007 GC007 649,732 Fair 649,732 649,954 221,794 Held-for Own
27
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
,485.00 value ,485.00 ,279.96 .96 -trading funds
method financia
l asset
Held-for
Fair
81,408, 81,408, 81,484, 76,407. -trading Own
Bond 204014 GC014 value
140.00 140.00 547.56 56 financia funds
method
l asset
5,098,1 2,603,5 4,774,2 4,640,6 3,080,2
408,002 35,935. 23,487,
Total 69,975. -- 16,654. 55,366. 09,549. 92,134. -- --
,680.84 00 595.54
54 14 54 46 96
Disclosure date of board
announcement on approval 2014-01-23
of securities investment
Disclosure date of general
meeting announcement on
approval of securities
investment (if any)
Note: The funds for the “pledged repo” and “reverse repo of government bonds” (“other” and “bond” in the table
above) were strictly controlled within the line approved by the board, without use out of line. In order to better use
the funds, we carried out repeated investment in the mature investment products above in multiple transactions. As
such, the single investment costs for the “other” and “bond” were their accumulative amounts which were
repeatedly invested with 2015.
(2) Investment in financial derivatives
□ Applicable √ Inapplicable
No such cases in the reporting period
5. Utilization of raised funds
□ Applicable √ Inapplicable
No such cases in the reporting period
VI. Sale of major assets and equity interests
1. Sale of major assets
□ Applicable √ Inapplicable
No such cases in the reporting period
28
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
2. Sale of major equity interests
□ Applicable √ Inapplicable
VII. Main controlled and joint stock companies
√ Applicable □ Inapplicable
Main subsidiaries and joint stock companies with an over 10% influence on the Company’s net profits
Unit: RMB Yuan
Relationship Main
Company Registered Operating Operating
with the business Total assets Net assets Net profits
name capital revenues profits
Company
Foshan
Chansheng
1,000,000.00 34,691,313.0 18,852,631.5 161,438,362.
Electronic Subsidiary Manufacture 7,501,971.11 5,551,076.84
2 0 47
Ballast Co.,
Ltd.
Foshan
Chanchang
Electric 72,782,944.0 108,752,054. 99,970,615.0 47,168,759.7
Subsidiary Manufacture 3,543,277.76 2,443,678.04
Appliances 0 54 6 3
(Gaoming)
Co., Ltd.
Foshan
Taimei Times 59,261,275.5 31,971,425.4 128,813,369.
Subsidiary Manufacture 500,000.00 7,910,754.35 5,903,925.36
Lamps Co., 4 7 96
Ltd.
FSL New
Light Source 50,000,000.0 55,711,171.4 53,630,335.6 10,576,508.8
Subsidiary Manufacture 1,602,158.84 1,198,961.43
Technology 0 9 9 0
Co., Ltd.
FSL
(Xinxiang) 35,418,439.7 55,399,253.5 40,550,849.2 35,107,726.2
Subsidiary Manufacture 4,274,339.03 2,712,514.18
Lighting Co., 6 0 7 0
Ltd.
Guangdong
Fozhao
200,000,000. 219,879,005. 219,806,804.
Financing Subsidiary Finance 5,875,233.25 4,406,409.93
00 30 62
Lease Co.,
Ltd.
FSL Lighting Subsidiary manufacture 15,000,000.0 59,551,710.4 37,142,020.8 162,630,898. 12,744,861.9 9,466,893.91
29
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Equipment 0 7 2 94 3
Co., Ltd.
Nanjing
Fozhao
Lighting 41,683,200.0 68,025,762.4 62,607,789.0 65,802,294.6 -6,531,442.2 -4,743,195.6
Subsidiary Manufacture
Components 0 0 5 1 0 7
Manufacturin
g Co., Ltd.
Suzhou Mont
23,634,900.0 -18,671,153. 26,198,849.9 -26,010,314. -28,830,585.
Lighting Co., Subsidiary Manufacture 9,155,813.46
0 66 8 02 17
Ltd.
Subsidiaries obtained or disposed in the reporting period
□ Applicable √ Inapplicable
Particulars about the main controlled and joint stock companies
—Foshan Chansheng Electronic Ballast Co., Ltd. was invested and established by the Company and Mr. Ma
Henglai and had set up and obtained license for business corporation on 26 Aug. 2003. The Company holds 75%
equities of the said company; therefore the said subsidiary was included into the scope of the consolidated
financial statements since the date of foundation.
On 24 Dec. 2013, the Company and Mr. Ma Henglai signed the equity transfer agreement. The Company
purchased 25% equity of Foshan Chansheng Electronic Ballast Co., Ltd. held by Mr. Ma Henglai. After the
purchasing, the Company held 100% equity of Foshan Chansheng Electronic Ballast Co., Ltd.
—Foshan Chanchang Electric Appliances (Gaoming) Co., Ltd., which is a Sino-foreign joint venture invested and
established by the Company and Prosperity Lamps and Components Ltd, had obtained license for business
corporation on 23 Aug. 2005 through approval by Foreign Trade and Economic Cooperation Bureau of Gaoming
District, Foshan with document “MWJMY Zi [2005] No. 79”. The Company holds 70% equities of the said
company; therefore the said subsidiary was included into the scope of the consolidated financial statements since
the date of foundation.
—Foshan Taimei Times Lamps Co., Ltd., which is a Sino-foreign joint venture invested and established by the
Company and Reback North America Investment Limited, had obtained license for Business Corporation on 5
Dec. 2005 through approval by Foreign Trade and Economic Cooperation Bureau of Gaoming District, Foshan
with document “MWJMY Zi [2005] No. 97”. The Company holds 70% equities of the said company; therefore
the said subsidiary was included into the scope of the consolidated financial statements since the date of
foundation.
—FSL New Light Source Technology Co., Ltd. (its predecessor was “Foshan Lighting Lamps and Lanterns Co.,
Ltd.” and it changed its name to “FSL New Light Source Technology Co., Ltd.” on 17 Dec. 2014), which is
invested and established by the Company together with Foshan Haozhiyuan Trading Co., Ltd., Shanghai Liangqi
Electric Co., Ltd, Changzhou Sanfeng Electrical & Lighting Co., Ltd., Henan Xingchen Electrical & Lighting Co.,
Ltd., Foshan Hongbang Electrical & Lighting Co., Ltd., Hebei Jinfen Trading Co., Ltd., obtaining its license for
Business Corporation on 27 Mar. 2009. The Company holds 60% equities of this company. Therefore the said
30
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
subsidiary was included into the scope of the consolidated financial statements since the date of foundation.
On 25 Sep. 2009 and 19 Nov. 2010, the equity transfer agreement was signed between the Company and the
minority shareholders, in which the minority shareholders respectively transferred their equities of Foshan
Lighting Lamps and Lanterns Co., Ltd. to the Company. After transfer, the Company holds 100% equities of
Foshan Lighting Lamps and Lanterns Co., Ltd.
—FSL (Xinxiang) Lighting Co., Ltd. is a limited liability company which is invested and established by the
Company, obtaining its license for Business Corporation on 17 Apr. 2009. The Company holds 100% equities of
the said company, therefore the said subsidiary was included into the scope of the consolidated financial
statements since date of foundation. On 27 Aug. 2013, the 3rd Session of the 7th Board of Directors reviewed and
approved to invest another RMB 2 million (land in an industrial park in Xinxiang, Henan Province and monetary
funds) in FSL (Xinxiang) Lighting, increasing the registered capital of FSL (Xinxiang) Lighting to RMB
35,418,439.76.
—Guangdong Fozhao Financing Lease Co., Ltd. is a limited liability company invested and established by the
Company, which had obtained its license for Business Corporation on 31 May 2011. And the Company holds
100% equities of this company. Therefore the said subsidiary was included into the scope of the consolidated
financial statements since the date of foundation.
—FSL Lighting Equipment Co., Ltd. is a limited liability company invested and established by the Company with
the registered capital of RMB 15 million, which had obtained its license for Business Corporation on 8 May 2013.
And the Company holds 100% equities of this company. Therefore the said subsidiary was included into the scope
of the consolidated financial statements since the date of foundation.
—In accordance with the equity transfer agreement signed between the Company and Prosperity Lamps and
Components Ltd. on 27 Aug. 2008, Prosperity Lamps and Components Ltd. transferred 100% equities of Nanjing
Fozhao Lighting Components Manufacturing Co., Ltd. (formerly known as “Prosperity (Nanjing) Lighting
Components Co., Ltd.”, and changed name to “Nanjing Fozhao Lighting Components Manufacturing Co., Ltd.”
on 15 Nov. 2010.) to the Company. Therefore, Nanjing Fozhao Lighting Components Manufacturing Co., Ltd.
became a wholly-owned subsidiary of the Company. The said subsidiary was included into the scope of the
consolidated financial statements since the merger date.
—In accordance with the equity transfer agreement signed between the Company and Mr. Zhang Yingchun on 25
Apr. 2014, Mr. Zhang Yingchun transferred 34.09296% equities of Suzhou Mont Lighting Co., Ltd. to the
Company. At the same time, the Company increased another RMB 12.01 million to Suzhou Mont Lighting Co.,
Ltd., of which RMB 5.8849 million went to the registered capital and the other RMB 6.1251 million went to the
capital reserves. As such, the registered capital of Suzhou Mont Lighting Co., Ltd. went up to RMB 23.6349
million and the Company held 50.50% equities in it. The said subsidiary was included into the scope of the
consolidated financial statements since the completion date of the investment increase.
VIII. Structured bodies controlled by the Company
□ Applicable √ Inapplicable
IX. Outlook of the Company’s future development
(I) Development trends in the industry
In 2016, in view of macro-economic situation, in China, the economic downturn still exists, which shows in
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
aspects of weak growth of investment, the relaxed real estate industry policies but still accompanying with slow
recovery, especially reflecting in the depressed real estate market in the 3rd and 4th tier cities, and insufficient
growth power for domestic demand; and in the overseas, the growth of economic entities differentiates, currency
rate fluctuates, political situation is turbulent, and the export business is also not cheerful.
As for illuminating industry, the market demand for traditional illuminants keeps decline, the LED lighting will
gradually take place of traditional illuminants and lamps in market. At the same time, the urbanization in China
keeps speeding up, creating expansive market space, and as a result it’s estimated that LED lighting will still keep
fast growth in the next 3-5 years. However, due to the support from local markets, the LED lighting companies
have gone through a savage development period. As for LED industry, especially for the downstream application
fields, due to low entrance permit level. there’s structural over-capacity problem, which is obvious and causes
unordered and cutthroat competitions. Together with the pressure from micro-economy downturn, large
companies face dual attacks, and will make expansion through acquisition and reorganization, so as to strengthen
market competitiveness. As for medium and small size companies, they’ll exit the market due to lack of
competitiveness. The whole industry will step into the integration period, and the “shuffle” power will be
increasing, and a pattern of co-existing demand growth and intense competitions will show in LED lighting
industry in future.
(II) Development strategy in future
The Company will stick to professional development path, center on the main industry of lighting products, be
oriented to market demand, take technology innovation as the motive, manage brand as the core, and improve
efficiency, establish domestic and overseas market net with effective coverage rate, thoroughly improve the
operation quality and sustainable development capability of the Company by making competitive products, so as
to devote its efforts to become the top brand in lighting companies in China.
(III) Operation plan in 2016
1. To improve R&D innovation and strengthen company competitiveness
The Company will continue to increase R&D input, be oriented to market demand, research and develop new
products, and improve the product competitiveness in market; intensify the standardization and systematization of
R&D to raise efficiency, closely follow technology trend in LED industry, and enhance R&D of core technologies
and key products; pay attention to diversified R&D for products, and increase profit growth factors for the
Company by offering more series of new products for different market, channels, and fields; make technology
innovation on current products of the Company from the aspects of structure and technique, organically combine
32
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
the optimization of product design, the manufacturability, and the optimization of cost, so as to improve the cost
performance and competitiveness of the Company’s current leading products.
2. To improve marketing, and expand development space
As for domestic sales, the Company will launch positive and rational marketing strategies, consolidate the
advantage of the current circulating wholesales channels, sustainably bring priority to the construction of
exclusive shop channel, the engineering commercial lighting channel, the E-commerce and retail channel, as well
as other new channels, improve channel efficiency, continue to carry forward channel construction in the 3rd and
4th tier cities, enlarge sales space, improve the quality of network and clients, reinforce the adjustment on agencies
in substandard cities and provinces, and aim at synchronous growth in quantity and quality of channels. As for
overseas sales, the Company will continue to do well in management and service for key clients, develop the
potential value of key clients, and improve the performance of single client; continue to develop key clients, and
expand client groups and market share of the Company; enhance overseas sales power, and innovate on overseas
sales pattern, sustainably expand mature markets, improve the ratio in emerging markets, accelerate the layout on
blank market, continue to optimize product sales structure, strengthen the self-own brand expansion in the market,
and improve the popularity and reputation of FSL in overseas.
3. To improve production automation, and promote industry upgrade
The Company will strengthen the efforts, input more, and attempt to improve production automation by means of
self transformation and upgrade, joint transformation with external companies, import and purchase, and so on.
Further more, the Company will improve the consistency between production efficiency and manufacturing
process, gradually reduce its dependence on manual work, so as to effectively relieve the pressure from “difficult
recruitment and rare employment” and the gradually increasing labor cost, and at the same time, improve
company image.
4. To enhance management and improve efficiency
The Company will optimize management system, improve the capability of existence and growth inside the
Company. The Company will reinforce purchase management, optimize purchase pattern, and cut down purchase
cost; intensify stock management, guarantee product sales demand, and decrease the inventory backlog’s
influence on profit caused by product upgrade and update; strengthen management and control on production
process, make good plans of production planning and capacity, strictly execute quality management system, cut
down quality risk, and further improve production efficiency; perfect and implement budget management system,
strictly control on costs, and improve the efficiency and profit of capital usage.
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
5. To enhance construction of company culture, and optimize human resources management
The Company will comprehensively enhance construction of company culture, improve the sense of identity and
participation of employees, and improve the cohesion and centripetal force of the Company; establish human
resources planning matching with the Company’s development plan, perfect the mechanism of talents training and
introduction, attract, cohere, train, and build up talents, perfect talents incentive mechanism, found a staff group
with fighting capacity, so as to provide the Company’s sustainable development with human resources guarantee.
(IV) Possible risks
1. Risks from marketing competitions
The descending growth of domestic economy, the slow recovery of real estate market, the differentiation of
overseas economy growth, as well as the complexity and variety of political environment bring about the
uncertainty of market demand; meanwhile, after the gradual improvement of market penetration of LED lighting
products in recent several years, the growth for alternative market has started to slow down. At present, there’s
obvious problem of structural over capacity for LED industry, leading to fierce market competitions. In future, if
the macro economy further deteriorates, and the market competitions keep fierce, the product price of the
Company may be cut down, and the difficulty of improving market share will be increasing.
2. Risks of higher operating cost
The scale production pattern of the Company causes large demand for upstream raw materials. At present, the
Company has founded stable partnership with main suppliers to ensure the supply of raw materials for the
Company’s production. However, due to the scale purchase pattern, the Company will face huge pressure from
production cost if raw material price rises in future. With the Company’s steps to enlarge market, expenses
covering sales, management, and so on will accordingly increase. With the uprising labor cost, the intensifying
labor turnover, the salary of employees will keep going up. All the increase of the aforesaid operating costs will
result to the decrease of product gross margin and operating profits.
3. Risk of loss from falling inventory price
The Company’s inventory contains raw materials, semi-finished products, finished products, low priced and easily
worn articles, and so on. As there’re plenty of product categories, standards, and models in the Company, the
inventory value is high. If there’re changes in price or demand in raw material market and product sales market,
the risk of loss from falling inventory price of the Company may happen.
34
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
X. Visits paid to the Company for purposes of research, communication, interview, etc.
1. In the reporting period
□ Applicable √ Inapplicable
No such cases in the reporting period
2. From the end of the reporting period to the disclosure date of this Report
√ Applicable □ Inapplicable
Date Way of visit Type of visitor Index to main inquiry information
Investor Relations-EasyIR-
2016-01-28 Field research Institution
www.cninfo.com.cn
Times of visit 1
Number of visiting institutions 4
Number of visiting individuals 0
Number of other visiting entities 0
Significant undisclosed information disclosed,
No
revealed or leaked
35
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section V Significant Events
I. Profit distribution to the common shareholders & increase of the share capital from the
capital reserve
Formulation, execution or adjustments of the profit distribution policy for the common shareholders, especially
the cash dividend policy, in the reporting period
√ Applicable □ Inapplicable
According to the CSRC Notice on Further Implementing Matters Related to Cash Dividend Distribution of Listed
Companies (Zheng-Jian-Fa [2012] No. 37) and the Guangdong CSRC Notice on Further Implementing
Regulations Related to Dividend Distribution of Listed Companies (Guang-Dong-Zheng-Jian [2012] No. 91), in
order to further standardize the dividend mechanism, promote a scientific, sustained and stable dividend
mechanism and protect legal rights and interests of investors, in 2012, the Company convened a general meeting
to revise the dividend-related contents in its Articles of Association and specify the dividend conditions, the
lowest dividend ratio, the decision-making procedure, etc.. Meanwhile, it formulated the Management Rules for
Profit Distribution and the Return for Shareholder Plan for the Coming Three Years (2015-2017), specifying the
arrangements and forms of dividends, the cash dividend planning and the distribution intervals, which further
improved the decision-making and supervision procedures for dividend distribution. According to the Company’s
Articles of Association, the profit distributed in cash shall not be less than 30% of the distributable profit achieved
in the year.
The Company’s preliminary plan for profit distribution and turning capital reserve into share capital for the
reporting period was in compliance with relevant rules such as the Company’s Articles of Association.
Special statement about cash dividend policy
In compliance with the Company’s Articles of Association and
Yes
resolution of general meeting
Specific and clear dividend standard and ratio Yes
Complete decision-making procedure and mechanism Yes
Independent directors fulfilled their responsibilities and played their
Yes
due role.
Minority shareholders have the chance to fully express their
opinion and desire and their legal rights and interests were fully Yes
protected.
In adjustment or alteration of the cash dividend policy, the
conditions and procedure were in compliance with regulations and Yes
transparent.
Profit distribution plans (or preliminary plans) for the common shareholders and plans (or preliminary plans) for
turning capital reserve into share capital for the recent three years (including the reporting period)
36
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
For 2013, based on the total 978,563,745 shares of the Company as at 31 Dec. 2013, a cash dividend of RMB1.6
(tax included and dividends for B-share holders paid in the Hong Kong dollars) was distributed to the A-share and
B-share holders for every 10 shares they held, with the total distributed cash dividends reaching
RMB156,570,199.20.
For 2014, based on the total 978,563,745 shares of the Company as at 31 Dec. 2014, a cash dividend of RMB2.20
(tax included and dividends for B-share holders paid in the Hong Kong dollars) was distributed to the A-share and
B-share holders for every 10 shares they held, with the total distributed cash dividends reaching RMB
215,284,023.90; and 3 shares were increased, with capital reserve, to all the shareholders for every 10 shares they
held, with the increased shares totaling 293,569,123 shares.
For 2015, based on the total 1,272,132,868 shares of the Company as at 31 Dec. 2015, a cash dividend of RMB
0.125 yuan (tax included and dividends for B-share holders to be paid in the Hong Kong dollars) will be
distributed to the A-share and B-share holders for every 10 shares they hold, with the total distributed cash
dividends reaching RMB 15,901,660.85 yuan.
Cash dividends distributed to the common shareholders in the recent three years (including the reporting period)
Unit: RMB Yuan
Net profits Proportion in net
attributable to profits attributable
Cash dividend (tax shareholders of the to shareholders of Ratio of cash
Cash dividend in
Year dividend in other
included) Company in the Company in other forms
forms
consolidated consolidated
statements statements (%)
2015 15,901,660.85 53,405,593.12 29.78% 0.00 0.00%
2014 215,284,023.90 266,125,048.97 80.90% 0.00 0.00%
2013 156,570,199.20 251,831,356.38 62.17% 0.00 0.00%
The Company made profits in the reporting period and the profits distributable to the common shareholders of the
Company was positive, but it did not put forward a preliminary plan for cash dividend distribution:
□ Applicable √ Inapplicable
II. Preliminary plan for profit distribution and turning capital reserve into share capital for
the reporting period
√ Applicable □ Inapplicable
Bonus shares for every 10 shares (share) 0
Dividend for every 10 shares (RMB Yuan) (tax
0.125
included)
37
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Increased shares for every 10 shares (share) 0
Total shares as basis for preliminary distribution 1,272,132,868
plan (share)
Total cash dividends (RMB Yuan) (tax included) 15,901,660.85
Distributable profits (RMB Yuan) 515,436,926.40
Percentage of cash dividends in total distributed 100.00%
profits (%)
Details about preliminary plan for profit distribution and turning capital reserve into share capital
As audited by GP Certified Public Accountants LLP, the after-tax net profits of RMB 22,706,662.62 yuan of the Company without
subsidiaries for 2015, plus the opening retained profits of RMB 710,284,953.94 yuan, minus the distributed profits of RMB
215,284,023.90 yuan for 2014 (a cash dividend of RMB2.20 for every 10 shares) and the statutory surplus reserve of RMB
2,270,666.26 yuan for 2015, equals the closing profits distributable to shareholders of RMB 515,436,926.40 yuan. The Board of
Directors has proposed to allocate profits for 2015 as follows: Based on the total 1,272,132,868 shares of the Company as at 31
Dec. 2015, a cash dividend of RMB 0.125 yuan (tax included and dividends for B-share holders to be paid in the Hong Kong
dollars) will be distributed to the A-share and B-share holders for every 10 shares they hold, with the total cash dividends to be
distributed reaching RMB 15,901,660.85 yuan. The retained profits of RMB 499,535,265.55 yuan will be carried forward into the
next year. The profit allocation preplan can be effective upon review and approval of the Shareholders’ General Meeting of the
Company.
III. Fulfillment of commitments
1. Commitments of the Company, its shareholders, actual controller, acquirer, directors, supervisors,
senior management staff or other related parties fulfilled in the reporting period or ongoing at the
period-end
√ Applicable □ Inapplicable
Date of
Commitment Type of Period of
Commitment Contents making Fulfillment
maker commitment commitment
commitment
Electronics Group and its
acting-in-concert parties
Shenzhen Rising Investment
Commitments made in and Hong Kong Rising
Controlling About share In
acquisition reports or Investment have made a 2015-12-04 12 months
shareholder lock-up execution
reports on equity changes commitment that within 12
months from the completion
of their acquisitions, they
shall not transfer or entrust
38
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
others to manage the shares
directly or indirectly held by
them in the Company, nor
shall they allow the
Company to repurchase
those shares, except for the
case where those shares may
be transferred for no
compensation due to any
business or asset integration
with their actual controller
or their actual controller’s
controlled subsidiaries.
Electronics Group and its
acting-in-concert parties
Shenzhen Rising Investment
and Hong Kong Rising
Investment have made a
commitment that the
business of Foshan
NationStar Optoelectronics
About Co., Ltd. that is in
Controlling avoidance of competition with the In
2015-12-04 24 months
shareholder horizontal business of the Company execution
competition takes up only a small part in
NationStar’s total business,
they shall gradually reduce
or eliminate the horizontal
competition as planned
through business integration
or other ways or
arrangements within the
coming 24 months.
Electronics Group and its
acting-in-concert parties
Shenzhen Rising Investment
and Hong Kong Rising
About
Investment have made more
Controlling avoidance of Long-standi In
commitments as follows to 2015-12-04
shareholder horizontal ng execution
avoid horizontal
competition
competition with the
Company: 1. They shall
conduct supervision and
restraint on the production
39
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
and operation activities of
themselves and their
relevant enterprises so that
besides the enterprise above
that is in horizontal
competition with the
Company for now, if the
products or business of them
or their relevant enterprises
become the same with or
similar to those of the
Company or its subsidiaries
in the future, they shall take
the following measures: (1)
If the Company thinks
necessary, they and their
relevant enterprises shall
reduce and wholly transfer
their relevant assets and
business; and (2) If the
Company thinks necessary,
it is given the priority to
acquire first, by proper
means, the relevant assets
and business of them and
their relevant enterprises. 2.
All the commitments made
by them to eliminate or
avoid horizontal
competition with the
Company are also
applicable to their directly
or indirectly controlled
subsidiaries. They are
obliged to urge and make
sure that other subsidiaries
execute what’s prescribed in
the relevant document and
faithfully honor all the
relevant commitments. 3. If
they or their directly or
indirectly controlled
subsidiaries break the
aforesaid commitments and
40
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
thus cause a loss for the
Company, they shall
compensate the Company
on a rational basis.
Electronics Group and its
acting-in-concert parties
Shenzhen Rising Investment
and Hong Kong Rising
Investment have made a
commitment that during
their direct or indirect
holding of the Company’s
shares, they shall 1. strictly
abide by the regulatory
documents of the CSRC and
the SZSE, the Company’s
Articles of Association, etc.
and not harm the interests of
the Company or other
shareholders of the
Company in their
production and operation
About reduction activities by taking
Controlling and regulation advantage of their position Long-standi In
2015-12-04
shareholder of related-party as the controlling ng execution
transactions shareholder and actual
controller; 2. make sure that
they or their other controlled
subsidiaries, branch offices,
jointly-run or associated
companies (the “Relevant
Enterprises” for short) will
try their best to avoid or
reduce related-party
transactions with the
Company or the Company’s
subsidiaries; 3. strictly
follow the market principle
of justness, fairness and
equal value exchange for
necessary and unavoidable
related-party transactions
between them and their
Relevant Enterprises and the
41
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Company, and withdraw
from voting when a
related-party transaction
with them or their Relevant
Enterprises is being voted
on at a general meeting or a
board meeting, and execute
the relevant approval
procedure and information
disclosure duties pursuant to
the applicable laws,
regulations and regulatory
documents. Where the
aforesaid commitments are
broken and a loss is thus
caused for the Company, its
subsidiaries or the
Company’s other
shareholders, they shall be
obliged to compensate.
In order to ensure the
independence of the
Company in business,
personnel, asset,
organization and finance,
Electronics Group and its
acting-in-concert parties
Shenzhen Rising Investment
and Hong Kong Rising
Investment have made the
following commitments: 1.
Controlling About They will ensure the Long-standi In
2015-12-04
shareholder independence independence of the ng execution
Company in business: (1)
They promise that the
Company will have the
assets, personnel,
qualifications and
capabilities for it to operate
independently as well as the
ability of independent,
sustainable operation in the
market. (2) They promise
not to intervene in the
42
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Company’s business
activities other than the
execution of their rights as
the Company’s
shareholders. (3) They
promise that they and their
related parties will not be
engaged in business that is
substantially in competition
with the Company’s
business. And (4) They
promise that they and their
related parties will try their
best to reduce related-party
transactions between them
and the Company; for
necessary and unavoidable
related-party transactions,
they promise to operate
fairly following the
market-oriented principle
and at fair prices, and
execute the transaction
procedure and the duty of
information disclosure
pursuant to the applicable
laws, regulations and
regulatory documents. 2.
They will ensure the
independence of the
Company in personnel: (1)
They promise that the
Company’s GM, deputy
GMs, CFO, Company
Secretary and other senior
management personnel will
work only for and receive
remuneration from the
Company, not holding any
positions in them or their
other controlled subsidiaries
other than director and
supervisor. (2) They
promise the Company’s
43
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
absolute independence from
their related parties in labor,
human resource and salary
management. And (3) They
promise to follow the legal
procedure in their
recommendation of
directors, supervisors and
senior management
personnel to the Company
and not to hire or dismiss
employees beyond the
Company’s Board of
Directors and General
Meeting. 3. They will
ensure the independence
and completeness of the
Company in asset: (1) They
promise that the Company
will have a production
system, a auxiliary
production system and
supporting facilities for its
operation; legally have the
ownership or use rights of
the land, plants, machines,
trademarks, patents and
non-patented technology in
relation to its production
and operation; and have
independent systems for the
procurement of raw
materials and the sale of its
products. (2) They promise
that the Company will have
independent and complete
assets all under the
Company’s control and
independently owned and
operated by the Company.
And (3) They promise that
they and their other
controlled subsidiaries will
not illegally occupy the
44
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Company’s funds and assets
in any way, or use the
Company’s assets to provide
guarantees for the debts of
themselves or their other
controlled subsidiaries with.
4. They will ensure the
independence of the
Company in organization:
(1) They promise that the
Company has a sound
corporate governance
structure as a joint-stock
company with an
independent and complete
organization structure. And
(2) They promise that the
operational and
management organs within
the Company will
independently execute their
functions according to laws,
regulations and the
Company’s Articles of
Association. And 5. They
will ensure the
independence of the
Company in finance: (1)
They promise that the
Company will have an
independent financial
department and financial
accounting system with
normative, independent
financial accounting rules.
(2) They promise that the
Company will have
independent bank accounts
and not share bank accounts
with its related parties. (3)
They promise that the
Company’s financial
personnel do not hold
concurrent positions in its
45
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
related parties. (4) They
promise that the Company
will independently pay its
tax according to law. And
(5) They promise that the
Company can make
financial decisions
independently and that they
will not illegally intervene
in the Company’s use of its
funds.
The profits distributed by
the Company in cash every
Other commitments made About cash year shall not be less than Long-standi In
The Company 2009-05-27
to minority shareholders dividends 30% of the distributable ng execution
profits it has achieved in the
year.
Executed on time Yes
Specific reasons for
failing to fulfill
Inapplicable
commitments on time and
plans for next step
2. Where there had been an earnings forecast for an asset or project and the reporting period was still
within the forecast period, explain why the forecast has been reached for the reporting period.
□Applicable √ Inapplicable
IV. Occupation of the Company’s funds for non-operating purposes by the controlling
shareholder or its related parties
□ Applicable √ Inapplicable
No such cases in the reporting period.
V. Explanations given by the Board of Directors, the Supervisory Committee and the
independent directors (if any) regarding the “non-standard auditor’s report” issued by the
CPAs firm for the reporting period
□ Applicable √ Inapplicable
VI. YoY changes in the accounting policy, estimation and methods
□ Applicable √ Inapplicable
46
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
No such cases in the reporting period.
VII. Retrospective restatement due to correction of material accounting errors in the
reporting period
□ Applicable √ Inapplicable
No such cases in the reporting period.
VIII. YoY changes in the consolidation scope
□ Applicable √ Inapplicable
No such cases in the reporting period.
IX. Engagement and dismissal of the CPAs firm
The CPAs firm at present
Name of domestic CPAs firm GP Certified Public Accountants (LLP)
Remuneration of domestic CPAs firm (RMB0’000) 121.9
Consecutive years of audit services provided by
23
domestic CPAs firm
Name of certified public accountants from domestic
Wang Shaohua & Hong Wenwei
CPAs firm
The CPAs firm changed in the current period or not
□ Yes √ No
CPAs firm, financial accountant or sponsor engaged for internal control audit
√ Applicable □ Inapplicable
In the reporting period, the Company engaged GP Certified Public Accountants (LLP) as its internal control
auditor with the total audit fees of RMB 508.80 thousand.
X. Listing suspension or termination after the disclosure of this Report
□ Applicable √ Inapplicable
XI. Bankruptcy & reorganization
□ Applicable √ Inapplicable
No such cases in the reporting period.
47
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
XII. Significant litigations and arbitrations
In Mar. 2013, CSRC Guangdong administered an administrative punishment on the illegal information disclosure
of the Company. During the period from Sept. 2013 to Oct. 2015, a total of 2,755 plaintiffs separately sued the
Company to Guangzhou Intermediate People’s Court for false securities statements, demanding civil
compensations of RMB384.1114 million and HKD1.328 million in total from the Company for its illegal
information disclosure. From Nov. 2014 to Dec. 2015, Guangzhou Intermediate People’s Court made judgments
for the aforesaid cases, ruling the Company to compensate the plaintiffs with a total of RMB182.7365 million
and HKD7.3582 million and bear the legal fare of RMB3.2332 million. Currently, except for the 31 plaintiffs who
are appealing, the judgments for all the other plaintiffs are final and effective. Up to 23 Mar. 2016, the Company
has made the compensations to 2712 plaintiffs (excluding 37 plaintiffs who were overruled) for RMB 189.5211
million (including legal fees) . These cases of false securities statements had an influence of RMB61.4383 million
on the total profits of the Company in 2014 and RMB131.8899 million on that in 2015.
XIII. Punishments and rectifications
□ Applicable √ Inapplicable
No such cases in the reporting period.
XIV. Credit conditions of the Company as well as its controlling shareholder and actual
controller
√ Applicable □ Inapplicable
In the reporting period, the controlling shareholder and actual controller of the Company were in a good credit
position, without unsatisfied court judgments, large-amount overdue liabilities or the like.
XV. Implementation of any equity incentive plan, employee stock ownership plan or other
incentive measures for employees
□ Applicable √ Inapplicable
No such cases in the reporting period.
XVI. Significant related-party transactions
1. Related-party transactions relevant to routine operation
√Applicable □ Inapplicable
48
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
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OSRAM and Purchas
person www.c
(China) receivin e of Market Remitta 2015-04
that 6.60 6.60 0.00% 20 No 6.60 ninfo.c
Lighting g labor material price nce -27
hold om.cn
Co., Ltd. service s
over 5%
from
shares
related
of the
party
Compan
y
Prosperity A Purchasi Purchas Market 16.91 16.91 0.01% 100 No Remitta 16.91 2015-04 www.c
49
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(Xinxiang compan ng e of price nce -27 ninfo.c
) y products material om.cn
Electro-O controll and s
ptical ed by a receivin
Machiner related g labor
y Co., individu service
Ltd. al of the from
Compan related
y party
A Purchasi
compan ng
Hangzhou y products
Times controll and Purchas
www.c
Lighting ed by a receivin e of Market Remitta 2015-04
311.01 311.01 0.19% 500 No 311.01 ninfo.c
and related g labor material price nce -27
om.cn
Electrical individu service s
Co., Ltd. al of the from
Compan related
y party
Purchasi
A
ng
sharehol
products
Prosperity der that
and
Lamps & held Sales
receivin Market Remitta Inappli
Compone over 5% commiss 114.36 114.36 No 114.36
g labor price nce cable
nts shares ion
service
Limited of the
from
Compan
related
y
party
Purchasi
ng
Foshan products
Under
NationSta and Purchas
same www.c
r receivin e of Market 7,644.4 7,644.4 9,562.1 Remitta 2015-10
actual 4.59% No 7,644.4 ninfo.c
Optoelect g labor material price 4 4 5 nce -23
controll 4 om.cn
ronics service s
er
Co., Ltd. from
related
party
Prosperity A Purchasi Purchas
www.c
(Xinxiang compan ng e of Market Remitta 2015-04
30.53 30.53 0.02% 200 No 30.53 ninfo.c
) y products equipme price nce -27
om.cn
Electro-O controll and nt
50
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
ptical ed by a receivin
Machiner related g labor
y Co., individu service
Ltd. al of the from
Compan related
y party
Purchasi
ng
Guangdo products
Under
ng and Purchas
same
Fenghua receivin e of Market Remitta Inappli
actual 188.94 188.94 0.11% No 188.94
Advanced g labor material price nce cable
controll
Holding service s
er
Co., Ltd. from
related
party
A
Purchasi
compan
ng
Shanghai y with a
products
Linxian related
and Purchas
Mechanic individu
receivin e of Market Remitta Inappli
al and al of the 12.93 12.93 0.01% No 12.93
g labor material price nce cable
Electrical Compan
service s
Equipmen y in it as
from
t Co., Ltd. a senior
related
executiv
party
e
Selling
Corpora
products
tion that
Prosperity and
holds
Lamps & providin www.c
over 5% Selling Market 3,759.5 3,759.5 Remitta 2015-04
Compone g labor 1.31% 4,500 No 3,759.5 ninfo.c
shares products price 3 3 nce -27
nts service 3 om.cn
of the
Limited to
Compan
related
y
party
Prosperity A Selling
(Hangzho compan products
u) y and www.c
Selling Market Remitta 2015-04
Lighting controll providin 251.97 251.97 0.09% 800 No 251.97 ninfo.c
products price nce -27
and ed by a g labor om.cn
Electrical related service
Co., Ltd. individu to
51
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
al of the related
Compan party
y
A
Selling
compan
products
y
and
Prosperity controll
providin www.c
Electrical ed by a Selling Market Remitta 2015-04
g labor 106.62 106.62 0.04% 100 Yes 106.62 ninfo.c
(China) related products price nce -27
service om.cn
Co., Ltd. individu
to
al of the
related
Compan
party
y
An
acting-i
n-conce Selling
rt party products
of and
OSRAM
corporat providin www.c
(China) Selling Market 1,169.4 1,169.4 Remitta 2015-04
ion that g labor 0.41% 2,500 No 1,169.4 ninfo.c
Lighting products price 5 5 nce -27
holds service 5 om.cn
Co., Ltd.
over 5% to
shares related
of the party
Compan
y
An
acting-i
n-conce Selling
rt party products
of and
Osram
corporat providin www.c
Asia Selling Market 2,027.4 2,027.4 Remitta 2015-04
ion that g labor 0.70% 3,500 No 2,027.4 ninfo.c
Pacific products price 5 5 nce -27
holds service 5 om.cn
Ltd.
over 5% to
shares related
of the party
Compan
y
Shanghai A Selling
www.c
Linxian compan products Selling Market Remitta 2015-04
23.39 23.39 0.01% 100 No 23.39 ninfo.c
Mechanic y with a and products price nce -27
om.cn
al and related providin
52
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Electrical individu g labor
Equipmen al in it service
t Co., Ltd. as a to
senior related
executiv party
e
Selling
products
Foshan
Under and
NationSta
same providin www.c
r Selling Market Remitta 2015-10
actual g labor 46.06 46.06 0.02% 300 No 46.06 ninfo.c
Optoelect products price nce -23
controll service om.cn
ronics
er to
Co., Ltd.
related
party
26,382.
Total -- -- 18,780 -- -- -- -- -- --
15
Details of large-amount sales returns Inapplicable
In Apr. . Aug. and Oct.2015, the Company predicted the total amounts of its routine
transactions with related parties OSRAM (China) Lighting Co., Ltd., Osram Asia Pacific
Ltd., Prosperity Lamps & Components Limited, Prosperity Electrical (China) Co., Ltd.,
Where predictions had been made for Prosperity (Hangzhou) Lighting and Electrical Co., Ltd., Hangzhou Times Lighting and
total amounts of routine related-party Electrical Co., Ltd., Prosperity (Xinxiang) Lighting Machinery Co., Ltd., Prosperity
transactions in current period by (Xinxiang) Electro-Optical Machinery Co., Ltd, Shanghai Linxian Mechanical and
category, give actual amounts in Electrical Equipment Co., Ltd., and Foshan NationStar Optoelectronics Co., Ltd
current period (if any) Concerning the purchases from its related parties, the actual amount in 2015 was RMB
113.9553 million, accounting for 77.35% of the predicted. As for the sales to its related
parties, the actual amount in 2015 was RMB 73.8447 million , accounting for 62.58% of
the predicted.
Reason for significant difference
between transaction prices and market Inapplicable
prices (if applicable)
2. Related-party transactions regarding the purchase or sale of assets or equity interests
□ Applicable √ Inapplicable
No such cases in the reporting period.
3. Related-party transitions regarding joint investments
□ Applicable √ Inapplicable
No such cases in the reporting period.
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
4. Credits and liabilities with the related parties
□ Applicable √ Inapplicable
No such cases in the reporting period.
5. Other significant related-party transactions
□ Applicable √ Inapplicable
No such cases in the reporting period.
XVII. Significant contracts and execution
1. Entrustment, contracting and leasing
(1) Entrustment
□ Applicable √ Inapplicable
No such cases in the reporting period.
(2) Contracting
□ Applicable √ Inapplicable
No such cases in the reporting period.
(3) Leasing
√ Applicable □ Inapplicable
Particulars about leasing:
The Company and Shanghai Jiabao Industry & Commerce (Group) Co., Ltd. (hereinafter referred to as “Shanghai
Jiabao) signed
exclusively use its trademarks “Hu Zi” (registration No.: 100940), “Lian He” (registration No.: 100950) and “Lian
He” (registration No.: 3603597) from 1 Jan. 2014 to 31 Dec. 2016; and the Company shall pay to Shanghai Jiabao
1% of the net sales of products produced by the Company and carrying the licensed trademarks as the license fee,
but it shall not be less than RMB1 million per year (for details, see the “Announcement No. 2014-002 on Signing
Any leasing event incurring gain/loss reaching more than 10% of total profits of the Company in reporting period
□ Applicable √ Inapplicable
No such cases in the reporting period.
2. Significant guarantees
□Applicable √ Inapplicable
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
No such cases in the reporting period.
3. Cash management entrusted to others
(1) Wealth management entrusted
□ Applicable √ Inapplicable
No such cases in the reporting period.
(2) Loans entrusted
□ Applicable √ Inapplicable
No such cases in the reporting period.
4. Other significant contracts
□ Applicable √ Inapplicable
No such cases in the reporting period.
XVIII. Other significant events
√ Applicable □ Inapplicable
1. On 9 Sept. 2015, OSRAM Germany, the controlling shareholder of the Company’s biggest shareholder—Osram
Holding Co., Ltd. (now known as “Hong Kong Wah Shing Holding Company Limited”; hereinafter referred to as
“Hong Kong Wah Shing”), signed The Equity Transfer Agreement with Guangdong Electronics Information
Industry Group Ltd. (“Electronics Group”). According to the Agreement, OSRAM Germany transferred the 100%
equity interests of Hong Kong Wah Shing to Electronics Group on 4 Dec. 2015. After the equity transfer,
Electronics Group became the sole shareholder of Hong Kong Wah Shing and indirectly held 171,360,391
A-shares in the Company through Hong Kong Wah Shing, representing a 13.47% stake in the Company.
Meanwhile, Electronics Group and its acting-in-concert parties Shenzhen Rising Investment Development Co.,
Ltd. (“Shenzhen Rising Investment”) and Hong Kong Rising Investment Development Limited (“Hong Kong
Rising Investment”) bought in by way of block trading more shares of the Company from the secondary market
during the period from Jul. to Dec. 2015. Up to 4 Dec. 2015, Electronics Group directly and indirectly held
231,718,119 A-shares in the Company, Shenzhen Rising Investment held 39,536,747 A-shares in the Company
and Hong Kong Rising Investment held 23,165,684 B-shares in the Company. The said three companies
combined held 294,420,550 A-shares and B-shares in the Company, accounting for 23.144% of the total shares of
the Company. Therefore, Electronics Group and its acting-in-concert parties Shenzhen Rising Investment and
55
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Hong Kong Rising Investment are the controlling shareholder of the Company while Guangdong Rising Assets
Management Co., Ltd. is the actual controller of the Company (for details, see the Company’s Announcement No.
2015-059 disclosed on www.cninfo.com.cn dated 7 Dec. 2015).
2. In the reporting period, Hefei Guoxuan High-tech Power Energy Co., Ltd., where the Company held a stake,
successfully carried out a back door listing through Jiangsu Dongyuan Electrical Group Co., Ltd. (stock abbr.:
Dongyuan Electrical; stock code: 002074) upon the CSRC approval and the relevant asset transfer formalities
were all completed. As such, the shares held by the Company in Guoxuan High-tech were shifted to 73,006,150
shares held by the Company in Dongyuan Electrical, which were restricted tradable shares listed on 15 May 2015
and non-transferable within 12 months from the completion of the issue (for details, see Announcement No.
2015-018 disclosed on www.cninfo.com.cn dated 13 May 2015). On 29 Sept. 2015, Dongyuan Electrical changed
its name into “Guoxuan High-tech Co., Ltd.” (stock abbr.: Guoxuan High-tech; stock code: 002074).
XIX. Significant events of the subsidiaries
√ Applicable □ Inapplicable
In the reporting period, controlled subsidiary Suzhou Mont Lighting Co., Ltd. suffered continuous loss due to its
business scale and market reasons. It is shut down and unable to proceed with its production or operation.
Therefore, a full-amount impairment provision of RMB24.36 million was made for this long-term equity
investment (for details, see the Company’s Announcement No. 2016-002 on Asset Impairment Provision disclosed
on www.cninfo.com.cn dated 27 Jan. 2016).
XX. Social responsibilities
√ Applicable □ Inapplicable
We have always attached importance to the accomplishment of our social value. With “provide returns for
shareholders, provide a platform for employees, create value for customers and create prosperity for the society”
as our mission, we take on the social responsibilities to protect the interests of our creditors, employees, customers,
suppliers and community. We have been utilizing resources in a scientific, rational way, effectively protecting the
natural environment and safeguarding social safety so as to promote common, harmonious and sustainable
development of the Company and the society.
1. Protection of the rights and interests of our shareholders and creditors
We continuously improve our corporate governance structure, regulate our operation and enhance our
56
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
management on information disclosure and investor relations. We treat all our investors fairly and justly, ensure
their rights to know about, participate in and vote on the significant events of the Company, and safeguard the
legal rights and interests of all our shareholders, especially our minority shareholders.
2. Protection of the rights and interests of our employees
Considering employees the most valuable resource for our survival and development, we constantly improve our
employment system, improve the compensation packages for our employees and attach importance to talent
cultivation so as to provide opportunities and space for the sustainable development of our employees as well as
realize the common development of the employees and the Company. We also pay attention to the health of our
employees, attach importance to production safety and labor protection, and improve the working and living
conditions for our employees so as to formulate harmonious and stable labor relations.
3. Protection of the rights and interests of our customers and consumers
We have been upholding the “Customer First” principle in our provision of quality products and services to
customers. We operate honestly and disallow any unfair trade practice against commercial ethics, market rules and
the fair competition principle. We also improve our product quality and after-sales services and try to build a
win-win relationship with our customers.
4. Protection of the rights and interests of our suppliers
We respect and protect the legal rights and interests of our suppliers, carefully protect their secret and proprietary
information, encourage and push them to continuously improve the quality of their products and services through
creating an environment for open and fair competition among them so as to realize mutual benefits and mutual
development of the suppliers and the Company.
5. Environmental protection and sustainable development
As an active response to the government’s call for building an environment-friendly and resource-saving society,
we take on our responsibility of environmental protection and strictly abide by the government’s laws and
regulations in environmental protection. In the reporting period, we enhanced the R&D, promotion and sale of
environment-friendly and high-efficient products. We have passed the ISO14001 environmental management
system certification, passed the province’s voluntary clean production examination and won the title of “Clean
Production Enterprise in Guangdong Province”.
6. Public relations and welfare
We attach importance to the realization of our social value and see creating a prosperous society as a commitment
that we should take on, trying to boost the local economy through our own development. We have been granted by
57
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
the local government the title of “Foshan Over-100-Million Tax Payer” for many years due to our contributions in
boosting the harmonious development of the Company and the community.
Is the Company or any of its subsidiaries a heavily polluting business identified by the environmental protection
authorities of the country?
□ Yes √ No □ Inapplicable
Is a social responsibility report released?
□ Yes √ No
XXI. Corporate bonds
Corporate bonds publicly offered and listed on the stock exchange which were undue before the approval date of
this Report or were due but could not be redeemed in full
□ Yes √ No
58
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section VI Share Changes & Particulars about the Shareholders
I. Share changes
1. Particulars about share changes
Unit: share
Before Increase/decrease (+/-) After
Increase
Percentag New Bonus from Percentag
Number Other Subtotal Number
e (%) issues shares capital e (%)
reserve
12,655,86
3,392,721 0.35% 1,017,816 8,245,324 9,263,140 0.99%
I. Restricted shares 1
3. Shares held by other
3,392,721 0.35% 1,017,816 129,295 1,147,111 4,539,832 0.36%
domestic investors
Among which: shares held by
3,057,918 0.31% 917,375 -15,367 902,008 3,959,926 0.31%
domestic corporations
Shares held by
334,803 0.03% 100,441 144,662 245,103 579,906 0.05%
domestic individuals
4. Shares held by foreign
0 0.00% 0 8,116,029 8,116,029 8,116,029 0.64%
investors
Shares held by
0 0.00% 0 8,116,029 8,116,029 8,116,029 0.64%
foreign individuals
975,171,0 292,551,3 -8,245,32 284,305,9 1,259,477
99.65% 99.01%
II. Non-restricted shares 24 07 4 83 ,007
749,949,9 224,984,9 224,911,6 974,861,5
1. RMB ordinary shares 76.64% -73,395 76.63%
87 96 01 88
2. Domestically listed foreign 225,221,0 67,566,31 -8,171,92 59,394,38 284,615,4
23.02% 22.37%
shares 37 1 9 2 19
978,563,7 293,569,1 293,569,1 1,272,132
III. Total shares 100.00% 100.00%
45 23 23 ,868
Reasons for the share changes
√ Applicable □ Inapplicable
1. As resolved by the 2014 Annual General Meeting, the Company granted on 18 Jun. 2015 three additional shares
with its capital reserve to all of its shareholders for every 10 shares they held, representing an increment of
293,569,123 shares to the total shares.
59
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
2. In the reporting period, the ownership of 15,367 restricted shares was transferred from domestic corporations to
domestic individuals.
3. In the reporting period, the directors, supervisors and senior management staff of the Company increased their
shareholdings in the Company, representing an increase of 65,520 restricted shares.
4. In the reporting period, due to the re-election of the Board of Directors and the Supervisory Committee, the
Company’s shares held by some new and outgoing directors were locked up as stipulated, resulting in an
increment of 8,179,804 restricted shares.
5. Due to Item 1、3 and 4 above, the Company’s restricted shares increased by 9,263,140 shares in the reporting
period.
Approval of the share changes
√ Applicable □ Inapplicable
On 27 May 2015, the “Preliminary Plan for Profit Distribution for 2014” was reviewed and approved at the 2014
Annual Shareholders’ General Meeting held by the Company. As the profit distribution plan for 2014, the
Company, based on the total 978,563,745 shares as at the end of 2014, distributed a cash dividend of RMB2.20
(tax included; dividends for B-share holders paid in HKD) and granted three additional shares with its capital
reserve to its shareholders of A share and B share for every 10 shares they held. The granted additional shares
were 293,569,123 shares in total.
Transfer of share ownership
□ Applicable √ Inapplicable
Effects of the share changes on the basic EPS, diluted EPS, net assets per share attributable to the common
shareholders of the Company and other financial indexes over the last year and the last reporting period
√ Applicable □ Inapplicable
In the reporting period, the Company completed granting three additional shares with its capital reserve to all its
shareholders for every 10 shares they held, and the total shares of the Company increased from 978,563,745 to
1,272,132,868. And the effects of this change in the shares on the basic EPS, diluted EPS, net assets per share
attributable to the common shareholders of the Company and other financial indexes over the last year and the last
reporting period are as follows:
2014 2015
Item Based on old share Based on new share capital Based on new share capital
capital
Basic EPS (RMB Yuan/share) 0.2720 0.2092 0.0420
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Diluted EPS (RMB 0.2720 0.2092 0.0420
Yuan/share)
Net assets per share (RMB 3.11 2.39 3.95
Yuan/share)
Other contents that the Company considers necessary or is required by the securities regulatory authorities to
disclose
□ Applicable √ Inapplicable
2. Changes in the restricted shares
√Applicable □Inapplicable
Unit: share
Name of Opening Unlocked in Increased in Closing restricted Reason for Date of
shareholder restricted shares current period current period shares unlocking unlocking
Lockup of
Zhuang Jianyi 0 0 8,116,029 8,116,029 Unsure
director’s shares
Lockup of
Cheng Ke 0 0 7,875 7,875 Unsure
director’s shares
Lockup of senior
Liu Xingming 263,460 0 95,613 359,073 executive’s Unsure
shares
Lockup of senior
Wei Bin 11,763 0 13,864 25,627 executive’s Unsure
shares
Lockup of senior
Xie Qing 9,150 0 13,763 22,913 executive’s Unsure
shares
Lockup of senior
Jiao Zhigang 17,160 0 13,923 31,083 executive’s Unsure
shares
Lockup of senior
Chen Yu 5,025 0 7,845 12,870 executive’s Unsure
shares
Lockup of
Zhang Yong 8,025 0 10,695 18,720 supervisor’s Unsure
shares
Lockup of
Ye Zhenghong 15,420 0 6,576 21,996 supervisor’s Unsure
shares
Zhang Xuequan 4,800 0 3,683 8,483 Lockup of Unsure
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
supervisor’s
shares
Lockup of
Pan Jie 0 0 55,900 55,900 outgoing 2016-06-26
director’s shares
Total 334,803 0 8,345,766 8,680,569 -- --
II. Issuance and listing of securities
1. Issuance of securities (not including preference shares) in the reporting period
□ Applicable √ Inapplicable
2. Changes in the total shares of the Company and the shareholder structure as well as the asset and
liability structures
√ Applicable □ Inapplicable
In the reporting period, the Company completed granting three additional shares with its capital reserve to all its
shareholders for every 10 shares they held, and the total shares of the Company increased from 978,563,745 to
1,272,132,868.
3. Existing staff-held shares
□ Applicable √ Inapplicable
III. Shareholders and actual controller
1. Total number of the shareholders and their shareholdings
Unit: share
Total number of
preference
Total number of Total number of
shareholders
common preference
Total number with resumed
shareholders at shareholders with
of common voting rights at
68,543 pervious 84,969 resumed voting 0 0
shareholders at pervious
month-end of rights at
period-end month-end of
this Report’s period-end (if any)
this Report’s
disclosure (see Note 8)
disclosure (if
any) (see Note 8)
Shareholdings of shareholders with shareholding percentage over 5% or top 10 shareholders
Name of Nature of Shareholdi Total shares Increase/ Number Number of Pledged or frozen shares
62
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
shareholder shareholder ng held at decrease of non-restricted
percentage period-end during restricted shares held Number of
Status of shares
(%) reporting shares shares
period held
Hong Kong Wah
Foreign
Shing Holding 13.47% 171,360,391 171,360,391
corporation
Company Limited
Prosperity Lamps
Foreign
& Components 10.50% 133,577,143 133,577,143
corporation
Limited
Guangdong
Electronics
State-owned
Information 4.74% 60,357,728 60,357,728
corporation
Industry Group
Ltd.
Shenzhen Rising
Investment State-owned
3.11% 39,536,747 39,536,747
Development Co., corporation
Ltd.
Central Huijin
State-owned
Asset Management 2.42% 30,799,000 30,799,000
corporation
Co., Ltd.
Essence
International Foreign
1.85% 23,575,561 23,575,561
Securities (Hong corporation
Kong) Co., Ltd.
Hong Kong Rising
Investment Foreign
1.82% 23,165,684 23,165,684
Development Co., corporation
Ltd.
DBS Vickers
Foreign
(Hong Kong) Ltd 1.72% 21,935,263 21,935,263
corporation
A/C Clients
Domestic
Wang Changhua 1.25% 15,876,255 15,876,255
individual
Beijing He Ju
Investment Domestic
Management Co., non-state-ow
1.10% 13,998,802 13,998,802
Ltd.-He Ju ned
Platform Securities corporation
Investment Fund
63
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Strategic investor or general
corporation becoming a top ten
Inapplicable
shareholder due to placing of new
shares (if any) (see Note 3)
Among the top 10 shareholders of the Company, Hong Kong Wah Shing Holding Company
Limited, Guangdong Electronics Information Industry Group Ltd., Shenzhen Rising Investment
Related or acting-in-concert Development Co., Ltd. and Hong Kong Rising Investment Development Co., Ltd. are
parties among shareholders above acting-in-concert parties. Apart from that, it is unknown whether there is among the top 10
shareholders any other related parties or acting-in-concert parties as defined in the
Administrative Measures for the Acquisition of Listed Companies.
Shareholdings of top 10 shareholders holding non-restricted shares
Type of shares
Name of shareholder Number of non-restricted shares held at period-end
Type Number
Hong Kong Wah Shing Holding RMB ordinary
171,360,391 171,360,391
Company Limited share
Prosperity Lamps & Components RMB ordinary
133,577,143 133,577,143
Limited share
Guangdong Electronics Information RMB ordinary
60,357,728 60,357,728
Industry Group Ltd. share
Shenzhen Rising Investment RMB ordinary
39,536,747 39,536,747
Development Co., Ltd. share
Central Huijin Asset Management Co., RMB ordinary
30,799,000 30,799,000
Ltd. share
Domestically
Essence International Securities (Hong
23,575,561 listed foreign 23,575,561
Kong) Co., Ltd.
share
Domestically
Hong Kong Rising Investment
23,165,684 listed foreign 23,165,684
Development Co., Ltd.
share
Domestically
DBS Vickers (Hong Kong) Ltd A/C
21,935,263 listed foreign 21,935,263
Clients
share
RMB ordinary
Wang Changhua 15,876,255 15,876,255
share
Beijing He Ju Investment Management
RMB ordinary
Co., Ltd.-He Ju Platform Securities 13,998,802 13,998,802
share
Investment Fund
Related or acting-in-concert parties Among the top 10 non-restrictedly tradable share holders of the Company, Hong Kong Wah
among top 10 non-restrictedly tradable Shing Holding Company Limited, Guangdong Electronics Information Industry Group
share holders as well as between top Ltd., Shenzhen Rising Investment Development Co., Ltd. and Hong Kong Rising
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
10 non-restrictedly tradable share Investment Development Co., Ltd. are acting-in-concert parties. Apart from that, it is
holders and top 10 shareholders unknown whether there is among the top 10 shareholders any other related parties or
acting-in-concert parties as defined in the Administrative Measures for the Acquisition of
Listed Companies.
Wang Changhua, an individual shareholder, holds 3,618,555 shares in the Company in a
Top 10 common shareholders
common securities account and 12,257,700 shares in a client account of collateral securities
conducting securities margin trading
for margin trading. As such, the shares that he holds in the Company total 15,876,255
(if any) (see Note 4)
shares.
Did any of the top 10 common shareholders or the top 10 non-restricted common shareholders of the Company
conduct any promissory repo during the reporting period?
□ Yea √ No
No such cases in the reporting period.
2. Particulars about the controlling shareholder
Nature of the controlling shareholder: Controlled by the local government
Type of the controlling shareholder: Corporation
Legal
Name of controlling
representative / Date of establishment Organization code Business scope
shareholder
company principal
Development, production and sale
of electronics, IT products and
electrical appliances, operation of
electronic information networks
and computers, electronic
computer technology service, and
equipment and venue rental
service; sale of electronic
computers and fittings, electronic
components, electron devices, and
Guangdong Electronics
electrical machinery and
Information Industry He Yong 2000-10-19 91440000725458764N
equipment; wholesale of coal;
Group Ltd.
energy performance contracting
service, development and
consulting service of energy-saving
technology, and manufacture and
installation of energy-saving
equipment; parking lot operation
(188 Yueken Road, Tianhe District,
Guangzhou, Guangdong Province,
P.R.China); import and export of
goods; and training of professional
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and technical personnel.
Equity and venture capital
investment (approval shall be
obtained for each specific
investment project); industrial
investment (approval shall be
obtained for each specific
investment project); trustee service
for asset management (not
Shenzhen Rising
including securities, insurance,
Investment Wu Xiaohui 2003-08-27 91440300754255560K
funds, financial service, human
Development Co., Ltd.
resources consulting service and
other restricted business); and
investment information consulting
service, economic information
consulting service, investment
management planning, corporate
identity design (excluding
restricted business).
Hong Kong Rising
Investment Liu Wei 2001-07-11 764105 Investment and asset management
Development Limited
Shareholdings of
In the reporting period, Guangdong Electronics Information Industry Group Ltd. held 61,348,500 shares
controlling shareholder
in Foshan NationStar Optoelectronics Co., Ltd., representing a stake of 12.90% in NationStar. Shenzhen
in other listed
Rising Investment Development Co., Ltd. held 34,984,561 shares in Guangdong Fenghua Advanced
companies at home or
Holding Co., Ltd., accounting for 4.33% of Fenghua’s total shares; and held 122,621,532 shares in
abroad in reporting
Shenzhen Zhongjin Lingnan Nonfemet Co., Ltd., representing a stake of 5.54% in Nonfemet.
period
Change of the controlling shareholder during the reporting period
√ Applicable □ Inapplicable
Guangdong Electronics Information Industry Group Ltd. and its
acting-in-concert parties Shenzhen Rising Investment
New controlling shareholder
Development Co., Ltd. and Hong Kong Rising Investment
Development Limited
Date of change 2015-12-04
Title of public announcement: Public Announcement on the
Change of the Controlling Shareholder and the Actual Controller;
Index to relevant information on designated website
public announcement No.: 2015-059; website:
www.cninfo.com.cn
Date of disclosure 2015-12-07
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3. Particulars about the actual controller
Nature of the actual controller: Local management organization for state-owned assets
Type of the actual controller: Corporation
Legal
representative / Date of
Name of actual controller Organization code Business scope
company establishment
principal
Asset management and
operation, equity management
and operation, investment
operation, and management and
re-investment of investment
earnings; other business
authorized by the state-owned
assets administration of the
Guangdong Province; contractor
service for overseas projects and
domestic projects calling for
international bids, contractor
Guangdong Rising Assets
Zhu Wei 1999-12-23 91440000719283849E service for survey, consulting,
Management Co., Ltd.
design and supervision of the
aforesaid overseas projects,
export of equipment and
materials for the aforesaid
overseas projects, and dispatch
of contract workers for the
aforesaid overseas projects;
property rental service; and
exploitation, sale and deep
processing of rare earth
(operated by the branches with
the relevant licenses).
In the reporting period, Guangdong Rising Assets Management Co., Ltd. directly or indirectly
held the following stakes in other listed companies at home or abroad: 1. a 44.31% stake of
Shareholdings of actual
116,136,793 shares in Rising Nonferrous (stock code: 600259); 2. a 36.05% stake of 797,650,880
controller in other listed
shares in Nonfemet (stock code: 000060); 3. a 26.54% stake of 214,286,912 shares in Fenghua
companies at home or abroad
Advanced (stock code: 000636); 4. a 20.16% stake of 95,919,832 shares in NationStar
under its control in reporting
Optoelectronics (stock code: 002449); 5. an 0.08% stake of 38,200,000 shares in Everbright Bank
period
(stock code: 601818); 6. a 6.94% stake of 5,614,082,653 shares in China Telecom (stock code:
00728).
Change of the actual controller during the reporting period
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√ Applicable □ Inapplicable
New actual controller Guangdong Rising Assets Management Co., Ltd.
Date of change 2015-12-04
Title of public announcement: Public Announcement on the
Change of the Controlling Shareholder and the Actual Controller;
Index to relevant information on designated website
public announcement No.: 2015-059; website:
www.cninfo.com.cn
Date of disclosure 2015-12-07
Illustration on the ownership and control relationship between the Company and its actual controller
State-owned Assets Supervision and Administration Commission of
the People’s Government of Guangdong Province
100%
Guangdong Rising Assets Management Co., Ltd.
100% 100% 100%
Guangdong Rising Financial Hong Kong Rising Investment Guangdong Electronics
Holding Co., Ltd. Development Limited Information Industry Group Ltd.
100% 4.745% 100%
Shenzhen Rising Investment Hong Kong Wah Shing Holding
Development Co., Ltd. 1.821% Company Limited
3.108% 13.470%
Foshan Electrical and Lighting Co., Ltd.
The actual controller controls the Company via trust or other ways of asset management
□ Applicable √ Inapplicable
4. Other corporate shareholders with an over 10% stake in the Company
√ Applicable □ Inapplicable
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Legal representative / Date of
Name of corporate shareholder Registered capital Business scope
company principal establishment
Import and export of
electronics, electric lighting
products, lamps, electric
Prosperity Lamps & Components
Zhuang Jianyi 1978-04-28 HKD2 million lighting equipment, etc., and
Limited
design, installation and
after-sales service of
lighting solutions
5. Limits on the Company’s shares held by its controlling shareholder, actual controller, reorganizer and
other commitment subjects
√ Applicable □ Inapplicable
The controlling shareholders have made a commitment that within 12 months from the date of the control right
change (4 Dec. 2015), they shall not transfer or entrust others to manage the shares directly or indirectly held by
them in the Company, nor shall they allow the Company to repurchase those shares, except for the case where
those shares may be transferred for no compensation due to any business or asset integration with their actual
controller or their actual controller’s controlled subsidiaries.
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Section VII Preference Shares
□ Applicable √ Inapplicable
No preference shares in the reporting period.
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Section VIII Directors, Supervisors, Senior Management Staff &
Employees
I. Changes in the shareholdings of the directors, supervisors and senior management staff
Opening Increase Decrease Other
Beginnin Ending Closing
Office Current/f g date of date of sharehold in current in current increase/d
Name Gender Age shareholding
title ormer office office ing period period ecrease
term term (share)
(share) (share) (share) (share)
Board 25 Dec. 25 Dec.
He Yong Current Male 55 0 0
Chairman 2015 2018
Vice
Zhuang 25 Dec. 25 Dec.
Board Current Male 64 8,324,132 2,497,240 10,821,372
Jianyi 2015 2018
Chairman
25 Dec. 25 Dec.
Liu Ren Director Current Male 48 0 0
2015 2018
25 Dec. 25 Dec.
Cheng Ke Director Current Male 41 10,500 10,500
2015 2018
Chen 25 Dec. 25 Dec.
Director Current Male 51 0 0
Binghui 2015 2018
Huang 25 Dec. 25 Dec.
Director Current Male 46 0 0
Zhiyong 2015 2018
Independ
Zhang 25 Dec. 25 Dec.
ent Current Female 66 0 0
Nan 2015 2018
Director
Independ
25 Dec. 25 Dec.
Lu Rui ent Current Male 40 0 0
2015 2018
Director
Independ
25 Dec. 25 Dec.
Lv Wei ent Current Male 51 0 0
2015 2018
Director
Chairman
Liang of the 25 Dec. 25 Dec.
Current Female 40 0 0
Yuefei Superviso 2015 2018
ry
Zhuang Superviso 25 Dec. 25 Dec.
Current Male 30 0 0
Junjie r 2015 2018
Zhang Superviso 10 Dec. 10 Dec.
Current Male 41 10,700 8,500 5,760 24,960
Yong r 2015 2018
Ye
Superviso 10 Dec. 10 Dec.
Zhenghon Current Male 42 20,560 2,000 6,768 29,328
r 2015 2018
g
Zhang Superviso Current Male 38 10 Dec. 10 Dec. 6,400 2,300 2,611 11,311
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Xuequan r 2015 2018
Liu General 28 May 25 Dec.
Current Male 53 351,280 17,000 110,484 478,764
Xingming Manager 2013 2018
Company 28 May 25 Dec.
Lin Yihui Current Male 61 0 10,000 3,000 13,000
Secretary 2013 2018
28 May 25 Dec.
Wei Bin Vice GM Current Male 46 15,684 10,600 7,885 34,169
2013 2018
28 May 25 Dec.
Xie Qing Vice GM Current Male 41 12,950 11,300 7,275 31,525
2013 2018
Jiao 17 Sep. 25 Dec.
Vice GM Current Male 43 22,880 9,000 9,564 41,444
Zhigang 2013 2018
13 May 25 Dec.
Chen Yu Vice GM Current Male 43 6,700 6,500 3,960 17,160
2014 2018
Chairman
28 May 25 Dec.
Pan Jie of the Former Male 44 0 43,000 12,900 55,900
2013 2015
Board
Liu Vice 28 May 25 Dec.
Former Male 53 351,280 17,000 110,484 478,764
Xingming Chairman 2013 2015
Wu 28 May 25 Dec.
Director Former Male 49 0 0
Shengbo 2013 2015
Werner
Jrgen 28 May 25 Dec.
Director Former Male 46 0 0
Dietrich 2013 2015
Hoffmann
Ye 28 May 25 Dec.
Director Former Male 59 0 0
Zaiyou 2013 2015
Yang 28 May 25 Dec.
Director Former Male 38 0 0
Jianhu 2013 2015
Independ
Liu 28 May 25 Dec.
ent Former Male 67 0 0
Zhenping 2013 2015
Director
Independ
Dou 28 May 25 Dec.
ent Former Male 56 0 0
Linping 2013 2015
Director
Independ
Xue 28 May 25 Dec.
ent Former Male 47 0 0
Yizhong 2013 2015
Director
Zhuang Superviso 28 May 25 Dec.
Former Male 58 0 0
Rujia r 2013 2015
Zhang Superviso 28 May 25 Dec.
Former Male 64 0 0
Yingqi r 2013 2015
Yin 28 May 7 Jan.
CFO Former Male 40 0 27,000 8,100 35,100
Jianchun 2013 2016
Total -- -- -- -- -- -- 9,133,066 164,200 0 2,786,031 12,083,297
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II. Changes in the directors, supervisors and senior management staff
Name Office title Type of change Date Reason
The term of the Board of Directors changed and be
He Yong Board Chairman Elected 25 Dec. 2015 elected as the Chairman of the Board of the 8th Board of
Directors of the Company
The term of the Board of Directors changed and be
Vice Board
Zhuang Jianyi Elected 25 Dec. 2015 elected as the Vice Chairman of the Board of the 8th
Chairman
Board of Directors of the Company
The term of the Board of Directors changed and be
Liu Ren Director Elected 25 Dec. 2015 elected as the Director of the Board of the 8th Board of
Directors of the Company
The term of the Board of Directors changed and be
Cheng Ke Director Elected 25 Dec. 2015 elected as the Directors of the Board of the 8th Board of
Directors of the Company
The term of the Board of Directors changed and be
Chen Binghui Director Elected 25 Dec. 2015 elected as the Director of the Board of the 8th Board of
Directors of the Company
The term of the Board of Directors changed and be
Huang Zhiyong Director Elected 25 Dec. 2015 elected as the Director of the Board of the 8th Board of
Directors of the Company
The term of the Board of Directors changed and be
Independent
Zhang Nan Elected 25 Dec. 2015 elected as the Independent Director of the Board of the 8th
Director
Board of Directors of the Company
The term of the Board of Directors changed and be
Independent
Lu Rui Elected 25 Dec. 2015 elected as the Independent Director of the Board of the 8th
Director
Board of Directors of the Company
The term of the Board of Directors changed and be
Independent
Lv Wei Elected 25 Dec. 2015 elected as the Independent Director of the Board of the 8th
Director
Board of Directors of the Company
The term of the Board of Supervisors changes and be
Chairman of the
Liang Yuefei Elected 25 Dec. 2015 elected as the Supervisor of the Board of the 8th Board of
Supervisory
Supervisors of the Company
The term of the Board of Supervisors changes and be
Zhuang Junjie Supervisor Elected 25 Dec. 2015 elected as the Supervisor of the Board of the 8th Board of
Supervisors of the Company
The term of the Board of Supervisors changes and be
Zhang Yong Supervisor Elected 10 Dec. 2015 elected as the Supervisor of the Board of the 8th Board of
Supervisors of the Company
The term of the Board of Supervisors changes and be
Ye Zhenghong Supervisor Elected 10 Dec. 2015 elected as the Supervisor of the Board of the 8th Board of
Supervisors of the Company
The term of the Board of Supervisors changes and be
Zhang Xuequan Supervisor Elected 10 Dec. 2015
elected as the Supervisor of the Board of the 8th Board of
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Supervisors of the Company
Appointed and
Liu Xingming General Manager 28 May 2013 Be appointed as the GM of the Company
dismissed
Appointed and
Lin Yihui Board Secretary 28 May 2013 Be appointed as the Board Secretary of the Company
dismissed
Appointed and
Wei Bin Vice GM 28 May 2013 Be appointed as the Vice GM of the Company
dismissed
Appointed and
Xie Qing Vice GM 28 May 2013 Be appointed as the Vice GM of the Company
dismissed
Appointed and
Jiao Zhigang Vice GM 17 Sep. 2013 Be appointed as the Vice GM of the Company
dismissed
Appointed and
Chen Yu Vice GM 13 May 2014 Be appointed as the Vice GM of the Company
dismissed
Chairman of the Left as term
Pan Jie 25 Dec. 2015 Left as the term of the Board of Directors expired
Board expired
Left as term
Liu Xingming Vice Chairman 25 Dec. 2015 Left as the term of the Board of Directors expired
expired
Left as term
Wu Shengbo Director 25 Dec. 2015 Left as the term of the Board of Directors expired
expired
Werner Jrgen
Left as term
Dietrich Director 25 Dec. 2015 Left as the term of the Board of Directors expired
expired
Hoffmann
Left as term
Ye Zaiyou Director 25 Dec. 2015 Left as the term of the Board of Directors expired
expired
Left as term
Yang Jianhu Director 25 Dec. 2015 Left as the term of the Board of Directors expired
expired
Independent Left as term
Liu Zhenping 25 Dec. 2015 Left as the term of the Board of Directors expired
Director expired
Independent Left as term
Dou Linping 25 Dec. 2015 Left as the term of the Board of Directors expired
Director expired
Independent Left as term
Xue Yizhong 25 Dec. 2015 Left as the term of the Board of Directors expired
Director expired
Left as term
Zhuang Rujia Supervisor 25 Dec. 2015 Left as the term of the Board of Supervisors expired
expired
Left as term
Zhang Yingqi Supervisor 25 Dec. 2015 Left as the term of the Board of Supervisors expired
expired
Yin Jianchun CFO Dismissed 7 Jan. 2016 Resigned owning to personal reasons
III. Brief biographies
Professional backgrounds, main working experience and current responsibilities in the Company of the current
directors, supervisors and senior management staff
1. Working experience of the directors
Mr. He Yong: Han nationality, born in Sep. 1960, a member of the Communist Party of China. He graduated
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
from Open University of Hong Kong with a MBA and master’s degree. He once acted as the Vice-minister of the
Operating and Management Department of Guangdong Rising Assets Management Co., Ltd., the Chairman of the
Reform and Stableness Office, the Minister of the Operating and Management Department, the Supervisor of
Shenzhen Zhongjin Lingnan Nonfemet Co., Ltd., the GM of Guangdong Electronics Information Industry Group
Ltd. and Deputy Secretary. Now he serves as the Chairman of the Board of Directors of Guangdong Electronics
Information Industry Group Ltd., the Party Secretary and the Chairman of Foshan NationStar Optoelectronics Co.,
Ltd., the Chairman of Foshan Sigma Venture Capital Co., Ltd. and the Chairman of Shenzhen Primatronix (Nanho)
Electronics Ltd.
Mr. Zhuang Jianyi: born in 1951, with a bachelor’s degree and MBA. He now acts as the Chairman of Hong
Kong Youchang Lighting Equipment, the Director of Xiamen Bank and has been engaged in the electric light
source equipment production as well as the trading business for about 40 years. From 1995 to 2010, he acted as
the Directors, the Vice Chairman and the Chairman of the Company.
Mr. Liu Ren: Han nationality, born in Aug. 1967, a member of the Communist Party of China as well as a senior
economist. He graduated from Hunan College of Finance and Economics with a master’s degree. He once acted as
the GM Assistant of the headquarter of Xiangcai Securities Investment Bank, the Vice GM of Fortune Securities
Investment Bank, Vice GM and member of the party committee of the 23rd Metallurgical Construction Group Co.,
Ltd. of Minerals; during the Y2002 and 2010, he acted as the Independent Directors of Henan Pinggao Electronic
Co., Ltd. and Hunan Chen Dian International Development Share-holding Limited Company. He now acts as the
GM Assistant of Guangdong Rising Assets Management Co., Ltd. and the Minister of the Capital Operation
Department, and the Director of Foshan NationStar Optoelectronics Co., Ltd. and the Supervisor of Shenzhen
Primatronix (Nanho) Electronics Ltd.
Mr. Cheng Ke: Han nationality, born in Feb. 1974, a member of the Communist Party of China and an auditor
with the bachelor’s degree. He once acted as the Attendant of the Audit Division of Guangzhou Dongshan
Corporate Authority of Guangzhou Military Logistics Department, the Assistant Supervisor, the Supervisor, the
Senior Executive and the Vice-Minister of the Financing Plan Department of Guangdong Rising Assets
Management Co., Ltd., Vice GM of Hubei Ashennan Expressway Development Co., Ltd., Hubei Gdrising Han-E
Expressway Co., Ltd. and Hubei Han-Cai Expressway Co., Ltd. and now acts as the Minister of the Financing
Plan Department of Guangdong Rising Assets Management Co., Ltd. and the Director of Guangdong Rising
Assets Management Co., Ltd.
Mr. Chen Binghui: Han nationality, born in Aug. 1964, a member of the Communist Party of China and an
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engineer. He graduated from Sun Yat-Sen University with a master’s degree of Business Management. He once
acted as the Store Manager of Guangdong Electronic Equipment Co., Ltd., Vice-Mnister, Minister, GM Assistant
of Guangdong Electronics Information Industry Group Ltd.. And he now acts as the Vice GM, a member of
Communist Party of China of Guangdong Electronics Information Industry Group Ltd., the Director of HYB
Battery Co., Ltd., the Executive Director and the Legal Person of Guangdong HYB New Energy Co., Ltd.
Mr. Huang Zhiyong: Han nationality, born in Aug. 1969, a member of the Communist Party of China and an
engineer. He graduated from Xidian University with a bachelor’s degree of Electronic Devices Structures. He
once acted as the Vice GM of Shenzhen Primatronix (Nanho) Electronics Ltd., the Minister of Enterprise
Development Department and the GM Assistant of Guangdong Electronics Information Industry Group Ltd.. He
now acts as the Vice GM and a member of Communist Party of China of Guangdong Electronics Information
Industry Group Ltd. and the Chairman of Vollsun Ltd., the Director and GM of Foshan Sigma Venture Capital
Co., Ltd..
Ms. Zhang Nan (Independent Director): Han nationality, born in Feb. 1949, a member of the Communist Party
of China and a senior economist. She graduated from Chinese Academy of Social Sciences with a master degree
of economic law. She once acted as the Vice-Minister of Beijing Electronic Instruments Industry System Office,
Deputy Director of Audit and Regulations Bureau, the Director, the Deputy Director and the Chief of the research
laboratory of SETC, the Regulations Bureau and the Economic cadre training center as well as the bureau-level
Supervisor of the large enterprises of the Board of Supervisors of the State-owned Assets Supervision and
Administration Commission and retired in Mar. 2009. Since Jun. 2010, she serves as the Independent Director of
CSCL; and as the Independent Director of Guandgong Rising Nonferrous Metals Co., Ltd. since Mar. 2014.
Mr. Lu Rui (Independent Director): Chinese Nationality, born in Jan. 1975. He graduated from the Sun
Yat-Sen University of Management Accounting with a doctor’s degree of management. He now acts as the
Associate Professor of Lingnan (University) College of Sun Yat-Sen University and the Head of the Accounting
and Capital Operation Research Center. He once acted as the Teaching Assistant and the Lecturer of the Financial
Accounting Department of Guangzhou Finance & Trade Management Institute as well as the Lecturer and the
Associate Professor of Lingnan (University) College of Sun Yat-Sen University. He was a visiting scholar to the
MIT Sloan School of Management in 2007 and 2009. Other committee and broad membership includes: the
accounting leading (reserve) talent of Treasury National Academic, the member of All-China Financial Youth
Federation, the member of Independent Director Committee of China Association for Public Companies, the
member of the senior member of Accounting Society of China, the member of AAA and America Finance
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Management Academy, the evaluation experts of NSFC and the researcher of the Internal Control Research
Center of Sun Yat-Sen University; the Independent Director of Guangzhou GCI Science & Technology Co., Ltd.
since Apr. 2010, the Independent Director of Guangzhou Haozhi Electromechanical Co., Ltd. since Jul. 2011, the
Independent Director of Xilong Chemical Co., Ltd. since Jan. 2015 and the Independent Director of Guangzhou
Huayuan Landscape Architecture Co., Ltd. since May 2015.
Mr. Lv Wei (Independent Director): Chinese Nationality, born in Dec. 1964. He graduated from Shanghai
Fudan University of Management, with a bachelor’s degree of Science, a master’s degree of Economics and a
doctor’s degree. He now acts as the Professor, the PhD Student Supervisor of the Department of Marketing of the
Antai School of Management of SJTU, and at the same time serves as the Academic Committee Secretary General
of the Marketing Society of China. His research covers the strategic marketing, the corporate strategic
management of the consumer behaviors and the precision marketing under the big data background. He once
acted as the visiting scholar that engaged in the research respectively at the USC Marshall School of Business, the
MIT Sloan School of Management and the France Insead (INSEAD Business School). He once presided over 3
items of the NSFC, participated in 2 items of the National 863 Key Projects, 1 item of the Humanities & Social
Sciences of the Ministry of Education and 1 item of Shanghai Social Philosophy Fund. He has been acting as the
Independent Director of Shanghai Shibei Hi-tech Co., Ltd. since Sep. 2012 till now and the Independent Director
of Shanghai Lujiazui Finance & Trade Zone Development Co., Ltd. since May 2015 till now.
2. Working experience of the supervisors
Ms. Liang Yuefei: Han nationality, born in Nov. 1975, a member of the Communist Party of China and a CCPA
member. She graduated from Guangdong Polytechnik Normal College with a bachelor’s degree. She once acted
as the Vice-Minister of the Total Fiscal Audit Department of Guangdong Electronics Information Industry Group
Ltd.. And now acts as the Minister and Employee Supervisor of the Total Fiscal Department of Guangdong
Electronics Information Industry Group Ltd., the Chairman of Shenzhen HYB Battery Co., Ltd., the Supervisor of
Guangdong Desheng Industrial Co., Ltd., the Supervisor of Guangdong Kesheng Industrial Co., Ltd., the
Supervisor of Guangdong YHB New Energy Co., Ltd., the Supervisor of ECORISING, the Supervisor of Vollsun
Ltd., the Supervisor of Guangdong Xinli Electronic Information Import & Export Co., Ltd., the Supervisor of
Foshan Sigma Venture Capital Co., Ltd. and the Supervisor of Foshan NationStar Optoelectronics Co., Ltd..
Mr. Zhuang Junjie: Born in Sep. 1985, a Hong Kong permanent resident. He graduated with a bachelor’s degree
and once acted as the Consultant Manager of Accenture Software and now acts as the Director of Hong Kong
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Youchang Lighting Equipment Co., Ltd.
Mr. Zhang Yong: Born in Jun. 1974, a member of the Communist Party of China and a mechanical engineer with
a college degree. From Jul. 1997, he joined in the Foshan Electrical and Lighting Co., Ltd. and successively acted
as Deputy Director and Director of Lamp Filament Appliance Workshop from Oct. 1999 to Jun. 2008; acted as
Factory Director of Gaoming Fluorescent Lamp Factory and Factory Director of Gaoming Branch Factory from
Jul. 2008 to Dec. 2008; respectively acted as Department Director of Product Department, OEM Department,
Mechanical Dynamics Department and Infrastructure Department from Jan. 2009 to Dec. 2012; acted as General
Manager Assistant from Mar. 2013 up to present. In Sep. 2013, he was selected as the Chairman of the Board of
Supervisors of the Company and the Deputy Party Secretary since Jul. 2015.
Mr. Ye Zhenghong: Born in Jul. 1973, a member of the Communist Party of China with a college degree. He
joined the Company from Jul. 1995; worked in the Machine Repair Shop from Jul. 1997 to Jan. 2001; acted as
Equipment Management Director in T8 Fluorescent Lamp Factory from Feb. 2001 to Jan. 2005; acted as Director
of Machine Repair Workshop from May 2005 to Jan. 2007; acted as Chief Officer of Machinery Dynamic
Department from May 2006 to Dec. 2007; and acted as factory director of T8 Fluorescent Lamp Factory from Jan.
2008 to Nov. 2013; and acted as factory director of LED of T8 from Dec. 2013 up to now; the Chairman of the
5th Board of Supervisors and the Employee Supervisor of the 6th and 7th Board of Supervisors.
Mr. Zhang Xuequan: Born in Dec. 1977, a member of the Communist Party of China with a bachelor’s degree.
He joined the Company in Oct. 1996. He worked in the former Iodine-tungsten Lamp Workshop from Oct. to Dec.
1996; worked in the Technology Department and then the Quality Control Department from Jan. 1997 to Aug.
2005; acted as the Workshop Manager of Lamp Workshop from Sept. 2002 to May 2008; acted as the Department
Director of the Business Management Department of the Company from Jun. 2008 till now. He has concurrently
acted as the Office Director since Feb. 2016. He also concurrently acted as the Secretary of the Youth League
Committee from Aug. 2001 to Nov. 2010. He has acted as the Supervisor of the Company since May 2013.
3. Working experience of the senior management staff
Mr. Liu Xingming: Born in Jun. 1962, a member of the Communist Party of China and an engineer with a
bachelor’s degree. He joined the Company in 1983, and acted as Vice GM from 1997 to 2005; acted as GM of the
Company from Dec. 2005 to Nov. 2008; acted as Vice GM of the Company in Dec. 2008; elected as the Director
of the Company from 1995 to Dec. 2015; acted as Vice Director of the Board from Apr. 2011 to Dec. 2015; from
Apr. 2012 up to now, he acted as the GM and Vice Director of the Board; after 1995, he was elected as the
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Director of the Company. In Jul. 2015, he was elected as the Party Secretary of the Company.
Mr. Lin Yihui: Born in Nov. 1954, a member of the Communist Party of China with a master’s degree in
Economics. He was in active service in force from Dec. 1970 to 1986 and acted as posts of command, battalion
and group; works in Foshan International Trust and Investment Company from 1986 to Sep. 2000 and acted as
Section Chief and Vice GM and was in charge of the securities business of the Company as well as host the works
such as the underwritten offering and listing recommendation of the shares of various companies over years; acted
as Party Secretary of the Company from May. 2010 to Jun. 2015 . He has acted as the Secretary of the Company
since May 2013.
Mr. Wei Bin: Born in May 1969, a member of the Communist Party of China and an engineer with a bachelor’s
degree. He joined in the Company in 1991, and responsible for the product development of the graduate school of
the Company from Mar. 1992 to Dec. 1996, acted as Workshop Manager of Energy Saving Lamp Workshop from
Jan. 1997 to Dec. 2005, acted as Workshop Manager of HID Workshop from Jan. to Dec. 2005, acted as Workshop
Manager of T5 Workshop from 2006 to Nov. 2008, acted as the Department Director of the Technology
Department from Nov. 2008 to 2009 and acted as Vice GM of the Company from Sep. 2009.
Mr. Xie Qing: Born in Apr. 1974, a member of the Communist Party of China and an electric light source
engineer. He graduated from Nanjing Radio Industrial School in Jul. 1994, and worked in the General Bulbs
Workshop of the Company upon his graduation, technician of the General Bulbs Workshop in Mar. 1996, Chief of
Middle-grade Lamp Workshop in May 1997, Chief of Sing-end Lamps Workshop from 1998 to 2010, and Deputy
General Manager of the Company since Jun. 2010.
Mr. Jiao Zhigang: Born in May 1972, a member of the Communist Party of China with a bachelor’s degree. He
graduated from South China University of Technology in Jul. 1994, and at the same year he entered Foshan
Electrical and Lighting Co., Ltd. He acted as Warehouse Director of the Company from Aug. 1995 to Sep. 2013,
acted as Department Director of Human Resources Department from May 2010 to Sep. 2013; selected as
Employee Supervisor from Mar. 2007 to Sep. 2013, and as Chairman of the Supervisory of the Company from
May 2010 to Sep. 2013. He acted as Vice GM of the Company in Sep. 2013.
Mr. Chen Yu: Born in Dec. 1972, a member of the Communist Party of China and an engineer with bachelor’s
degree. He entered Foshan Electrical and Lighting Co., Ltd. in Jul. 1994. And acted as workshop manager of
parabolic reflector, coating film, energy saving lamp, factory director of the branch factory of Gaoming and
workshop manager of general bulbs from Jan. 1997 to Dec. 2012, acted as Director of Production Department,
OEM Department and Mechanical Dynamics Department from Jan. to Aug. 2013, acted as Director of Production
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Department and OEM Department from Sep. 2013 to May 2014 as well as acted as Vice GM of the Company
from May 2014.
Concurrent positions in the shareholder entities
√Applicable □Inapplicable
Concurrent Remuneration or
position in Beginning date Ending date of allowance paid by
Name Shareholder entity
shareholder of office term office term shareholder entity
entity or not
Chairman,
Guangdong Electronics Information
He Yong Party Yes
Industry Group Ltd.
Secretary
Zhuang Jianyi Youchang Light Equipment Co., Ltd. Chairman Yes
Guangdong Electronics Information
Chen Binghui Vice GM Yes
Industry Group Ltd.
Guangdong Electronics Information
Huang Zhiyong Vice GM Yes
Industry Group Ltd.
Minister of
Guangdong Electronics Information
Liang Yuefei Total Fiscal Yes
Industry Group Ltd.
Department
Zhuang Junjie Youchang Light Equipment Co., Ltd. Director Yes
Notes N/A
Concurrent positions in other entities
√Applicable □Inapplicable
Concurrent Remuneration or
Beginning date Ending date of
Name Other entity position in allowance paid by
of office term office term
other entity other entity or not
Lingnan (University) College of Sun Associate
Lu Rui Yes
Yat-Sen University Professor,
Professor,
Lv Wei Antai School of Management of SJTU PhD student Yes
supervisor
GM Assistant
and Minister
Guangdong Rising Assets Management Co.,
Liu Ren of Capital Yes
Ltd.
Operating
Department
Minister of
Guangdong Rising Assets Management Co., Financing
Cheng Ke Yes
Ltd. Plan
Department
Notes N/A
Punishments imposed in the recent 3 years by the securities regulators on the current directors, supervisors and
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senior management as well as those who left in the reporting period
√ Applicable □ Inapplicable
In Mar. 2013, Mr. Liu Xingming was warmed by the Guangdong Securities Regulatory Bureau and be punished
for the penalty of RMB30,000.
In Mar. 2013, Mr. Xie Qing and Mr. Wei Bin were warmed by the Bureau.
IV. Remuneration for the directors, supervisors and senior management staff
Decision-making procedure, determining basis and actual payment for the remuneration of directors, supervisors
and senior management staff
The Remuneration & Appraisal Committee under the Board of Directors decides the
remuneration of directors, supervisors and senior management in accordance with the
Decision-making procedure for the
Plan for Implementing the Equity Incentive Mechanism for Middle-and Top-Rank
remuneration of directors, supervisors and
Management Personnel reviewed and approved on the 2001 Annual Shareholders’
senior management
General Meeting, and the particulars on completing current main financial indexes &
operating goals, as well as the fulfillment of job responsibilities by them.
The remuneration of directors (excluding independent directors), supervisors and senior
management who withdraw remuneration in the Company are all decided in accordance
Basis for determining the remuneration of with the Company’s Plan for Implementing the Equity Incentive Mechanism for
directors, supervisors and senior Middle-and Top-Rank Management Personnel and the Salary System and the relevant
management appraisal indexes.
The allowance of independent directors should be granted according to the standard
reviewed and approved by 2010 Annual Shareholders’ General Meeting.
Actual payment of the remuneration of The total remuneration (before tax) actually paid for the directors, supervisors and
directors, supervisors and senior senior management staffs in 2015 were of RMB 10.3898 million.
management
Remuneration for the directors, supervisors and senior management staff of the Company during the reporting
period
Unit: RMB Ten thousand
Total before-tax Remuneration
remuneration paid by related
Name Office title Gender Age Current/former
from the party of the
Company Company or not
He Yong Chairman Male 55 Current Yes
Zhuang Jianyi Vice Chairman Male 64 Current Yes
Liu Ren Director Male 48 Current Yes
Cheng Ke Director Male 41 Current Yes
Chen Binghui Director Male 51 Current Yes
Huang Zhiyong Director Male 46 Current Yes
Independent
Zhang Nan Female 66 Current No
Director
Independent
Lu Rui Male 40 Current No
Director
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Independent
Lv Wei Male 51 Current No
Director
Supervisory
Liang Yuefei Female 40 Current Yes
Board Chairman
Zhuang Junjie Supervisor Male 30 Current Yes
Zhang Yong Supervisor Male 41 Current 52 No
Ye Zhenghong Supervisor Male 42 Current 34.3 No
Zhang Xuequan Supervisor Male 38 Current 23.07 No
Liu Xingming GM Male 53 Current 141.75 No
Lin Yihui Board Secretary Male 61 Current 71.66 No
Wei Bin Vice GM Male 46 Current 71.66 No
Xie Qing Vice GM Male 41 Current 75.07 No
Jiao Zhigang Vice GM Male 43 Current 71.66 No
Chen Yu Vice GM Male 43 Current 52 No
Pan Jie Chairman Male 41 Former 259.88 No
Wu Shengbo Director Male 49 Former Yes
Werner Jrgen
Dietrich Director Male 46 Former Yes
Hoffmann
Ye Zaiyou Director Male 59 Former No
Yang Jianhu Director Male 38 Former Yes
Independent
Liu Zhenping Male 67 Former 10 No
Director
Independent
Dou Linping Male 56 Former 10 No
Director
Independent
Xue Yizhong Male 47 Former 10 No
Director
Zhuang Rujia Supervisor Male 58 Former Yes
Zhang Yingqi Supervisor Male 64 Former No
Yin Jianchun CFO Male 40 Former 155.93 No
Total -- -- -- -- 1038.98 --
Particulars about the equity incentives awarded to the directors, supervisors and senior management staff of the
Company during the reporting period
□ Applicable √ Inapplicable
V. Employees
1. As to 31 Dec. 2015, the Company (branch companies and subsidiaries included) has 8028 employees in active
service, of which the parent company staff of 1622 people, the main branch companies and subsidiaries staff of
6406 people. and the professional structure and educational background are as follows:
Proportion in total amount of
Professional structure of employees Amount
employees (%)
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Production staff 6815 84.89%
Sales staff 600 7.47%
Technical staff 455 5.67%
Administration staff 105 1.31%
Financial staff 53 0.66%
Total 8028 100%
Breakdown of the Employees’ Functions
Production staff
Sales staff
Technical staff
Administrative staff
Financial staff
Educational background Amount Proportion in total amount of
employees (%)
Above college level 1052 13.10%
Technical secondary school and 1805 22.48%
senior high school
Below senior high school 5171 64.42%
Total 8028 100%
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Breakdown of the Employees’ Educational
Backgrounds
Above college level
Technical secondary school
and senior high school
Below senior high school
2. The Company has signed the labor contracts with all its staffs and handled the social insurance for the staffs, as
well as established the public reserve funds system. There were no particulars in violation of laws and regulations
when executing the national employment system, labor protection system, social security system and medical
security system. And the Company need not undertake the expenses of resigned and retired staffs.
3. Employee’s remuneration policy
The general principal of the employee’s remuneration policy is: as for the external part, the Company should
maintain the market competitiveness of the talents by possessing of the attraction and as for the internal part,
should possess of the impartiality and consistency. The salary level of the external labor market and the social
average salary level as well as the wage guiding issued by the governmental department are the important
reference basis for the confirm of the salary standard of the Company; to confirm different pay grade according to
different positions and the position characteristics and to furthest incentive the enthusiasm of the employees; to
abide with the principal of giving priority to efficiency and give consideration of the fairness and to object to the
equalitarianism when distributing the remunerations, to pay with generous compensation for those excellent
employees who creates great value, to appropriately incline to the key talents and the market supply shortage
talents; the lowest salary of the Company should not lower than the local lowest salary standard.
4. Employees’ training plan
The Company has been setting great store on the training and development work of the employees, and combined
with the actual situation, annual plan, the position nature and the responsibilities as well as the development
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demands, the Company built up a serious of training plan through the methods of having classes by internal
lecturers and external engaged professors, which with multiple levels, channels, fields and ways to strengthen the
employee training work, including the new employee orientation training, the on-the-job personnel professional
training as well as the frontline staff skills training and so on, to constantly improve the overall quality of the
current employees for realizing the win-win situation and mutual progress.
5. Labor outsourcing situation
□ Applicable √ Inapplicable
Payroll cost
Current period
Total number of employees with remuneration 8,028
Total remuneration (RMB ten thousand) 43,549.80
Total remuneration in operating revenues 15.14
Average remuneration for senior executives (RMB
74.21
ten thousand/person)
Average remuneration for all employees (RMB ten
5.42
thousand/person)
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section IX Corporate Governance
I. Basic condition of the Company’s corporate governance
During the reporting period, in strict accordance with relevant requirements of Company Law, Securities Law,
Code of Corporate Governance of Listed Companies and Rules of Stock Listing of Shenzhen Stock Exchange as
well as other relevant laws, rules and regulations, the Company continuously perfected the corporate governance
structure and set up an effective corporate governance system. At present, the Company has set up governance
structure of responsible Shareholders’ General Meeting, the Board of Directors, the Supervisory Committee and
managers, who performed right of decision-making, execution and supervision respectively according to their
duties; besides, the Company set up special committees of the Board of Directors and system for independent
directors. The Company strengthened information disclosure of principal shareholders and persons
acting-in-concert, forbidden shareholders of the Company to misapply their rights. The Company separated from
the principal shareholder in personnel, assets, business, financial affairs and organizational, and was absolutely
impendent. The Company timely revised and perfected various systems in accordance with the latest issued laws
& rules and relevant regulations of CSRC and Shenzhen Stock Exchange. And the corporate governance is
basically in line with the requirements of relevant laws, regulations and regular documents.
Any significant differences between the actual corporate governance of the Company and the regulatory
documents issued by the CSRC governing the governance of listed companies
□ Yes √ No
No significant differences.
II. Independence of the Company from its controlling shareholder in business, personnel,
asset, organization and finance
The Company completed separated from the controlling shareholders in the aspects such as the business,
personnel, assets, institutions and finance and possesses independent and entire business and self-dependent
operating ability.
1. As for the business, the Company is independent of the controlling shareholders and the subordinate enterprises
and owns the independent business departments and management system as well as possesses of impendent and
entire business and self-dependent operating ability.
2. As for the personnel, the Company formulates the independent management system such as the labor, personnel
and the salary, possesses the independent personnel department and the operating management team. The Senior
Executives of the Company are serving at the Company in full time and receiving the salary from the Company.
3. As for the assets, the assets of the Company are independent and entire with clear ownership, and possesses the
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independent production system, BOP system and the supporting facilities, as well as possesses the legal
ownership of the land, factories, equipments related to the production and operating and the assets such as the
trademark, patent and the non-patent technology, and possesses the entire control and govern power of all the
assets of the Company without any behavior such as any controlling shareholder occupies the assets of the
Company.
4. As for the institutions, the Company set up the independent and entire organizations and institutions, and the
construction as well as the operating of the corporate governance institutions is executed strictly executed
according to the Articles of Association, and the production and operating as well as the offices are entirely
independent from the controlling shareholders with any situation of working under one roof with the controlling
shareholders.。
5. As for the finance, the Company set up the independent finance department and builds up the independent and
normative accounting and financial control system according to the requirements of the ASBE, set up the
independent bank account and pays the taxes legally and independently and the Company could make the
financial decisions independently without any situation of the shareholding intervenes the capital usage.
III. Horizontal competition
√ Applicable □ Inapplicable
Nature of Solution’s
Name of controlling
Type of issue controlling Cause for issue Solution progress and
shareholder
shareholder follow-up plan
From Jul. to Dec. 2015, The controlling shareholders
Guangdong Electronics committed: 1. in view of the
Information Industry percentage of the horizontal
Group Ltd., Shenzhen competition between the
Guangdong
Guangdong Rising Foshan NationStar
Electronics
Investment Optoelectronics Co., Ltd.
Information
Development Co., Ltd., and Foshan Electrical and
Industry Group Ltd.,
Local State-owned and Guangdong Rising Lighting Co., Ltd. was less,
Shenzhen
Assets Investment the Electronics Group,
Horizontal Guangdong Rising
Supervision and Development Co., Ltd. Shenzhen Guangdong Being executed
competition Investment
Administration directly and indirectly Rising Investment and Hong
Development Co.,
Commission held 23.144% of the Kong Guangdong Rising
Ltd., Guangdong
shares of the Company Investment committed to
Rising Investment
through the equities designedly gradually reduce
Development Co.,
purchase and the or eliminate the horizontal
Ltd.
shareholding increase of competition through
the secondary market, business integration or other
which made the above methods and arrangement
companies become the within 24 months in the
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controlling shareholder future. 2. In view of
of the Company. Parts Shenzhen Primatronix
of the enterprises (Nanho) Electronics Ltd.
controlled by the (hereinafter referred to as
shareholders engage in “Nanho Primatronix”),
the same or similar Guangdong Rising
business with the Optoelectronic Co., Ltd.
Company that forms the (hereinafter referred to as
horizontal competitions. “Guangdong Rising
Optoelectronic”) and Henan
Guangdong Rising
High-tech Investment Co.,
Ltd. (hereinafter referred to
as “Guangdong Rising
Hi-tech”) were all ceased
the business which were of
horizontal competition with
Foshan Electrical and
Lighting, and the
Electronics Group and its
persons acting in concert
was planed to respectively
adopt the corresponding
solving measures on Nanho
Primatronix, Guangdong
Rising Optoelectronic and
Guangdong Rising Hi-tech:
(1) Nanho Primatronix: had
ceased the relevant business
of horizontal competition
with the Foshan Electrical
and Lighting; (2)
Guangdong Rising
Optoelectronic: had ceased
the relevant business of
horizontal competition with
the Foshan Electrical and
Lighting and the Electronics
Group will plan to transfer
the relevant equities or
shutdown the company
according to the relevant
situation after the
completion of the
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acceptance check of the
government project
originally undertook by
Guangdong Rising
Optoelectronic and the
completion of the relevant
processing work; (3)
Guangdong Rising Hi-tech:
owning to the small
operating scope, the
Electronics Group had
executed the shutdown of
the whole company that
only left 4 employees to
take the responsibility of the
recovery of the amount of
the goods selling and the
written-off procedures of
the Company. As for
avoiding the horizontal
competition with Foshan
Electrical and Lighting, the
further commitments on the
relevant arrangements made
by the Electronics Group,
Shenzhen Guangdong
Rising Investment and Hong
Kong Guangdong Rising
Investment as follows: 1.
the Company will execute
the supervision and
restriction on the production
and the operating activities
of the Company and the
relevant enterprises except
for the above enterprises
currently involved with the
horizontal competition with
Foshan Electrical and
Lighting and if there is same
or similar situation occurs
horizontal competition with
Foshan Electrical and
Lighting from the future
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promises and the relevant
enterprises on the products
or business, the Company
following measures to solve
the problem: (1) when
commits to adopt the
Foshan Electrical and
Lighting considers it is
necessary, the Company and
the relevant enterprises
would decrease the
shareholding until entirely
completes the transfer of the
held relevant assets and
business; (2) when Foshan
Electrical and Lighting
considers it is necessary,
should take preference to
purchase the relevant assets
and business held by the
Company and the relevant
enterprises through
appropriate methods; 2.each
commitment made by the
Company on eliminating or
avoiding the horizontal
competition is also adapted
to the subordinate
enterprises directly or
indirectly controlled by the
Company and the Company
owns the obligation to urge
and ensure the other
subordinate enterprises to
carry out each events and
arrangement stated on the
document and to strictly
abide to the whole
commitments. 3. If the
Company or the subordinate
enterprises directly or
indirectly controlled by the
Company violated the above
commitments that led to the
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losses of Foshan Electrical
and Lighting, the Company
should pay for the
reasonable compensation.”
The controlling shareholders
committed: 1. guaranteed to
strictly abide by the each
regulation from the CSRC,
the normative laws
documents of SZSE and the
Articles of Association of
From Jul. to Dec. 2015,
Foshan Electrical and
Guangdong Electronics
Lighting. Among the
Information Industry
production and operating
Group Ltd., Shenzhen
activities since then, the
Guangdong Rising
promisee would not take
Investment
advantage of the position of
Development Co., Ltd.,
the controlling shareholders
and Guangdong Rising
Guangdong and the actual controller to
Investment
Electronics carry out any behavior that
Development Co., Ltd.
Information harm the benefits of Foshan
directly and indirectly
Industry Group Ltd., Electrical and Lighting and
held 23.144% of the
Shenzhen other shareholders; 2. the
shares of the Company
Related Guangdong Rising promisee and the other
Local SASAC through the equities Being executed
transactions Investment subsidiaries, the branch
purchase and the
Development Co., companies, the joint
shareholding increase of
Ltd., Guangdong ventures or associated
the secondary market,
Rising Investment companies (hereinafter
which made the above
Development Co., referred to as the “relevant
companies become the
Ltd. enterprises”) will try their
controlling shareholder
best to avoid and reduce the
of the Company.
related transactions with
Business contractions
Foshan Electrical and
between parts of the
Lighting and its
enterprises controlled by
subsidiaries; 3. as for the
the shareholders and the
related transactions which
Company form into the
are indeed necessary and
related transactions.
could not be avoided
between the promisee, the
relevant enterprises and
Foshan Electrical and
Lighting, will strictly abide
by the market principles of
fairness, justice with
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
valuable consideration.
When the Annual General
Meeting or the Board of
Directors is executing the
voting on the related
transactions which involved
with the promisee and the
relevant enterprises, should
execute the obligation of
avoiding the voting and at
the same time execute the
transactions vetting process
as well as the information
disclosure obligations
according to the relevant
laws and regulations and the
normative documents. If
violated the above
commitments and caused
the losses to Foshan
Electrical and Lighting as
well as the subsidiaries and
other shareholders, the
promisee should assume
compensation liability.
IV. Annual general meeting and special general meetings held during the reporting period
1. General meetings held during the reporting period
Investor
Session Type of meeting Convening date Disclosure date Disclosure index
participation ratio
Title of the
announcement:
Announcement on
the Resolutions of
2014 Annual General Annual General 2014 Annual
0.00% 27 May 2015 28 May 2015
Meeting Meeting General Meeting;
Announcement No.:
2015-021; disclosure
website: www.
cninfo.com.cn
Title of the
st
2015 1 announcement:
Extraordinary
Extraordinary 0.00% 25 Dec. 2015 26 Dec. 2015 Announcement on
General Meeting
General Meeting the Resolutions of
2015 1st
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Extraordinary
General Meeting;
Announcement
No.:2015-074;
disclosure website:
www. cninfo.com.cn
2. Special general meetings convened at the request of the preference shareholders with resumed voting
rights
□ Applicable √ Inapplicable
V. Duty performance of the independent directors in the reporting period
1. Attendance by the independent directors at the board meetings and general meetings
Attendance by independent directors at board meetings
Failing to attend
Attendance by Entrusted
Name of independent Due attendance Attendance in in person for two
telecommunicati attendance Absence (times)
director (times) person (times) consecutive
on (times) (times)
meetings or not
Liu Zhenping 7 2 5 0 0 No
Dou Linping 7 2 5 0 0 No
Xue Yizhong 7 2 5 0 0 No
Zhang Nan 1 1 0 0 0 No
Lu Rui 1 0 0 1 0 No
Lv Wei 1 1 0 0 0 No
Attendance by independent directors at
1
general meetings
2. Objections raised by the independent directors against events of the Company
Did any independent director raise any objection against any event of the Company?
□ Yes √ No
No such cases in the reporting period.
3. More information about the duty performance of the independent directors
Were the advices of the independent directors accepted by the Company?
√ Yes □ No
Details about the advices of the independent directors accepted or not accepted by the Company
During the reporting period, in accordance with the requirements of Company Law, Code of Governance of Listed
Companies, Guidance on the Establishment of the Independent Directors System of the Listed Companies,
Articles of Association and relevant systems, the independent directors of the Company attended the board
sessions held during the reporting period, carefully reviewed the proposals proposed on the sessions, paid
attention to the operation of the Company, performed the duties sincerely and diligently, and issued independent
opinion on the related-party transactions, equity transfer, purchasing the equity of the controlled subsidiaries, etc.,
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
as well as proposed many precious advices on perfection of systems and decision of routine operation of the
Company, so as to play an active role in protecting the legal right of the Company and its shareholders.
VI. Performance of the Special Committees under the Board during the reporting period
(I) Work accomplished by the Audit Committee
According to the related provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange,
as well as the Rules of Implementation for the Audit Committee of the Board, the Audit Committee diligently
performed the following work duties:
1. On 28 Jan. 2015, the Audit Committee convened a session and reviewed as well as approved the following two
topics:
(1) Reviewed and approved the main time arrangement of the 2014 audit work;
(2) Reviewed and approved the report of the 2014 main financial data of Ministry of Finance.
Had not discovered any significant problem of the 2014 main financial data of the Company after carefully
reviewed and the 2014 main financial data and pretax profits analysis submitted by Ministry of Finance and
listened to the report from the financial staffs. Since there is a period of time between this preliminary review of
the financial statements and the formal issuance of the auditor’s report and the financial statements, we hereby
remind the Company’s Financial Department to pay attention to dealing with the follow-up affairs after the date of
Balance Sheet in strict compliance with the New Accounting Standards for Business Enterprises, so as to ensure
the factuality, fairness and completeness of the financial statements.
2. On 15 Apr. 2015, the Audit Committee convened a session and reviewed the financial statements submitted by
the Company, on which the registered accountants had issued their preliminary audit opinions, including the
balance sheet as at 31 Dec. 2014, the profit statement, the statement of changes in shareholders’ equity and the
cash flow statement as of the fiscal year 2014, as well as the notes to the said financial statements.
After the communication with the registered accountants regarding their preliminary audit opinions, as well as our
further referring to the supplementary account books and records, the Audit Committee believed that the
Company had handled the events after the balance sheet date in strict compliance with the New Accounting
Standards for Business Enterprises; And the Company has prepared its financial statements in accordance with the
New Accounting Standards for Business Enterprises and the related financial system of the Company, which are a
fair presentation of the financial position of the Company as at 31 Dec. 2014, as well as the operating results and
cash flows for the year then ended. All members of the Audit Committee signed to approve the following
proposals:
(1) 2014 annual financial and accounting report of the Company;
(2) Summary report by the Audit Committee on the 2014 annual audit performed by GP Certified Public
Accountants;
(3) GP Certified Public Accountants has been serving as the Company’s annual auditor for more than twenty
years. And it performed competently, diligently and responsibly during the 2014 annual auditing. Therefore, the
Audit Committee hereby proposes to renew the employment of GP Certified Public Accountants LLP as the
annual auditor for the year 2014;
(4) 2015 work plan of Audit Department.
(II) Work accomplished by the Remuneration and Appraisal Committee
1. On 15 Apr. 2015, based on the completion status of the Company’s major financial targets and business
objectives in 2014, the work scopes and main responsibilities of the Company’s present directors, supervisors and
other senior management staffs, and the completion status of indexes concerning the performance assessment of
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
the Company’s directors, supervisors and other senior management staffs, the Committee conducted an
assessment in regard to the remuneration of the directors, supervisors and other senior management staffs and
believed that the remuneration range for the directors, supervisors and other senior management staffs were
decided and adopted in accordance with the relevant stipulations in the Management System on Decision of
Remuneration; The Company’s provision for the incentive funds was in line with the requirements of the Equity
Incentive Mechanism for Middle-and Top-Rank Management Staffs, and the Company’s incentives to its
middle-and top-rank management staffs and its operational and technical professionals was in accordance with
relevant laws and regulations, which would promote the close connection of interest among the management staffs,
the Company and its shareholders.
VII. Duty performance of the Supervisory Committee
Did the Supervisory Committee find any risks to the Company during its supervision in the reporting period?
□ Yes √ No
The Supervisory Committee raised no objections in the reporting period.
VIII. Performance appraisal and incentive mechanism for the senior management staff
In the reporting period, the Remuneration and Appraisal Committee, according to “Establishing Stock Incentive
Institution for Senior and Middle-level Management” passed by 2001 Annual Shareholders’ General Meeting and
current operation results, distributed remuneration to Senior Executives.
IX. Internal control
1. Significant internal control defects found in the reporting period
□ Yes √ No
2. Self-evaluation report on internal control
Disclosure date of internal control
28 Mar. 2016
evaluation report
Index to disclosed internal control Title of public announcement: 2015 Internal Control Evaluation Report; disclosure
evaluation report website: www.cninfo.com.cn
Ratio of total assets of appraised entities to
99.51%
consolidated total assets
Ratio of operating revenues of appraised
100.00%
entities to consolidated operating revenues
Defect identification standards
Type Financial-report related Non-financial-report related
Defect with one of the following Defect with one of the following
characteristics should be recognized as characteristics should be recognized as
material weakness: (1) the defect involved material weakness: (1) seriously violate
with the malpractices of the Directors, the the national laws, the administrative laws
Supervisors and the Senior Executives; (2) and regulations and the normative
Nature standard
the controlled environment is invalid; (3) the documents; (2) “Three Significant and
CPA discovered any significant misstatement One Major” events had not went through
from the current financial report while the the collective decision-making process;
internal control could not discover the (3) severe loss of the management staffs
mistake during the operating process; (4) the on the key positions and the technical
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
supervision from the Corporate Audit personnel; (4) the frequently negative
Committee and the internal audit institution media coverage checked verified; (5) the
on the internal control. If there met with one major business involved with the
of the situation of the following, should be production and operating of the
recognized as the significant defect: (1) the Company lack of the system control or
significant defect after communication is not the system control is invalid; (6) internal
solved during the reasonable period; (2) control of the information disclosure is
corrects the published financial report; (3) valid, which led to the public censure
the function of the internal audit of the from the supervision departments; (7) the
Company is invalid; (4) the control of results of the internal control assessment
whether execute the selection and the especially the significant defects or the
application of the accounting policies significant defects are not verified.
according to the Generally Accepted Defects with the following
Accounting Principles is invalid. characteristics should be recognized as
the significant defects: (1) owning to
partly lack of the decision-making
process of the “Three Significant and
One Major” and the undemocratic
decision-making process which caused
the decision-making mistake that led the
Company face with certain economic
losses; (2) the negative influences
owning to the unlawful acts and the
irregularities h involve with wide range
and cause public concern among the
partial regions which bring certain harms
to the reputation of the Company; (3) the
system of the major business involved
with the production and operating of the
Company is incomplete or partially
invalid; (4) the results of the internal
control assessment with significant
defects that fail to efficient verified
within 6 months.
Based on the data of the 2015 consolidated According to the quantitative criterion of
statements, the quantitative criterion of the internal control defects of the
confirming the important degree of the financial report, the quantitative criterion
misstatement (including the false negatives) of the internal control defects assessment
from of the consolidated statements of the of the non-financial report confirmed by
Quantitative standard
listed companies is as follows: material the Company is as follows: material
weakness: misstatement≥1.0% of the total weakness: losses amount≥1.0% of the
assets amount; significant defects: 0.5% of total assets amount; significant defects:
the total assets amount≤misstatement＜1.0% 0.5% of the total assets amount≤losses
of the total assets amount; general defects: amount ＜ 1.0% of the total assets
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
misstatement ＜ 0.5% of the total assets amount; general defects: losses amount
amount. ＜0.5% of the total assets amount.
Number of material financial-report-related
0
weaknesses
Number of material
0
non-financial-report-related weaknesses
Number of significant
0
financial-report-related defects
Number of significant
0
non-financial-report-related defects
X. Internal control audit report
√ Applicable □ Inapplicable
Audit opinion paragraph in internal control audit report
GP Certified Public Accountants (LLP) considered that: Foshan Lighting maintained effective internal control of the financial
report in all significant aspects according to the Basic Standards for Internal Control and relevant regulations on 31 Dec. 2015.
Internal control audit report
Disclosed
disclosed or not
Disclosure date of internal control
28 Mar. 2016
audit report
Index to disclosed internal control Title of public announcement: Internal Control Audit Report; disclosure website:
audit report www.cninfo.com.cn
Type pf audit opinion Standard unqualified opinion
Material
non-financial-report-related No
weaknesses
Did the CPAs firm issue an internal control audit report with non-standard opinion?
□ Yes √ No
Did the internal control audit report issued by the CPAs firm agree with the internal control self-evaluation report
of the board?
√ Yes □ No
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section X Financial Report
I. Auditor’s report
Type of audit opinion Standard unqualified audit opinion
Date of signing auditor’s report 24 Mar. 2016
Name of audit firm GP Certified Public Accountants (LLP)
Document No. of auditor’s report GHS Zi [2016] No. G15042000019
Name of CPA Wang Shaohua, Hong Wenwei
Text of the Auditor’s Report
Auditor’s Report
GHS Zi [2016] No. G15042000019
All shareholders of Foshan Electrical and Lighting Co., Ltd.,
We have audited the accompanying financial statements of Foshan Electrical and Lighting Co., Ltd. (the
“Company”), which comprise the Company’s and consolidated balance sheets as at 31 Dec. 2015, the Company’s
and consolidated income statements, the Company’s and consolidated cash flow statements, the Company’s and
consolidated statements of changes in shareholders’ equity for the year then ended, and notes to the financial
statements.
1. The management’s responsibility for the financial statements
The management of the Company is responsible for the preparation of these financial statements in accordance
with the Accounting Standards for Business Enterprises. Such a responsibility includes: (1) preparing financial
statements according to the Accounting Standards for Business Enterprises and make them a fair presentation; and
(2) designing, implementing and maintaining internal control relevant to the preparation of financial statements
that are free from material misstatement, whether due to fraud or error.
2. Auditor’s responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We have conducted
our audit in accordance with the Audit Standards for Chinese Registered Accountants, which require that we
comply with ethical requirements and plan and perform the audit to obtain reasonable assurance as to 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
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the
risks of material misstatement of the financial statements, whether due to fraud or error. In making those risks
assessments, the auditor considers the internal control related to the preparation of the financial statements so as to
design proper audit procedures but not for the purpose of expressing an opinion on the effectiveness of the
Company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and
the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of
the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate, which provides a basis for us to
express auditing opinion.
3. Audit opinion
In our opinion, the financial statements of the Company have been prepared according to the Accounting
Standards for Business Enterprises in all material aspects, which give a fair view of the Company’s financial
position as at 31 Dec. 2015 and the Company’s operating results and cash flows for the year then ended.
GP Certified Public Accountants CPA: Wang Shaohua
(LLP)
CPA: Hong Wenwei
Guangzhou China
24 Mar. 2016
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
II. Financial statements
Currency unit for the financial statements: RMB Yuan
1. Consolidated balance sheet
Prepared by Foshan Electrical and Lighting Co., Ltd.
31 Dec. 2015
Unit: RMB Yuan
Item 31 Dec. 2015 31 Dec. 2014
Current assets:
Monetary funds 935,241,205.20 989,718,395.60
Settlement reserves
Lendings to banks and other financial
institutions
Financial assets measured at fair
value of which changes are recorded in 51,600.00 20,320.00
current profits and losses
Derivative financial assets
Notes receivable 202,669,316.48 250,993,285.13
Accounts receivable 366,401,130.72 322,951,674.45
Accounts paid in advance 6,858,950.41 12,551,566.91
Premiums receivable
Reinsurance premiums receivable
Receivable reinsurance contract
reserves
Interest receivable 3,022,646.23 2,101,275.54
Dividend receivable
Other accounts receivable 17,313,604.14 74,122,844.63
Financial assets purchased under
agreement to resell
Inventories 559,651,928.21 625,794,972.48
Assets held for sale
Non-current assets due within 1 year
Other current assets 91,060,842.89 31,783,068.68
Total current assets 2,182,271,224.28 2,310,037,403.42
Non-current assets:
Loans by mandate and advances
granted
Available-for-sale financial assets 3,092,416,162.34 581,157,988.22
Held-to-maturity investments
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Long-term accounts receivable
Long-term equity investments 382,637.52 3,689,724.39
Investing real estate
Fixed assets 484,436,218.17 463,267,701.29
Construction in progress 32,488,518.68 90,862,098.21
Engineering materials
Disposal of fixed assets
Production biological assets
Oil-gas assets
Intangible assets 163,887,313.63 187,114,129.71
R&D expense
Goodwill 0.00 7,360,330.45
Long-term deferred expenses 406,425.35 918,958.73
Deferred income tax assets 42,744,728.66 41,696,214.79
Other non-current assets 49,263,204.15 50,599,787.19
Total non-current assets 3,866,025,208.50 1,426,666,932.98
Total assets 6,048,296,432.78 3,736,704,336.40
Current liabilities:
Short-term borrowings
Borrowings from Central Bank
Money deposits accepted and
inter-bank deposits
Loans from banks and other financial
institutions
Financial liabilities measured at fair
value of which changes are recorded in
current profits and losses
Derivative financial liabilities
Notes payable
Accounts payable 396,263,382.12 399,330,968.48
Accounts received in advance 71,531,790.37 60,842,257.61
Financial assets sold for repurchase
Handling charges and commissions
payable
Payroll payable 72,004,987.32 58,315,210.64
Taxes and fares payable 12,969,090.31 13,881,113.81
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Interest payable
Dividend payable
Other accounts payable 36,530,501.22 21,923,820.48
Reinsurance premiums payable
Insurance contract reserves
Payables for acting trading of
securities
Payables for acting underwriting of
securities
Liabilities held for sale
Non-current liabilities due within 1
year
Other current liabilities
Total current liabilities 589,299,751.34 554,293,371.02
Non-current liabilities:
Long-term borrowings
Bonds payable
Of which: preference shares
Perpetual bonds
Long-term payables
Long-term payroll payables
Special payables
Estimated liabilities 0.00 61,438,275.16
Deferred income 10,722,275.02 10,955,833.27
Deferred income tax liabilities 390,534,187.37 15,516,937.71
Other non-current liabilities
Total non-current liabilities 401,256,462.39 87,911,046.14
Total liabilities 990,556,213.73 642,204,417.16
Owners’ equity:
Share capital 1,272,132,868.00 978,563,745.00
Other equity instruments
Of which: preference shares
Perpetual bonds
Capital reserves 296,324,375.58 589,892,717.59
Less: Treasury stock
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Other composite income 2,212,989,156.02 72,150,338.69
Special reserves
Surplus reserves 628,439,107.12 626,168,440.86
Provisions for general risks
Retained profits 613,661,381.40 777,810,478.44
Total equity attributable to owners of
5,023,546,888.12 3,044,585,720.58
the Company
Minority interests 34,193,330.93 49,914,198.66
Total owners’ equity 5,057,740,219.05 3,094,499,919.24
Total liabilities and owners’ equity 6,048,296,432.78 3,736,704,336.40
Legal Representative: He Yong Person-in-charge of the accounting work: Liu Xingming
Person-in-charge of the accounting organ: Tang Qionglan
2. Balance sheet of the Company
Unit: RMB Yuan
Item 31 Dec. 2015 31 Dec. 2014
Current Assets:
Monetary funds 633,291,177.30 685,652,777.19
Financial assets measured at fair
value of which changes are recorded in 51,600.00 20,320.00
current profits and losses
Derivative financial assets
Notes receivable 200,483,728.48 240,920,585.13
Accounts receivable 387,870,578.18 335,793,103.52
Accounts paid in advance 6,258,960.70 16,580,637.31
Interest receivable 1,979,245.24
Dividend receivable
Other accounts receivable 47,175,016.15 142,329,039.45
Inventories 540,058,085.51 578,978,618.17
Assets held for sale
Non-current assets due within 1 year
Other current assets 87,132,242.99 27,359,093.82
Total current assets 1,904,300,634.55 2,027,634,174.59
Non-current assets:
Available-for-sale financial assets 3,092,416,162.34 581,157,988.22
Held-to-maturity investments
Long-term accounts receivable
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Long-term equity investments 417,972,577.28 445,639,664.15
Investing real estate
Fixed assets 403,470,166.52 362,743,711.79
Construction in progress 32,098,207.18 88,784,906.41
Engineering materials
Disposal of fixed assets
Production biological assets
Oil-gas assets
Intangible assets 120,554,776.71 125,206,977.08
R&D expense
Goodwill
Long-term deferred expenses
Deferred income tax assets 36,469,936.66 33,978,127.89
Other non-current assets 49,025,459.75 48,778,664.19
Total non-current assets 4,152,007,286.44 1,686,290,039.73
Total assets 6,056,307,920.99 3,713,924,214.32
Current liabilities:
Short-term borrowings
Financial liabilities measured at fair
value of which changes are recorded in
current profits and losses
Derivative financial liabilities
Notes payable
Accounts payable 518,615,548.53 447,190,248.26
Accounts received in advance 70,168,946.84 56,335,813.10
Payroll payable 48,921,086.93 56,655,167.35
Taxes and fares payable 2,172,775.43 5,496,341.46
Interest payable
Dividend payable
Other accounts payable 93,375,598.50 89,738,558.57
Liabilities held for sale
Non-current liabilities due within 1
year
Other current liabilities
Total current liabilities 733,253,956.23 655,416,128.74
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Non-current liabilities:
Long-term borrowings
Bonds payable
Of which: preference shares
Perpetual bonds
Long-term payables
Long-term payroll payables
Special payables
Estimated liabilities 0.00 61,438,275.16
Deferred income 10,102,274.95 10,180,833.31
Deferred income tax liabilities 390,534,187.37 12,733,711.71
Other non-current liabilities
Total non-current liabilities 400,636,462.32 84,352,820.18
Total liabilities 1,133,890,418.55 739,768,948.92
Owners’ equity:
Share capital 1,272,132,868.00 978,563,745.00
Other equity instruments
Of which: preference shares
Perpetual bonds
Capital reserves 293,419,444.90 586,987,786.91
Less: Treasury stock
Other composite income 2,212,989,156.02 72,150,338.69
Special reserves
Surplus reserves 628,439,107.12 626,168,440.86
Retained profits 515,436,926.40 710,284,953.94
Total owners’ equity 4,922,417,502.44 2,974,155,265.40
Total liabilities and owners’ equity 6,056,307,920.99 3,713,924,214.32
Legal Representative: He Yong Person-in-charge of the accounting work: Liu Xingming
Person-in-charge of the accounting organ: Tang Qionglan
3. Consolidated income statement
Unit: RMB Yuan
Item 2015 2014
I. Operating revenues 2,876,659,100.63 3,068,641,200.17
Including: Sales income 2,876,659,100.63 3,068,641,200.17
Interest income
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Premium income
Handling charge and commission
income
II. Total operating costs 2,716,539,877.28 2,718,773,419.24
Including: Cost of sales 2,185,558,581.31 2,247,054,674.63
Interest expenses
Handling charge and commission
expenses
Surrenders
Net claims paid
Net amount withdrawn for the
insurance contract reserve
Expenditure on policy dividends
Reinsurance premium
Taxes and associate charges 25,680,514.21 26,249,721.78
Selling expenses 203,112,498.50 207,880,504.54
Administrative expenses 241,585,514.09 236,233,239.29
Financial expenses -28,871,124.02 -9,565,959.04
Asset impairment losses 89,473,893.19 10,921,238.04
Add: Gain/(loss) on fair value changes
35,935.00 1,105,462.10
(“-” means loss)
Gain/(loss) on investment (“-”
19,523,757.86 19,214,574.68
means loss)
Including: share of profits in
-3,307,086.87 -9,117,917.64
associates and joint ventures
Foreign exchange gains (“-” means
loss)
III. Operating profits (“-” means loss) 179,678,916.21 370,187,817.71
Add: non-operating income 7,627,967.24 12,059,815.30
Including: Gains on disposal of
182,286.57 25,197.24
non-current assets
Less: non-operating expense 141,313,889.53 63,119,188.44
Including: Losses on disposal of
8,354,989.42 1,312,901.18
non-current assets
IV. Total profits (“-” means loss) 45,992,993.92 319,128,444.57
Less: Income tax expense 8,308,268.53 52,462,491.85
V. Net profits (“-” means loss) 37,684,725.39 266,665,952.72
Net profit attributable to owners of 53,405,593.12 266,125,048.97
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
the Company
Minority shareholders’ income -15,720,867.73 540,903.75
VI. After-tax net amount of other
2,140,838,817.33 44,432,751.22
composite incomes
After-tax net amount of other
composite incomes attributable to owners 2,140,838,817.33 44,432,751.22
of the Company
(I) Other composite incomes that
will not be reclassified into gains and
losses
1. Changes in net liabilities or
assets with a defined benefit plan upon
re-measurement
2. Enjoyable shares in other
comprehensive incomes in investees that
cannot be reclassified into gains and
losses under the equity method
(II) Other composite incomes that
2,140,838,817.33 44,432,751.22
will be reclassified into gains and losses
1. Enjoyable shares in other
composite incomes in investees that will
be reclassified into gains and losses under
the equity method
2. Gains and losses on fair
value changes of available-for-sale 2,140,838,817.33 44,432,751.22
financial assets
3. Gains and losses on
reclassifying held-to-maturity
investments into available-for-sale
financial assets
4. Effective hedging gains and
losses on cash flows
5. Foreign-currency financial
statement translation difference
6. Other
After-tax net amount of other
composite incomes attributable to
minority shareholders
VII. Total composite incomes 2,178,523,542.72 311,098,703.94
Attributable to owners of the
2,194,244,410.45 310,557,800.19
Company
Attributable to minority
-15,720,867.73 540,903.75
shareholders
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
VIII. Earnings per share
(I) Basic earnings per share 0.0420 0.2092
(II) Diluted earnings per share 0.0420 0.2092
Where business mergers under the same control occurred in this reporting period, the net profits achieved by the merged parties
before the business mergers was RMB 0.00, with the corresponding amount for the last period being RMB 0.00.
Legal Representative: He Yong Person-in-charge of the accounting work: Liu Xingming
Person-in-charge of the accounting organ: Tang Qionglan
4. Income statement of the Company
Unit: RMB Yuan
Item 2015 2014
I. Operating revenues 2,931,734,966.72 3,096,764,562.67
Less: operating costs 2,324,989,903.05 2,368,497,388.05
Business taxes and surtaxes 17,146,422.63 17,435,087.65
Selling expenses 198,554,906.43 202,316,154.50
Administrative expenses 187,165,627.10 192,372,199.33
Financial expenses -21,570,398.18 -1,234,608.56
Asset Impairment losses 90,519,931.40 9,984,446.80
Add: gain/(loss) on fair value
35,935.00 1,105,462.10
changes (“-” means loss)
Gain/(loss) on investment (“-”
19,523,757.86 24,102,619.56
means loss)
Including: income form investment
-3,307,086.87 -9,117,917.64
on associates and joint ventures
II. Operating profits (“-” means loss) 154,488,267.15 332,601,976.56
Add: non-operating income 5,222,584.35 10,524,371.67
Including: Gains on disposal of
9,375.59 23,548.17
non-current assets
Less: non-operating expense 139,994,837.37 62,732,365.11
Including: Losses on disposal of
7,411,664.29 986,923.01
non-current assets
III. Total profits (“-” means loss) 19,716,014.13 280,393,983.12
Less: Income tax expense -2,990,648.49 42,701,929.63
IV. Net profits (“-” means loss) 22,706,662.62 237,692,053.49
V. After-tax net amount of other
2,140,838,817.33 44,432,751.22
composite incomes
(I) Other composite incomes that will
not be reclassified into gains and losses
1. Changes in net liabilities or
assets with a defined benefit plan upon
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
re-measurement
2. Enjoyable shares in other
composite incomes in investees that
cannot be reclassified into gains and
losses under the equity method
(II) Other composite incomes that
2,140,838,817.33 44,432,751.22
will be reclassified into gains and losses
1. Enjoyable shares in other
composite incomes in investees that
will be reclassified into gains and losses
under the equity method
2. Gains and losses on fair value
changes of available-for-sale financial 2,140,838,817.33 44,432,751.22
assets
3. Gains and losses on
reclassifying held-to-maturity
investments into available-for-sale
financial assets
4. Effective hedging gains and
losses on cash flows
5. Foreign-currency financial
statement translation difference
6. Other
VI. Total composite incomes 2,163,545,479.95 282,124,804.71
VII. Earnings per share
(I) Basic earnings per share
(II) Diluted earnings per share
Legal Representative: He Yong Person-in-charge of the accounting work: Liu Xingming
Person-in-charge of the accounting organ: Tang Qionglan
5. Consolidated cash flow statement
Unit: RMB Yuan
Item 2015 2014
I. Cash flows from operating activities:
Cash received from sale of
2,835,034,614.10 2,870,280,032.72
commodities and rendering of service
Net increase of money deposits from
customers and inter-bank placements
Net increase of loans from central
bank
Net increase of funds borrowed from
other financial institutions
Cash received from premium of
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
original insurance contracts
Net cash received from reinsurance
business
Net increase of deposits of policy
holders and investment fund
Net increase of disposal of financial
assets measured at fair value of which
changes are recorded into current gains
and losses
Cash received from interest, handling
charges and commissions
Net increase of loans from banks and
other financial institutions
Net increase of funds in repurchase
business
Tax refunds received 42,423,907.66 83,215,180.15
Other cash received relating to
27,080,736.93 21,607,827.81
operating activities
Subtotal of cash inflows from operating
2,904,539,258.69 2,975,103,040.68
activities
Cash paid for goods and services 1,618,725,610.28 1,671,417,602.90
Net increase of customer lendings
and advances
Net increase of funds deposited in
central bank and inter-bank placements
Cash for paying claims of the original
insurance contracts
Cash for paying interest, handling
charges and commissions
Cash for paying policy dividends
Cash paid to and for employees 508,218,930.15 531,774,390.53
Taxes and fares paid 214,353,895.03 253,524,039.74
Other cash payment relating to
374,915,633.80 212,748,262.17
operating activities
Subtotal of cash outflows from
2,716,214,069.26 2,669,464,295.34
operating activities
Net cash flows from operating activities 188,325,189.43 305,638,745.34
II. Cash flows from investing activities:
Cash received from withdrawal of
25,409,754.20 17,867,112.02
investments
Cash received from return on
4,413,629.96 28,561,925.28
investments
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Net cash received from disposal of
fixed assets, intangible assets and other 1,038,128.00 124,204.21
long-term assets
Net cash received from disposal of
subsidiaries or other business units
Other cash received relating to
investing activities
Subtotal of cash inflows from investing
30,861,512.16 46,553,241.51
activities
Cash paid to acquire fixed assets,
intangible assets and other long-term 68,596,503.73 85,450,244.80
assets
Cash paid for investment 0.00 1,657,260.00
Net increase of pledged loans
Net cash paid to acquire subsidiaries
0.00 11,512,886.32
and other business units
Other cash payments relating to
investing activities
Subtotal of cash outflows from
68,596,503.73 98,620,391.12
investing activities
Net cash flows from investing activities -37,734,991.57 -52,067,149.61
III. Cash flows from financing
activities:
Cash received from capital
contributions
Including: Cash received from
minority shareholder investments by
subsidiaries
Cash received from borrowings
Cash received from issuance of
bonds
Other cash received relating to
financing activities
Subtotal of cash inflows from financing
activities
Repayment of borrowings 2,000,000.00
Cash paid for interest expenses and
215,284,023.90 158,694,772.73
distribution of dividends or profit
Including: dividends or profit paid
2,094,876.38
by subsidiaries to minority shareholders
Other cash payments relating to
financing activities
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Sub-total of cash outflows from
215,284,023.90 160,694,772.73
financing activities
Net cash flows from financing activities -215,284,023.90 -160,694,772.73
IV. Effect of foreign exchange rate
8,538,698.81 -851,411.62
changes on cash and cash equivalents
V. Net increase in cash and cash
-56,155,127.23 92,025,411.38
equivalents
Add: Opening balance of cash and
989,701,235.60 897,675,824.22
cash equivalents
VI. Closing balance of cash and cash
933,546,108.37 989,701,235.60
equivalents
Legal Representative: He Yong Person-in-charge of the accounting work: Liu Xingming
Person-in-charge of the accounting organ: Tang Qionglan
6. Cash flow statement of the Company
Unit: RMB Yuan
Item 2015 2014
I. Cash flows from operating activities:
Cash received from sale of
2,801,046,950.23 2,962,985,771.22
commodities and rendering of service
Tax refunds received 42,234,888.61 83,196,128.84
Other cash received relating to
14,330,850.10 27,112,666.62
operating activities
Subtotal of cash inflows from operating
2,857,612,688.94 3,073,294,566.68
activities
Cash paid for goods and services 1,958,657,434.17 2,161,534,616.00
Cash paid to and for employees 185,511,119.94 198,295,463.89
Various taxes paid 120,381,921.25 163,108,324.71
Other cash payment relating to
391,075,314.15 240,583,729.43
operating activities
Subtotal of cash outflows from
2,655,625,789.51 2,763,522,134.03
operating activities
Net cash flows from operating activities 201,986,899.43 309,772,432.65
II. Cash flows from investing activities:
Cash received from retraction of
25,409,754.20 17,867,112.02
investments
Cash received from return on
4,413,629.96 33,449,970.16
investments
Net cash received from disposal of
fixed assets, intangible assets and other 18,626.61 104,421.11
long-term assets
Net cash received from disposal of
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
subsidiaries or other business units
Other cash received relating to
investing activities
Subtotal of cash inflows from investing
29,842,010.77 51,421,503.29
activities
Cash paid to acquire fixed assets,
intangible assets and other long-term 77,403,585.76 73,509,478.18
assets
Cash paid for investment 1,657,260.00
Net cash paid to acquire subsidiaries
24,360,000.00
and other business units
Other cash payments relating to
investing activities
Subtotal of cash outflows from
77,403,585.76 99,526,738.18
investing activities
Net cash flows from investing activities -47,561,574.99 -48,105,234.89
III. Cash flows from financing
activities:
Cash received from capital
contributions
Cash received from borrowings
Cash received from issuance of
bonds
Other cash received relating to
financing activities
Subtotal of cash inflows from financing
activities
Repayment of borrowings
Cash paid for interest expenses and
215,284,023.90 156,570,199.20
distribution of dividends or profit
Other cash payments relating to
financing activities
Sub-total of cash outflows from
215,284,023.90 156,570,199.20
financing activities
Net cash flows from financing activities -215,284,023.90 -156,570,199.20
IV. Effect of foreign exchange rate
8,514,259.57 -851,767.76
changes on cash and cash equivalents
V. Net increase in cash and cash
-52,344,439.89 104,245,230.80
equivalents
Add: Opening balance of cash and
685,635,617.19 581,390,386.39
cash equivalents
VI. Closing balance of cash and cash 633,291,177.30 685,635,617.19
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
equivalents
Legal Representative: He Yong Person-in-charge of the accounting work: Liu Xingming
Person-in-charge of the accounting organ: Tang Qionglan
7. Consolidated statement of changes in owners’ equity
2015
Unit: RMB Yuan
2015
Equity attributable to owners of the Company
Other equity
Other Minorit Total
Item instruments Less: General
Share Capital compos Special Surplus Retaine y owners’
Prefer Perpet treasury risk
capital reserves ite reserves reserves d profits interests equity
ence ual Other stock reserves
incomes
shares bonds
978,56 3,094,4
I. Balance at end 589,892 72,150, 626,168 777,810 49,914,
3,745. 99,919.
of previous year ,717.59 338.69 ,440.86 ,478.44 198.66
00 24
Add: change of
accounting policy
Correction of
errors in previous
periods
Business
mergers under
same control
Other
II. Balance at 978,56 3,094,4
589,892 72,150, 626,168 777,810 49,914,
beginning of the 3,745. 99,919.
,717.59 338.69 ,440.86 ,478.44 198.66
year 00 24
III. Increase/
293,56 -293,56 2,140,8 -164,14 1,963,2
decrease in the 2,270,6 -15,720,
9,123. 8,342.0 38,817. 9,097.0 40,299.
period (“-” means 66.26 867.73
00 1 33 4 81
decrease)
(I) Total 2,140,8 2,178,5
53,405, -15,720,
composite 38,817. 23,542.
593.12 867.73
incomes 33 72
(II) Capital
increased and
reduced by owners
1. Common
shares increased
by shareholders
2. Capital
increased by
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
holders of other
equity instruments
3. Amounts
of share-based
payments
recognized in
owners’ equity
4. Other
-217,55 -215,28
(III) Profit 2,270,6
4,690.1 4,023.9
distribution 66.26
6 0
1.
2,270,6 -2,270,6
Appropriations to 0.00
66.26 66.26
surplus reserves
2.
Appropriations to
general risk
provisions
3.
-215,28 -215,28
Appropriations to
4,023.9 4,023.9
owners (or
0 0
shareholders)
4. Other
(IV) Internal 293,56 -293,56
carry-forward of 9,123. 9,123.0 0.00
owners’ equity 00 0
1. New
increase of capital 293,56 -293,56
(or share capital) 9,123. 9,123.0 0.00
from capital 00 0
reserves
2. New
increase of capital
(or share capital)
from surplus
reserves
3. Surplus
reserves for
making up losses
4. Other
(V) Special
reserves
115
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
1. Withdrawn
for the period
2. Used in the
period
(VI) Other 780.99 780.99
1,272, 2,212,9 5,057,7
IV. Closing 296,324 628,439 613,661 34,193,
132,86 89,156. 40,219.
balance ,375.58 ,107.12 ,381.40 330.93
8.00 02 05
2014
Unit: RMB Yuan
2014
Equity attributable to owners of the Company
Other equity Minorit
Other Total
Item instruments Less: General y
Share Capital compos Specific Surplus Retaine owners’
Prefer Perpet treasury risk interest
capital reserves ite reserves reserves d profits equity
ence ual Other stock reserves s
incomes
shares bonds
978,56 2,925,3
I. Balance at end 589,876 27,717, 622,494 671,929 34,805,
3,745. 87,050.
of previous year ,519.74 587.47 ,531.96 ,537.57 128.86
00 60
Add: change of
accounting policy
Correction of
errors in previous
periods
Business
mergers under
same control
Other
II. Balance at 978,56 2,925,3
589,876 27,717, 622,494 671,929 34,805,
beginning of the 3,745. 87,050.
,519.74 587.47 ,531.96 ,537.57 128.86
year 00 60
III. Increase/
decrease in the 16,197. 44,432, 3,673,9 105,880 15,109, 169,112
period (“-” means 85 751.22 08.90 ,940.87 069.80 ,868.64
decrease)
(I) Total
44,432, 266,125 540,903 311,098
composite
751.22 ,048.97 .75 ,703.94
incomes
(II) Capital
16,663, 16,663,
increased and
042.43 042.43
reduced by owners
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
1. Common
shares increased
by shareholders
2. Capital
increased by
holders of other
equity instruments
3. Amounts
of share-based
payments
recognized in
owners’ equity
16,663, 16,663,
4. Other
042.43 042.43
-160,24 -158,66
(III) Profit 3,673,9 -2,094,
4,108.1 5,075.5
distribution 08.90 876.38
0 8
1.
3,673,9 -3,673,9
Appropriations to
08.90 08.90
surplus reserves
2.
Appropriations to
general risk
provisions
3.
-156,57 -158,66
Appropriations to -2,094,
0,199.2 5,075.5
owners (or 876.38
0 8
shareholders)
4. Other
(IV) Internal
carry-forward of
owners’ equity
1. New
increase of capital
(or share capital)
from capital
reserves
2. New
increase of capital
(or share capital)
from surplus
reserves
3. Surplus
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
reserves for
making up losses
4. Other
(V) Special
reserves
1. Withdrawn
for the period
2. Used in the
period
16,197. 16,197.
(VI) Other
85 85
978,56 3,094,4
IV. Closing 589,892 72,150, 626,168 777,810 49,914,
3,745. 99,919.
balance ,717.59 338.69 ,440.86 ,478.44 198.66
00 24
Legal Representative: He Yong Person-in-charge of the accounting work: Liu Xingming
Person-in-charge of the accounting organ: Tang Qionglan
8. Statement of changes in owners’ equity of the Company
2015
Unit: RMB Yuan
2015
Other equity instruments
Less: Other Total
Item Share Prefere Capital Special Surplus Retaine
Perpetu treasury composite owners’
capital nce Other reserves reserves reserves d profits
al bonds stock incomes equity
shares
I. Balance at end 978,563, 586,987,7 72,150,33 626,168,4 710,284 2,974,155
of previous year 745.00 86.91 8.69 40.86 ,953.94 ,265.40
Add: change of
accounting policy
Correction of
errors in previous
periods
Other
II. Balance at
978,563, 586,987,7 72,150,33 626,168,4 710,284 2,974,155
beginning of the
745.00 86.91 8.69 40.86 ,953.94 ,265.40
year
III. Increase/
-194,84
decrease in the 293,569, -293,568, 2,140,838 2,270,666 1,948,262
8,027.5
period (“-” means 123.00 342.01 ,817.33 .26 ,237.04
4
decrease)
(I) Total
2,140,838 22,706, 2,163,545
composite
,817.33 662.62 ,479.95
incomes
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(II) Capital
increased and
reduced by owners
1. Common
shares increased
by shareholders
2. Capital
increased by
holders of other
equity instruments
3. Amounts
of share-based
payments
recognized in
owners’ equity
4. Other
-217,55
(III) Profit 2,270,666 -215,284,
4,690.1
distribution .26 023.90
6
1.
2,270,666 -2,270,6
Appropriations to 0.00
.26 66.26
surplus reserves
2.
-215,28
Appropriations to -215,284,
4,023.9
owners (or 023.90
0
shareholders)
3. Other
(IV) Internal
293,569, -293,569,
carry-forward of 0.00
123.00 123.00
owners’ equity
1. New
increase of capital
293,569, -293,569,
(or share capital) 0.00
123.00 123.00
from capital
public reserves
2. New
increase of capital
(or share capital)
from surplus
reserves
3. Surplus
reserves for
making up losses
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
4. Other
(V) Specific
reserve
1. Withdrawn
for the period
2. Used in the
period
(VI) Other 780.99 780.99
IV. Closing 1,272,13 293,419,4 2,212,989 628,439,1 515,436 4,922,417
balance 2,868.00 44.90 ,156.02 07.12 ,926.40 ,502.44
2014
Unit: RMB Yuan
2014
Other equity instruments
Less: Other Total
Item Share Prefere Capital Special Surplus Retaine
Perpetu treasury composite owners’
capital nce Other reserves reserves reserves d profits
al bonds stock incomes equity
shares
I. Balance at end 978,563, 586,971,5 27,717,58 622,494,5 632,837 2,848,584
of previous year 745.00 89.06 7.47 31.96 ,008.55 ,462.04
Add: change of
accounting policy
Correction of
errors in previous
periods
Other
II. Balance at
978,563, 586,971,5 27,717,58 622,494,5 632,837 2,848,584
beginning of the
745.00 89.06 7.47 31.96 ,008.55 ,462.04
year
III. Increase/
decrease in the 44,432,75 3,673,908 77,447, 125,570,8
16,197.85
period (“-” means 1.22 .90 945.39 03.36
decrease)
(I) Total 44,432,75 237,692 282,124,8
composite incomes 1.22 ,053.49 04.71
(II) Capital
increased and
reduced by owners
1. Common
shares increased
by shareholders
2. Capital
increased by
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
holders of other
equity instruments
3. Amounts
of share-based
payments
recognized in
owners’ equity
4. Other
-160,24
(III) Profit 3,673,908 -156,570,
4,108.1
distribution .90 199.20
0
1.
3,673,908 -3,673,9
Appropriations to 0.00
.90 08.90
surplus reserves
2.
-156,57
Appropriations to -156,570,
0,199.2
owners (or 199.20
0
shareholders)
3. Other
(IV) Internal
carry-forward of
owners’ equity
1. New
increase of capital
(or share capital)
from capital public
reserves
2. New
increase of capital
(or share capital)
from surplus
reserves
3. Surplus
reserves for
making up losses
4. Other
(V) Specific
reserve
1. Withdrawn
for the period
2. Used in the
period
121
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(VI) Other 16,197.85 16,197.85
IV. Closing 978,563, 586,987,7 72,150,33 626,168,4 710,284 2,974,155
balance 745.00 86.91 8.69 40.86 ,953.94 ,265.40
Legal Representative: He Yong Person-in-charge of the accounting work: Liu Xingming
Person-in-charge of the accounting organ: Tang Qionglan
III. Company profile
1. Overview of the Company
Foshan Electrical & Lighting Co., Ltd. (hereinafter referred to as “the Company”), a joint-stock limited company
jointly founded by Foshan Electrical and Lighting Company, Nanhai Wuzhuang Color Glazed Brick Field, and
Foshan Poyang Printing Industrial Co. on Oct. 20, 1992 by raising funds under the approval of YGS (1992) No.
63 Document issued by the Joint Examination Group for Experimental Enterprises in Stock System of Guangdong
Province and the Economic System Reform Commission of Guangdong Province, is an enterprise with its shares
held by both the corporate and the natural persons. As approved by China Securities Regulatory Commission with
Document (1993) No. 33, the Company publicly issued 19.3 million shares of social public shares (A shares) to
the public in Oct., 1993, and was listed in Shenzhen Stock Exchange for trade on Nov. 23, 1993. The Company
was approved to issue 50,000,000 B shares on Jul. 23, 1995. And, as approved to change into a foreign-invested
stock limited company on Aug. 26, 1996 by (1996) WJMZEHZ No. 466 Document issued by the Ministry of
Foreign Trade and Economic Cooperation of the People’s Republic of China. On Dec. 11, 2000, as approved by
China Securities Regulatory Commission with ZJGS Zi [2000] No. 175 Document, the Company additionally
issued 55,000,000 A shares. At approved by the Shareholders’ General Meeting 2006, 2007, 2008 and 2014 the
Company implemented the plan of capitalization of capital reserve, after the transfer, the registered capital of the
Company has increased to RMB1,272,132,868.00 with the unified social credit code of the Company of
“91440000190352575W”.
Legal representative: Mr. He Yong
Address: No. 64, Fenjiang North Road, Foshan, Guangdong Province
2. Business Scope of the Company
R&D and production of electro-optical source products, electro-optical source equipment and electro-optical
accessories, raw materials of electric light sources, lamps & fittings, electrical materials, motorcycle components,
household appliances, electric switches, electrical outlets, fire control products, ventilation devices, LED products,
lithium ion batteries and relevant materials; domestic and overseas sale of the aforesaid products; relevant
engineering consulting services. (Where a license is required, it must be obtained according to the government’s
rules before operation.)
3. Consolidation financial statement scope
The consolidation scope of the financial statement including the Company and the 9 subordinate subsidiaries such
as Foshan Chanchang Electric Appliance (Gaoming) Co., Ltd., Foshan Chansheng Electronic Ballast Co., Ltd.,
Foshan Taimei Times Lamps and Lanterns Co., Ltd., Suzhou Mont Lighting Co., Ltd., Nanjing Fozhao Lighting
Components Co., Ltd., FSL (Xinxiang) Lighting Co., Ltd., Foshan Electrical and Lighting New Light Source
Technology Co., Ltd., Guangdong Fozhao Leasing Co., Ltd., and Foshan Lighting Lamps & Components Co.,
Ltd.
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
4. Approval and Issue of the Financial Report
The Financial Report was approved and authorized for issue by the Board of Directors on 24 Mar. 2016.
IV. Basis for preparation of financial statements
1. Preparation basis
With the going-concern assumption as the basis and based on transactions and other events that actually occurred,
the Group prepared financial statements in accordance with the Application Guidance of Accounting Standards for
Business Enterprises, the Interpretation of Accounting Standards for Business Enterprises and other regulations
issued and revised from 15 Feb. 2006 onwards (hereinafter jointly referred to as “the Accounting Standards for
Business Enterprises”, “China Accounting Standards” or “CAS”)。
2. Continuation
There will be no such events or situations in the 12 months from the end of the reporting period that will cause
material doubts as to the continuation capability of the Company.
V. Important accounting policies and estimations
Reminders of the specific accounting policies and accounting estimations:
Naught
1. Statement of Compliance with the Accounting Standards for Business Enterprises
The financial statements prepared by the Group are in compliance with in compliance with the Accounting
Standards for Business Enterprises, which factually and completely present the Company’s, and the Group’s
financial positions as at 31 Dec. 2014, business results and cash flows for the year of 2014, and other relevant
information.
2. Fiscal Year
A fiscal year starts on 1 January and ends on 31 Dec. according to the Gregorian calendar.
3. Operating cycle
A normal operating cycle refers to a period from the Group purchasing assets for processing to realizing cash or
cash equivalents. An operating cycle for the Group is 12 months, which is also the classification criterion for the
liquidity of its assets and liabilities.
4. Recording Currency
Renminbi is the recording currency for the Company.
5. Accounting treatment methods for business combinations under the same control or not under the same
control
(1) Business combinations under the same control
A business combination under the same control is a business combination in which all of the combining
enterprises are ultimately controlled by the same party or the same parties both before and after the business
combination and on which the control is not temporary. In a business combination under the same control, the
party which obtains control of other combining enterprise(s) on the combining date is the combining party, the
other combining enterprise(s) is (are) the combined party. The “combining date” refers to the date on which the
combining party actually obtains control on the combined party.
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
The assets and liabilities that the combining party obtains in a business combination shall be measured on the
basis of their carrying amount in the combined party on the combining date. As for the balance between the
carrying amount of the net assets obtained by the combining party and the carrying amount of the consideration
paid by it (or the total par value of the shares issued), the additional paid-in capital (share premium) shall be
adjusted. If the additional paid-in capital (share premium) is not sufficient to be offset, the retained earnings shall
be adjusted. Consolidation date is the date that the combine party actually acquired the control right on the
combined party.
(2) Business combinations not under the same control
A business combination not under the same control is a business combination in which the combining enterprises
are not ultimately controlled by the same party or the same parties both before and after the business combination.
Among a business combination not under the same control, for the Intermediary fee and other relevant
management expenses such as the expenses for audit, legal services and assessment, and other administrative
expenses of the purchase party, which are recorded into the profits and losses in the current period; The trading
expenses for the equity securities or debt securities issued by the acquirer as the combination consideration shall
be recorded into the amount of initial measurement of the equity securities or debt securities. As for the difference
between the fair value of the paid assets and its book value, should be included in the current gains and losses.
Purchase date refers to the date that the combine party actually acquired the control right on the combined party.
The purchase party executes the distribution of the combined cost on the purchase date and recognizes the fair
value of each identifiable assets, liabilities or contingent liabilities acquired from the purchased party. The
acquirer shall recognize the positive balance between the combination costs and the fair value of the identifiable
net assets it obtains from the acquiree as business reputation; the difference that the combined cost smaller than
the fair value of the identifiable net assets acquired from the purchased party should be included in the gains and
losses.
6. Methods for preparing consolidated financial statements
(1) Principle for determining the consolidation scope
Recognize the consolidation scope of the consolidated financial statements based on control and the special
purpose entities controlled by the parent company are also included in the consolidation scope of the consolidated
financial statements. Exemption clause: if the parent company is the investment entity and without any subsidiary
that provides the relevant service for the investment activities, should not compile the consolidated financial
statements.
(2) Adopted accounting methods of the consolidated statements
The Company includes the subsidiaries and the special purpose entities with actual control rights into the scope of
the consolidated financial statements.
The Company compiles the consolidated financial statement according to the No. 33 of ASBE-Consolidated
Financial Statement and the relevant regulations and offset all the significant internal transactions and contracts
within the consolidation scope when merger. Among the shareholders equity of the subsidiaries which not
attributed to the part that owned by the parent company, should be individually listed under the shareholders’
equity of the consolidated financial statement as the minority shareholders’ equity.
The financial statements of subsidiaries are necessary adjusted in accordance with the accounting policies and
accounting period of the Group during the preparation of the consolidated financial statements, where the
accounting policies and the accounting periods are inconsistent between the Group and subsidiaries when
compiling the consolidated financial statements.
As for the subsidiaries acquired from the enterprise combine not under the same control, the individual financial
statement should be adjusted based on the fair value of the identifiable net assets on the purchase date when
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
compiling the consolidated financial statements; as for the subsidiaries acquired from the enterprise combine
under the same control, should be regarded as exist as the current state when each involved combine party starting
to execute the control in the ultimate control party, and should include the assets, liabilities, operating results and
the cash flow in the consolidated financial statements since the year-begin of the combine period and to adjust the
previous compared financial statement according to the above principles.
When the disposing the subsidiary during the reporting period, should include the operating results and the cash
flow from the period-begin to the disposing date into the consolidated financial statement of the subsidiaries.
7. Classification of joint arrangements and accounting treatment of joint operations
A joint arrangement refers to an arrangement jointly controlled by two participants or above and be divided into
joint operations and joint ventures.
When the Company is the joint venture party of the joint operations, should recognize the following items related
to the interests share of the joint operations:
(1) Recognize the assets individually held and the assets jointly held by recognizing according to the holding
share;
(2) Recognize the liabilities undertook individually and the liabilities jointly held by recognizing according to the
holding share;
(3) Recognize the revenues occurred from selling the output share of the joint operations enjoy by the Company;
(4) Recognize the revenues occurred from selling the assets of the joint operations according to the holding share;
(5) Recognize the expenses individually occurred and the expenses occurred from the joint operations according
to the holding share of the Company.
When the Company is the joint operation party of the joint ventures, should recognize the investment of the joint
ventures as the long-term equity investment and be measured according g to the said methods of the notes of the
long-term equity investment of the financial statement.
8. Recognition standard for cash and cash equivalents
In the Group’s understanding, cash and cash equivalents include cash on hand, any deposit that can be used for
cover, and short-term (usually due within 3 months since the day of purchase) and high circulating investments,
which are easily convertible into known amount of cash and whose risks in change of value are minimal.
9. Foreign currency and accounting method for foreign currency
(1) Foreign currency business
Foreign currency shall be recognized by employing systematic and reasonable methods, and shall be translated
into the amount in the functional currency at the exchange rate which is approximate to the spot exchange rate of
the transaction date. On the balance sheet date, the foreign currency monetary items shall be translated at the spot
exchange rate. The balance of exchange arising from the difference between the spot exchange rate on the balance
sheet date and the spot exchange rate at the time of initial recognition or prior tot the balance sheet date shall be
recorded into the profits and losses at the current period except that the balance of exchange arising from foreign
currency borrowings for the purchase and construction or production of qualified assets shall be capitalized. The
foreign currency non-monetary items measured at the historical cost shall still be translated at the spot exchange
rate on the transaction date.
(2) Translation of foreign currency financial statements
The asset and liability items in the balance sheets shall be translated at a spot exchange rate on the balance sheet
date. Among the owner’s equity items, except for the items as “undistributed profits”, other items shall be
translated at the spot exchange rate at the time when they are incurred. The revenues and the expenses items of the
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
income statement should be translated according to the spot rate on the exchange date. The difference of the
foreign currency financial statements occurred from the above translation should be listed under the “other
comprehensive income” item of the owners’ equity of the consolidated financial statement. As for the foreign
currency items which actually form into the net investment of the foreign operation, the exchange difference
occurred from the exchange rate changes should be listed under the “other comprehensive income” of the owners’
equity among the consolidated financial statement when compile the consolidated financial statement. When
disposing the foreign operation, as for the discounted difference of the foreign financial statement related to the
foreign operation should be transferred in the current gains and losses according to the proportion. The foreign
cash flow adopts the spot exchange rate on the occurring date of the cash flow. And the influenced amount of the
exchange rate changes should be individually listed among the cash flow statement.
10. Financial instruments
(1) Classification, recognition and measurement of financial assets
Financial assets shall be classified into the following four categories when they are initially recognized: financial
assets measured at fair value and of which variations are recorded in the profits and losses for the current period,
loans and the account receivables, financial assets available for sale and the investments which will be held to
their maturity.
① Financial assets measured at fair value and of which variations are recorded in the profits and losses for the
current period refer to financial assets held by the Company for the purpose of selling in the near future, including
transactional financial assets, or financial assets designated by the management in the initial recognition to be
measured at fair value with variations recorded in the gains and losses for the current period. Financial assets
measured at fair value and of which variations are recorded in the profits and losses for the current period are
subsequently measured at their fair values. Interest or cash dividends arising from such assets during the holing
period are recognized as investment gains. Gains or losses arising from fair value changes are recorded in the
gains and losses for the current period at the end of the reporting period. When such assets are disposed, the
difference between their fair values and initially recognized amounts is recognized as investment gains and the
gains and losses arising from fair value changes are adjusted accordingly.
② Loan and accounts receivable: the non-derivative financial assets for which there is no quoted price in the
active market and of which the recoverable amount is fixed or determinable shall be classified as loan and
accounts receivable. The Company shall make subsequent measurement on its loan and accounts receivable on the
basis of the post-amortization costs by adopting the actual interest rate, from which gains and losses, when loan
and accounts receivable are terminated from recognizing, or are impaired or amortized, shall be recorded into the
profits and losses of the current period.
③ Available-for-sale Financial Assets: the non-derivative financial assets which are designated as
available-for-sale financial assets when they are initially recognized as well as the non-derivative financial assets
other than loans and accounts receivables, investments held until their maturity; and transaction financial assets.
The Company shall make subsequent measurement on available-for-sale financial assets at fair value and
recognize the interests or the cash bonus acquired the holding period as the investment income, as well as directly
include the profits or losses formed by the changes of the fair value into the owners’ equity at the period-end, until
the said financial assets shall be transferred out when they are terminated from recognizing or are impaired, which
shall be recorded into the profits and losses of current period.
④ Held-to-maturity Investments: non-derivative financial asset with a fixed date of maturity, a fixed or
determinable recoverable amount and which the Company’s management holds for a definite purpose or the
Company’s management is able to hold until its maturity. The Company shall make subsequent measurement on
its Held-to-maturity Investments on the basis of the post-amortization costs by adopting the actual interest rate,
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
from which gains and losses, when loan and accounts receivable are terminated from recognizing, or are impaired
or amortized, shall be recorded into the profits and losses of the current period.
(2) Classification, Recognition and Measurement of Financial Liabilities
Financial liabilities shall be classified into the following two categories when they are initially recognized: (1) the
transactional financial liabilities; and (2) other financial liabilities. The financial liabilities initially recognized by
the Company shall be measured at their fair values. For the transactional financial liabilities, the transaction
expenses thereof shall be directly recorded into the profits and losses of the current period; for other categories of
financial liabilities, the transaction expenses thereof shall be included into the initially recognized amount.
① As for the financial liabilities measured by fair value and its changes be included in the current gains and
losses, which including trading financial liabilities and the financial liabilities be appointed to be measured by fair
value with the changes be included in the current gains and losses when being initially recognized, should be
executed subsequent measurement according to the fair value with the profits or losses formed by the changes of
the fair value be included in the current gains and losses.
② Other financial liabilities: The Company shall make subsequent measurement on its other financial liabilities
on the basis of the post-amortization costs by adopting the actual interest rate, from which gains and losses, when
other financial liabilities are terminated from recognizing or amortized, shall be recorded into the profits and
losses of the current period.
(3) Recognition and measurement of financial asset transfers
As for the Company transferred nearly all of the risks and rewards related to the ownership of a financial asset to
the transferee, should derecognize the financial assets; as for maintained nearly all of the risks and rewards related
to the ownership of a financial asset, should continue to recognize the transferred financial assets and recognize
the received counter price as a financial liability. Where the Company does not transfer or retain nearly all of the
risks and rewards related to the ownership of a financial asset (that is to say, it is not under a circumstance as
mentioned in Article 7 of these Standards), it shall deal with it according to the circumstances as follows,
respectively: (1)If it gives up its control over the financial asset, it shall stop recognizing the financial asset; (2)If
it does not give up its control over the financial asset, it shall, according to the extent of its continuous
involvement in the transferred financial asset, recognize the related financial asset and recognize the relevant
liability accordingly.
If the transfer of an entire financial asset satisfies the conditions for stopping recognition, the difference between
the amounts of the following 2 items shall be recorded in the profits and losses of the current period: (1) The book
value of the transferred financial asset; (2) the sum of consideration received from the transfer, and the
accumulative amount of the changes of the fair value originally recorded in the owner's equities.
If the transfer of partial financial asset satisfies the conditions to stop the recognition, the entire book value of the
transferred financial asset shall, between the portion whose recognition has been stopped and the portion whose
recognition has not been stopped, be apportioned according to their respective relative fair value, and the
difference between the amounts of the following 2 items shall be included into the profits and losses of the current
period: (1)The book value of the portion whose recognition has been stopped; (2)The sum of consideration of the
portion whose recognition has been stopped, and the portion of the accumulative amount of the changes in the fair
value originally recorded in the owner's equities which is corresponding to the portion whose recognition has been
stopped.
(4) De-recognition conditions of financial liabilities
Only when the prevailing obligations of a financial liability are relieved in all or in part may the recognition of the
financial liability be terminated in all or partly. Where the Group (debtor) enters into an agreement with a creditor
so as to substitute the existing financial liabilities by way of any new financial liability, and if the contractual
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stipulations regarding the new financial liability is substantially different from that regarding the existing financial
liability, it terminates the recognition of the existing financial liability, and at the same time recognizes the new
financial liability. If executed practical modification on the whole or part of the contract regulations of the existing
financial liabilities, should terminate to recognize the existing financial liabilities or certain part of it and at the
same time recognize the revised financial liabilities as a new financial liabilities.
Where the recognition of a financial liability is totally or partially terminated, the enterprise concerned shall
include into the profits and losses of the current period for the gap between the book value which has been
terminated from recognition and the considerations it has paid (including the non-cash assets it has transferred out
and the new financial liabilities it has assumed).
If the Company re-purchase part of the financial liabilities, should distribute the whole book value of the financial
liabilities according to the comparatively fair value between the continued reorganization part and the terminated
reorganization part on the re-purchase date. And the difference between the book value distributed to the
terminated recognition part and the counter price of the paid part (including the rolled out non-cash assets or the
new financial liabilities undertook) should be included in the current gains and losses.
(5) Recognition method of the fair value of the financial assets and the financial liabilities
As for the financial instruments for which there is an active market, the quoted prices in the active market shall be
used to determine the fair values thereof. Where there is no active market for a financial instrument, the Company
concerned shall adopt value appraisal techniques to determine its fair value. The value appraisal techniques
mainly include the prices adopted by the parties, who are familiar with the condition, in the latest market
transaction upon their own free will, the current fair value obtained by referring to other financial instruments of
the same essential nature, the cash flow capitalization method and the option pricing model, etc.
(6) Impairment test of financial assets (excluding the accounts receivable) and withdrawal method of impairment
provision
The Company inspects the book value of the financial assets on the balance sheet date to judge whether there are
evidences indicate that the financial assets had occurred impairment owning to the occurrence of one or multiple
events.
As for the measurement for impairment of financial assets measured on the basis of the post-amortization costs,
where there is any objective evidence proving that a financial asset measured on the basis of post-amortization
costs is impaired, should be recognized by the carrying amount of the difference between the said financial asset
which shall be written down to the current value of the predicted future cash flow (excluding the loss of future
credits not yet occurred) and the amount of the as written down which shall be recognized as loss of the
impairment of the asset. When calculating the current value of the estimated future cash flow, should adopt the
original effective interests’ rate of the financial assets as the discount rate. The book value of the assets should be
written down to the estimated recoverable amount through impairment provision items with the written down
amount be included in the current gains and losses. As for the financial assets with individual significant amount,
should adopt the individual assessment for ensure whether there are objective evidences indicate the impairment
provision and as for the other assets with insignificant amount, should be inspected by individual or group
assessment for ensure whether there are objective evidences indicate the impairment provision.
As for the financial assets measured by cost, if there are evidences indicate the impairment of the financial
instruments without market price which had not measured by fair value because the fair value could not be
reliable measured, the amount of the impairment losses should be measured by the difference between the book
value of the financial assets and the current value of the estimated future cash flow acquired from the discounting
measurement of the current market return rate of the similar financial assets.
Where an available-for-sale financial asset is impaired, the accumulative losses arising from the decrease of the
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fair value of the owner’s equity which was directly included shall be transferred out and recorded into the profits
and losses of the current period.
11. Receivables
(1) Accounts receivable with significant single amount for which the bad debt provision is made
individually
Definition or amount criteria for an account receivable with a Accounts receivable with a significant single amount refer to the
significant single amount top five accounts receivable with the largest balances or accounts
accounting for over 10% of the total balance of receivables.
Making separate bad-debt provisions for accounts receivable Where there is objective evidence proving that the Company is
with a significant single amount not able to recover the full amount of an account receivable
according to the original terms in relation to the account, an
independent impairment test is carried out on the account
receivable and the bad-debt provision is made according to the
difference between the present value of the account’s future cash
flows and the account’s carrying amount. If the independent
impairment test shows that the account receivable has not been
impaired, the balance of the account is put into the corresponding
group and the bad-debt provision is made using the balance
percentage method.
(2) Accounts receivable which the bad debt provision is withdrawn by credit risk characteristics
Group name Withdrawal method of bad debt provision
Common transaction group Percentage balance method
Internal transaction group Age analysis method
In the groups, those adopting aging analysis method to withdraw bad debt provision:
√ Applicable □ Inapplicable
Withdrawal proportion of account Withdrawal proportion of other account
Aging
receivables receivables
Within 1 year (including 1 year) 6.00% 6.00%
1 to 2 years 6.00% 6.00%
2 to 3 years 6.00% 6.00%
Over 3 years 6.00% 6.00%
In the groups, those adopting balance percentage method to withdraw bad debt provision
√ Applicable □ Inapplicable
Withdrawal proportion of account Withdrawal proportion of other account
Name of the group
receivables receivables
Ordinary business group 6.00% 6.00%
In the groups, those adopting other methods to withdraw bad debt provision:
□ Applicable √ Inapplicable
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(3) Accounts receivable with an insignificant single amount but for which the bad debt provision is made
independently
Reason of individually withdrawing bad debt provision There are definite evidences indicate the obvious difference of thee
returnability
Withdraw the bad debt provision according to the difference of
which the future cash flow lower than the book value. As for other
account receivables (including notes receivables, prepayments,
Withdrawal method for bad debt provision
interests receivables and long-term accounts receivables etc.),
should 2ithdraw the bad debt provision according to the difference
of which the future cash flow lower than the book value.
12. Inventory
Inventory category: raw materials, products in processing, materials for consigned processing, finished products,
semi-manufactured semi-finished products, and low-value consumption goods.
Accounting of inventory: raw materials and finished products shall be measured at actual cost, while weighted
average method shall be adopted when receiving or outgoing.
Recognition of provision for falling price of inventory and withdrawal: The Company shall make provision for
falling price of inventory on the basis of each item of inventory at the balance that net realizable value is lower
than carrying cost. For finished goods, merchandise inventories, and available for sale materials which are applied
directly for sales of stock inventory, the amount after deducting the estimated sale expense and relevant taxes
from the estimated sell price of the inventory shall be recognized as the net realizable value. For material
inventories which need to be processed, the amount after deducting the estimated cost of completion, estimated
sale expense and relevant taxes from the estimated sale price of produced finished goods shall be recognized as
the net realizable value.
Inventory system: a perpetual inventory system
13. Divided as assets held for sale
The Company divides the non-current financial assets which simultaneously meet with the following conditions
(excluding financial assets) as the assets held for sale: ① the composition part should and could be immediately
sold only according to the usual and idiomatic clauses of selling such composition part under the current
circumstance; ② had made a solution on the disposing of the composition part;③ had signed a irrevocable
transfer agreement with the transferee; ④ the transfer probably be completed within 1 year.
14. Long-term equity investments
(1) Recognition of provision for falling price of inventory and withdrawal
① For the merger of enterprises under the same control, it shall, on the date of merger, regard the share of the
book value of the owner's equity of the merged enterprise as the initial cost of the long-term equity investment,
and the direct relevant expenses occurred for the merger of enterprises shall be included into the profits and losses
of the current period.
② For the merger of enterprises not under the same control, The combination costs shall be the fair values, on the
acquisition date, of the assets paid, the liabilities incurred or assumed and the equity securities issued by the
Company in exchange for the control on the acquiree, and all relevant direct costs incurred to the acquirer for the
business combination. Where any future event that is likely to affect the combination costs is stipulated in the
combination contract or agreement, if it is likely to occur and its effects on the combination costs can be measured
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reliably, the Company shall record the said amount into the combination costs.
③ The cost of a long-term equity investment obtained by making payment in cash shall be the purchase cost
which is actually paid. The cost consists of the expenses directly relevant to the obtainment of the long-term
equity investment, taxes and other necessary expenses.
④ The cost of a long-term equity investment obtained on the basis of issuing equity securities shall be the fair
value of the equity securities issued.
⑤ The cost of a long-term investment obtained by the exchange of non-monetary assets (having commercial
nature) shall be recognized base on taking the fair value and relevant payable taxes as the cost of the assets
received.
⑥ The cost of a long-term equity investment obtained by recombination of liabilities shall be recognized at the
fair value.
(2) Subsequent measurement of long-term equity investment and recognized method of investment income
① The long-term equity investment of the Company that is able to control the invested enterprise should be
measured by cost method. The dividends or profits declared to distribute by the invested entity shall be recognized
as the current investment income.
② The Company measured the long-term equity investment of the joint ventures and the associated enterprises
by equity method. If the cost of the long-term equity investment is more than the Company's attributable share of
the fair value of the invested entity's identifiable net assets for the investment, the cost of the long-term equity
investment may not be adjusted;
③ If the cost of a long-term equity investment is less than the Company's attributable share of the fair value of the
invested entity's identifiable net assets for the investment, the difference shall be included in the current profits
and losses and the cost of the long-term equity investment shall be adjusted simultaneously. The Company shall
recognize the net losses of the invested enterprise until the book value of the long-term equity investment and
other long-term rights and interests which substantially form the net investment made to the invested entity are
reduced to zero, unless the investing enterprise has the obligation to undertake extra losses. The Company shall,
on the ground of the fair value of all identifiable assets of the invested entity when it obtains the investment,
recognize the attributable share of the net profits and losses of the invested entity after it adjusts the net profits of
the invested entity.
(3) Provision for impairment of long-term investment
The Company shall conduct inspection to long-term investment item by item at the end of reporting period. If the
market price of long-term investment falls into sustained decline or the invested enterprise’s operation status grow
worse, which will cause that the recoverable amount is lower than carrying value, moreover, such reduced value
will not be restored in predicted future period, then the negative balance between the recoverable amount and
carrying value of long-term investment shall be measured as provision for impairment of long-term investment.
The recoverable amount shall be determined in light of the higher one of the net amount of the fair value of the
long-term equity investment minus the disposal expenses and the current value of the expected future cash flow of
the long-term equity investment. Once any loss of impairment of the long-term investment is recognized, it shall
not be switched back in the future accounting periods.
15. Investment real estates
Measurement mode of investment real estates
Inapplicable
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16. Fixed assets
(1) Recognition conditions
Fixed assets of the Company refers to the tangible assets that simultaneously possess the features as follows: they
are held for the sake of producing commodities, rendering labor service, renting or business management; and
their useful life is in excess of one fiscal year and unit price is higher.
(2) Depreciation method
Expected net salvage
Category of fixed assets Method Useful life Annual deprecation
value
Housing and building Average method of
3—30 5% 31.67%-3.17%
useful life
Machinery equipments Average method of
2—10 5% 47.50%-9.50%
useful life
Transportation vehicle Average method of
5—10 5% 19.00%-9.50%
useful life
Average method of
Electronic equipment 2—8 5% 47.50%-11.88%
useful life
(3) Recognition basis, pricing and depreciation method of fixed assets by finance lease
Inapplicable
17. Construction in Progress
Construction in progress shall be measured at actual cost. Constructions in progress shall be carried down to fixed
assets by adopting provisional estimate when bringing to the expected conditions for use. After completion and
settlement procedures, the Company shall adjust the carrying value of fixed assets at the actual cost. As for
interests on borrowings incurred to special-borrowing loans or general borrowing for the acquisition and
construction or production of assets eligible for capitalization and the ancillary expense incurred to
special-borrowing loans, those incurred before a qualified asset under acquisition, construction or production is
ready for the intended use or sale shall be capitalized into capitalized cost, while those incurred after a qualified
asset under acquisition and construction or production is ready for the intended use or sale shall be included into
the profits and losses of the current period.
Provision for impairment of construction in progress: the Company shall carry out overall inspection to the
construction in progress at the end of the reporting period. If the construction in progress has been stopped for a
long time and cannot be continued restarting in the coming three years, and such construction in progress has
already fallen behind, whatever in performance or in technology, resulting in an uncertainty to economic benefit
of the Company, and there is an obvious evidence shows that the construction in progress has been impaired, then
provision for impairment of the construction in progress shall be withdrawn based on the negative balance
between the recoverable amount of single construction in progress and carrying value. Once any loss of
impairment of the construction in progress is recognized, it shall not be switched back in the future accounting
periods.
18. Borrowing costs
Where the borrowing costs incurred to the Company can be directly attributable to the acquisition and
construction or production of assets eligible for capitalization, it shall be capitalized and recorded into the costs of
relevant assets. Other borrowing costs shall be recognized as expenses on the basis of the actual amount incurred,
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and shall be recorded into the current profits and losses.
The borrowing costs shall not be capitalized unless they simultaneously meet the following requirements: the
asset disbursements have already incurred, which shall include the cash, transferred non-cash assets or interest
bearing debts paid for the acquisition and construction or production activities for preparing assets eligible for
capitalization; the borrowing costs has already incurred; and the acquisition and construction or production
activities which are necessary to prepare the asset for its intended use or sale have already started.
To-be-capitalized amount of interests of borrowing: As for interests of borrowing occurred special-borrowing
loans or general borrowing for the acquisition and construction or production of assets eligible for capitalization,
those incurred before a qualified asset under acquisition, construction or production is ready for the intended use
or sale shall be capitalized based on the following methods:
As for special-borrowing loans for the acquisition and construction or production of assets eligible for
capitalization, the to-be-capitalized amount of interests shall be determined in light of the actual cost incurred of
the specially borrowed loan at the present period minus the income of interests earned on the unused borrowing
loans as a deposit in the bank or as a temporary investment.
19. Biological assets
Inapplicable
20. Oil-gas assets
Inapplicable
21. Intangible assets
(1) Pricing method, useful life and impairment test
(1) Measurement of intangible assets
① The cost of outsourcing intangible assets shall be measured at actual expenditures occurred for reaching the
expected use purpose.
② The research expenditures for its internal research and development projects of the Company shall be recorded
into the profit or loss for the current period. The development expenditures for its internal research and
development projects of the Company may be confirmed as cost of intangible assets when they satisfy
capitalization conditions.
③ The cost invested into intangible assets by investors shall be determined according to the conventional value in
the investment contract or agreement, except for those of unfair value in the contract or agreement.
④ The intangible assets received by the Company through accepting debtor’s non-cash assets for compensation
for debts, or by receivables, shall be measured at the fair value of the intangible assets received.
⑤ The cost invested into intangible assets by non-monetary transaction shall be determined according to the fair
value of non-monetary assets and relevant payable taxes.
(2) Amortization of intangible assets
Intangible assets with limited service life shall be amortized by the straight-line method within its estimated
service life. If it is unable to forecast the period when the intangible asset can bring economic benefits to the
Company, it shall be regarded as an intangible asset with uncertain service life. Intangible assets with uncertain
service life may not be amortized.
(3) Provision for impairment of intangible assets
The Company shall made overall inspection to the intangible asset at the end of reporting period. If the intangible
assets have already been replaced by other new technologies, resulting in the Company’s ability to create
economic benefits suffering materials adverse influence, or a sustained decline of market price of intangible assets
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and impossible to be recover within the residual amortization years, or certain intangible asset has exceeded the
term protected by law but still part of useful value is remained, or there is an obvious evidence shows that the
intangible assets has been impaired, then provision for impairment of the intangible assets shall be withdrawn
based on the balance between the recoverable amount of single intangible assets and carrying value. Once any loss
of impairment of the intangible assets is recognized, it shall not be switched back in the future accounting periods.
(2) Accounting polices of internal R & D expenses
Inapplicable
22. Impairment of long-term assets
N/A
23. Amortization method of long-term deferred expenses
Long-term deferred expenses refer to general expenses with the apportioned period over one year (one year
excluded) that have occurred but attributable to the current and future periods. Long-term deferred expense shall
be recoded into book in the light of the actual expenditure, and amortized averagely within benefit period. In case
of no benefit in the future accounting period, the amortized value of such project that fails to be amortized shall be
transferred into the profits and losses of the current period.
24. Payroll
(1) Accounting treatment of short-term compensation
Short-term compensation mainly including salary, bonus, allowances and subsidies, employee services and
benefits, medical insurance premiums, birth insurance premium, industrial injury insurance premium, housing
fund, labor union expenditure and personnel education fund, non-monetary benefits etc. The short-term
compensation actually happened during the accounting period when the active staff offering the service for the
Group should be recognized as liabilities and is included in the current gains and losses or relevant assets cost. Of
which the non-monetary benefits should be measured according to the fair value.
(2) Accounting treatment of the welfare after demission
If an enterprise cancels the labor relationship with any employee prior to the expiration of the relevant labor
contract or brings forward any compensation proposal for the purpose of encouraging the employee to accept a
layoff, and should recognize the payroll liabilities occurred from the demission welfare base on the earlier date
between the time when the Group could not one-sided withdraw the demission welfare which offered by the plan
or layoff proposal owning to relieve the labor relationship and the date the Group recognizes the cost related to the
reorganization of the payment of the demission welfare and at the same time includes which into the current gains
and losses. But if the demission welfare is estimated that could not totally pay after the end of the annual report
within 12 months, should be disposed according to other long-term payroll payment.
Welfare after demission mainly includes setting drawing plan. Of which setting the drawing plan mainly includes
basic endowment insurance and unemployment insurance, and the corresponding payable and deposit amount
should be included into the relevant assets cost or the current gains and losses when happen.
(3) Accounting treatment of the demission welfare
The inside employee retirement plan is treated by adopting the same principle with the above dismiss ion welfare.
The group would recorded the salary and the social security insurance fees paid and so on from the employee’s
service terminative date to normal retirement date into current profits and losses (dismiss ion welfare) under the
condition that they meet the recognition conditions of estimated liabilities.
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(4) Accounting treatment of the welfare of other long-term staffs
The other long-term welfare that the Group offers to the staffs, if met with the setting drawing plan, should be
accounting disposed according to the setting drawing plan, while the rest should be disposed according to the
setting revenue plan.
25. Estimated liabilities
(1) Recognition of estimated debts
The obligation such as external guaranty, pending litigation or arbitration, product quality assurance, layoff plan,
loss contract, restructuring and disposal of fixed assets, pertinent to a contingencies shall be recognized as an
estimated debts when the following conditions are satisfied simultaneously: ① That obligation is a current
obligation of the enterprise; ② It is likely to cause any economic benefit to flow out of the enterprise as a result
of performance of the obligation; and ③ The amount of the obligation can be measured in a reliable way.
(2) Measurement of estimated debts
The estimated debts shall be initially measured in accordance with the best estimate of the necessary expenses for
the performance of the current obligation. If there is a sequent range for the necessary expenses and if all the
outcomes within this range are equally likely to occur, the best estimate shall be determined in accordance with
the middle estimate within the range. In other cases, the best estimate shall be conducted in accordance with the
following situations, respectively: ① If the Contingencies concern a single item, it shall be determined in the
light of the most likely outcome. ② If the Contingencies concern two or more items, the best estimate should be
calculated and determined in accordance with all possible outcomes and the relevant probabilities. ③ When all
or some of the expenses necessary for the liquidation of an estimated debts of an enterprise is expected to be
compensated by a third party, the compensation should be separately recognized as an asset only when it is
virtually certain that the reimbursement will be obtained. The Company shall check the book value of the
estimated debts on the balance sheet date. The amount of compensation is not exceeding the book value of the
recognized estimated liabilities.
26. Share-based payment
Inapplicable
27. Other financial instruments such as preferred shares and perpetual capital securities
Inapplicable
28. Revenue
(1) No revenue from selling goods may be recognized unless the following conditions are met simultaneously:
① The significant risks and rewards of ownership of the goods have been transferred to the buyer by the
Company;
② The Company retains neither continuous management right that usually keeps relation with the ownership nor
effective control over the sold goods;
③ The revenue amount and the relevant cost which had occurred or will occur could be reliable measured;
④ The relevant economic benefits may flow into the Company.
(2) Specific principles for recognition of the “domestic sale and export” incomes of the Company:
① Method for recognition of the domestic sale income: According to the buyer’s requirements, the Company
delivers to the buyer the products that have been considered qualified upon examination. The amount of the
income has been determined and the sales invoice has been issued. The payment for the delivered products has
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been received in full or is expectedly recoverable.
② Method for recognition of the export income: The Company produces the products according to the contract
signed with the buyer. After the products have been examined as qualified, the Company completes the customs
clearing procedure for export. The shipping company loads the products for shipping. The amount of the income
has been determined and the export sales invoice has been issued. The payment for the delivered products has
been received in full or is expectedly recoverable.
(3) The Company provides the external labor service with the revenues should be recognized according to the
following methods:
① The labor service started and completed during the same accounting year should be recognized as revenues
when the labor service completed. While if the starting and the completion of the labor service attribute to
different accounting year, and the Company can, on the date of the balance sheet, reliably estimate the outcome of
a transaction concerning the labor services it provides, it shall recognize the relevant revenue from providing
services employing the percentage-of-completion method.
② If an enterprise can not, on the date of the balance sheet, measure the result of a transaction concerning the
providing of labor services in a reliable way, it shall be conducted in accordance with the following circumstances,
respectively: If the cost of labor services incurred is expected to be compensated, the revenue from the providing
of labor services shall be recognized in accordance with the amount of the cost of labor services incurred, and the
cost of labor services shall be carried forward at the same amount; If the cost of labor services incurred is not
expected to compensate, the revenue shall be recognized in accordance with the amount of the cost of labor
service can be compensated, and regard the occurred labor cost as the current cost; if all cost of labor services
incurred is not expected to compensate and no revenue from the providing of labor services may be recognized
and regard the occurred labor cost as the current cost.
(4) The revenue from abalienating of right to use assets consists of interest revenue and royalty revenue, and no
revenue from abalienating of right to use assets may be recognized unless the following conditions are met
simultaneously:
① The relevant economic benefits are likely to flow into the Company;
② The amount of revenues can be measured in a reliable way.
③ The royalty revenue of the revenue from abalienating of right to use assets, should be recognized as the
operation revenue according to the chargeable time as well as the calculation method stipulated by the relevant
contracts and agreements.
29. Government Subsidies
(1) Judgment basis and accounting treatment of government subsidies related to assets
No government subsidy may be recognized unless the following conditions are met simultaneously: (1) The
Company can meet the conditions for the government subsidies; and (2) The Company can obtain the government
subsidies.
If a government subsidy is a monetary asset, it shall be measured in the light of the received or receivable amount.
If a government subsidy is a non-monetary asset, it shall be measured at its fair value. If its fair value cannot be
obtained in a reliable way, it shall be measured at its nominal amount.
The government subsidies pertinent to assets shall be recognized as deferred income, equally distributed within
the useful lives of the relevant assets, and included in the current profits and losses. But the government subsidies
measured at their nominal amounts shall be directly included in the current profits and losses.
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(2) Judgment basis and accounting treatment of government subsidies related to profits
The government subsidies pertinent to incomes shall be treated respectively in accordance with the circumstances
as follows: those subsidies used for compensating the related future expenses or losses of the enterprise shall be
recognized as deferred income and shall included in the current profits and losses during the period when the
relevant expenses are recognized; or those subsidies used for compensating the related expenses or losses incurred
to the enterprise shall be directly included in the current profits and losses.
30. Deferred income tax assets/deferred income tax liabilities
(1) Basic of recognizing the deferred income tax assets
① As for the book value and the tax base of the assets and the liabilities exist deductible temporary difference,
the Company shall recognize the deferred income tax liability arising from a deductible temporary difference to
the extent of the amount of the taxable income which it is most likely to obtain and which can be deducted from
the deductible temporary difference according to the applicable tax rate of the period which recovered the
estimated assets or paid off the liabilities.
② On the balance sheet date, if there is any exact evidence showing that it is likely to acquire a sufficient amount
of taxable income in a future period to offset against the deductible temporary difference, the deferred income tax
assets unrecognized in prior periods shall be recognized.
③ The book value of deferred income tax assets shall be reviewed at each balance sheet date. If it is unlikely to
obtain sufficient taxable income to offset against the benefit of the deferred income tax asset, the book value of
the deferred income tax assets shall be written down. Any such write-down should be subsequently reversed
where it becomes probable that sufficient taxable income will be available.
(2) Basic of recognizing the deferred income tax liabilities
As for the book value and the tax base of the assets and the liabilities exist payable temporary difference, the
Company shall recognize the deferred income tax liability arising from a payable temporary difference according
to the applicable tax rate of the period which recovered the estimated assets or paid off the liabilities.
31. Lease
(1) Accounting treatment of operating lease
For the leasee of he operating lease, the rent expenses from operating leases shall be recorded by the lessee in the
relevant asset costs or the profits and losses of the current period by using the straight-line method over each
period of the lease term. The initial direct costs shall be recognized as the profits and losses of the current period;
the contingent rents shall be recorded into the profits and losses of the current period in which they actually arise.
A lessor shall include the assets subject to operating leases in relevant items of its balance sheets in light of the
nature of the asset；The rents from operating leases shall be recorded in the profits and losses of the current period
by using the straight-line method over each period of the lease term；the initial direct costs incurred to a lessor
shall be recorded into the profits and losses of the current period. As for the fixed assets subject to operating
leases, the lessor shall calculate the depreciation of it by adopting depreciation policy for similar assets; as for
other leased assets, systematic and reasonable methods shall be adopted for its amortization; the contingent rents
shall be recorded in the profits and losses of the period in which they actually arise.
(2) Accounting treatments of financial lease
On the lease beginning date, a lessee shall record the lower one of the fair value of the leased asset and the present
value of the minimum lease payments on the lease beginning date as the entering value in an account, recognize
the amount of the minimum lease payments as the entering value in an account of long-term account payable, and
treat the balance between the recorded amount of the leased asset and the long-term account payable as
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
unrecognized financing charges; the initial direct costs such as commissions, attorney's fees and traveling
expenses, stamp duties directly attributable to the leased item incurred during the process of lease negotiating and
signing the leasing agreement shall be recorded in the asset value of the current period; when amortizing the
unrecognized financial charges during each period within the lease term, should recognize the current financial
expenses by the actual interests rate; and the contingent rental should be included the current gains and losses
when actually arise When a lessee calculates the present value of the minimum lease payments, if it can obtain the
lessor's interest rate implicit in the lease, it shall adopt the interest rate implicit in the lease as the discount rate.
Otherwise, it shall adopt the interest rate provided in the lease agreement as the discount rate. In case the lessee
cannot obtain the lessor's interest rate implicit in the lease and no interest rate is provided in the lease agreement,
the lessee shall adopt the borrowing interest rate of the bank for the same period as the discount rate. If it is
reasonable to be certain that the lessee will obtain the ownership of the leased asset when the lease term expires,
the leased asset shall be fully depreciated over its useful life. If it is not reasonable to be certain that the lessee will
obtain the ownership of the leased asset at the expiry of the lease term, the leased asset shall be fully depreciated
over the shorter one of the lease term or its useful life. On the beginning date of the lease term, a lessor shall
recognize the sum of the minimum lease receipts on the lease beginning date and the initial direct costs as the
entering value in an account of the financing lease values receivable, and record the unguaranteed residual value
at the same time; the balance between the sums of the minimum lease receipts, the initial direct costs and the
unguaranteed residual value, and the sum of their present values shall be recognized as unrealized financing
income; the unrealized financing income shall be allocated to each period during the lease term; the lessor shall
calculate the financing income at the current period by adopting the effective interest rate method; contingent
rents shall be recognized as an expense in the period in which they are actually incurred.
32. Other significant accounting policies and estimates
N/A
33. Changes in main accounting policies and estimates
(1) Change of accounting policies
□ Applicable √ Inapplicable
(2) Change of main accounting estimates
□ Applicable √ Inapplicable
34. Other
Inapplicable
VI. Taxation
1. Main taxes and tax rate
Category of taxes Tax basis Tax rate
VAT Sales revenues 17%
Business tax Operating income 5%
Urban maintenance and construction tax Turnover tax payable 7%, 5%
Enterprise income tax Income tax payable 25%, 15%
Notes of the disclosure situation of the taxpaying bodies with different enterprises income tax rate
Name Income tax rate
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Foshan Electrical and Lighting Co., Ltd. 15%
Suzhou Mont Lighting Co., Ltd. 15%
Foshan Chanchang Electric Appliance (Gaoming) Co., Ltd. 25%
Foshan Chansheng Electronic Ballast Co., Ltd. 25%
Foshan Taimei Times Lamps and Lanterns Co., Ltd. 25%
FSL New Light Source Technology Co., Ltd. 25%
Nanjing Fozhao Lighting Components Manufacturing Co., Ltd. 25%
Foshan Electrical & Lighting (Xinxiang) Co., Ltd. 25%
Foshan Lighting Lamps and Lanterns Co., Ltd. 25%
Guangdong Fozhao Leasing Co., Ltd. 25%
2. Tax preference
(1) The Company passed the re-examination for the First Batch High-tech Enterprise in 2014 on 17 Mar. 2015, as
well as won the “Certificate of High-tech Enterprise” with serial number GR201444001411 after approval by
Department of Science and Technology of Guangdong Province, Department of Finance of Guangdong Province,
Guangdong Provincial Bureau of State Taxation and Guangdong Provincial Bureau of Local Taxation. In
accordance with relevant provisions in Corporate Income Tax Law of the People's Republic of China and the
Administration Measures for Identification of High-tech Enterprises promulgated in 2007, the Company paid the
corporate income tax based on a tax rate of 15% within three years since 1 Jan. 2014.
(2) The subordinate subsidiary of the Company, Suzhou Mont Lighting Co., Ltd. was identified as a high-tech
enterprise since Aug. 2012 and passed the re-examination for the Second Batch High-tech Enterprise in 2015 on 3
Nov. 2015, as well as won the “Certificate of High-tech Enterprise” with serial number GR201532001321 after
approval by Department of Science and Technology of Jiangsu Province, Department of Finance of Jiangsu
Province, Guangdong Provincial Bureau of State Taxation and Jiangsu Provincial Bureau of Local Taxation. In
accordance with relevant provisions in Corporate Income Tax Law of the People's Republic of China and the
Administration Measures for Identification of High-tech Enterprises promulgated in 2007, the Company paid the
corporate income tax based on a tax rate of 15% within three years since 1 Jan. 2015.
3. Other
Paid according to the relevant regulation of the tax law.
VII. Notes to Main Items of Consolidated Financial Statements
1. Monetary funds
Unit: RMB Yuan
Item Closing balance Opening balance
Cash on hand 36,008.01 13,150.43
Bank deposits 855,342,849.29 915,022,578.88
Other currency funds 79,862,347.90 74,682,666.29
Total 935,241,205.20 989,718,395.60
Other notes
—All bank deposits are in the name of the Company or the subsidiaries which are within the scope of
consolidated financial statements, of which the right to use of the closing balance of the bank deposits of the
subsidiary Suzhou Mont Lighting Co., Ltd. which was of RMB1,695,096.83 was under restrictions.
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—The closing balance of other monetary funds of the reporting period was the refundable deposit, the balance of
the Alipay,
2. Financial assets measured by fair value and the changes be included in the current gains and losses
Unit: RMB Yuan
Item Closing balance Opening balance
Financial assets appointed to be measured
by fair value with the changes be included 51,600.00 20,320.00
in the current gains and losses
Investment on equity instruments 51,600.00 20,320.00
Total 51,600.00 20,320.00
3. Derivative financial assets
□ Applicable √ Inapplicable
4. Notes receivable
(1) Notes receivable listed by category
Unit: RMB Yuan
Item Closing balance Opening balance
Bank acceptance bill 58,819,605.04 126,676,364.36
Commercial acceptance bill 143,849,711.44 124,316,920.77
Total 202,669,316.48 250,993,285.13
(2) Notes receivable pledged by the Company at the period-end
Unit: RMB Yuan
Item Closing pledged amount
Bank acceptance bill 0.00
Commercial acceptance bill 0.00
Total 0.00
(3) Notes receivable which had endorsed by the Company or had discounted and had not due on the
balance sheet date at the period-end
Unit: RMB Yuan
Amount of recognition termination at the Amount of not terminated recognition at
Item
period-end the period-end
Bank acceptance bill 75,741,539.27
Total 75,741,539.27
(4) Notes transferred to accounts receivable because drawer of the notes fails to executed the contract or
agreement
Unit: RMB Yuan
Item Closing amount transferred to accounts receivable
Bank acceptance bill 0.00
Total 0.00
Other notes
5. Accounts receivable
(1) Accounts receivable disclosed by category
Unit: RMB Yuan
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Closing balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Withdra
Category Book
Proportio wal Proportio Withdrawal Book value
Amount Amount value Amount Amount
n proportio n proportion
n
Accounts receivable
withdrawn bad debt
389,788, 23,387,3 366,401,1 343,565 20,613,93 322,951,67
provision according 99.02% 6.00% 99.81% 6.00%
436.93 06.21 30.72 ,611.11 6.66 4.45
to credit risks
characteristics
Accounts receivable
with insignificant
single amount for 3,874,67 3,874,67 664,739 664,739.6
0.98% 100.00% 0.00 0.19% 100.00% 0.00
which bad debt 5.02 5.02 .65 5
provision separately
accrued
393,663, 27,261,9 366,401,1 344,230 21,278,67 322,951,67
Total 100.00% 6.93% 100.00% 6.18%
111.95 81.23 30.72 ,350.76 6.31 4.45
Accounts receivable with significant single amount for which bad debt provision separately accrued at the period-end
□ Applicable √ Inapplicable
In the groups, accounts receivable adopting aging analysis method to accrue bad debt provision:
√ Applicable □ Inapplicable
Unit: RMB Yuan
Closing balance
Aging
Accounts receivable Bad debt provision Withdrawal proportion
Subitem within 1 year
Within 1 year 366,023,507.48 21,961,410.45 6.00%
Subtotal within 1 year 366,023,507.48 21,961,410.45 6.00%
1 to 2 years 8,134,742.42 488,084.54 6.00%
2 to 3 years 14,528,173.79 871,690.42 6.00%
Over 3 years 1,102,013.24 66,120.80 6.00%
Total 389,788,436.93 23,387,306.21 6.00%
In the groups, accounts receivable adopting balance percentage method to withdraw bad debt provision
□ Applicable √ Inapplicable
In the groups, accounts receivable adopting other methods to withdraw bad debt provision:
(2) Accounts receivable withdraw, reversed or collected during the reporting period
The withdrawal amount of the bad debt provision during the reporting period was of RMB 9,831,002.59; the amount of the reversed
or collected part during the reporting period was of RMB 0.00.
(3) The actual write-off accounts receivable
Unit: RMB Yuan
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Item Amount of verification
Nanchang Pengqi Industry & Trade Co., Ltd. 1,531,915.58
Shenyang Huawen Lighting Electrical Appliances Co., Ltd. 343,466.97
Shijiazhuang Mengtong Commerce & Trade Co., Ltd. 300,000.00
Wuhan Jianida Commerce & Trade Co., Ltd. 205,634.00
Other small sum sporadic payment 1,466,681.12
Total 3,847,697.67
(4) Top 5 of the closing balance of the accounts receivable colleted according to the arrears party
Unit: RMB Yuan
Proportion of the Closing
Nature of the total year end balance of
Name of customers Closing balance Age limit balance of the bad debt
account
accounts receivable provision
(%)
**COMPANY Goods payment 28,864,908.40 Within 1 year 7.33 1,731,894.51
Jiangmen Jianghai Goods payment 10,777,765.72 Within 1 year 2.74 646,665.94
District **** Lighting
Co., Ltd.
***LIGHTING DO Goods payment 10,508,121.03 Within 1 year 2.67 630,487.26
BRASIL COMERCIO
*****PRODUCTS INC Goods payment 9,020,005.96 Within 1 year 2.29 541,200.36
Dongguan **** Efficient Goods payment 8,941,244.40 1 to 3 years 2.27 536,474.66
Technology Co., Ltd.
Total 68,112,045.51 17.3 4,086,722.73
(5) Account receivable which terminate the recognition owning to the transfer of the financial assets
Naught
(6) The amount of the assets and liabilities formed by the transfer and the continues involvement of
accounts receivable
Naught
6. Prepayment
(1) List by aging analysis
Unit: RMB Yuan
Closing balance Opening balance
Aging
Amount Proportion Amount Proportion
Within 1 year 5,151,048.23 75.10% 11,552,758.71 92.04%
1 to 2 years 942,100.92 13.74% 807,228.91 6.43%
2 to 3 years 610,778.10 8.90% 144,407.98 1.15%
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Over 3 years 155,023.16 2.26% 47,171.31 0.38%
Total 6,858,950.41 -- 12,551,566.91 --
(2) Top 5 of the closing balance of the prepayment colleted according to the prepayment target
Unit: RMB Yuan
Name of the units Relationship Amount Age limit Proportion (%)
Foshan Nanhai ** Development 2,900,000.00 Within 1 year 42.28
Non-related relationship
Co., Ltd.
Guangdong Foshan ** Branch 527,925.83 Within 1 year 7.7
Company of China ** Sales Co., Non-related relationship
Ltd.
Zhejiang ** Fluorescent material 398,035.54 Within 1 year 5.8
Non-related relationship
Co., Ltd.
Zhongshan ** Electrical 225,000.00 1 to 2 years 3.28
Non-related relationship
appliance manufacturing Co., Ltd.
** Electric Lighting Co., Ltd. Non-related relationship 200,000.00 Within 1 year 2.92
Total 4,250,961.37 61.98
Notes:
—Closing balance of the prepayments at the period-end decreased of RMB 5,692,616.50 over the period-begin
with the decreasing range of 45.35%, which mainly due to the settlement of the current period of the materials
amount paid in last period in advance.
7. Interest receivable
(1) Category of interest receivable
Unit: RMB Yuan
Item Closing balance Opening balance
Deposits on a regular basis 3,022,646.23 2,101,275.54
Total 3,022,646.23 2,101,275.54
(2) Significant overdue interest
Naught
8. Dividend receivable
(1) Dividend receivable
Naught
(2) Significant dividend receivable aged over 1 year
Naught
9. Other accounts receivable
(1) Other accounts receivable disclosed by category
Unit: RMB Yuan
Closing balance Opening balance
Category Category Closing balance Opening Category Closing balance Opening
Amount Proportio Amount Withdra balance Amount Proportio Amount Withdrawal balance
143
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
n wal n proportion
proportio
n
Other accounts
receivable withdrawn
18,418,7 1,105,12 17,313,60 78,854, 4,731,245 74,122,844.
bad debt provision 100.00% 6.00% 100.00% 6.00%
27.80 3.66 4.14 090.02 .39 63
according to credit
risks characteristics
18,418,7 1,105,12 17,313,60 78,854, 4,731,245 74,122,844.
Total 100.00% 6.00% 100.00% 6.00%
27.80 3.66 4.14 090.02 .39 63
Other accounts receivable with significant single amount for which bad debt provision separately accrued at the period-end
□ Applicable √ Inapplicable
In the groups, other accounts receivable adopting aging analysis method to accrue bad debt provision:
√ Applicable □ Inapplicable
Unit: RMB Yuan
Closing balance
Aging
Other accounts receivable Bad debt provision Withdrawal proportion
Subitem within 1 year
Within 1 year 13,667,234.10 820,034.04 6.00%
Subtotal within 1 year 13,667,234.10 820,034.04 6.00%
1 to 2 years 4,471,366.46 268,281.99 6.00%
2 to 3 years 3,003.72 180.22 6.00%
Over 3 years 277,123.52 16,627.41 6.00%
Total 18,418,727.80 1,105,123.66 6.00%
In the groups, other accounts receivable adopting balance percentage method to withdraw bad debt provision
□ Applicable √ Inapplicable
In the groups, other accounts receivable adopting other methods to accrue bad debt provision:
□ Applicable √ Inapplicable
(2) Accounts receivable withdraw, reversed or collected during the reporting period
The withdrawal amount of the bad debt provision during the reporting period was of RMB-3,626,121.73；the amount of the reversed
or collected part during the reporting period was of RMB0.00.
(3) The actual write-off other accounts receivable
Naught
(4) Other accounts receivable classified by the nature of accounts
Unit: RMB Yuan
Nature Closing book balance Opening book balance
Promotion financial subsidies of the effi
0.00 59,524,157.04
cient lighting products
VAT export tax refunds 10,002,722.46 9,474,039.36
Performance earnest money 3,712,081.83 3,844,371.53
Employee loans and petty cash 843,146.81 2,130,228.48
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Rent and water and electricity charges 490,494.61 1,131,824.72
Acting street lamp construction funds 2,523,547.23 2,523,547.23
Other 846,734.86 225,921.66
Total 18,418,727.80 78,854,090.02
(5) Top 5 of the closing balance of the other accounts receivable colleted according to the arrears party
Unit: RMB Yuan
Proportion of the Closing balance of
total year end bad debt provision
Name of units Nature Closing balance Aging
balance of the
accounts receivable
VAT export tax ref
Export rebates 10,002,722.46 Within 1 year 54.31% 600,163.35
unds
Guangdong **
Acting street lamp
Construction 2,523,547.23 1 to 2 years 13.70% 151,412.83
construction funds
engineering Co., Ltd.
Guangzhou ****
Performance earnest
Engineering 1,000,000.00 Within 1 year 5.43% 60,000.00
money
Management Center
Foshan Gaoming ** Performance earnest
1,000,000.00 1 to 2 years 5.43% 60,000.00
Co., Ltd. money
Reserved funds Other 702,735.48 Within 1 year 3.81% 42,164.13
Total -- 15,229,005.17 -- 82.68% 913,740.31
(6) Accounts receivable involved with government subsidies
Naught
(7) Other account receivable which terminate the recognition owning to the transfer of the financial assets
Naught
(8) The amount of the assets and liabilities formed by the transfer and the continues involvement of other
accounts receivable
Naught
Other notes:
—The closing balance of the other accounts receivables of the current period decreased of RMB60,435,362.22
over the period-begin with the reduction amplitude of 76.64%, which mainly due to the recovered financial
subsidies of the efficient lighting products of the reporting period.
10. Inventory
(1) Category of inventory
Unit: RMB Yuan
Closing balance Opening balance
Item Falling price Falling price
Book balance Book value Book balance Book value
reserves reserves
Raw materials 77,384,147.93 8,137,865.12 69,246,282.81 66,135,274.34 2,950,206.73 63,185,067.61
Goods in process 25,812,370.33 0.00 25,812,370.33 13,250,093.03 0.00 13,250,093.03
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Inventory goods 366,582,258.72 17,263,510.85 349,318,747.87 419,125,198.44 9,718,644.81 409,406,553.63
Self-made
semi-manufacture 116,119,714.01 3,963,130.61 112,156,583.40 140,174,745.84 2,183,082.98 137,991,662.86
d goods
Low-value
3,117,943.80 0.00 3,117,943.80 1,961,595.35 0.00 1,961,595.35
fugitive items
Total 589,016,434.79 29,364,506.58 559,651,928.21 640,646,907.00 14,851,934.52 625,794,972.48
(2) Falling price reserves of inventory
Unit: RMB Yuan
Increased amount Decreased amount
Item Opening balance Reverse or Closing balance
Withdrawal Other Other
write-off
Raw materials 2,950,206.73 5,187,658.39 8,137,865.12
Goods in process 0.00 0.00
Inventory goods 9,718,644.81 12,451,345.24 4,906,479.20 17,263,510.85
Self-made
semi-manufacture 2,183,082.98 1,780,047.63 3,963,130.61
d goods
Total 14,851,934.52 19,419,051.26 4,906,479.20 29,364,506.58
(3) Notes of the closing balance of the inventory which includes capitalized borrowing expenses
Naught
(4) Completed unsettled assets formed from the construction contact at the period-end
Naught
11. Assets divided as held-to-sold
Naught
12. Non-current assets due within 1 year
Naught
13. Other current assets
Unit: RMB Yuan
Item Closing balance Opening balance
Deductible input tax of VAT 56,770,134.59 31,783,068.68
Advance payment of enterprise income tax 25,347,724.55
Unsettled assets profit and loss 8,942,983.75
Total 91,060,842.89 31,783,068.68
Other notes:
—The closing balance of the unsettled assets profit and loss was due to the damaged inventories from the rainstorm and flood in Oct.
2015 and the Company had submitted the indemnity claim to the insurance company and up 31 Dec. 2015, the claim Management
was still in progress while the Company temporarily list the estimated acquirable insurance compensation of the damaged inventories
as the unsettled assets profit and loss.
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
14. Available-for-sale financial assets
(1) List of available-for-sale financial assets
Unit: RMB Yuan
Closing balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Available-for-sale equity 3,098,266,162. 3,092,416,162.
5,850,000.00 587,007,988.22 5,850,000.00 581,157,988.22
instruments 34 34
Measured by fair 2,787,166,401. 2,787,166,401.
0.00 114,908,227.84 114,908,227.84
value 96 96
Measured by cost 311,099,760.38 5,850,000.00 305,249,760.38 472,099,760.38 5,850,000.00 466,249,760.38
3,098,266,162. 3,092,416,162.
Total 5,850,000.00 587,007,988.22 5,850,000.00 581,157,988.22
34 34
(2) Available-for-sale financial assets measured by fair value at the period-end
Unit: RMB Yuan
Category of the
Available-for-sale equity Available-for-sale
available-for-sale Total
instruments liabilities instruments
financial assets
Cost of the equity
instruments/amortized
183,649,747.82 183,649,747.82
cost of the debt
instruments
Fair value 2,787,166,401.96 2,787,166,401.96
Changed amount of the
fair value that be
accumulatively recorded 2,603,516,654.14 2,603,516,654.14
in other comprehensive
income
(3) Available-for-sale financial assets measured by cost at the period-end
Unit: RMB Yuan
Book balance Impairment provision Shareholdi Cash
ng bonus of
Investee Period-beg Period-beg proportion the
Increase Decrease Period-end Increase Decrease Period-end
in in among the reporting
investees period
Shenzhen
Zhonghao 5,850,000. 5,850,000. 5,850,000. 5,850,000. Less than
(Group) 00 00 00 00 5.00%
Ltd.
Chengdu
Hongbo 6,000,000. 6,000,000.
6.94%
Industrial 00 00
Co., Ltd.
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Xiamen
292,574,13 292,574,13
Bank Co., 6.91%
3.00 3.00
Ltd.
Guangdon
g Less than
Developm 500,000.00 500,000.00
5.00%
ent Bank
Co., Ltd.
Foshan
Fochen
Road
7,175,627. 1,000,000. 6,175,627.
Developm 7.66%
38 00 38
ent
Company
Limited
Hefei
Guoxuan
High-tech 160,000,00 160,000,00
0.00 0.00%
Power 0.00 0.00
Energy
Co., Ltd.
Total 472,099,76 161,000,00 311,099,76 5,850,000. 5,850,000.
--
0.38 0.00 0.38 00 00
(4) Changes of the impairment of the available-for-sale financial assets during the reporting period
Unit: RMB Yuan
Category of the financial Equity instruments Debt instruments
Total
assets available-for-sale available-for-sale available-for-sale
Opening balance of the
5,850,000.00 5,850,000.00
withdrawn impairment
Closing balance of the
5,850,000.00 5,850,000.00
withdrawn impairment
(5) Relevant notes of the fair value of the available-for-sale equity instruments which seriously fell or
temporarily fell but not withdrawn the impairment provision
Other notes
—In May 2015, the stock-participating company Hefei Guoxuan High-tech Power Energy Co., Ltd. completed the relevant listing
process through the skeuomorphism of Jiangsu Dong Yuan Electrical Group Co., Ltd. (afterwards renamed as “Guoxuan High-tech
Co., Ltd.”, or “Guoxuan High-tech” for short), and the equities of Guoxuan High-tech Power Energy Co., Ltd.，held by the Company
transferred to Guoxuan High-tech as the restricted circulating shares of 73,006,150 shares with the corresponding part which
transferred should be calculated according to the financial assets available-for-sale measured by fair value.
—The revenue of the investee company, Foshan Fochen Road Development Company Limited had be included in the unified
collection distribution system of Foshan road and bridge tolls, and the Company had executed amortization within the remained
planting duration by regarding the investment balance as the usufruct and the amortized investment cost of the reporting period was
of RMB1,000,000.00.
15. Investment held-to-maturity
(1) List of the investment held-to-maturity
Naught
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(2) Significant held-to-maturity investment at the period-end
Naught
(3) Reclassified held-to-maturity investment of the reporting period
Naught
16. Long-term accounts receivable
(1) List of the long-term accounts receivable
Naught
(2) Long-term accounts receivable derecognized owning to the transfer of the financial assets
Naught
(3) Assets and liabilities amount formed from the transfer of the long-term accounts receivable and from
the continuous involvement
Naught
17. Long-term equity investment
Unit: RMB Yuan
Increase/decrease
Closing
Gains and Adjustme
Cash Withdraw balance
Additiona losses nt of
Opening Reduced Changes bonus or al of Closing of
Investees l recognize other
balance investmen of other profits impairme Other balance impairme
investmen d under comprehe
t equity announce nt nt
t the equity nsive
d to issue provision provision
method income
I. Joint ventures
II. Associated enterprises
Qinghai
FSL
Lithium
3,689,724 -3,307,08 382,637.5
Energy
.39 6.87 2
Exploitati
on Co.,
Ltd.
3,689,724 -3,307,08 382,637.5
Subtotal
.39 6.87 2
3,689,724 -3,307,08 382,637.5
Total
.39 6.87 2
18. Investment property
(1) Investment property adopted the cost measurement mode
□ Applicable √ Inapplicable
(2) Investment property adopted the fair value measurement mode
□ Applicable √ Inapplicable
(3) List of the investment property failed to completed the certificate of title
Naught
19. Fixed assets
(1) List of fixed assets
Unit: RMB Yuan
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Houses and Machinery Transportation Electronic
Item
buildings equipment Total
equipment equipment
I. Original book
value:
1. Opening
568,744,717.00 916,122,498.61 20,766,596.02 22,831,274.05 1,528,465,085.68
balance
2. Increased
69,504,885.24 75,754,776.21 1,421,566.34 2,907,907.10 149,589,134.89
amount of the period
(1) Purchase 2,294,457.82 23,684,625.72 1,421,566.34 1,693,664.35 29,094,314.23
(2) Transfer of
project under 67,210,427.42 52,070,150.49 0.00 1,214,242.75 120,494,820.66
construction
(3) Enterprises
combination increase
3. Decreased
0.00 85,585,176.66 958,014.06 1,695,433.85 88,238,624.57
amount of the period
(1) Disposal or
0.00 51,284,967.02 958,014.06 1,524,168.82 53,767,149.90
scrap
(2) Equipment
0.00 34,300,209.64 0.00 171,265.03 34,471,474.67
transformation
4. Closing balance 638,249,602.24 906,292,098.16 21,230,148.30 24,043,747.30 1,589,815,596.00
II. Accumulated
desperation
1. Opening
338,302,001.88 693,539,580.39 13,717,406.23 12,707,722.36 1,058,266,710.86
balance
2. Increased
20,461,340.36 42,138,179.06 1,295,975.19 3,062,767.68 66,958,262.29
amount of the period
(1) Withdrawal 20,461,340.36 42,138,179.06 1,295,975.19 3,062,767.68 66,958,262.29
3. Decreased
0.00 62,516,766.62 800,216.29 1,287,842.20 64,604,825.11
amount of the period
(1) Disposal or
0.00 48,069,474.26 800,216.29 1,210,166.54 50,079,857.09
scrap
(2) Equipment
0.00 14,447,292.36 0.00 77,675.66 14,524,968.02
transformation
4. Closing balance 358,763,342.24 673,160,992.83 14,213,165.13 14,482,647.84 1,060,620,148.04
III. Impairment
provision
1. Opening
0.00 6,930,673.53 0.00 0.00 6,930,673.53
balance
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
2. Increased
0.00 37,879,304.31 0.00 1,346.31 37,880,650.62
amount of the period
(1) Withdrawal 0.00 37,879,304.31 0.00 1,346.31 37,880,650.62
3. Decreased
0.00 52,094.36 0.00 0.00 52,094.36
amount of the period
(1) Disposal or
0.00 52,094.36 0.00 0.00 52,094.36
scrap
4. Closing balance 0.00 44,757,883.48 1,346.31 44,759,229.79
IV. Book value
1. Closing book
279,486,260.00 188,373,221.85 7,016,983.17 9,559,753.15 484,436,218.17
value
2. Opening book
230,442,715.12 215,652,244.69 7,049,189.79 10,123,551.69 463,267,701.29
value
(2) List of temporarily idle fixed assets
Unit: RMB Yuan
Accumulated Impairment
Item Original book value Net book value Remark
depreciation provision
Name of the
announcement:
Announcement on
Withdrawing the
Preparation for the
Assets Impairment
T5, T8,
on the Idle
energy-saving lamp 180,869,238.81 142,466,206.96 37,880,650.98 522,380.87
Equipments and
production line
Construction in
Progress; the
Announcement No.:
2015-030; disclosure
website:
www.cninfo.com.cn
(3) Fixed assets leased in from financing lease
Naught
(4) Fixed assets leased out from operation lease
Naught
(5) Details of fixed assets failed to accomplish certification of property
Naught
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20. Construction in progress
(1) List of construction in progress
Unit: RMB Yuan
Closing balance Opening balance
Item Impairment Impairment
Book balance Book value Book balance Book value
provision provision
Construction in
32,488,518.68 0.00 32,488,518.68 94,558,082.50 3,695,984.29 90,862,098.21
progress
Total 32,488,518.68 0.00 32,488,518.68 94,558,082.50 3,695,984.29 90,862,098.21
(2) Changes of significant construction in progress
Unit: RMB Yuan
Of
Amount Proporti which:
Accumul
that on the Capitaliz
Other ative
Increase transferr estimate amount ation rate
Estimate decrease amount
Name o f Opening d amount ed to Closing d of the Project of the of the Capital
d d amount of
item balance of the fixed balance project progress capitaliz interests resources
number of the capitaliz
period assets of accumul ed of the
period ed
the ative interests period
interests
period input of the
period
Reforma
7,500,00 4,904,80 4,904,80
tion of 0.00 0.00 0.00 65.40% 40.00% Other
0.00 5.77 5.77
9# kiln
LED
third
worksho
p 3,500,00 3,362,82 99,805.7 3,462,63
0.00 0.00 98.93% 97.00% Other
reconstru 0.00 5.81 7 1.58
ction
engineeri
ng
SGLC
color tile
engineeri
ng for
5,000,00 2,702,11 2,702,11
leak 0.00 0.00 0.00 54.04% 80.00% Other
0.00 0.21 0.21
repairing
of each
worksho
p
Commer
4,350,00 2,206,74 2,206,74
cial 50.73% 50.00% Other
0.00 0.10 0.10
housing
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
of
Gaoming
Jiangbin
Shangri-
La
Garden
LED
second 4,610,00 4,423,87 183,465. 4,607,34
99.94% 100.00% Other
worksho 0.00 9.64 90 5.54
p
Gaoming
Fuwan
semi-fini
shed
products 5,070,00 3,647,74 1,128,07 4,775,81
94.20% 100.00% Other
of lamps 0.00 0.00 6.45 6.45
and
assembly
worksho
p II
Gaoming
Fuwan
Load and
9,500,00 7,922,82 1,226,85 9,149,67
unload 96.31% 100.00% Other
0.00 3.80 4.17 7.97
station
second
factory
Gaoming
Fuwan
semi-fini
shed
products 7,000,00 5,053,67 1,568,34 6,520,28 101,728.
93.15% 100.00% Other
of lamps 0.00 2.00 3.50 7.20 30
and
assembly
worksho
pI
Employe
e
departme 15,000,0 4,030,00 9,399,64 13,429,6
nt of 89.53% 100.00% Other
00.00 0.00 8.44 48.44
Gaoming
8#9#
floors
G project
of 22,800,0 16,694,5 16,694,5
73.22% 100.00% Other
Fuwan 00.00 64.69 64.69
standard
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worksho
p
Third
District
8,500,00 8,149,79 72,780.0 8,222,57
Hard / Other
0.00 4.29 0 4.29
Glass
Kiln
4
Single-e
nded
8,000,00 7,299,01 616,268. 7,915,28
automati 98.94% 100.00% Other
0.00 2.41 77 1.18
c
producti
on lines
Reforma
8,500,00 5,906,29 1,520,05 7,426,35
tion of / Other
0.00 8.82 5.85 4.67
6# kiln
11,100,0 6,529,48 2,256,36 8,785,84
8# kiln 79.15% 100.00% Other
00.00 5.54 0.15 5.69
120,430, 56,325,5 44,579,8 71,878,4 15,750,6 13,276,2
Total -- -- --
000.00 32.31 79.77 67.16 57.26 87.66
(3) List of the withdrawal of the impairment provision of the construction in progress
Unit: RMB Yuan
Item Withdrawn amount Reason
Third District Hard Glass Kiln 2,000,000.00
Total 2,000,000.00 --
Other notes
—The withdrawn amount of the impairment provision of the construction in progress was of RMB2,000,000.00, which formed from
the withdrawal of the impairment provision on the difference from the lower part of the recoverable amount compared to the book
value of the third district hard glass kiln and the impairment provision should written off along with the scrap the corresponding
assets.
—The other decreased amount of the construction in progress of the reporting period was mainly due to the scrap of the glass kiln
items.
21. Engineering material
Naught
22. Liquidation of fixed assets
Naught
23. Productive biological assets
(1) Productive biological assets adopted the cost measurement mode
□ Applicable √ Inapplicable
(2) Production biological assets adopted the fair value measurement mode
□ Applicable √ Inapplicable
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
24. Oil and gas assets
□ Applicable √ Inapplicable
25. Intangible assets
(1) Information
Unit: RMB Yuan
Item Land use right Patent Non-patents Software use right Total
I. Total original
book value
1. Opening balance 211,719,938.60 20,700,700.00 1,636,664.95 234,057,303.55
2. Increase in the
reporting period
(1) Purchase
(2) Internal R &D
(3) Increase from
enterprise
combination
3. Decrease in the
reporting period
(1) Purchase
4. Closing balance 211,719,938.60 20,700,700.00 1,636,664.95 234,057,303.55
II. Total accrued
amortization
1. Opening balance 44,415,425.34 2,145,860.00 381,888.50 46,943,173.84
2. Increase in the
4,344,643.08 1,945,860.00 327,333.00 6,617,836.08
reporting period
(1) Withdrawal 4,344,643.08 1,945,860.00 327,333.00 6,617,836.08
3. Decrease in the
reporting period
(1) Disposal
4. Closing balance 48,760,068.42 4,091,720.00 709,221.50 53,561,009.92
III. Total impairment
provision
1. Opening balance
2. Increase in the
16,608,980.00 16,608,980.00
reporting period
(1) Withdrawal 16,608,980.00 16,608,980.00
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
3. Decrease in the
reporting period
(1) Disposal
4. Closing balance 16,608,980.00 16,608,980.00
IV. Total book value
of intangible assets
1. Book value of
162,959,870.18 0.00 927,443.45 163,887,313.63
the period-end
2. Book value of
167,304,513.26 18,554,840.00 1,254,776.45 187,114,129.71
the period-begin
The proportion the intangible assets formed from the internal R&D through the Company amount the balance of the intangible assets
at the period-end was 0.00%.
(2) Details of fixed assets failed to accomplish certification of land use right
Other notes:
—The withdrawn amount of the impairment provision of the intangible assets was of RMB16,608,980.00, which formed form the
withdrawal of the impairment provision of the held patent right in full amount owning to the continuously loss caused by the reasons
such as the scale as well as the market of the subsidiary Suzhou Mont Lighting Co., Ltd. which already lost the conditions to
continue the production.
26. R&D expenses
Naught
27. Goodwill
(1) Original book value of goodwill
Unit: RMB Yuan
Name of the
investees or the
Opening balance Increase Decrease Closing balance
events formed
goodwill
Suzhou Mont
7,360,330.45 7,360,330.45
Lighting Co., Ltd.
Total 7,360,330.45 7,360,330.45
(2) Impairment provision of goodwill
Unit: RMB Yuan
Name of the
investees or the
Opening balance Increase Decrease Closing balance
events formed
goodwill
Suzhou Mont
7,360,330.45 7,360,330.45
Lighting Co., Ltd.
Total 7,360,330.45 7,360,330.45
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Notes to the recognition methods of the test progress of the impairment provision of goodwill, the parameter and the loss of the
goodwill provision:
—Owning to the subsidiary Suzhou Mont Lighting Co., Ltd. had a continuously loss caused by the reasons such as the scale as well
as the market and recently had lost the conditions to continue the production, the goodwill formed from the merger of the Company
which originally not under the same control should be withdrawn for impairment provision in full amount.
28. Long-term unamortized expenses
Unit: RMB Yuan
Amortization
Item Opening balance Increase Decrease Closing balance
amount
Decoration of lease
918,958.73 609,638.00 1,122,171.38 406,425.35
workshop
Total 918,958.73 609,638.00 1,122,171.38 406,425.35
29. Deferred income tax assets/deferred income tax liabilities
(1) Deferred income tax assets had not been off-set
Unit: RMB Yuan
Closing balance Opening balance
Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax
difference assets difference assets
Assets impairment
136,195,788.86 20,975,403.88 57,338,514.05 8,767,114.24
provision
Unrealized profits of
1,195,795.66 179,369.35 2,493,469.57 374,020.44
internal transactions
Deductible losses 16,661,633.81 4,165,408.45 35,034,691.49 6,463,007.68
Depreciation of fixed
66,856,506.21 10,254,446.06 75,006,724.40 11,339,084.49
assets
Payroll payable 47,800,672.81 7,170,100.92 36,914,977.82 5,537,246.67
Estimated liabilities 0.00 0.00 61,438,275.16 9,215,741.27
Total 268,710,397.35 42,744,728.66 268,226,652.49 41,696,214.79
(2) Deferred income tax liabilities had not been off-set
Unit: RMB Yuan
Closing balance Opening balance
Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax
difference liabilities difference liabilities
Appreciation of the
enterprise merger assets
18,554,840.00 2,783,226.00
evaluation not under the
same control
Changes of the fair value
of the available-for-sale 2,603,516,654.14 390,527,498.12 84,882,751.40 12,732,412.71
financial assets
Changes of the fair value
44,595.00 6,689.25 8,660.00 1,299.00
of the tradable financial
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
assets
Total 2,603,561,249.14 390,534,187.37 103,446,251.40 15,516,937.71
(3) Deferred income tax assets or liabilities listed by net amount after off-set
Unit: RMB Yuan
Mutual set-off amount of Amount of deferred Mutual set-off amount of Amount of deferred
deferred income tax income tax assets or deferred income tax income tax assets or
Item
assets and liabilities at liabilities after off-set at assets and liabilities at liabilities after off-set at
the period-end the period-end the period-begin the period-begin
Deferred income tax
42,744,728.66 41,696,214.79
assets
Deferred income tax
390,534,187.37 15,516,937.71
liabilities
(4) List of unrecognized deferred income tax assets
Unit: RMB Yuan
Item Closing balance Opening balance
Deductible temporary difference 48,954,169.89 0.00
Total 48,954,169.89 0.00
(5) Deductible losses of unrecognized deferred income tax assets will due the following years
Unit: RMB Yuan
Years Closing balance Opening balance Notes
Y2016 2,660,641.73 0.00
Y2017 3,594,775.22 0.00
Y2018 6,538,750.63 0.00
Y2019 9,391,991.19 0.00
Y2020 16,981,086.28 0.00
Total 39,167,245.05 0.00 --
Other notes:：
—Owning to the subsidiary Suzhou Mont Lighting Co., Ltd. had a continuously loss caused by the reasons such as the scale as well
as the market and recently had lost the conditions to continue the production, the deductible temporary difference should not be
executed the deferred income tax assets recognition.
30. Other non-current assets
Unit: RMB Yuan
Item Closing balance Opening balance
Land purchase and the ownership implicit
41,755,700.00 41,755,700.00
of relevant items
Prepayments for business facilities 7,507,504.15 8,844,087.19
Total 49,263,204.15 50,599,787.19
31. Short-term loans
(1) Category of the short-term loans
Naught
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(2) List of the overdue short-term loans failed to repay
Naught
32. Financial liabilities measured by fair value and the changes included in the current gains and losses
Naught
33. Derivative financial liabilities
□ Applicable √ Inapplicable
34. Notes payable
The total amount of the overdue unpaid notes payable at the period-end was of RMB0.00.
35. Accounts payable
(1) List of accounts payable
Unit: RMB Yuan
Category Closing balance Opening balance
Accounts payable 396,263,382.12 399,330,968.48
Total 396,263,382.12 399,330,968.48
(2) Notes of the accounts payable aging over one year
Naught
36. Advance from customers
(1) List of advance from customers
Unit: RMB Yuan
Item Closing balance Opening balance
Prepayments 71,531,790.37 60,842,257.61
Total 71,531,790.37 60,842,257.61
(2) Significant advance from customers aging over one year
Naught
(3) Particulars of settled but unfinished projects formed by construction contract at period-end
Naught
37. Payroll payable
(1) List of Payroll payable
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
I. Short-term salary 58,315,210.64 481,722,955.50 469,041,178.82 70,996,987.32
II. Post-employment
benefit-defined 37,799,041.89 37,799,041.89
contribution plans
III. Termination benefits 2,562,417.35 1,554,417.35 1,008,000.00
Total 58,315,210.64 522,084,414.74 508,394,638.06 72,004,987.32
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(2) List of Short-term salary
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
1. Salary, bonus,
57,918,469.34 427,024,096.51 414,306,735.75 70,635,830.10
allowance, subsidy
2. Employee welfare 21,191,298.33 21,191,298.33
3. Social insurance 24,425,834.80 24,425,834.80
Including: 1. Medical
18,550,526.80 18,550,526.80
insurance premiums
Work-related injury
2,816,409.72 2,816,409.72
insurance
Maternity insurance 3,058,898.28 3,058,898.28
4. Housing fund 8,056.18 4,602,646.71 4,610,702.89
5. Labor union budget
and employee education 388,685.12 4,479,079.15 4,506,607.05 361,157.22
budget
Total 58,315,210.64 481,722,955.50 469,041,178.82 70,996,987.32
(3) List of drawing scheme
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
Basic pension benefits 36,365,682.17 36,365,682.17
Unemployment insurance 1,433,359.72 1,433,359.72
Total 37,799,041.89 37,799,041.89
38. Taxes payable
Unit: RMB Yuan
Item Closing balance Opening balance
VAT 6,471,716.18 2,711,408.78
Business tax 300,148.90 175,148.06
Corporate income tax 3,666,766.26 4,552,997.21
Personal income tax 869,010.09 693,302.18
Urban maintenance and construction tax 471,260.34 1,095,674.02
Other 1,190,188.54 4,652,583.56
Total 12,969,090.31 13,881,113.81
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
39. Interest payable
Naught
40. Dividends payable
Naught
41. Other accounts payable
(1) Other accounts payable listed by nature of the account
Unit: RMB Yuan
Item Closing balance Opening balance
Lawsuit compensation 13,872,398.53 0.00
Performance bond 9,053,678.50 7,542,858.19
Related fee of sales 1,924,886.76 1,589,924.29
Intercourse funds 8,076,410.52 8,076,410.52
Other 3,603,126.91 4,714,627.48
Total 36,530,501.22 21,923,820.48
(2) Other significant accounts payable with aging over one year
Unit: RMB Yuan
Item Closing balance Unpaid/ Un-carry-over reason
Intercourse funds 8,076,410.52
Total 8,076,410.52 --
Other notes:
-Balance of other account receivable in closing period increase RMB 14,606,680.74 , of 66.62 % comparing to that in opening
period, mainly was some of accusers had not yet drawn the relevant compensation of securities misrepresentation responsibility
dispute at period-end .
42. Liabilities classified as holding for sale
Naught
43. Non-current liabilities due within 1 year
Naught
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
44. Other current-liabilities
Naught
45. Long-term loan
Naught
46. Bonds payable
Naught
47. Long-term payable
Naught
48. Long term payroll payable
Naught
49. Special payable
Naught
50. Accrued liabilities
Unit: RMB Yuan
Item Closing balance Opening balance Formation reasons
Securities misrepresentation
Pending litigation 0.00 61,438,275.16
responsibility dispute
Total 0.00 61,438,275.16 --
Other notes, including related important assumptions and estimates of accrued liabilities:
-The Closing estimate liabilities decrease RMB 61,438,275.16 , of 100 % comparing to that in opening period, manly was the
judgment of securities misrepresentation responsibility dispute had finished, relevant lawsuit compensation had transfer to calculate
as other account receivable.
51. Deferred income
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance Formation reasons
Government
Government
10,955,833.27 640,000.00 873,558.25 10,722,275.02 subsidies related to
subsidies
assets/ income
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Total 10,955,833.27 640,000.00 873,558.25 10,722,275.02 --
Items involved in government subsidies:
Unit: RMB Yuan
Amount accrued
Amount of newly Related to the
Item Opening balance in non-business Other changes Closing balance
subsidy assets/ income
income
LED production
technical Related to the
9,852,274.95 9,852,274.95
transformation assets
project
Production line of
50 million Related to the
774,999.96 154,999.89 620,000.07
energy-saving assets
fluorescent lamp
Project of FGD
Related to the
fly ash removal 28,166.86 28,166.86
assets
of furnace system
No electrolytic
capacitor drive Related to the
300,391.50 390,000.00 690,391.50
power supply income
technology
LED source
module
technology with Related to the
250,000.00 250,000.00
new type of low income
cost silicon
substrate
Total 10,955,833.27 640,000.00 873,558.25 10,722,275.02 --
Other notes:
52. Other non-current liabilities
Naught
53. Share capital
Unit: RMB Yuan
Increase/decrease (+/-)
Opening Capitalization Closing
Newly issue
balance Bonus shares of public Other Subtotal balance
share
reserves
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
The sum of 1,272,132,868.
978,563,745.00 293,569,123.00 293,569,123.00
shares 00
54. Other equity instruments
Naught
55. Capital reserves
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
Capital premium 582,653,147.29 293,569,123.00 289,084,024.29
Other capital reserves 7,239,570.30 780.99 7,240,351.29
Total 589,892,717.59 780.99 293,569,123.00 296,324,375.58
Other notes, including changes and reason of change:
-The decrease of capital premium mainly was in line with the Proposal on 2014 Annual Profit Allocation and Capital Reserve
Transfer to Common Shares, approved and reviewed by General Meeting of Shareholders held on 27 May 2015. 3 shares will be
increased, with capital reserves, to all shareholders for every 10 shares they hold, with the increased shares totaling 293,569,123.00
shares. The profit allocation plan was completed on 17 Jun. 2015.
- RMB780.99 was the net income from the Company’s sale of odd lots stock, in line with the Announcement on the sale of odd lots
stock relevant events issued by China Securities Depository and Clearing Co., Ltd. Shenzhen Branch, the Securities Company
accepted the entrustment form listed companies with selling odd lots stock and returned the net income to the listed companies,
meanwhile, the listed companies recorded the bet income into relevant capital reserve of equity of shareholders.
56. Treasury stock
Naught
57. Other comprehensive income
Unit: RMB Yuan
Reporting period
Less: Amount
transferred
into profit and
Amount loss in the After-tax After-tax
Opening Less: Closing
Item incurred current period attribute to attribute to
balance income tax balance
before that the parent minority
expense
income tax recognized company shareholder
into other
comprehensive
income in
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
prior period
II. Other comprehensive reclassified 72,150,338.6 2,535,697,1 377,795,08 2,140,838,8 2,212,989
17,063,266.56
into profits or losses 9 69.30 5.41 17.33 ,156.02
Profits or losses of change in fair
72,150,338.6 2,535,697,1 377,795,08 2,140,838,8 2,212,989
value of available-for-sale financial 17,063,266.56
9 69.30 5.41 17.33 ,156.02
assets
72,150,338.6 2,535,697,1 377,795,08 2,140,838,8 2,212,989
total 17,063,266.56
9 69.30 5.41 17.33 ,156.02
Other notes, including the adjustment of the recognition of initial amount of effective part of the cash flow hedging gains and losses
transfer into arbitraged items:
58. Special reserves
Naught
59. Surplus reserves
Unit: RMB Yuan
Item Opening balance Increase Decrease Closing balance
Statutory surplus
489,281,872.50 2,270,666.26 491,552,538.76
reserves
Discretional surplus
136,886,568.36 136,886,568.36
reserves
Total 626,168,440.86 2,270,666.26 628,439,107.12
60. Retained profits
Unit: RMB Yuan
Item Reporting period Last period
Opening balance of retained profits before
777,810,478.44 671,929,537.57
adjustments
Opening balance of retained profits after
777,810,478.44 671,929,537.57
adjustments
Add: Net profit attributable to owners of the
53,405,593.12 266,125,048.97
Company
Less: Withdrawal of statutory surplus reserves 2,270,666.26 3,673,908.90
Dividend of common stock payable 215,284,023.90 156,570,199.20
Closing retained profits 613,661,381.40 777,810,478.44
List of adjustment of opening retained profits:
1) RMB0.00 opening retained profits was affected by retrospective adjustment conducted according to the Accounting Standards for
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Business Enterprises and relevant new regulations.
2) RMB0.00 opening retained profits was affected by changes on accounting policies.
3) RMB0.00 opening retained profits was affected by correction of significant accounting errors.
4) RMB0.00 opening retained profits was affected by changes in combination scope arising from same control.
5) RMB0.00 opening retained profits was affected totally by other adjustments.
61. Revenues and operating costs
Unit: RMB Yuan
Reporting period Same period of last year
Item
Revenue Operating costs Revenue Operating costs
Main operations 2,845,925,254.23 2,163,709,639.63 3,040,544,631.03 2,230,438,495.76
Other operations 30,733,846.40 21,848,941.68 28,096,569.14 16,616,178.87
Total 2,876,659,100.63 2,185,558,581.31 3,068,641,200.17 2,247,054,674.63
62. Business tax and surcharges
Unit: RMB Yuan
Item Reporting period Same period of last year
Business tax 1,570,072.79 1,515,352.86
Urban maintenance and construction tax 14,040,573.35 14,406,425.48
Education Surcharge 6,041,930.37 6,196,766.24
Local education surtax 4,027,937.70 4,131,177.20
Total 25,680,514.21 26,249,721.78
63. Sales expenses
Unit: RMB Yuan
Item Reporting period Same period of last year
Transport fees 62,901,799.56 68,265,682.55
Advertising and general publicity expense 32,387,692.25 42,587,178.71
Salary 42,665,935.90 34,327,695.10
Service charges on promotion of
25,217,244.68 26,676,646.80
energy-saving products
Sales promotion fee 13,381,454.04 10,694,435.28
Business travel charges 9,128,534.60 6,896,228.68
Dealer meeting expense 5,651,161.95 4,798,758.39
Other 11,778,675.52 13,633,879.03
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Total 203,112,498.50 207,880,504.54
64. Administrative expenses
Unit: RMB Yuan
Item Reporting period Same period of last year
Employee payroll 121,577,653.26 122,535,253.45
Welfare fee 20,195,256.28 21,037,089.42
Depreciation charge 21,057,357.43 21,458,705.08
Tax expenses 16,341,074.77 16,740,361.93
Office expenses 5,702,172.93 4,106,059.73
Amortization of intangible assets 6,617,836.08 5,987,995.30
Land rent and management fee 6,793,028.62 5,649,930.68
Other 43,301,134.72 38,717,843.70
Total 241,585,514.09 236,233,239.29
65. Financial expenses
Unit: RMB Yuan
Item Reporting period Same period of last year
Interest expenses 29,697.15
Less: Interest income 15,747,878.09 15,697,401.54
Exchange gains and losses -15,110,552.47 4,806,513.22
Other 1,987,306.54 1,295,232.13
Total -28,871,124.02 -9,565,959.04
66. Asset impairment loss
Unit: RMB Yuan
Item Reporting period Same period of last year
I. Bad debt loss 6,204,880.86 -501,386.20
II. Inventory falling price loss 19,419,051.26 8,422,624.24
VII. Impairment losses of fix asset
37,880,650.62 3,000,000.00
impairment loss
IX. Impairment losses of construction in
2,000,000.00
process
XII. Impairment losses of intangible asset 16,608,980.00
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
XIII. Impairment losses of good will 7,360,330.45
Total 89,473,893.19 10,921,238.04
67. Gains on the changes in the fair value
Unit: RMB Yuan
Source Reporting period Same period of last year
2. Financial assets measured by fair value
and the changes be included in the current 35,935.00 1,105,462.10
profits and losses
Total 35,935.00 1,105,462.10
68. Investment income
Unit: RMB Yuan
Item Reporting period Same period of last year
Long-term equity investment income
-3,307,086.87 -9,117,917.64
accounted by equity method
Investment income arising from disposal of
-17,112.47
long-term equity investments
Investment income received from financial
assets measured by fair value and the changes
19,505.00
be included in the current profits and losses
during holding period
Investment income received from disposal of
financial assets measured by fair value and the
2,353,948.21 72,494.46
changes be included in the current profits and
losses during holding period
Investment income received from holding of
3,449,696.24 25,992,879.30
available-for-sale financial assets
Investment income received from disposal of
17,063,266.56 1,784,824.81
available-for-sale financial assets
Other -55,571.28 499,406.22
Total 19,523,757.86 19,214,574.68
69. Non-operating gains
Unit: RMB Yuan
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Recorded in the amount of the
Item Reporting period Same period of last year
non-recurring gains and losses
Total gains from disposal of
182,286.57 25,197.24 182,286.57
non-current assets
Including: Gains from disposal
182,286.57 25,197.24 182,286.57
of fixed assets
Government subsidies 5,141,174.13 2,174,021.86 5,141,174.13
Account no need to pay 8,135,171.18
Other 2,304,506.54 1,725,425.02 2,304,506.54
Total 7,627,967.24 12,059,815.30 7,627,967.24
Government subsidies recorded into current profits and losses
Unit: RMB Yuan
Whether
Whether
influence the Related to the
Distribution Distribution Special Reporting Same period
Item Nature/type profits or assets/
entity reason subsidy or period of last year
losses of the income
not
year or not
Due to
engaged in
special
industry that
the state
encouraged
Project of
and
FGD fly ash
supported, Related to the
removal of Subsidy No No 28,166.86 168,999.96
gained assets
furnace
subsidy
system
( obtaining in
line with the
law and the
regulations of
national
policy)
Due to
Production
engaged in
line of 50
special
million Related to the
Subsidy industry that No No 154,999.89 155,000.00
energy-savin assets
the state
g fluorescent
encouraged
lamp
and
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
supported,
gained
subsidy
( obtaining in
line with the
law and the
regulations of
national
policy)
Subsidy from
Subsidiary R&D
from Technical Related to the
Subsidy No No 2,019,056.20
Wangjiayizha updating and income
n transformatio
n, etc.
Subsidy from
Sales award R&D
from leader Technical Related to the
Award No No 1,196,830.00 976,478.00
in growth updating and income
project transformatio
n, etc.
Subsidy from
R&D
Award from Technical Related to the
Award No No 330,000.00 0.00
clean energy updating and income
transformatio
n, etc.
Suzhou
Subsidy from
industry park
R&D
development
Technical Related to the
of science Award No No 104,812.00 0.00
updating and income
and
transformatio
technology
n, etc.
fund
Subsidy from
Technology R&D
standard Technical Related to the
Award No No 0.00 105,000.00
strategy updating and income
project fund transformatio
n, etc.
Special fund Subsidy from Related to the
Award No No 0.00 116,000.00
(outside R&D income
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
development Technical
service) updating and
transformatio
n, etc.
Subsidy from
R&D
Government Technical Related to the
Award No No 0.00 100,000.00
award capital updating and income
transformatio
n, etc.
Subsidy from
R&D
Construction
Technical Related to the
engineering Award No No 0.00 139,646.50
updating and income
subsidy
transformatio
n, etc.
No Subsidy from
electrolytic R&D
capacitor Technical Related to the
Award No No 690,391.50 22,717.50
drive power updating and income
supply transformatio
technology n, etc.
Subsidy from
R&D
Other odd
Technical Related to the
government Award No No 616,917.68 390,179.90
updating and income
subsidies
transformatio
n, etc.
Total -- -- -- -- -- 5,141,174.13 2,174,021.86 --
70. Non-operating expenses
Unit: RMB Yuan
Recorded in the amount of the
Item Reporting period Same period of last year
non-recurring gains and losses
Loss on disposal of non-current
8,354,989.42 1,312,901.18 8,354,989.42
assets
Including: Loss on disposal of
8,354,989.42 1,312,901.18 8,354,989.42
fixed assets
Donation 90,231.94 231,000.00 90,231.94
Lawsuit compensation 130,497,453.69 61,438,275.16 130,497,453.69
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Inventory losses 1,288,079.32 1,288,079.32
Other 1,083,135.16 137,012.10 1,083,135.16
Total 141,313,889.53 63,119,188.44 141,313,889.53
71. Income tax expense
(1) Lists of income tax expense
Unit: RMB Yuan
Item Reporting period Same period of last year
Current income tax expense 12,134,618.15 63,065,433.36
Deferred income tax expense -3,826,349.62 -10,602,941.51
Total 8,308,268.53 52,462,491.85
(2) Adjustment process of accounting profit and income tax expense
Unit: RMB Yuan
Item Reporting period
Total profits 45,992,993.92
Current income tax expense accounted by tax and relevant
6,898,949.10
regulations
Influence of different tax rate suitable to subsidiary 3,713,923.18
Influence of income tax before adjustment -812,104.98
Influence of non taxable income -3,076,944.42
Influence of not deductable costs, expenses and losses 1,584,445.65
Income tax expense 8,308,268.53
72. Other comprehensive income
For details, please refer to VII.Notes on major items in consolidated financial statements of the Company, 57
73. Supplementary information to cash flow statement
(1) Other cash received relevant to operating activities
Unit: RMB Yuan
Item Reporting period Same period of last year
Deposit interest 14,826,507.40 14,900,326.33
Income from property and rental of 2,895,455.72 2,147,696.85
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
equipment
Income from subsidy 4,907,615.88 2,037,304.40
Other 4,451,157.93 2,522,500.23
Total 27,080,736.93 21,607,827.81
(2) Other cash paid relevant to operating activities
Unit: RMB Yuan
Item Reporting period Same period of last year
Administrative expenses in cash 46,287,176.76 48,473,834.11
Sales expenses in cash 147,647,779.81 155,489,276.36
Financial expenses in cash 1,987,306.54 1,295,232.13
Lawsuit compensation 178,063,330.32
Other 930,040.37 7,489,919.57
Total 374,915,633.80 212,748,262.17
(3) Other cash received relevant to investment activity
Naught
(4) Other cash paid relevant to investment activity
Naught
(5) Other cash received relevant to financing activities
Naught
(6) Other cash paid relevant to financing activities
Naught
74. Supplementary information to cash flow statement
(1) Information of net profit to net cash flows generated from operating activities
Unit: RMB Yuan
Supplementary materials Reporting period Last period
1. Reconciliation of net profit to net cash
-- --
flows generated from operating activities
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Net profit 37,684,725.39 266,665,952.72
Add: Provision for impairment of assets 89,473,893.19 10,921,238.04
Depreciation of fixed assets, of oil-gas
66,958,262.29 79,889,118.00
assets, of productive biological assets
Amortization of intangible assets 6,617,836.08 5,987,995.30
Long-term unamortized expenses 1,122,171.38 210,038.06
Losses on disposal of fixed assets, intangible
assets and other long-term assets (gains: 2,462,027.70 514,331.14
negative)
Losses on retirement of fixed assets 5,710,675.15 773,372.80
Losses from variation of fair value -35,935.00 -1,105,462.10
Financial cost (gains: negative) -8,150,854.62 881,108.77
Investment loss (gains: negative) -19,523,757.86 -19,214,574.68
Decrease in deferred income tax assets
-1,048,513.87 -10,409,654.51
(gains: negative)
Increase in deferred income tax liabilities
-2,777,835.75 -193,287.00
(“-” means decrease)
Decrease in inventory (gains: negative) 46,723,993.01 -114,087,591.08
Decrease in accounts receivable from
65,879,278.93 -79,704,991.15
operating activities (gains: negative)
Increase in payables from operating
-102,770,776.59 164,511,151.03
activities (decrease: negative)
Net cash flows generated from operating
188,325,189.43 305,638,745.34
activities
2. Investing and financing activities that do
-- --
not involving cash receipts and payment:
3. Net increase in cash and cash equivalents -- --
Closing balance of cash 933,546,108.37 989,701,235.60
Less: Opening balance of cash 989,701,235.60 897,675,824.22
Net increase in cash and cash equivalents -56,155,127.23 92,025,411.38
(2) Net Cash paid of obtaining the subsidiary
Naught
(3) Net Cash receive of disposal of the subsidiary
Naught
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(4) Cash and cash equivalents
Unit: RMB Yuan
Item Closing balance Opening balance
I. Cash 933,546,108.37 989,701,235.60
Including: Cash on hand 36,008.01 13,150.43
Bank deposit on demand 853,647,752.46 915,022,578.88
Other monetary funds on demand 79,862,347.90 74,665,506.29
III. Closing balance of cash and cash
933,546,108.37 989,701,235.60
equivalents
75. Note of statement of changes in the owner's equity
Explain "other" project name and adjustment amount of the adjustment of closing balance in previous year, etc.:
Inapplicable
76. The assets with the ownership or use right restricted
Unit: RMB Yuan
Item Closing book value Restricted reason
The subsidiary Suzhou Mont Lighting Co.,
Ltd. was prosecuted to make repayment by
Monetary capital 1,695,096.83
the supplier , whose the bank account was
frozen
Total 1,695,096.83 --
77. Foreign currency monetary items
(1) Foreign currency monetary items
Unit: RMB Yuan
Closing foreign currency Closing convert to RMB
Item Exchange rate
balance balance
Monetary capital -- -- 935,351.56
Including: USD 143,724.02 6.4936 933,286.29
EUR 291.08 7.0952 2,065.27
Account receivable -- -- 132,068,346.24
Including: USD 20,338,232.45 6.4936 132,068,346.24
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(2) Note to oversea entities including: for significant oversea entities, shall disclose main operating place,
recording currency and selection basis, if there are changes into recording currency, shall also disclose the
reason.
□ Applicable √ Inapplicable
78. Arbitrage
According to arbitrage category to disclose arbitrage item, relevant arbitrage tools and been arbitraged risk qualitative and
quantitative information:
Inapplicable
79. Other
Inapplicable
VIII. Changes of merge scope
1. Business merger not under same control
Naught
(2) Combined cost and goodwill
Naught
(3) The identifiable assets and liabilities of acquiree at purchase date
Naught
(4) The profit or loss from equity held by the date before acquisition in accordance with the fair value
measured again
Whether there is a transaction that through multiple transaction step by step to realize enterprises merger and gaining the control
during the reporting period
□ Yes √ No
(5) Note to merger could not be determined reasonable consideration or Identifiable assets, Fair value of
liabilities of the acquiree at acquisition date or closing period of the merge
Naught
(6) Other notes
Naught
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
2. Business combination under the same control
(1) Business combination under the same control during the reporting period
Naught
(2) Combination cost
Naught
(3) The book value of the assets and liabilities of the combined party at combining date
Naught
3. Counter purchase
Naught
4. The disposal of subsidiary
Whether there is a single disposal of the investment to subsidiary and lost control
□ Yes √ No
Whether there are multiple transactions step by step dispose the investment to subsidiary and lost control in reporting period
□ Yes √ No
5. Other reasons for the changes in combination scope
There were no other reasons for the changes in combination scope in the Company
6. Other
Naught
IX. Equity in other entities
1. Equity in subsidiary
(1) The structure of the enterprise group
Name of the Main operating Nature of Holding percentage (%)
Registration place Way of gaining
subsidiary place business Directly Indirectly
Foshan
Production and Newly
Chansheng Foshan Foshan 100.00% 0.00%
sales established
Electronic Ballast
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Co., Ltd.
Foshan
Chanchang
Electric Production and Newly
Foshan Foshan 70.00% 0.00%
Appliance sales established
(Gaoming) Co.,
Ltd.
Foshan Taimei
Production and Newly
Times Lamps and Foshan Foshan 70.00% 0.00%
sales established
Lanterns Co., Ltd.
Guangdong
Fozhao New
Production and Newly
Light Sources Foshan Foshan 100.00% 0.00%
sales established
Technology Co.,
Ltd.
Foshan Electrical
& Lighting Production and Newly
Xinxiang) Xinxiang) 100.00% 0.00%
(Xinxiang) Co., sales established
Ltd.
Guangdong
Newly
Fozhao Leasing Foshan Foshan Finance lease 100.00% 0.00%
established
Co., Ltd.
Foshan Lighting
Lamps & Production and Newly
Foshan Foshan 100.00% 0.00%
Components Co., sales established
Ltd.
Nanjing Fozhao
Lighting
Production and
Components Nanjing Nanjing 100.00% 0.00% Purchase
sales
Manufacturing
Co., Ltd.
Acquisition,
Suzhou Mont Production and
Suzhou Suzhou 50.50% 0.00% increase capital or
Lighting Co., Ltd. sales
shares
(2) Significant not wholly owned subsidiary
Unit: RMB Yuan
The profits and losses Declaring dividends Balance of minority
Shareholding proportion
Name of the subsidiary arbitrate to the minority distribute to minority shareholder at closing
of minority shareholder
shareholders shareholder period
178
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Foshan Chanchang
Electric Appliance 30.00% 733,103.41 29,991,184.52
(Gaoming) Co., Ltd.
Foshan Taimei Times
Lamps and Lanterns Co., 30.00% 1,771,177.61 9,591,427.63
Ltd.
Suzhou Mont Lighting
49.50% -18,225,148.75 -5,389,281.22
Co., Ltd.
Total -15,720,867.73 34,193,330.93
(3) The main financial information of significant not wholly owned subsidiary
Unit: RMB Yuan
Name of Closing balance Opening balance
the Non-curr Non-curr Non-curr Non-curr
current Total Current Total current Total Current Total
subsidiar ent ent ent ent
assets assets liabilities liabilities assets assets liabilities liabilities
y assets liability assets liability
Foshan
Chancha
ng
Electric
73,220,6 35,531,3 108,752, 8,781,43 8,781,43 63,532,5 39,007,1 102,539, 5,012,74 5,012,74
Applianc
99.00 55.54 054.54 9.48 9.48 57.96 26.25 684.21 7.19 7.19
e
(Gaomin
g) Co.,
Ltd.
Foshan
Taimei
Times
51,164,1 8,097,17 59,261,2 27,289,8 27,289,8 49,205,5 9,560,69 58,766,2 32,698,7 32,698,7
Lamps
04.98 0.56 75.54 50.07 50.07 94.26 7.64 91.90 91.79 91.79
and
Lanterns
Co., Ltd.
Suzhou
Mont 7,308,64 1,847,17 9,155,81 27,826,9 27,826,9 40,855,1 7,957,88 48,813,0 38,653,6 38,653,6
Lighting 1.50 1.96 3.46 67.12 67.12 46.44 6.07 32.51 01.00 01.00
Co., Ltd.
131,693, 45,475,6 177,169, 63,898,2 63,898,2 153,593, 56,525,7 210,119, 76,365,1 76,365,1
Total
445.48 98.06 143.54 56.67 56.67 298.66 09.96 008.62 39.98 39.98
Unit: RMB Yuan
Name of the Reporting period Same period of last year
179
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
subsidiary Total Total
Operation Operating Operation Operating
Net profit comprehensi Net profit comprehensi
revenue cash flow revenue cash flow
ve income ve income
Foshan
Chanchang
Electric 47,168,759.7 75,463,816.9 -13,988,182.7
2,443,678.04 2,443,678.04 -5,323,307.55 4,073,814.36 4,073,814.36
Appliance 3 6 6
(Gaoming)
Co., Ltd.
Foshan
Taimei Times
128,813,369. 185,149,905. 10,486,447.8 10,486,447.8 13,679,219.9
Lamps and 5,903,925.36 5,903,925.36 -5,018,556.05
96 82 1 1 5
Lanterns Co.,
Ltd.
Suzhou Mont
26,198,849.9 -28,830,585.1 -28,830,585.1 42,289,128.1
Lighting Co., -3,858,454.50 -6,629,012.47 -6,629,012.47 -4,404,066.24
8 7 7 4
Ltd.
(4) Significant restrictions of using enterprise group assets and pay off enterprise group debt
Naught
(5) Provide financial support or other support for structure entities incorporate into the scope of
consolidated financial statements
Naught
2. The transaction of the Company with its owner’s equity share changed but still controlling the subsidiary
Naught
3. Equity in joint venture arrangement or associated enterprise
(1) Significant joint venture arrangement or associated enterprise
Naught
(2) Main financial information of significant joint venture
Naught
(3) Main financial information of significant associated enterprise
Naught
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(4) Summary financial information of insignificant joint venture or associated enterprise
Unit: RMB Yuan
Closing balance/ reporting period Opening balance /last period
Joint venture: -- --
The total of following items according to the
-- --
shareholding proportions
Associated enterprise: -- --
Total investment book value 382,637.52 3,689,724.39
The total of following items according to the
-- --
shareholding proportions
--Net profits -3,307,086.87 -9,117,917.64
Total comprehensive income -3,307,086.87 -9,117,917.64
(5) Note to the significant restrictions of the ability of joint venture or associated enterprise transfer funds
to the Company
Naught
(6) The excess loss of joint venture or associated enterprise
Naught
(7) The unrecognized commitment related to joint venture investment
Naught
(8) Contingent liabilities related to joint venture or associated enterprise investment
Naught
4. Significant common operation
Naught
5. Equity of structure entity not including in the scope of consolidated financial statements
Naught
6. Other
Naught
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
X. The risk related financial instruments
The financial instruments of the Company included: monetary funds, accounts receivable, notes receivable,
accounts payable, etc. The details of each financial instrument see relevant items of note V.
The main risks of the Company due to financial instruments were credit risk, liquidity risk and market risk. The
operating management of the Company was responsible for the risk management target and the recognition of the
policies.
1. Credit risk,
Credit risk was one party of the contract failed to fulfill the obligations and causes loss of financial assets of the
other party. The credit risk the Company faced was selling on credit which leads to customer credit risk.
The Company will evaluate credit risk of new customer, and set credit limit, once the balance of account
receivable over credit limit, require the customer to pay or producing and delivering goods shall be approved by
the management of the Company.
The Company through monthly aging analysis of account receivable and monitoring the collection situation of the
customer ensured the overall credit risk of the Company was in control scope. Once appear abnormal situation,
the Company should conduct necessary measures to requesting the payment timely.
2. Liquidity Risk
Liquidity risk was referred to there risk of incurring capital shortage when performing settlement obligation in the
way of cash payment or other financial assets. The policies of the Company were to ensure that there was
sufficient cash to pay the due liabilities. The liquidity risk was centralized controlled by the financial department
of the Company. The financial department through supervising the balance of the cash and securities can be convert to cash at
any time and the rolling prediction of cash flow in future 12 months to ensure the Company have sufficient cash to pay the liabilities
under the case of all reasonable prediction, Each financial liability of the Company was estimated due within 1 year.
3. Market risk
Market risk was referred to risk of the fair value or future cash flow of financial instrument changed due to the
change of market price, including: exchange rate risk, interest rate risk and other price risk.
A. Exchange rate risk
Exchange rate risk was referred to the possible loss due to changes of exchange rate in the financial activities that
economic agents held or used the foreign exchange. The Company’s export business was settled by USD which
avoided exchange risk the Company faced in transaction.
B. Interest rate risk
Interest rate risk was referred to risk of the fair value or future cash flow of financial instrument changed due to
the change of market interest risk. There was no bank loan in the Company, thus no RMB benchmark interest
rate changes
C. Other price risk
N/A
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XI. The disclosure of the fair value
1. Closing fair value of assets and liabilities calculated by fair value
Unit: RMB Yuan
Closing fair value
Item Fair value measurement Fair value measurement Fair value measurement
Total
items at level 1 items at level 2 items at level 3
I. Consistent fair value
-- -- -- --
measurement
(I) Financial assets
calculated by fair value
51,600.00 51,600.00
and changes record into
current profits or losses
2. Financial assets
assigned measured by fair
value and the changes be 51,600.00 51,600.00
included in the current
gains and losses
(2) Equity tool investment 51,600.00 51,600.00
(II) Available-for-sale
2,787,166,401.96 2,787,166,401.96
financial assets
(2) Equity tool investment 2,787,166,401.96 2,787,166,401.96
Total assets of consistent
2,787,218,001.96 2,787,218,001.96
fair value measurement
II. Inconsistent fair value
-- -- -- --
measurement
2. Market price determination basis for persistent and non-persistent first-layer fair value measurement
items
The first-layer fair value is determined based on the market price of the stock on the balance sheet date.
3. Valuation technique adopted and nature and amount determination of important parameters for
consistent and inconsistent fair value measurement items at level 2
Naught
4. Valuation technique adopted and nature and amount determination of important parameters for
consistent and inconsistent fair value measurement items at level 3
Naught
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
5. Sensitiveness analysis on unobservable parameters and adjustment information between opening and
closing book value of consistent fair value measurement items at level 3
Naught
6. Explain the reason for conversion and the policy governing when the conversion happens if conversion
happens among consistent fair value measurement items at different levels
Naught
7. Changes in the valuation technique in the current period and the reason for change
Naught
8. Fair value of financial assets and liabilities not measured at fair value
Naught
9. Other
Naught
XII. Related party and related Transaction
1. Information related to parent company of the Company
Proportion of voting
Proportion of share
rights owned by
Name of parent held by parent
Registration place Nature of business Registered capital parent company
company company against the
against the Company
Company (%)
(%)
Hong Kong Wah
Shing Holding Hong Kong / / 13.47% 13.47%
Company Limited
Guangdong
Electronics
Guangzhou Production, sale RMB462 million 4.75% 4.75%
Information Industry
Group Ltd.
Shenzhen
Guangsheng
Investment Shenzhen Investment RMB120 million 3.11% 3.11%
Development Co.,
Ltd.
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Guangsheng
Investment
Hong Kong / / 1.82% 1.82%
Development Co.,
Ltd.
Total 23.14% 23.14%
Notes: Information on the parent company:
-9 Sept. 2015, the Company’s original first majority shareholder OSRAM Holding Company Limited signed Equity Transfer
Agreement with Guangdong Electronics Information Industry Group Co., Ltd. (Hereinafter referred to as "Electronics Group”)
Germany OSRAM Company Limited transfer its 100% share equity to Electronics Group. , The relevant transaction was completed
on 4 Dec. 2015. Electronics Group became only controlling shareholder of OSRAM Holding (Had renamed as Hong Kong Wah
Shing Holding Company Limited (hereinafter referred to as “Hong Kong Wah Shing Holding” ) and indirectly became the first
majority shareholder of the Company.
The first majority shareholder of the Company, Hong Kong Wah Shing Holding Co., Ltd. was the wholly owned subsidiary of
Electronics Group, and Electronics Group, Shenzhen Guangsheng Investment Development Co., Ltd. ( Hereinafter referred to as
" Shenzhen Guangsheng " ) and Guangsheng Investment Development Co., Ltd. ( Hereinafter referred to as " Guangsheng
Investment" )were the wholly owned subsidiaries of Guangdong Rising Assets Management Co., Ltd. In line with the relevant
stipulation of Corporation Law and Rules on Listed Companies Acquisition, Electronics Group, Shenzhen Guangsheng and
Guangsheng Investment were persons acting in concert. As of 31 Dec. 2015, the aforesaid persons acting in concert holding total A,
B share of the Company 294,420,550 shares, 23.144 % of total share equity of the Company.
The actual controller of the Company is Guangdong Rising Assets Management Co., Ltd. (GRAM)
2. Subsidiaries of the Company
See details to Notes IX. Equity in other entities, 1. Equity in subsidiary
3. Information on the joint ventures and associated enterprises of the Company
The details of significant joint venture and associated enterprise of the Company, please refer to Notes IX. Equity in other entities,
3.Equity in the joint venture arrangement or associated enterprise
4. Information on other related parties of the Company
Name Relationship
Prosperity (Hangzhou) Lighting and Electrical Co., Ltd. Company controlled by related natural person
Hangzhou Times Lighting and Electrical Co., Ltd. Company controlled by related natural person
Prosperity Electrical (China) Co., Ltd. Company controlled by related natural person
Prosperity Lamps and Components Ltd. Shareholder owning over 5% shares
Prosperity (Xinxiang) Electro-Optical Machinery Co., Ltd Company controlled by related natural person
Prosperity (Xinxiang) Lighting Machinery Co., Ltd. Company controlled by related natural person
Acting-in-concert party of a corporation with a stake over 5% in
OSRAM (China) Lighting Co., Ltd.
the Company
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Acting-in-concert party of a corporation with a stake over 5% in
OSRAM Asia Pacific Ltd.
the Company
Prosperity Xiteke Lighting (Langfang) Co., Ltd. Company influenced by related natural person
Shanghai Linxian Mechanical and Electrical Equipment Co., Ltd. Related natural person as a senior manager in the company
Qinghai Salt Lake Fozhao Lanke Lithium Industry Co., Ltd. Subsidiary of joint venture
Foshan NationStar Optoelectronics Co.Ltd Under same actual controller
Henan Guangsheng Technology Investment Co., Ltd. Under same actual controller
Guangdong Fenghua Advanced Technology Holding Co., Ltd. Under same actual controller
5. List of related-party transactions
(1) Information on acquisition of goods and reception of labor service (unit: ten thousand Yuan)
Information on acquisition of goods and reception of labor service (unit: ten thousand Yuan)
Unit: RMB Yuan
The approval trade Whether exceed trade Same period of last
Related-party Content Reporting period
credit credit or not year
Prosperity Lamps
Purchase of raw
and Components 7,847,567.70 12,000,000.00 No 6,811,656.25
material
Ltd.
Prosperity Electrical Purchase of raw
22,850,547.95 30,000,000.00 No 28,049,218.92
(China) Co., Ltd. material
OSRAM (China) Purchase of raw
66,000.00 200,000.00 No 40,000.00
Lighting Co., Ltd. material
Prosperity
(Xinxiang) Purchase of raw
169,129.06 1,000,000.00 No 0.00
Electro-Optical material
Machinery Co., Ltd
Hangzhou Times
Purchase of raw
Lighting and 3,110,065.22 5,000,000.00 No 3,108,325.40
material
Electrical Co., Ltd.
Prosperity Lamps
and Components Sales commission 1,143,599.60 No 1,428,446.03
Ltd.
Foshan NationStar
Purchase of raw
Optoelectronics 76,444,384.33 95,621,500.00 No 0.00
material
Co.Ltd
Prosperity
Purchase of
(Xinxiang) 305,266.00 2,000,000.00 No 393,964.96
equipment
Electro-Optical
186
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Machinery Co., Ltd
Guangdong
Fenghua Advanced Purchase of raw
1,889,435.70 No 0.00
Technology Holding material
Co., Ltd.
Shanghai Linxian
Mechanical and Purchase of raw
129,270.08 No 0.00
Electrical material
Equipment Co., Ltd.
Information of sales of goods and provision of labor service
Unit: RMB Yuan
Related-party Content Reporting period Same period of last year
Prosperity Lamps and
Sale of products 37,595,265.96 40,568,018.66
Components Ltd.
Prosperity (Hangzhou) Lighting
Sale of products 2,519,651.15 6,410,557.09
and Electrical Co., Ltd.
Prosperity Electrical (China)
Sale of products 1,066,171.84 1,125,059.16
Co., Ltd.
OSRAM (China) Lighting Co.,
Sale of products 11,694,540.97 7,839,576.54
Ltd.
OSRAM Asia Pacific Ltd. Sale of products 20,274,496.35 49,252,633.46
Shanghai Linxian Mechanical
and Electrical Equipment Co., Sale of products 233,882.48 308,556.24
Ltd.
Foshan NationStar
Sale of products 460,630.77
Optoelectronics Co.Ltd
Hangzhou Times Lighting and
Sale of products 32,243.59
Electrical Co., Ltd.
Prosperity Xiteke Lighting
Sale of products 923.08
(Langfang) Co., Ltd.
(2) Related trusteeship/contract
Naught
(3) Information of related lease
The Company was lessor:
Unit: RMB Yuan
187
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
The lease income confirmed in The lease income confirmed in
Name of lessee Category of leased assets
this year last year
Shanghai Linxian Mechanical
and Electrical Equipment Co., House property 90,000.00 90,000.00
Ltd.
The Company was lessee:
Naught
(4) Related-party guarantee
Naught
(5) Inter-bank lending of capital of related parties：
Naught
(6) Related party asset transfer and debt restructuring
Naught
(7) Rewards for the key management personnel
Unit: RMB Yuan
Item Reporting period Same period of last year
Chairman of the Board 2,598,750.00 2,430,000.00
Vice chairman of the Board & GM 1,417,500.00 1,822,500.00
Chairman of the Supervisor 520,000.00 618,700.00
Chairman Secretary 716,600.00 921,300.00
CFO 1,559,250.00 1,458,000.00
Other 3,577,700.00 4,740,800.00
Total 10,389,800.00 11,991,300.00
(8) Other related-party transactions
Naught
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
6. Receivables and payables of related parties
(1) Receivables
Unit: RMB Yuan
Closing balance Opening balance
Name o f item Related-party
Book balance Bad debt provision Book balance Bad debt provision
Prosperity
(Hangzhou) Lighting
Account receivable 1,183,367.27 71,002.04 3,448,847.23 206,930.83
and Electrical Co.,
Ltd.
Prosperity Electrical
Account receivable 0.00 0.00 837,052.54 50,223.15
(China) Co., Ltd.
OSRAM (China)
Account receivable 2,305,508.76 138,330.53 2,630,821.95 157,849.32
Lighting Co., Ltd.
Foshan NationStar
Account receivable Optoelectronics 538,938.00 32,336.28 0.00 0.00
Co.Ltd
Prosperity Lamps
Account receivable and Components 8,110,971.49 486,658.29 6,365,602.04 381,936.12
Ltd.
OSRAM Asia
Account receivable 5,551,463.20 333,087.79 13,267,801.82 796,068.11
Pacific Ltd.
Shanghai Linxian
Mechanical and
Account receivable 115,788.02 6,947.28 44,374.26 2,662.46
Electrical Equipment
Co., Ltd.
Henan Guangsheng
Prepayment Technology 117,000.00 0.00 0.00 0.00
Investment Co., Ltd.
Prosperity
Other non-current (Xinxiang)
0.00 0.00 836,309.00 0.00
assets Electro-Optical
Machinery Co., Ltd
(2) Payables
Unit: RMB Yuan
Name o f item Related-party Closing book balance Opening book balance
Accounts payable Prosperity Lamps and 1,733,345.47 2,558,944.00
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Components Ltd.
Prosperity Electrical (China)
Accounts payable 6,457,303.92 8,885,342.91
Co., Ltd.
Foshan NationStar
Accounts payable 28,114,401.12 0.00
Optoelectronics Co.Ltd
Hangzhou Times Lighting and
Accounts payable 275,413.63 739,825.37
Electrical Co., Ltd.
Guangdong Fenghua Advanced
Accounts payable 440,962.32 0.00
Technology Holding Co., Ltd.
Prosperity (Xinxiang)
Accounts payable Electro-Optical Machinery Co., 0.00 234,694.87
Ltd
Prosperity (Xinxiang) Lighting
Other account payable 0.00 7,400.00
Machinery Co., Ltd.
Prosperity Lamps and
Other account payable 0.00 408,827.77
Components Ltd.
Prosperity Electrical (China)
Advance from customers 18,133.90 0.00
Co., Ltd.
Shanghai Linxian Mechanical
Advance from customers and Electrical Equipment Co., 0.00 6,610.68
Ltd.
7. Related party commitment
（1）
Commitment：Commitments made in acquisition reports or reports on equity changes
Commitment maker：Controlling shareholder
Type of commitment：About share lock-up
Contents：Electronics Group and its acting-in-concert parties Shenzhen Rising Investment and Hong Kong Rising Investment have
made a commitment that within 12 months from the completion of their acquisitions, they shall not transfer or entrust others to
manage the shares directly or indirectly held by them in the Company, nor shall they allow the Company to repurchase those shares,
except for the case where those shares may be transferred for no compensation due to any business or asset integration with their
actual controller or their actual controller’s controlled subsidiaries.
Date of making commitment：December 4,2015
Period of commitment：12 months
Fulfillment: In execution
(2)
Commitment：Commitments made in acquisition reports or reports on equity changes
Commitment maker：Controlling shareholder
Type of commitment：About avoidance of horizontal competition
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Contents：Electronics Group and its acting-in-concert parties Shenzhen Rising Investment and Hong Kong Rising Investment have
made a commitment that the business of Foshan NationStar Optoelectronics Co., Ltd. that is in competition with the business of the
Company takes up only a small part in NationStar’s total business, they shall gradually reduce or eliminate the horizontal competition
as planned through business integration or other ways or arrangements within the coming 24 months.
Date of making commitment：December 4,2015
Period of commitment：24 months
Fulfillment: In execution
(3)
Commitment：Commitments made in acquisition reports or reports on equity changes
Commitment maker：Controlling shareholder
Type of commitment：About avoidance of horizontal competition
Contents: Electronics Group and its acting-in-concert parties Shenzhen Rising Investment and Hong Kong Rising Investment have
made more commitments as follows to avoid horizontal competition with the Company: 1. They shall conduct supervision and
restraint on the production and operation activities of themselves and their relevant enterprises so that besides the enterprise above
that is in horizontal competition with the Company for now, if the products or business of them or their relevant enterprises become
the same with or similar to those of the Company or its subsidiaries in the future, they shall take the following measures: (1) If the
Company thinks necessary, they and their relevant enterprises shall reduce and wholly transfer their relevant assets and business; and
(2) If the Company thinks necessary, it is given the priority to acquire first, by proper means, the relevant assets and business of them
and their relevant enterprises. 2. All the commitments made by them to eliminate or avoid horizontal competition with the Company
are also applicable to their directly or indirectly controlled subsidiaries. They are obliged to urge and make sure that other
subsidiaries execute what’s prescribed in the relevant document and faithfully honor all the relevant commitments. 3. If they or their
directly or indirectly controlled subsidiaries break the aforesaid commitments and thus cause a loss for the Company, they shall
compensate the Company on a rational basis.
Date of making commitment：December 4,2015
Period of commitment：Long-standing
Fulfillment: In execution
(4)
Commitment：Commitments made in acquisition reports or reports on equity changes
Commitment maker：Controlling shareholder
Type of commitment：About reduction and regulation of related-party transactions
Contents: Electronics Group and its acting-in-concert parties Shenzhen Rising Investment and Hong Kong Rising Investment have
made a commitment that during their direct or indirect holding of the Company’s shares, they shall 1. strictly abide by the regulatory
documents of the CSRC and the SZSE, the Company’s Articles of Association, etc. and not harm the interests of the Company or
other shareholders of the Company in their production and operation activities by taking advantage of their position as the controlling
shareholder and actual controller; 2. make sure that they or their other controlled subsidiaries, branch offices, jointly-run or
associated companies (the “Relevant Enterprises” for short) will try their best to avoid or reduce related-party transactions with the
Company or the Company’s subsidiaries; 3. strictly follow the market principle of justness, fairness and equal value exchange for
necessary and unavoidable related-party transactions between them and their Relevant Enterprises and the Company, and withdraw
from voting when a related-party transaction with them or their Relevant Enterprises is being voted on at a general meeting or a
board meeting, and execute the relevant approval procedure and information disclosure duties pursuant to the applicable laws,
regulations and regulatory documents. Where the aforesaid commitments are broken and a loss is thus caused for the Company, its
subsidiaries or the Company’s other shareholders, they shall be obliged to compensate.
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Date of making commitment：December 4,2015
Period of commitment：Long-standing
Fulfillment: In execution
(5)
Commitment：Commitments made in acquisition reports or reports on equity changes
Commitment maker：Controlling shareholder
Type of commitment：About independence
Contents: In order to ensure the independence of the Company in business, personnel, asset, organization and finance, Electronics
Group and its acting-in-concert parties Shenzhen Rising Investment and Hong Kong Rising Investment have made the following
commitments: 1. They will ensure the independence of the Company in business: (1) They promise that the Company will have the
assets, personnel, qualifications and capabilities for it to operate independently as well as the ability of independent, sustainable
operation in the market. (2) They promise not to intervene in the Company’s business activities other than the execution of their
rights as the Company’s shareholders. (3) They promise that they and their related parties will not be engaged in business that is
substantially in competition with the Company’s business. And (4) They promise that they and their related parties will try their best
to reduce related-party transactions between them and the Company; for necessary and unavoidable related-party transactions, they
promise to operate fairly following the market-oriented principle and at fair prices, and execute the transaction procedure and the
duty of information disclosure pursuant to the applicable laws, regulations and regulatory documents. 2. They will ensure the
independence of the Company in personnel: (1) They promise that the Company’s GM, deputy GMs, CFO, Company Secretary and
other senior management personnel will work only for and receive remuneration from the Company, not holding any positions in
them or their other controlled subsidiaries other than director and supervisor. (2) They promise the Company’s absolute independence
from their related parties in labor, human resource and salary management. And (3) They promise to follow the legal procedure in
their recommendation of directors, supervisors and senior management personnel to the Company and not to hire or dismiss
employees beyond the Company’s Board of Directors and General Meeting. 3. They will ensure the independence and completeness
of the Company in asset: (1) They promise that the Company will have a production system, a auxiliary production system and
supporting facilities for its operation; legally have the ownership or use rights of the land, plants, machines, trademarks, patents and
non-patented technology in relation to its production and operation; and have independent systems for the procurement of raw
materials and the sale of its products. (2) They promise that the Company will have independent and complete assets all under the
Company’s control and independently owned and operated by the Company. And (3) They promise that they and their other
controlled subsidiaries will not illegally occupy the Company’s funds and assets in any way, or use the Company’s assets to provide
guarantees for the debts of themselves or their other controlled subsidiaries with. 4. They will ensure the independence of the
Company in organization: (1) They promise that the Company has a sound corporate governance structure as a joint-stock company
with an independent and complete organization structure. And (2) They promise that the operational and management organs within
the Company will independently execute their functions according to laws, regulations and the Company’s Articles of Association.
And 5. They will ensure the independence of the Company in finance: (1) They promise that the Company will have an independent
financial department and financial accounting system with normative, independent financial accounting rules. (2) They promise that
the Company will have independent bank accounts and not share bank accounts with its related parties. (3) They promise that the
Company’s financial personnel do not hold concurrent positions in its related parties. (4) They promise that the Company will
independently pay its tax according to law. And (5) They promise that the Company can make financial decisions independently and
that they will not illegally intervene in the Company’s use of its funds.
Date of making commitment：December 4,2015
Period of commitment：Long-standing
Fulfillment: In execution
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8. Other
Naught
XIII. Stock payment
1. The Stock payment overall situation
□ Applicable √ Inapplicable
2. The Stock payment settled by equity
□ Applicable √ Inapplicable
3. The Stock payment settled by cash
□ Applicable √ Inapplicable
4. Modification and termination of the stock payment
Naught
5. Other
Naught
XIV. Commitments
1. Significant commitments
Significant commitments at balance sheet date
As of 31 Dec. 2015, The Companies exist the following commitments:
Commitment：Commitments made to minority shareholders
Commitment maker：The Company
Type of commitment：About cash dividends
Contents: The profits distributed by the Company in cash every year shall not be less than 30% of the distributable profits it has
achieved in the year.
Date of making commitment：May 27,2009
Period of commitment：Long-standing
Fulfillment: In execution
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2. Contingency
(1) Significant contingency at balance sheet date
(1) In line with the first instance judgment of Civil Judgments (2015) SZFJMCZ No. 00751, the Company should make
compensation of RMB8, 303.00 for the accusers of securities misrepresentation responsibility disputes. The accusers refused to
accept the first-instance judgment results, and appealed to Guangdong Higher People's Court, require the Company compensate
losses of RMB136,734.00 and interest, meanwhile bare the legal fare of First and Second instances. The aforesaid cases had been
hold a hearing by the Guangdong Higher People's Court and the final judgment had not rendered.
According to the Civil Judgment (2015) SZFJMC No. 19751 issued by the Guangzhou Intermediate People’s Court for the first
instance, the claims of the 30 plaintiffs were overruled. Unsatisfied with the first-instance judgment, the plaintiffs appealed to the
Guangdong Higher People’s Court, pleading for the court’s revoking the judgment and the Company’s making compensations of
RMB1,231,442.87 for their loss and bearing all the legal fares of the case. Up to the issue date of the auditor’s report, the said appeal
has been accepted by the higher court, but the trial procedure has not yet begun.
(2) Zhang Kaiming and Shanghai Xin Kai Yuan Lighting Technology Co., Ltd. file a suit to Shanghai Intellectual Property Court with
the reason that the Company's production and sale of " T8 to T5 energy saving shaft strut "violate utility patent " An integration of
straight tube model fluorescent tube and electronic ballasts " patent no.ZL98122000.2., and required the Company and dealer
Shenzhen Xingang Hardware Co., Ltd. compensate direct economy losses RMB1 million, meanwhile bare the legal fee and others in
total of RMB107000. The Company considered that the implicated patent case was not conformed to relevant stipulations, requested
the State Intellectual Property Office of the Patent Reexamination Board to declare that the involving patent was invalid. The Patent
Reexamination Board of the State Intellectual Property Office held an oral hearing on 14 Jan. 2016. As of the date of approval of
audit report, the aforesaid case had not issue Decision for investigation.
The Company invested RMB24.36 million to Suzhou Mont Lighting Co., Ltd. with shareholding of 50.5%. Due to the continuous
losses caused by the scale and market, so far, Suzhou Mont Lighting Co., Ltd. was without continue producing conditions, unable to
repay loans, suing overdue payment by multiple vendors. As of 31 Dec. 2015, the unpaid loan involving law suit was in total of
RMB3, 003,810.86.
(2) The Company have no significant contingency to disclose, also should be stated
There was no significant contingency in the Company.
3. Other
Naught
XV. Events after balance sheet date
1、 Significant events had not adjusted
Naught
2. Profit distribution
Unit: RMB Yuan
Planning allocation of profits or dividends 15,901,660.85
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Profits or dividends approved, reviewed and issue by the
15,901,660.85
declaration
3. Sales return
Naught
4. Notes of other significant events
Naught
XVI. Other significant events
1. The accounting errors correction in previous period
Naught
2. Debt restructuring
Naught
3. Replacement of assets
Naught
4. Pension plan
Naught
5. Discontinuing operation
Naught
6. Segment information
Naught
7. Other important transactions and events have an impact on investors’ decision-making
Naught
8. Other
Stock incentive fund
The proposal on establishing stock incentive mechanism for middle and senior management staff was approved at
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
the shareholders’ general meeting 2001 held on 16 May 2002, of which, with annual net return on equity being
6% as KPI, if only the annual net return on equity could reach to 6%, the stock incentive funds shall be
appropriated based on 5% of net profit, withdrawal percentage of inventive fund will be increased simultaneously
with the growth ratio of net return on equity. Such proposal had started to implement from the fiscal year of 2001.
There was no equity incentive fund withdrawn at the end of the year in the Company.
There was no other significant event in the Company
XVII. Notes of main items in the financial statements of the Company
1. Accounts receivable
(1) Accounts receivable classified by category
Unit: RMB Yuan
Closing balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Category Withdra
Book
Proportio wal Proportio Withdrawal Book value
Amount Amount value Amount Amount
n proportio n proportion
n
Accounts receivable
with insignificant
single amount for 12,986,7 12,986,7
3.05% 100.00% 0.00 0.00 0.00% 0.00 0.00% 0.00
which bad debt 52.44 52.44
provision separately
accrued
Accounts receivable
withdrawal of bad
410,900, 23,029,4 387,870,5 355,364 19,571,30 335,793,10
debt provision of by 96.40% 5.60% 99.81% 5.51%
049.63 71.45 78.18 ,408.20 4.68 3.52
credit risks
characteristics:
Accounts receivable
with insignificant
single amount for 2,352,98 2,352,98 664,739 664,739.6
0.55% 100.00% 0.00 0.19% 100.00% 0.00
which bad debt 9.65 9.65 .65 5
provision separately
accrued
426,239, 38,369,2 387,870,5 356,029 20,236,04 335,793,10
Total 100.00% 9.00% 100.00% 5.68%
791.72 13.54 78.18 ,147.85 4.33 3.52
Accounts receivable with significant single amount for which bad debt provision separately accrued at the period-end
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√ Applicable □ Inapplicable
Unit: RMB Yuan
Accounts receivable Closing balance
(entity) Account receivable Bad debt provision Withdrawal proportion Withdrawal reason
Due to the continuous
losses caused by the
scale and market, so far,
Suzhou Mont Lighting
12,986,752.44 12,986,752.44 100.00% Suzhou Mont Lighting
Co., Ltd.
Co., Ltd. was without
continue producing
conditions.
Total 12,986,752.44 12,986,752.44 -- --
In the groups, accounts receivable adopting aging analysis method to withdraw bad debt provision:
√ Applicable □ Inapplicable
Unit: RMB Yuan
Closing balance
Aging
Account receivable Bad debt provision Withdrawal proportion
Subentry within 1 year
Within 1 year 360,487,240.90 21,629,234.46 6.00%
Subtotal of within 1 year 360,487,240.90 21,629,234.46 6.00%
1 to 2 years 8,019,717.06 481,183.02 6.00%
2 to 3 years 14,280,433.39 856,826.00 6.00%
Over 3 years 1,037,132.76 62,227.97 6.00%
Total 383,824,524.11 23,029,471.45 6.00%
Notes:
In the groups, accounts receivable adopting balance percentage method to withdraw bad debt provision:
□ Applicable √ Inapplicable
In the groups, accounts receivable adopting other methods to withdraw bad debt provision:
(2) Bad debt provision withdrawal, reversed or recovered in the report period
The withdrawal amount of the bad debt provision during the reporting period was of RMB 21,951,466.88 ; the amount of the
reversed or collected part during the reporting period was of RMB 0.00 .
(3) Particulars of the actual verification of accounts receivable during the reporting period
Unit: RMB Yuan
Item Amount
Nanchang Pengqi Industry and Trade Co., Ltd. 1,531,915.58
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Shengyang Huawen Lighting Appliance Co., Ltd. 343,466.97
Shijiazhuang Mengtong Trade Co., Ltd. 300,000.00
Wuhan Jianida Trade Co., Ltd. 205,634.00
Other driblet small amount 1,437,281.12
Total 3,818,297.67
(4) Top five of account receivable of closing balance collected by arrears party
Unit:RMB Yuan
Name of the entity Nature Closing balance Aging Proportion% Closing
balance of
bad debt
provision
**COMPANY Goods 28,864,908.40 Within 1 year 6.77 1,731,894.51
payment
Suzhou Mont Lighting Co., Ltd. Goods 12,986,752.44 Within 2 year 3.05 12,986,752.44
payment
Foshan Electrical & Lighting (Xinxiang) Goods 12,795,132.06 Within 1 year 3.00
Co., Ltd. payment
Jiangmen Jianghai District **** Goods 10,777,765.72 Within 1 year 2.53 646,665.94
Decorative Lighting Co., Ltd. payment
***LIGHTING DO BRASIL Goods 10,508,121.03 Within 1 year 2.47 630,487.26
COMERCIO, payment
Total 75,932,679.65 17.82 15.995.800.15
(5) Derecogniziton of account receivable due to the transfer of financial assets
Naught
(6) The amount of the assets and liabilities formed by the transfer and the continues involvement of
accounts receivable
Naught
2. Other accounts receivable
(1) Other account receivable classified by category
Unit: RMB Yuan
Category Closing balance Opening balance
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The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Book balance Bad debt provision Book balance Bad debt provision
Withdra
Book
Proportio wal Proportio Withdrawal Book value
Amount Amount value Amount Amount
n proportio n proportion
n
Other accounts
receivable with
insignificant single
0.00 0.00% 0.00 0.00% 0.00 0.00 0.00% 0.00 0.00% 0.00
amount for which
bad debt provision
separately accrued
Other accounts
receivable withdrawn
48,263,5 1,088,49 47,175,01 147,003 4,674,595 142,329,03
bad debt provision 99.39% 2.26% 100.00% 3.18%
07.82 1.67 6.15 ,635.15 .70 9.45
according to credit
risks characteristics
Other accounts
receivable with
insignificant single 295,120. 295,120.
0.61% 100.00% 0.00 0.00 0.00% 0.00 0.00% 0.00
amount for which 00 00
bad debt provision
separately accrued
48,558,6 1,383,61 47,175,01 147,003 4,674,595 142,329,03
Total 100.00% 2.85% 100.00% 3.18%
27.82 1.67 6.15 ,635.15 .70 9.45
Other accounts receivable with significant single amount for which bad debt provision separately accrued at the period-end
□ Applicable √ Inapplicable
In the groups, other accounts receivable adopting aging analysis method to withdraw bad debt provision:
√ Applicable □ Inapplicable
Unit: RMB Yuan
Closing balance
Aging
Other accounts receivable Bad debt provision Withdrawal proportion
Subentry within 1 year
Within 1 year 13,557,055.35 813,423.32 6.00%
Subtotal of within 1 year 13,557,055.35 813,423.32 6.00%
1 to 2 years 4,322,610.46 259,356.63 6.00%
2 to 3 years 3,003.72 180.22 6.00%
Over 3 years 258,858.40 15,531.50 6.00%
Total 18,141,527.93 1,088,491.67 6.00%
Notes:
199
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
In the groups, other accounts receivable adopting balance percentage method to withdraw bad debt provision
□ Applicable √ Inapplicable
In the groups, other accounts receivable adopting other methods to withdraw bad debt provision:
□ Applicable √ Inapplicable
(2) Bad debt provision withdrawal, reversed or recovered in the report period
The withdrawal amount of the bad debt provision during the reporting period was of RMB -3,290,984.03 ; the amount of the reversed
or collected part during the reporting period was of RMB 0.00 .
(3) Particulars of the actual verification of other accounts receivable during the reporting period
Naught
(4) Other account receivable classified by account nature
Unit: RMB Yuan
Nature Closing book balance Opening book balance
Internal business group 30,417,099.89 69,093,706.51
Finance subsidy for efficient lighting
0.00 59,524,157.04
promotion project.
VAT export tax refunds 10,002,722.46 9,474,039.36
Performance bond 3,554,295.96 3,279,191.60
Staff borrow and deposit 730,813.84 1,802,527.06
Water & electricity fees 490,494.61 1,128,036.38
Advance money for street light construction 2,523,547.23 2,523,547.23
Other 839,653.83 178,429.97
Total 48,558,627.82 147,003,635.15
(5) Top 5 of the closing balance of the other accounts receivable collected according to the arrears party
Unit: RMB Yuan
Closing balance of
Name of the entity Nature Closing balance Aging Proportion%
bad debt provision
Foshan Lighting
Internal business
Lamps & 13,631,323.46 Within 1 year 28.07% 0.00
group
Components Co., Ltd.
VAT export tax
Export rebates 10,002,722.46 Within 1 year 20.60% 600,163.35
refunds
Nanjing Fozhao Internal business 8,915,708.33 Within 1 year 18.36% 0.00
200
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Lighting Components group
Manufacturing Co.,
Ltd.
Foshan Chanchang
Internal business
Electric Appliance 2,860,553.51 Within 1 year 5.89% 0.00
group
(Gaoming) Co., Ltd.
Foshan Taimei Times
Internal business
Lamps and Lanterns 2,792,083.34 Within 1 year 5.75% 0.00
group
Co., Ltd.
Total -- 38,202,391.10 -- 78.67% 600,163.35
(6) Account receivable involving government subsidies
Naught
(7) Other account receivable derecognized due to the transfer of financial assets
Naught
(8) Amount of transfer other account receivable and assets and liabilities formed by its continuous
involvement
Other notes:
- Closing balance of other account receivable decreased RMB 98,445,007.33 , of 66.97 %, comparing to that in opening period,
mainly was the receivable of Finance subsidy for efficient lighting promotion project, and internal business group.
3. Long-term equity investment
Unit: RMB Yuan
Closing balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Investment to
441,949,939.76 24,360,000.00 417,589,939.76 441,949,939.76 0.00 441,949,939.76
the subsidiary
Investment to
joint ventures and
382,637.52 0.00 382,637.52 3,689,724.39 0.00 3,689,724.39
associated
enterprises
Total 442,332,577.28 24,360,000.00 417,972,577.28 445,639,664.15 0.00 445,639,664.15
201
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(1) Investment to the subsidiary
Unit: RMB Yuan
Withdrawn
Closing balance
impairment
Investee Opening balance Increase Decrease Closing balance of impairment
provision in the
provision
reporting period
Foshan Chansheng
Electronic Ballast 2,744,500.00 2,744,500.00
Co., Ltd.
Foshan Chanchang
Electric Appliance
42,000,000.00 42,000,000.00
(Gaoming) Co.,
Ltd.
Foshan Taimei
Times Lamps and 350,000.00 350,000.00
Lanterns Co., Ltd.
Nanjing Fozhao
Lighting
Components 72,000,000.00 72,000,000.00
Manufacturing
Co., Ltd.
Guangdong
Fozhao New Light
Sources 50,077,000.00 50,077,000.00
Technology Co.,
Ltd.
Foshan Electrical
& Lighting
35,418,439.76 35,418,439.76
(Xinxiang) Co.,
Ltd.
Guangdong
Fozhao Leasing 200,000,000.00 200,000,000.00
Co., Ltd.
Foshan Lighting
Lamps &
15,000,000.00 15,000,000.00
Components Co.,
Ltd.
Suzhou Mont
24,360,000.00 24,360,000.00 24,360,000.00 24,360,000.00
Lighting Co., Ltd.
Total 441,949,939.76 441,949,939.76 24,360,000.00 24,360,000.00
202
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(2) Investment to joint ventures and associated enterprises
Unit: RMB Yuan
Increase/decrease in reporting period
Investme Closing
Adjustme
nt profit Withdraw balance
Additiona nt of Declarati
Opening Negative and loss Other n Closing of
Investee l other on of cash
balance investmen recognize equity impairme Other balance impairme
investmen comprehe dividends
t d under changes nt nt
t nsive or profits
the equity provision provision
income
method
I. Joint ventures
II. Associated enterprises
Qinghai
Salt Lake
Fozhao
3,689,724 -3,307,08 382,637.5
Lanke
.39 6.87 2
Lithium
Industry
Co., Ltd.
3,689,724 -3,307,08 382,637.5
Subtotal
.39 6.87 2
3,689,724 -3,307,08 382,637.5
Total
.39 6.87 2
(3) Other notes
Naught
4. Revenues and operating costs
Unit: RMB Yuan
Reporting period Same period of last year
Item
Revenue Operating costs Revenue Operating costs
Main operations 2,905,137,467.71 2,309,203,166.69 3,074,905,433.08 2,356,699,902.95
Other operations 26,597,499.01 15,786,736.36 21,859,129.59 11,797,485.10
Total 2,931,734,966.72 2,324,989,903.05 3,096,764,562.67 2,368,497,388.05
5. Investment income
Unit: RMB Yuan
203
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Item Reporting period Same period of last year
Long-term equity investment income
4,888,044.88
accounted by cost method
Long-term equity investment income
-3,307,086.87 -9,117,917.64
accounted by equity method
Investment income arising from disposal of
-17,112.47
long-term equity investments
Investment income received from financial
assets measured by fair value and the
19,505.00
changes be included in the current profits
and losses during holding period
Investment income received from disposal of
financial assets measured by fair value and
2,353,948.21 72,494.46
the changes be included in the current profits
and losses during holding period
Investment income received from holding of
3,449,696.24 25,992,879.30
available-for-sale financial assets
Investment income received from disposal of
17,063,266.56 1,784,824.81
available-for-sale financial assets
Other -55,571.28 499,406.22
Total 19,523,757.86 24,102,619.56
6. Other
Naught
XVIII. Supplementary materials
1. Items and amounts of extraordinary gains and losses
√ Applicable □ Inapplicable
Unit: RMB Yuan
Item Amount Explanation
Gains/losses on the disposal of non-current
-8,172,702.85
assets
Tax rebates, reductions or exemptions due to
approval beyond authority or the lack of 4,780,007.27
official approval documents
Gain/loss from change of fair value of
19,472,654.77
transactional assets and liabilities, and
204
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
investment gains from disposal of
transactional financial assets and liabilities
and available-for-sale financial assets, other
than valid hedging related to the Company’s
common businesses
Due to the recognition of relevant
Other non-operating income and expenses
-130,293,226.71 compensation of securities
other than the above
misrepresentation responsibility dispute.
Project confirmed with the definition of
944,428.72
non-recurring gains and losses and losses
Less: Income tax effects -16,925,475.37
Minority interests effects 344,540.78
Total -96,687,904.21 --
Explain the reasons if the Company classifies an item as an extraordinary gain/loss according to the definition in the Explanatory
Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Extraordinary Gains and
Losses, or classifies any extraordinary gain/loss item mentioned in the said explanatory announcement as a recurrent gain/loss item
□ Applicable √ Inapplicable
2. Return on equity (ROE) and earnings per share (EPS)
EPS (Yuan/share)
Profit as of reporting period Weighted average ROE (%)
EPS-basic EPS-diluted
Net profit attributable to common
1.27% 0.0420 0.0420
shareholders of the Company
Net profit attributable to common
shareholders of the Company after
3.58% 0.12 0.12
deduction of non-recurring profit
and loss
3. Differences between accounting data under domestic and overseas accounting standards
(1) Differences of net profit and net assets disclosed in financial reports prepared under international and
Chinese accounting standards
□ Applicable √ Inapplicable
(2) Differences of net profit and net assets disclosed in financial reports prepared under overseas and
Chinese accounting standards
□ Applicable √ Inapplicable
205
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
(3) Explain reasons for the differences between accounting data under domestic and overseas accounting
standards, for audit data adjusting differences had been foreign audited, should indicate the name of the
foreign institutions
Naught
4. Other
Naught
206
The 2015 Annual Report of Foshan Electrical and Lighting Co., Ltd.
Section XI Documents Available for Reference
Investors and interested organizations can find in the Company Secretary Office in the Company’s office building
the following materials:
1. Financial statements signed and sealed by the legal representative, the person-in-charge of the accounting work
and the person-in-charge of the accounting organ;
2. Original document of the Auditor’s Report sealed by the CPAs firm as well as signed and sealed by the CPAs;
and
3. All originals of the Company’s documents and public announcements which were disclosed in the reporting
period on the media designated by the CSRC for information disclosure.
The Board of Directors
Foshan Electrical and Lighting Co., Ltd.
24 March 2016
207
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