无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Weifu High-Technology Group Co., Ltd.
ANNUAL REPORT 2015
April 2016
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Section I. Important Notice, Contents and Paraphrase
Board of Directors, Supervisory Committee, all directors, supervisors and senior
executives of Weifu High-Technology Group Co., Ltd. (hereinafter referred to as
the Company) hereby confirm that there are no any fictitious statements,
misleading statements, or important omissions carried in this report, and shall
take all responsibilities, individual and/or joint, for the reality, accuracy and
completion of the whole contents.
Chen Xuejun, Principal of the Company, Ou Jianbin, person in charger of
accounting works and Ou Jianbin, person in charge of accounting organ
(accounting principal) hereby confirm that the Financial Report of 2015 Annual
Report is authentic, accurate and complete.
Other directors attended the board meeting on auditing the report except for the
following directors
Name of absent director Position of absent director Reason for absence Entrusted
Chen Yudong Director On a business trip Rudolf Maier
Concerning the forward-looking statements with future planning involved in
the Report, they do not constitute a substantial commitment for investors.
Investors should be cautious with investment risks.
The Company described the risks and measures in the report “IX- The
Company’s future development prospects” of “Section IV- Discussion and
Analysis by the Management Team”, investors should pay attention to relevant
content.
The profit distribution plan that deliberated and approved by the Board is:
based on total stock issue of 1,008,950,570, distributed 5 Yuan (tax included)
bonus in cash for every 10-share hold by all shareholders, 0 shares bonus issued
(tax included) and no capitalizing of common reserves carried out.
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Contents
Section I Important Notice, Contents and Paraphrase ................................................................. 2
Section II Company Profile and Main Finnaical Indexes ............................................................. 5
Section III Summary of Company Business .................................................................................. 9
Section IV Discussion and Analysis by the Management Team ................................................. 13
Section V Important Events .......................................................................................................... 37
Section VI Changes in shares and particular about shareholders............................................... 49
Section VII Preferred Stock……………………………………………………………………….56
Section VIII Particulars about Directors, Supervisors,Senior Executives and Employees ...... 57
Section IX Corporate Governance ................................................................................................. 66
Section X Financial Report ............................................................................................................. 71
Section XI Documents available for reference ............................................................................ 198
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Paraphrase
Items Refers to Contents
Company, The Company, Weifu
Refers to Weifu High-Technology Group Co., Ltd.
High-technology
Weifu Group Refers to Wuxi Weifu Group Co., Ltd.
Industry Group Refers to Wuxi Industry Development Group Co., Ltd.
Robert Bosch, Robert Bosch Company Refers to Robert Bosch Co., Ltd.、ROBERT BOSCH GMBH
Bosch Automobile Diesel, Bosch Diesel
Refers to Bosch Automobile Diesel System Co., Ltd.
System
Weifu Automotive Diesel Refers to Wuxi Weifu Automotive Diesel System Co., Ltd.
Weifu Leader Refers to Wuxi Weifu Leader Catalytic Converter Co., Ltd.
Weifu Jinning Refers to Nanjing Weifu Jinning Co., Ltd.
Weifu Chang’an Refers to Wuxi Weifu Chang’an Co., Ltd.
Weifu Mashan Refers to Weifu Mashan Pump Glib Co., Ltd.
Weifu ITM Refers to Wuxi Weifu ITM Supercharging Technique Co., Ltd.
Weifu Tianli Refers to Ningbo Weifu Tianli Supercharging Technique Co., Ltd.
Weifu Schmidt Refers to Wuxi Weifu Schmidt Power System Spare Parts Co., Ltd.
Weifu International Trade Refers to Wuxi Weifu International Trade Co. Ltd.
Weifu Autocam Refers to Wuxi Weifu-Autocam Fine Machinery Co. Ltd.
Weifu Environment Refers to Wuxi Weifu Environment Catalyst Co.,Ltd.
Kunming Xitong Refers to Kunming Xitong Machinery Co., Ltd.
Weifu Tianshi Refers to Anhui Weifu Tianshi Machinery Co., Ltd.
Zhonglian Electronic Refers to Zhonglian Automobile Electronic Co., Ltd.
Taiji Industrial Refers to Wuxi Taiji Industrial Co., Ltd.
CSRC Refers to China Securities Regulatory Commission
SZ Stock Exchange Refers to Shenzhen Stock Exchange
Jiangsu Gongzheng Refers to Jiangsu Gongzheng Tianye Certified Public Accountants Co., Ltd.
The reporting period Refers to From 1 Jan. 2015 to 31 Dec. 2015
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Section II Company Profile and Main Finnaical Indexes
I. Company information
Short form of the stock Weifu High- Tech, Su Weifu-B Stock code 000581、200581
Stock exchange for listing Shenzhen Stock Exchange
Name of the Company (in Chinese) 无锡威孚高科技集团股份有限公司
Short form of the Company (in Chinese) 威孚高科
Foreign name of the Company (if applicable) WEIFU HIGH-TECHNOLOGY GROUP CO.,LTD.
Short form of foreign name of the Company (if
WFHT
applicable)
Legal representative Chen Xuejun
Registrations add. No.5, Huashan Road, New District, Wuxi City
Code for registrations add 214028
Offices add. No.5, Huashan Road, New District, Wuxi City
Codes for office add. 214028
Company’s Internet Web Site http://www.weifu.com.cn
E-mail Web @ weifu.com.cn
II. Person/Way to contact
Secretary of the Board Rep. of security affairs
Name Zhou Weixing Yan Guohong
Contact add. No.5, Huashan Road, New District, Wuxi City No.5, Huashan Road, New District, Wuxi City
Tel. 0510-80505999 0510-80505999
Fax. 0510-80505199 0510-80505199
E-mail wfjt@public1.wx.js.cn wfjt@public1.wx.js.cn
III. Information disclosure and preparation place
Newspaper appointed for information disclosure Securities Times; China Securities Journal; Hong Kong Commercial Daily
Website for annual report publish appointed by CSRC http://www.cninfo.com.cn
Preparation place for annual report Office of the Board of Directors
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
IV. Registration changes of the Company
Organization code 25045696-7
Changes of main business since
No change
listing (if applicable)
The company’s controlling shareholder was Weifu Group before 2009.The controlling
shareholder changed to Industry Group from 31st May 2009 because Industry Group merged
Previous changes for controlling
Weifu Group in 2009.Becasue both Weifu Group and Industry Group were wholly
shareholders (if applicable)
state-owned companies of Wuxi State-owned Assets Supervision & Administration
Commission of State Council, which as actual controller had no changes.
V. Other relevant information
CPA engaged by the Company
Name of CPA Jiangsu Gongzheng Tianye Certified Public Accountants Co., Ltd. (LLP)
Offices add. for CPA 10th Floor,Building No.5,Jiaye Fortune Centre,3rd Financial Street, Taihu New Town,Wuxi,Jiangsu
Signing Accountants Zhang Caibin, Meng Yin
Sponsor engaged by the Company for performing continuous supervision duties in reporting period
□ Applicable √ Not applicable
Financial consultant engaged by the Company for performing continuous supervision duties in reporting period
□ Applicable √ Not applicable
VI. Main accounting data and financial indexes
Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting
error correction or not
□ Yes √ No
Changes over
2015 2014 2013
last year
Operating income (RMB) 5,741,643,746.42 6,354,480,020.38 -9.64% 5,589,307,689.55
Net profit attributable to shareholders of the
1,515,388,285.71 1,539,439,686.81 -1.56% 1,108,221,450.83
listed company(RMB)
Net profit attributable to shareholders of the
listed company after deducting non-recurring 1,232,371,453.62 1,404,877,811.26 -12.28% 1,013,085,655.87
gains and losses(RMB)
Net cash flow arising from operating
542,045,770.17 889,899,654.79 -39.09% 803,958,123.13
activities(RMB)
Basic earnings per share (RMB/Share) 1.49 1.51 -1.32% 1.09
Diluted earnings per share (RMB/Share) 1.49 1.51 -1.32% 1.09
Return on Equity 13.32% 15.05% -1.73% 12.12%
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Changes over
End of 2015 End of 2014 End of 2013
end of last year
Total assets (RMB) 15,704,093,069.04 14,488,589,167.90 8.39% 13,074,232,730.91
Net assets attributable to shareholder of listed
11,783,228,273.39 10,859,034,688.96 8.51% 9,600,765,223.81
company (RMB)
VII. Difference of the accounting data under accounting rules in and out of China
1. Difference of the net profit and net assets disclosed in financial report, under both IAS (International
Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
The Company had no difference of the net profit or net assets disclosed in financial report, under either IAS (International
Accounting Standards) or Chinese GAAP (Generally Accepted Accounting Principles) in the period.
2. Difference of the net profit and net assets disclosed in financial report, under both foreign accounting
rules and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
The Company had no difference of the net profit or net assets disclosed in financial report, under either foreign accounting rules or
Chinese GAAP (Generally Accepted Accounting Principles) in the period.
VIII. Quarterly main financial index
In RMB
First quarter Second quarter Third quarter Fourth quarter
Operating income 1,782,232,936.10 1,608,204,987.54 1,109,803,414.23 1,241,402,408.55
Net profit attributable to shareholders of the
434,369,050.00 611,618,150.83 247,876,993.79 221,524,091.09
listed company
Net profit attributable to shareholders of the
listed company after deducting 389,141,510.92 494,860,448.98 216,154,225.24 132,215,268.48
non-recurring gains and losses
Net cash flow arising from operating
208,387,101.74 229,899,049.11 148,682,741.63 -44,923,122.31
activities
Whether there are significant differences between the above-mentioned financial index or its total number and the relevant financial
index disclosed in the company’s quarterly report and semi-annual report
□Yes √ No
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
IX. Items and amounts of extraordinary profit (gains)/loss
√Applicable □ Not applicable
In RMB
Item 2015 2014 2013 Note
Gains/losses from the disposal of non-current asset
(including the write-off that accrued for impairment of -8,835,206.68 -16,283,213.60 13,126,709.30
assets)
Including
Governmental subsidy reckoned into current government
gains/losses (not including the subsidy enjoyed in quota subsidy income
142,227,027.11 170,915,324.15 19,375,596.41
or ration according to national standards, which are received from
closely relevant to enterprise’s business) relocation by
policy
Profit and loss of assets delegation on others’
162,047,876.71 158,156,542.41 91,274,698.13
investment or management
Held transaction financial asset, gains/losses of changes
of fair values from transaction financial liabilities, and
investment gains from disposal of transaction financial
asset, transaction financial liabilities and financial asset 102,044,890.13
available for sales, exclude the effective hedging
business relevant with normal operations of the
Company
Switch back of provision for depreciation of account
4,097,243.96 3,970,434.00
receivable which was singly taken depreciation test
Other non-operating income and expenditure except for
-1,235.46 2,049,146.66 -1,806,748.05
the aforementioned items
Relocation expenses -68,257,168.60 -158,174,925.50
Less: Impact on income tax 49,378,731.32 24,042,902.11 19,872,935.33
Impact on minority shareholders’ equity (post-tax) 927,863.76 2,028,530.46 6,961,525.50
Total 283,016,832.09 134,561,875.55 95,135,794.96 --
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies
Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to
the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their
Securities to the Public --- Extraordinary Profit/loss, explain reasons
□ Applicable √ Not applicable
In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to the lists of
extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to
the Public --- Extraordinary Profit/loss
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Section III Summary of Company Business
I. Main businesses of the company in the reporting period
(I) Main business of the company
1. The company belongs to auto parts industry, and its main business products include diesel fuel injection system
products, exhaust after-treatment system products and air management system products.
2. Main uses of the company's products
(1) The diesel fuel injection system products are widely used in different power diesel engines supporting all types
of trucks, passenger cars, buses, construction machinery, marine, and generator sets. The company not only makes
products matching with the main engines used at home but also exports some products to the Americas, Southeast
Asia, and the Middle East. The products meet the needs of emission regulations of CN III & IV standards.
(2) The exhaust after-treatment system products mainly support the major manufacturers of automobile,
motorcycle and general machinery at home which meet the emission standards of CN IV (Euro IV) and the above.
(3) The wheel diameter range of air management system products (supercharger) covers 30mm to 125mm whole
series which matches with most of the domestic small-bore diesel engine plants and some six-cylinder diesel
engine manufacturers and meet the needs of the light and heavy commercial vehicles and some passenger cars.
The company has the vacuum valve control that meets the emission standards of Euro IV & Euro V, the
electronically controlled variable geometry turbochargers, the titanium-aluminum alloy superchargers, the electric
superchargers, the ceramic ball bearing superchargers and some kinds of gasoline engine turbochargers.
3. Business model of the company
The company follows the operating philosophy of making competitive products, creating famous brands, striving
for first choices, and creating value for the users, implements the business model that parent company unifies the
management and subsidiaries decentralize the production. Namely, the group company is responsible for making
strategic development planning and operation targets, and making the unified management, instruction and
assessment for the finance, significant personnel management, core raw materials, quality control, and technology
of the subsidiaries. The subsidiaries arrange production based on the order management model of market, which
makes the subsidiaries keep the consistent quality with the company, helps keep abreast of customer needs and
saving logistics costs, maintain the timeliness of products production and supply, and improve the company’s
economic benefits.
During the reporting period, the company’s business model has no significant changes.
(II) Development stage and periodic characteristics of the industry the company involves and the company's
industry position during the reporting period
China's economy has entered a "new normal" which is an important period of transition, and the economic growth
shall lay more emphasis on quality and efficiency. In this important period of strategic opportunities, the state will
promote and encourage innovations and make greater efforts for energy saving and emission reduction, therefore,
the upgrade of vehicle emission standards is in an irreversible trend, while the government will also further
increase the supervision and renovation to motor vehicle exhaust emissions, so the upgrade of diesel fuel injection
system technology, the improvement of exhaust after-treatment system technology and the expansion of air
management system market represent the general trends, which shall bring new development opportunities to the
company.
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
After 50 years of development, the company has become a backbone enterprise making core components for
domestic automobile (power engineering), over the years, the company has been closely following the upgrade
progress of national vehicle emission standards, positively making strategic layout, and strengthening the
technical reserves, and has formed significant industrial advantages now. The company has the complete range of
diesel fuel injection system products at home; the exhaust after-treatment system technology has obvious
advantages, the company is an important supplier for the after-treatment market of Chinese independent brand
automobiles, and possesses technical advantages in the collection of catalyst and after-treatment system
integration, its technical level, market size and production capacity are in the leading position at home; the air
management system (supercharger) products cover the full range, and the technical strength is in the leading
position at home and is ready on the basis of the CN IV standard. At present, the company has completed the
whole industry chain layout from the air management system, diesel fuel injection system to the exhaust
after-treatment system, is able to provide customers with systematic integrated solutions, and has the most
complete product reserves with CN IV standard.
II. Major changes in main assets
1. Major changes in main assets
Major assets Note of major changes
Equity assets No major change
At the end of this reporting period, the main reasons why the fixed assets have greatly increased compared with the
beginning of the year are because the major projects including industrial park construction, and components and
Fixed assets
parts capacity increase of diesel common-rail system have been completed and have achieved the serviceable
condition and have turned into the fixed assets in the current period.
Intangible
No major change
assets
At the end of this reporting period, the main reasons why the fixed assets have greatly increased compared with the
Construction beginning of the year are because the major projects including industrial park construction, and components and
in progress parts capacity increase of diesel common-rail system have been completed and have achieved the serviceable
condition and have turned into the fixed assets in the current period.
2. Main overseas assets
□ Applicable √ Not applicable
III. Core Competitiveness Analysis
The company is an important new high-tech enterprise of the National Torch Plan. Over the years, the company
has been standing in the industry's leading position and possessing the obvious technological advantages by
relying on the scientific research basis, such as "National Enterprise Technology Center", "Post-doctoral Research
Center", "Graduate Research Center of Jiangsu Province", and "Achievement Industrialization Base of National
High Technology Research and Development Plan".
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
(I) Define the innovation strategy and strive for long-term development
The company has always adhered to the technology innovation strategy of "taking harmony as the cornerstone and
innovation as the driving force, and endeavoring to create a new situation for the company’s scientific
development" as the overall guiding ideology, taken ―revitalizing the enterprise with science and technology" as
the enterprise’s development strategy, and firmly and unswervingly implemented them. In the actual work, the
company has always taken the research and development of diesel fuel injection system, vehicle exhaust
after-treatment system, and air management system as the primary tasks, established a core platform by taking the
company’s National Technology Center as the entire innovation system, encouraged the technological innovation
through the scientific decision-making to the products’ R & D direction and complemented by effective talent
incentive mechanism, personnel training mechanism, innovation input mechanism and effective innovation
mechanism, and the company has always been walking at the forefront of the industry by continuous
improvement, which become the important guarantee for the company to achieve the long-term development
objectives of becoming the "domestic leader of automobile (power engineering) core components".
(II) Support research and development, technical strength is significant
Weifu Company has established a relatively complete diesel fuel injection research and development system
which has the domestic first-class and international leading R & D and testing center for diesel fuel injection
system, air management system and exhaust after-treatment system, meets the matching and detection
requirements of three systems of Weifu Company, possesses the detectability for heavy-duty engine and
light-duty finished automobile with emission regulations above ―CN IV‖, reaches the comprehensive detection
level approved by the national emission certification and testing center, and comprehensively improves the
development and manufacturing level of the domestic engine core parts industry. Equipped with such R & D
platform, the products can meet the regulatory requirements of CN III, CN IV and above, promote the
transformation and upgrading of enterprises and thereby promote the transformation and upgrading of the whole
industry at home, speed up the adjustment of product structure, and accelerate the autonomous pace of key
components.
The company has a team of senior experts who master the core technology, the company has mastered the
common core technologies required by diesel fuel injection system, air management system and exhaust
after-treatment system and reached the advanced level in the same industry through the digestion and absorption
and increase of research and development strengthen over the years. At the end of the reporting period, the
company has obtained a number of invention patents, utility model patents, and design patents.
(III) Product specifications are complete, customers are stable, and market is mature
The company has the complete range of diesel fuel injection system products, and is the largest manufacturer of
key components for diesel fuel injection system. Its products are widely used in different power diesel engines
supporting all types of trucks, passenger cars, buses, construction machinery, marine, and generator sets. The
company not only makes products matching with the main engines used at home but also exports some products
to the Americas, Southeast Asia, and the Middle East. The products meet the needs of emission regulations of CN
III & IV standards.
The company has the domestic leading catalyst and post-processing system production lines to produce multiple
series of after-treatment products such as purifiers (including SCR, POC, DOC), mufflers, and catalysts which can
meet the requirements of energy saving and emission reduction and reach the emission standards of CN IV and
above.
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
The wheel diameter range of supercharger covers 30mm to 125mm whole series which matches with most of the
domestic small-bore diesel engine plants and some six-cylinder diesel engine manufacturers and meet the needs of
the light and heavy commercial vehicles and some passenger cars. The company has the vacuum valve control
that meets the emission standards of Euro IV & Euro V, the electronically controlled variable geometry
turbochargers, the titanium-aluminum alloy superchargers, the electric superchargers, the ceramic ball bearing
superchargers and some kinds of gasoline engine turbochargers.
Over the years, the company has maintained a good cooperative relationship with various main engine plants and
formed a stable matching supply relationship with customers. The diesel engines are used in diesel vehicles,
agricultural machinery, construction machinery and ships, these main engines belong to means of production and
are closely related to national economic development. Along with the sustained and stable development of the
state economy, the demands for diesel fuel injection system, exhaust gas after-treatment system, and air intake
system will keep pace with the growth, and the market will be mature and stable.
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Section IV Discussion and Analysis by the Management Team
1. Introduction
(I) General introduction
Production and marketing on national auto market during 2015 achieved 24.5 million and 24.6 million
respectively, announced by China Association of Automobile Manufactures, respectively increased by 3.3% and
4.7% year-on-year, including 21.08 million and 21.15 million respectively for production and marketing of
passenger cars, respectively securing 5.8% and 7.3% year-on-year growth rate, and 3.42 million and 3.45 million
of commercial vehicles with the decrease rate of 10% and 9% year-on-year respectively.
In 2015, the volume of vehicle production and sales is smooth and steady and the growth slows down, the sales of
commercial vehicles is still sluggish under the dual pressures of macroeconomic slowdown and upgrade of CN IV
emission regulations, the production and sales of medium and heavy commercial vehicles declines significantly
with production of 0.73 million and sales of 0.74 million, respectively declined by 25% and 24% on a
year-on-year basis. In the face of severe market situation, the company seizes all opportunities, feasibly promotes
the adjustment of industrial structure, refines the management, strictly controls the risks and costs, and strives to
maintain the stable development. The production and sales of automobile exhaust after-treatment system products
grows significantly and becomes an important business growth point of the company.
Operation revenue of RMB 5.742 billion for the reporting period, down 9.64% on a year-on-year basis; net profit
attributable to parent company of RMB 1.515 billion, an decrease of 1.56% from the year-ago period; total assets
of RMB 15.704 billion, a 8.39% up year-on-year and equity attributable to owners of parent company of RMB
11.783 billion, up 8.51% on a year-on-year basis.
(II)Major works
1. Strengthen the product development and testing capability building, promote the research and development of
new products for three systems
Actively promote the laboratory testing capability building, and the laboratory testing capability building of Weifu
Engineering Technology Research Institute has obtained the national certification. The research and development
and testing capability building of electronic control system has possessed EMC and electrical performance testing
capabilities and can do the loop simulation test to electronic control components of the company’s three main
system products. In the pre-research aspects of new energy projects, the company has signed a service funding
agreement with the international well-known institutions which lays a foundation for promoting the research and
development of new products and the development of new projects of the company’s three systems.
2. Actively carry out the strategic development plan, and strive to achieve the sustainable development of the
company.
Establish the working committee for the group’s strategic development plan, and comprehensively plan the
corporate strategic development plan. Pay close attention to the macroeconomic situation, actively track the
development direction of new technologies, timely analyze the automotive market situation, plan the business
development orientation of the company's three systems, define the future development goals and development
focuses, and enhance the group's business sustainability strength.
3. Deepen the concept of lean production, and enhance quality management level and production efficiency
Strengthen the quality risk control methods, utilize the scientific quality method to focus on the process change
risks, gradually shift the quality work focus from quality inspection (afterwards) to quality assurance (in the
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
process) and quality prevention (beforehand), and effectively control and resolve the quality problems. Make full
use of the information platform of manufacturing system, timely analyze the manufacturing operating conditions,
and achieve the dynamic management. Promote the system continuous improvement, constantly optimize the field
management, and improve the manufacturing capacity and production efficiency.
4. Vigorously promote the information construction, information application effect is obvious
Further improve the group informatization infrastructure, complete the construction of group network access
control system, achieve the logic integration within various departments of the group, promote the use of the
group UC unified communications system, and complete the storage expansion work for data center.
Accelerate the application of information technology and achieve remarkable results. In 2015, basically realize the
unification of group OA platform and the standardization of business process; start the group Business
Intelligence (Phase I) project; promote and implement ERP (Phase II) project in key business divisions and
subsidiaries; the group SRM Phase I project accesses system building stage, create the unified group purchasing
management platform after coming online, and establish the standardized management system for supplier
management.
5. Improve the construction of management system, and enhance the company's operational management level
Further strengthen the group's financial management and control capability, improve the group's target cost
management, implement the construction of management accounting system, carry out the value stream analysis,
implement the cost difference analysis, reduce the costs, and improve the efficiency; enhance the project cost
control, introduce the budget management mechanism, build the open platform for open tendering, and strive to
reduce the procurement costs and engineering construction costs. Build the group’s distributor records, complete
the distributor management system, establish the customer monthly dynamic early warning mechanisms and
timely follow up and analyze, build the risk firewall to ensure the assets safety of the group; arrange the group’s
capital management, strengthen the beforehand prevention and audit, and strive to maximize the capital gains.
6. Promote the talent optimization development strategy, actively carry out the medium and long term incentive
mechanism
Establish the group potential talents plan selection and training mechanism, implement the core talent motivation
and management mechanism, and comprehensively carry out the dynamic planning for core talent posts. Build the
incentive fund operation and management platform. Promote and carry out the medium and long term incentive
mechanism, and provide guarantee for the development of core talent team. Further improve the group’s human
resources integration and internal recruitment deployment platform construction to adapt the requirements of
group strategy and internal business adjustment.
II. Main business analysis
1. Introduction
See the ―I-Introduction‖ in ―Discussion and Analysis by the Management Team‖
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
2. Revenue and cost
(1) Constitute of operation revenue
In RMB
2015 2014
Increase/decrease
Ratio in operation Ratio in operation
Amount Amount y-o-y
revenue revenue
Total of operation
5,741,643,746.42 100% 6,354,480,020.38 100% -9.64%
revenue
According to industries
Automobile parts 5,419,602,844.58 94.39% 5,912,176,928.72 93.04% -8.33%
Other business 322,040,901.84 5.61% 442,303,091.66 6.96% -27.19%
According to products
Automobile fuel
3,032,437,947.90 52.82% 4,156,102,827.14 65.40% -27.04%
injection system
Intake system 213,835,708.36 3.72% 192,913,621.49 3.04% 10.85%
Automotive post
2,173,329,188.32 37.85% 1,563,160,480.09 24.60% 39.03%
processing system
Other business 322,040,901.84 5.61% 442,303,091.66 6.96% -27.19%
According to region
Domestic sales 5,439,916,487.56 94.74% 6,063,808,279.70 95.43% -10.29%
Foreign sales 301,727,258.86 5.26% 290,671,740.68 4.57% 3.80%
(2) About the industries, products, or regions accounting for over 10% of the company’s operating income
or operating profit
√Applicable □ Not applicable
In RMB
Increase/decrease Increase/decrease Increase/decrease
Gross profit
Operating revenue Operating cost of operating of operating cost of gross profit
ratio
revenue y-o-y y-o-y ratio y-o-y
According to industries
Automobile parts 5,419,602,844.58 4,126,530,882.42 23.86% -8.33% -5.61% -2.19%
According to products
Automobile fuel
3,032,437,947.90 2,171,238,753.25 28.40% -27.04% -27.19% 0.15%
injection system
Intake system 213,835,708.36 161,413,488.46 24.52% 10.85% 12.30% -0.97%
15
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Automotive post
2,173,329,188.32 1,793,878,640.71 17.46% 39.03% 43.95% -2.82%
processing system
According to region
Domestic sales 5,117,875,585.72 3,830,555,526.16 25.15% -8.96% -6.35% -2.09%
Foreign sales 301,727,258.86 295,975,356.26 1.91% 3.80% 5.20% -1.30%
Under circumstances of adjustment in reporting period for statistic scope of main business data, adjusted main business based on
latest one year’s scope of period-end
□ Applicable √ Not applicable
(3) Income from physical sales larger than income from labors
√ Yes □ No
Industries Item Unit 2015 2014 Increase/decrease y-o-y
Fuel injection Sales volume In 10 thousand units 133 161 -17.39%
system—multiple-piston Output In 10 thousand units 128 157 -18.47%
pump
Storage In 10 thousand units 10 15 -33.33%
Sales volume In 10 thousand sets 241 454 -46.92%
Fuel injection
Output In 10 thousand sets 222 394 -43.65%
system—injector
Storage In 10 thousand sets 36 55 -34.55%
Sales volume In 10 thousand pieces 223 174 28.16%
Post-processing
Output In 10 thousand pieces 228 185 23.24%
system—purifier
Storage In 10 thousand pieces 52 47 10.64%
Sales volume In 10 thousand units 34 30 13.33%
Intake
Output In 10 thousand units 33 32 3.13%
system—turbocharger
Storage In 10 thousand units 6 7 -14.29%
Reasons for y-o-y relevant data with over 30% changes
√Applicable □ Not applicable
To benefit from the implementation of the four emission regulations, the post processing system product demand increases.
Due to the impact of the commercial vehicle market downturn, the demand for mechanical systems in the fuel injection system is
reduced.
(4) Fulfillment of the company’s signed significant sales contracts up to this reporting period
□ Applicable √ Not applicable
(5) Constitute of operation cost
Classification of industries and products
16
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
In RMB
2015 2014
Increase/decrease
Industries Item Ratio in Ratio in
Amount Amount y-o-y
operation cost operation cost
Automobile parts Direct material 3,325,622,378.96 80.59% 3,397,543,062.59 77.72% -2.12%
Automobile parts Labor cost 325,323,175.11 7.88% 363,453,233.78 8.31% -10.49%
Automobile parts Depreciation 109,737,617.87 2.66% 130,749,849.07 2.99% -16.07%
Varieties of
Automobile parts 365,847,710.48 8.87% 480,031,203.07 10.98% -23.79%
consumption
In RMB
2015 2014
Increase/
Ratio in
Products Item Ratio in decrease
Amount Amount operation
operation cost y-o-y
cost
Fuel injection system Direct material 1,470,582,164.59 67.73% 2,093,926,460.49 70.22% -29.77%
Fuel injection system Labor cost 269,811,950.38 12.43% 317,905,324.78 10.66% -15.13%
Fuel injection system Depreciation 89,222,179.07 4.11% 110,463,249.39 3.70% -19.23%
Fuel injection system Varieties of consumption 341,622,459.21 15.73% 459,603,709.06 15.42% -25.67%
Intake system Direct material 128,381,330.20 79.54% 112,990,249.62 78.61% 13.62%
Intake system Labor cost 14,425,370.94 8.94% 13,772,871.27 9.58% 4.74%
Intake system Depreciation 10,834,115.68 6.71% 10,230,243.90 7.12% 5.90%
Intake system Varieties of consumption 7,772,671.64 4.82% 6,737,112.01 4.69% 15.37%
Post-processing system Direct material 1,723,291,848.39 96.07% 1,190,626,352.48 95.54% 44.74%
Post-processing system Labor cost 41,085,853.79 2.29% 31,775,037.73 2.55% 29.30%
Post-processing system Depreciation 13,048,358.90 0.73% 10,056,355.78 0.81% 29.75%
Post-processing system Varieties of consumption 16,452,579.63 0.92% 13,690,382.00 1.10% 20.18%
Explanation
(6) Whether the changes in the scope of consolidation in Reporting Period
√ Yes □ No
During the reporting period, the subsidiary - Weifu Leader has invested money to establish Wuxi Weifu Leader
Catalytic Converter (Wuhan) Co., Ltd., Weifu Leader holds 60% of stock rights which are included in the
consolidated statements in the current year.
(7) Major changes or adjustment in business, product or service of the Company in Reporting Period
□ Applicable √ Not applicable
17
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
(8) Major sales and main suppliers
Major sales client of the Company
Total top five clients in sales (RMB) 2,423,800,799.61
Proportion in total annual sales volume for top five clients 42.21%
Information of top five clients of the Company
Serial Name Sales (RMB) Proportion in total annual sales
1 Bosch Automobile Diesel 1,329,287,126.05 23.15%
2 Client II 310,383,115.60 5.41%
3 Client III 303,359,121.66 5.28%
4 Client IV 248,098,672.00 4.32%
5 Client V 232,672,764.30 4.05%
Total -- 2,423,800,799.61 42.21%
Other situation of main clients
√Applicable □Not applicable
The Company has association with RBCD, the asociated purchasing amount has been deliberated and approved in
Annual General Meeting of 2014. Furhtermore, directors, sueprvisors, senior executives, core technicians and
actual controller have no equity in main suppliers directrly or indirectly.
Main suppliers of the Company
Total purchase amount from top five suppliers (RMB) 1,353,301,948.82
Proportion in total annual purchase amount for top five suppliers 36.43%
Information of top five suppliers of the Company
Serial Name Sales (RMB) Proportion in total annual sales
1 Weifu Environment 943,896,768.93 25.41%
2 Bosch Automobile Diesel 116,066,263.29 3.12%
3 Supplier 3 112,465,975.86 3.03%
4 Supplier 4 93,784,899.36 2.52%
5 Supplier 5 87,088,041.38 2.34%
合计 -- 1,353,301,948.82 36.43%
Other notes of main suppliers of the Company
√Applicable □Not applicable
The Company has association with Weifu Environment and RBCD, the asociated purchasing amount has been
deliberated and approved in Annual General Meeting of 2014. Furhtermore, directors, sueprvisors, senior
executives, core technicians and actual controller have no equity in main suppliers directrly or indirectly.
18
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
3. Expenses
In RMB
2015 2014 Increase/decrease y-o-y Note of major changes
Sales expense 168,586,194.65 174,919,036.22 -3.62%
Management expense 794,534,500.08 648,698,294.92 22.48%
Financial expense -11,123,563.15 -24,803,283.07
4. R&D investment
√Applicable □ Not applicable
During the reporting period, the company has accelerated the research and development of new products of three
systems, strengthened the product R & D and testing capabilities, actively promote the laboratory testing
capability building, and the laboratory testing capability building of Weifu Engineering Technology Research
Institute has obtained the national certification. The research and development and testing capability building of
electronic control system has possessed EMC and electrical performance testing capabilities and can do the loop
simulation test to electronic control components of the company’s three main system products. In the pre-research
aspects of new energy projects, the company has signed a service funding agreement with the international
well-known institutions which lays a foundation for promoting the research and development of new products and
the development of new projects of the company’s three systems.
R&D investment of the Company
2015 2014 Change ratio
Number of R&D (people) 996 752 32.45%
Ratio of number of R&D 19.81% 14.65% 5.16%
R&D investment (Yuan) 287,087,716.91 311,720,000.00 -7.90%
R&D investment accounted for R&D income 5.00% 4.91% 0.09%
R&D investment capitalization (Yuan) 0.00 0.00 0.00%
Capitalization R&D investment accounted for R&D investment 0.00% 0.00% 0.00%
The reason of great changes in the proportion of total R&D investment accounted for operation income than last year
□ Applicable √ Not applicable
Reason for the great change in R&D investment capitalization rate and rational description
□ Applicable √ Not applicable
5. Cash flow
In RMB
Item 2015 2014 Y-o-y changes
Subtotal of cash in-flow from operation activity 4,663,575,776.26 7,419,267,132.14 -37.14%
19
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Subtotal of cash out-flow from operation activity 4,121,530,006.09 6,529,367,477.35 -36.88%
Net cash flow from operation activity 542,045,770.17 889,899,654.79 -39.09%
Subtotal of cash in-flow from investment activity 8,362,967,538.51 3,865,416,741.91 116.35%
Subtotal of cash out-flow from investment activity 7,150,465,232.68 4,658,898,786.84 53.48%
Net cash flow from investment activity 1,212,502,305.83 -793,482,044.93
Subtotal of cash in-flow from financing activity 682,812,655.54 1,014,051,439.96 -32.66%
Subtotal of cash out-flow from financing activity 1,425,273,349.62 1,370,980,853.33 3.96%
Net cash flow from financing activity -742,460,694.08 -356,929,413.37
Net increased amount of cash and cash equivalent 1,012,087,381.92 -260,511,803.51
Main reasons for y-o-y major changes in aspect of relevant data
√Applicable □ Not applicable
Net cash flow from operating activities declined compared with last year, mainly because the sales revenue of
current period has decreased compared with the prior period.
Net cash flow from investing activities increased compared with last year, mainly because the profit distribution
from joint venture of current period (including the previous year) has increased.
Net cash flow from financial activities decreased compared with last year, mainly due to the expenditure of cash
dividends distributed in current period and the company’s repurchase of A shares in current period.
Reasons of major difference between the cash flow of operation activity in report period and net profit of the Company
√Applicable □Not applicable
Mainly due to the investment, and specific influencing factors found more in supplementary information of cahs
flow statement carried in Annotation of the Report.
III. Analysis of the non-main business
√Applicable □Not applicable
In RMB
Ratio in
Amount Note Whether be sustainable
total profit
Income mainly form the two The company joint ventures RBCD and
Investment joint ventures the Company Zhonglian Electronic electronic production and
1,333,070,823.57 80.14%
income holding (RBCD and operation was stability, so the investment can be
Zhonglian Electronic) sustained stable.
Asset
95,117,483.99 5.72%
impairment
Non-operating
145,032,227.22 8.72%
income
Non-operating
84,329,691.21 5.07%
expense
20
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
IV. Assets and liability
1. Major changes of assets composition
In RMB
End of 2015 End of 2014
Ratio Notes of major
Ratio in Ratio in
Amount Amount changes changes
total assets total assets
Monetary fund 3,274,679,732.54 20.85% 2,360,027,208.92 16.29% 4.56%
Account receivable 1,261,163,184.87 8.03% 1,206,105,236.56 8.32% -0.29%
Inventory 865,574,792.41 5.51% 1,111,669,480.16 7.67% -2.16%
Investment property 20,233,111.93 0.13% 21,418,942.40 0.15% -0.02%
Long-term equity investment 3,283,584,245.43 20.91% 3,314,987,967.02 22.88% -1.97%
Fix assets 2,320,627,323.42 14.78% 1,349,745,789.17 9.32% 5.46%
Construction in process 162,402,752.68 1.03% 477,416,068.77 3.30% -2.27%
Short-term loans 360,000,000.00 2.29% 415,000,000.00 2.86% -0.57%
Long-term loans 60,000,000.00 0.41% -0.41%
2. Assets and liability measured by fair value
√Applicable □Not applicable
In RMB
Devaluatio Amount
Changes of fair Accumulative
Amount at the n of of
value changes of fair Amount of sale Amount in the
Items beginning withdrawi purchas
gains/losses in value reckoned into in the period end of period
period ng in the e in the
this period equity
period period
Financial assets
1. Financial assets
measured by fair
value and whose
change is
recorded in 0.00 0.00 0.00 0.00 0.00 0.00
current gains and
losses (excluding
derivative
financial assets)
2. Derivative
0.00 0.00 0.00 0.00 0.00 0.00
financial assets
3. Available for 411,596,400.00 78,632,950.00 188,436,372.50 0.00 142,331,261.87 456,010,900.00
21
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
sale financial
assets
Subtotal of
411,596,400.00 78,632,950.00 188,436,372.50 0.00 142,331,261.87 456,010,900.00
financial assets
Above total 411,596,400.00 78,632,950.00 188,436,372.50 0.00 142,331,261.87 456,010,900.00
Financial
0.00 0.00
liabilities
Whether there have major changes on measurement attributes for main assets of the Company in report period or not
□ Yes √No
V. Investment
1. Overall situation
□ Applicable √ Not applicable
2. The major equity investment obtained in the reporting period
□ Applicable √ Not applicable
3. The major non-equity investment doing in the reporting period
□ Applicable √ Not applicable
22
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
4. Financial assets investment
(1) Securities investment
√Applicable □Not applicable
In RMB
Account
Variety Short Changes in fair
Code of ing Book value at Cumulative fair Current Profit and loss Book value at Source
of form of Initial value of the Current sales Accountin
securiti measure the beginning value changes in purchase in the Reporting the end of the of
securitie securitie investment cost current profit amount g subject
es ment of the period equity aomunt Period period stock
s s and loss
model
Domesti Fair Financial
c and value assets Own
SDEC 600841 199,208,000.00 260,006,400.00 98,272,000.00 153,450,925.00 99,503,360.00 358,278,400.00
foreign measure available funds
stocks ments for sales
Domesti Fair Financial
Miracle
c and value assets Own
Logistic 002009 69,331,500.00 151,590,000.00 -19,639,050.00 34,985,447.50 142,331,261.87 -19,403,550.00 97,732,500.00
foreign measure available funds
s
stocks ments for sales
Total 268,539,500.00 -- 411,596,400.00 78,632,950.00 188,436,372.50 0.00 142,331,261.87 80,099,810.00 456,010,900.00 -- --
Disclosure date of 2012-03-24
securities investment
2013-06-04
approval of Board report
Disclosure date of
securities investment
approval of Board report(if
applicable)
23
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
(2) Derivative investment
□ Applicable √ Not applicable
The Company has no derivatives investment in the Period
5. Application of raised proceeds
√Applicable □Not applicable
(1)Overall application of raised proceeds
√Applicable □Not applicable
In 10 thousand Yuan
Cumulativ Ratio of
Total
e raised cumulative
Total Total raised Total Raised
capitals raised
Total raised accumulati capital has accumulati capitals
has capitals Usage of the retained raised capitals and what is expected to invested
Year Way raised capital ve raised purpose of ve raised idle for
purpose of has with those capitals
capitals used capitals uses capitals more than
uses purpose of
in Period used changed in unused two years
changed in uses
Period
total changed
On the storage and the usage of raised capitals, the company’s
Private execution strictly based on related laws and regulations and three-party
2012 285,012.43 21,933.08 275,486.72 10,000 10,000 3.51% 9,525.71 0
placement supervision protocol of raised capitals (four-party supervision protocol
of raised capitals) in the reporting period.
Total -- 285,012.43 21,933.08 275,486.72 10,000 10,000 3.51% 9,525.71 -- 0
Explanation on General usage of raised capital
24
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
On 21 January 2012, the CSRC issued the reply on approving non-public issuance of Weifu High-technology Group Co., Ltd. (ZJXK(2012)No.109), pursuant to which, the Company was
approved to issue new shares not exceeding 112,858,000 by non-public offering. On 10 February 2012, Jiangsu Gongzheng issued capital verification report (SGW(2012)No.B006), stating
that as at 10 February 2012, Weifu High-tech has already issued 112,858,000 RMB common shares (A-share) and raised capital proceeds of RMB2,866,028,910.00. after deduction of issuance
expense of RMB15,904,657.07, the net raise proceeds was RMB2,850,124,252.93.
On May 23, 2013, the company held its 2012 annual general meeting of shareholders, reviewed and approved the proposal to change the fundraising project investment plans and adjust the
investment plan for industrialized projects of exhaust after-treatment system products, the gross investment is adjusted from 260 million yuan to 340 million yuan, the increased funds are all
supplemented by its own funds. On May 28, 2015, the company held its 2014 annual general meeting of shareholders, reviewed and approved the proposal to adjust some fundraising project
investment plans and capacity and change some fundraising projects, adjusted the WAPS research and development and industrialization and the diesel common rail system components
production capacity promotion and the investment plans and capacity of industrial park construction projects, and changed the vehicle power battery materials and battery research and
development projects to permanent supplementary working capital.
Up to the end of the reporting period, the total invested raised funds has accumulated to be 2,754,867,200 yuan, the company’s fund raising projects have been almost completed, account
payable of 71,607,100 yuan should be paid before the end of February 2016, and the fund-raising project investment completes at that time. For the surplus raised funds of 23.65 million yuan
and the interest income of raised funds, the company shall fulfill the relevant programs by rules and change them to permanent supplementary working capital.
(2) Situation of committed project of raised proceeds
√Applicable □Not applicable
In 10 thousand Yuan
Projects Reach Project
Amount of
changed Investment the feasibility
Total
or not Total accumulated Profit
committed Amount program till Predicted serviceable predicte was
Committed investment projects &investment of (includin investment
investment invested in investment till achieved in
raised fund g after the year-end condition date of project d changed
of raised this year
changed adjustment (1) the year-end this year
capitals (3)=(2)/(1) interest hugely or
partially
(2)
) or not not
Investment project commitment
R&D of WAPS, industrialization, productivity
Yes 62,032 62,032 8,325.71 59,662.96 96.18% 2015-12-31 3,712.35 No No
expansion of diesel common rail system parts
Construction project in industrial zone Yes 57,750 57,750 447.38 50,593.33 87.61% 2015-12-31 11,905.82 No No
25
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Industrialization of tail treatment system Yes 26,000 26,000 3,159.99 26,000 100.00% 2015-06-30 15,989.53 No No
Research institution project No 5,154 5,154 5,154 100.00% 2012-12-31 Yes No
Battery material of engines and R&D of battery Yes 10,000 0 No Yes
Equity acquisition No 34,381.5 34,381.5 34,381.5 100.00% 2012-06-30 4,582.69 Yes No
Liquid assets supplementation No 90,000 89,694.93 89,694.93 100.00% Yes No
Permanent liquid assets supplementation No 10,000 10,000 10,000 100.00% Yes No
Subtotal of commitment projects -- 285,317.5 285,012.43 21,933.08 275,486.72 -- -- 36,190.39 -- --
Investment orientation for fund arising out of plan
N/A
Total -- 285,317.5 285,012.43 21,933.08 275,486.72 -- -- 36,190.39 -- --
I. Reasons for missing the schedule:
1. WAPS research and development and industrialization and diesel common rail system components production capacity promotion has
accumulated the invested raised funds of 596,629,600 yuan, balance of 23,690,400 yuan, of which 40,400 yuan for equipments has not been
paid which shall be paid before the end of February 2016, the fund-raising project investment completes at that time, and the surplus raised
funds are 23.65 million yuan
The company follows the principle of practicing economy in the project implementation process, in the case of ensuring the project
implementation effect, the company strictly controls the costs by strengthening the expense control, supervision and management, and
Situation about not coming up to schemed
implements resource sharing model to reduce repeated investments and thereby reduce the total project costs.
progress or expected revenue and the reason(In
2. The industrial park construction projects have accumulated the invested raised funds of 505,933,300 yuan up to the end of the reporting
specific project)
period, the balance of 71,566,700 yuan is the payable balance payment that has not been paid from this account according to the payment
schedule of project equipments and should be paid before the end of February 2016, and the fund-raising project investment completes at that
time.
II. Reasons for missing the anticipated income:
Affected by the continuous downturn of commercial vehicle market, the WAPS research and development and industrialization and the
capacity promotion projects for diesel common rail system, the industrial park construction projects and some product marketing demands of
automotive exhaust after-treatment system products industrialization projects could not reach the expectation, so the expected return is
26
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
influenced.
During the reporting period, the Company changed the raised proceeds for the auto power battery materials and power battery research and
development project to permanent supplementary liquidity instead, which was mainly due to that there existed extremely huge uncertainty to
implement this project technically and investment scale was large, so the Company had always been prudent to implementation of this project
Explanation on great changes of feasibility of
to prevent from investment risk. In order to improve utilization efficiency of raised proceeds and protect investors’ interests, the Company
project
decided to change the raised proceeds for this project to permanent supplementary liquidity which will be all invested in its major business
operation. Meanwhile, the Company will continue to follow up development of power battery and continue cooperation in terms of
production, study and research, and will make prompt investment with its own capital as appropriate.
Amount, usage and progress of using for fund Not applicable
raising out of the plan
Change of implementation place of investment Not applicable
project of raised capitals
Applicable
Occurred in the Period
The Company held the 21st meeting of the 7th Board on 21 April 2015 and the 2014 annual general meeting on 28 May 2015 to consider and
approve the resolution on adjustment to plans and production capacity of certain investment projects funded with raised proceeds and
alteration to certain such investment projects. The relevant announcements (No. 2015-003, No. 2015-010, and No. 2015-016) were published
on Juchao Information Website dated 23 April and 29 May 2015. Reasons for the adjustments and alteration and details thereof are set out
below:
Adjustment of implementation way for
1. WAPS research and development and industrialization and production capacity improvement of diesel common rail system spare parts
investment project of raised capitals
① Reasons for alteration: since the State has clearly determined the time to implement the national IV emission rules, market conditions
experience substantial changes. There was a burst of increasing demands for common rail products and spare parts. Meanwhile, WAPS system
had limited development space in national IV auto-applicable diesel machine, and market demands for WAPS system in non-road machinery
market will be uncertain in future. In order to adapt to market variations, the Company made adjustments to investment plans and production
capacity of this project funded with raised proceeds. In particular, it increased production capacity of common rail spare parts and reduced that
of WAPS system, aiming to meet both processing demands for common rail spare parts and WAPS system in future through adjusting
equipment injection structure and increasing flexibility of processing. In addition, the Company increased appropriately the minimum liquidity
required for high pressure common rail spare parts. It seeks suitable opportunity to make subsequent injection to WAPS system with its own
27
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
capital when the relevant market is matured in terms of demands.
② Adjustments to the plans and production capacity of this project: subject to the total investment of RMB650 million remaining unchanged,
investment for fixed assets is cut down to RMB440.73 million instead of the original RMB500 million; liquidity investment is raised to
RMB209.27 million instead of the original RMB150 million. WAP3 system (heavy) by the original program of the 200 thousand sets adjusted
for 50 thousand sets, common rail system components from the original program of the 11.800 million pieces adjusted to 19. 23 million
pieces.
③ Completion date of this project is adjusted to 31 December 2015.
2. Industry park construction project
① Reasons for alteration: since the State has clearly determined the time to implement the national IV emission rules, market conditions
experience substantial changes, there is a burst of increasing demands for common rail products and uncertainty exists in market demands for
WAPS system, the Company accordingly makes adjustments to the investment plan and production capacity of this project in order to adapt to
the changing market demands.
② Adjustments to the plans and production capacity of this project: subject to the total investment of RMB650 million remaining unchanged,
investment for fixed assets is raised to RMB599.15 million instead of the original RMB572.50 million; liquidity investment is cut down to
RMB50.85 million instead of the original RMB77.50 million, and additional liquidity required in subsequent periods will be funded with its
own capital. WAP2 system (mideum) by the original program of the 100 thousand sets adjusted for 30 thousand sets, common rail system
components from the original program of the 810 thousand sets adjusted to 1.25 million sets. As for specific implementation, processing for
the key common rail high pressure pump spare parts was implemented by the machinery system segment of Weifu headquarter office. With
utilization of existing equipment, the Company was able to eliminate certain equipment that did not satisfy the requirements for environment
protection and crafts processing, acquired processing facilities that delivered guaranteed and flexible performance, targeting to balance its
processing capability. Capital needed for equipment investment was mainly funded with its own capital. Plant construction was mainly funded
with raised proceeds. The general instalment of high pressure common rail pump was undertaken by its wholly-owned subsidiary Weifu Auto
Diesel. Equipment injection occurred during assemble procedure was funded with the own capital injected by Weifu Auto Diesel rather than
with raised proceeds. And it was finally sold to Bosch Auto Diesel System Co., Ltd. by Weifu Auto Diesel.
③Completion date of this project is adjusted to 31 December 2015.
3. Auto power battery materials and power battery research and development project
① Reasons for alteration: since there exists extremely huge uncertainty to implement this project technically and investment scale is large, the
Company has always been prudent to implementation of this project to prevent from investment risk. In order to improve utilization efficiency
of raised proceeds and protect investors’ interests, the Company decided to change the raised proceeds for this project to permanent
28
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
supplementary liquidity which will be all invested in its major business operation. Meanwhile, the Company will continue to follow up
development of power battery and continue cooperation in terms of production, study and research, and will make prompt investment with its
own capital as appropriate.
②Raised proceeds for this project changed to be permanent supplementary liquidity instead.
Applicable
According to the Verification Report of Fund-Raised Project Invested in Advance with Self-raised Funds of WFHT (Su Gong W[2012] No.
E1100) issued by Jiangsu Gongzheng Tianye Certified Public Accountants Co., Ltd. Up to 29 February 2012, the actual investment funding
for fund-raised project invested in advance with self-raised funds amounting as 299.12 million Yuan, including 1. R&D of WAPS,
Regulation of implementation ways of
industrialization, productivity expansion of diesel common rail system parts: 180.05 million Yuan; 2. construction project in industrial zone:
investment project of raised capitals
16.62 million Yuan; 3. industrialization of tail treatment system: 28.56 million Yuan; 4. research institution project: 51.54 million Yuan; 5.
Equity acquisition project: 22.35 million Yuan. On 31 March 2012, the Proposal of Replacing the Working Capital Input to Projects by Raised
Capital was deliberated and approved by 2nd extraordinary meeting of 7th session of the Board, agreed to replacing the working capital input to
projects by raised capital with 299.12 million Yuan.
Invested in pre-phases and replacement for
Not applicable
raised fund projects
Temporarily supplement for the current capitals
with idle raised capitals
Applicable
1. WAPS research and development and industrialization and diesel common rail system capacity promotion projects:
The account balance of raised funds is 83,104,900 yuan, of which the non-payment of fund-raising project equipment is 40,400 yuan which
should be paid before the end of February 2016, the surplus funds of fund-raising projects are 23.65 million yuan, and the net interest income
is 59,414,500 yuan. The reasons why raised funds surplus appears in this project are mainly because:
Usage and trend of unused raised capitals ① In the project implementation process, the company follows the principle of practicing economy in the project implementation process, in
the case of ensuring the project implementation effect, the company strictly controls the costs by strengthening the expense control,
supervision and management, and implements resource sharing model to reduce repeated investments and thereby reduce the total project
costs.
② Since the implementation of fundraising projects, the company adopts special account management for raised funds which generate some
interest incomes during deposit.
29
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
2. The account balance of industrial park construction project is 111,439,800 yuan, of which the account payable of fund-raising projects is
71,566,700 yuan that should be paid before the end of February 2016, and the net interest income is 39,873,100 yuan;
3. The account balance of 10,124,500 yuan of industrialization projects for automobile exhaust after-treatment system products is the net
interest income;
The company shall fulfill the relevant programs by rules and use the surplus raised funds and fund-raising interest income as the permanent
supplementary working capital.
Invested in pre-phases and replacement for On the storage and the usage of raised capitals, the company’s execution strictly based on related laws and regulations and three-party
raised fund projects supervision protocol of raised capitals (four-party supervision protocol of raised capitals) in the reporting period.
Issues or other conditions found in use of fund
Not applicable
raised and disclosure
(3)The changed project of raised proceeds
√ Applicable □ Not applicable
In 10 thousand Yuan
Reach
Project
the
Total raised Accumulative funds Predicted feasibility was
Amount actually Investment program Profit predicte
Corresponding funds plans to actually invested serviceable changed
Project after changed invested in the till the period-end realized in d
original project invested after ended as the Period condition date of hugely or not
Period (3)=(2)/(1) this year interest
changed (1) (2) project after project
or not
changed
(Y/N)
R&D of WAPS,
R&D of WAPS,
industrialization,
industrialization,
productivity
productivity expansion of 62,032 8,325.71 59,662.96 96.18% 2015-12-31 3,712.35 No No
expansion of diesel
diesel common rail system
common rail system
parts
parts
30
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Construction project in Construction project
57,750 447.38 50,593.33 87.61% 2015-12-31 11,905.82 No No
industrial zone in industrial zone
Battery material of
Permanent liquid assets
engines and R&D of 10,000 10,000 10,000 100.00% Yes Yes
supplementation
battery
Automotive exhaust
Automotive exhaust
after-treatment system
after-treatment system
products 26,000 3,159.99 26,000 100.00% 2015-06-30 15,989.53 No No
products industrialization
industrialization
projects
projects
Total -- 155,782 21,933.08 146,256.29 -- -- 31,607.7 -- --
The Company held the 21st meeting of the 7th Board on 21 April 2015 and the 2014 annual general meeting on 28 May 2015 to consider and approve the resolution
on adjustment to plans and production capacity of certain investment projects funded with raised proceeds and alteration to certain such investment projects. The
relevant announcements (No. 2015-003, No. 2015-010, and No. 2015-016) were published on Juchao Information Website dated 23 April and 29 May 2015.
Reasons for the adjustments and alteration and details thereof are set out below:
I. WAPS research and development and industrialization and production capacity improvement of diesel common rail system spare parts
Explanation on reasons of ① Reasons for alteration: since the State has clearly determined the time to implement the national IV emission rules, market conditions experience substantial
the changes, changes. There was a burst of increasing demands for common rail products and spare parts. Meanwhile, WAPS system had limited development space in national
decision-making IV auto-applicable diesel machine, and market demands for WAPS system in non-road machinery market will be uncertain in future. In order to adapt to market
procedures and variations, the Company made adjustments to investment plans and production capacity of this project funded with raised proceeds. In particular, it increased
information disclosure production capacity of common rail spare parts and reduced that of WAPS system, aiming to meet both processing demands for common rail spare parts and WAPS
(explain by specific system in future through adjusting equipment injection structure and increasing flexibility of processing. In addition, the Company increased appropriately the
project) minimum liquidity required for high pressure common rail spare parts. It seeks suitable opportunity to make subsequent injection to WAPS system with its own
capital when the relevant market is matured in terms of demands.
② Adjustments to the plans and production capacity of this project: subject to the total investment of RMB650 million remaining unchanged, investment for fixed
assets is cut down to RMB440.73 million instead of the original RMB500 million; liquidity investment is raised to RMB209.27 million instead of the original
RMB150 million. WAP3 system (heavy) by the original program of the 200 thousand sets adjusted for 50 thousand sets, common rail system components from the
original program of the 11.800 million pieces adjusted to 19. 23 million pieces.
31
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
③ Completion date of this project is adjusted to 31 December 2015.
2. Industry park construction project
① Reasons for alteration: since the State has clearly determined the time to implement the national IV emission rules, market conditions experience substantial
changes, there is a burst of increasing demands for common rail products and uncertainty exists in market demands for WAPS system, the Company accordingly
makes adjustments to the investment plan and production capacity of this project in order to adapt to the changing market demands.
② Adjustments to the plans and production capacity of this project: subject to the total investment of RMB650 million remaining unchanged, investment for fixed
assets is raised to RMB599.15 million instead of the original RMB572.50 million; liquidity investment is cut down to RMB50.85 million instead of the original
RMB77.50 million, and additional liquidity required in subsequent periods will be funded with its own capital. WAP2 system (mideum) by the original program of
the 100 thousand sets adjusted for 30 thousand sets, common rail system components from the original program of the 810 thousand sets adjusted to 1.25 million
sets.
As for specific implementation, processing for the key common rail high pressure pump spare parts was implemented by the machinery system segment of Weifu
headquarter office. With utilization of existing equipment, the Company was able to eliminate certain equipment that did not satisfy the requirements for
environment protection and crafts processing, acquired processing facilities that delivered guaranteed and flexible performance, targeting to balance its processing
capability. Capital needed for equipment investment was mainly funded with its own capital. Plant construction was mainly funded with raised proceeds. The
general instalment of high pressure common rail pump was undertaken by its wholly-owned subsidiary Weifu Auto Diesel. Equipment injection occurred during
assemble procedure was funded with the own capital injected by Weifu Auto Diesel rather than with raised proceeds. And it was finally sold to Bosch Auto Diesel
System Co., Ltd. by Weifu Auto Diesel.
③Completion date of this project is adjusted to 31 December 2015.
3. Auto power battery materials and power battery research and development project
① Reasons for alteration: since there exists extremely huge uncertainty to implement this project technically and investment scale is large, the Company has always
been prudent to implementation of this project to prevent from investment risk. In order to improve utilization efficiency of raised proceeds and protect investors’
interests, the Company decided to change the raised proceeds for this project to permanent supplementary liquidity which will be all invested in its major business
operation. Meanwhile, the Company will continue to follow up development of power battery and continue cooperation in terms of production, study and research,
and will make prompt investment with its own capital as appropriate.
②Raised proceeds for this project changed to be permanent supplementary liquidity instead.
II. Occurred in previous year
In consideration of the uncertainty of emission regulation promotion (Standard Three turns to Standard Four), and the lands are in short supply at the mean time, the
original investment plan of ―Industrialization of tail treatment system‖ met no needs of the subsidiary Wuxi Weifu Leader Catalytic Converter Co., Ltd. of
implementing subject company in aspect of development. Therefore, part of the content in ―Industrialization of tail treatment system‖ was changed by the
32
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Company. The abovementioned event has been deliberated and approve by 9th meeting of 7th session of the Board held on 26 March 2013 and annual shareholders’
general meeting of 2012 held on 23 May 2013 respectively, the ―Proposal of Changing the Investment Plan with Raised Proceeds‖ was published on Juchao
Website dated 28 March 2013, found more details in Notice No.: 2013-007. The adjustment for the investment plan of ―Industrialization of tail treatment system‖
changes no investment orientation of the raised proceeds, only the investment amount changed from RMB 260 million to RMB 340 million, the adjusted part will
supply with self-owned capital. The project expected to reach serviceable condition after adjustment in June 2015. The changes for raised proceed this time has no
influence on the investment orientation and actual content of implementation without affect the implementation of investment plan. The adjustment guarantees a
normal utilization of raised proceeds and smoothly implementation of projects of raised proceeds, and in line with the actual condition of the Company and
long-term development plan.
I. Reasons for missing the schedule:
1. WAPS research and development and industrialization and diesel common rail system components production capacity promotion has accumulated the invested
raised funds of 596,629,600 yuan, balance of 23,690,400 yuan, of which 40,400 yuan for equipments has not been paid which shall be paid before the end of
February 2016, the fund-raising project investment completes at that time, and the surplus raised funds are 23.65 million yuan. The company based on the following
Particular and reasons of
feasibility of the project's budget, adhere to prudent, the principle of saving, reduce the cost of procurement of parts of equipment.
fail to reached the target
2. The industrial park construction projects have accumulated the invested raised funds of 505,933,300 yuan up to the end of the reporting period, the balance of
advance or anticipated
71,566,700 yuan is the payable balance payment that has not been paid from this account according to the payment schedule of project equipments and should be
income (explain by
paid before the end of February 2016, and the fund-raising project investment completes at that time.
specific project)
II. Reasons for missing the anticipated income:
Affected by the continuous downturn of commercial vehicle market, the WAPS research and development and industrialization and the capacity promotion projects
for diesel common rail system, the industrial park construction projects and some product marketing demands of automotive exhaust after-treatment system
products industrialization projects could not reach the expectation, so the expected return is influenced.
During the reporting period, the Company changed the raised proceeds for the auto power battery materials and power battery research and development project to
Explanation on major permanent supplementary liquidity instead, which was mainly due to that there existed extremely huge uncertainty to implement this project technically and
changes on project investment scale was large, so the Company had always been prudent to implementation of this project to prevent from investment risk. In order to improve
feasibility after project utilization efficiency of raised proceeds and protect investors’ interests, the Company decided to change the raised proceeds for this project to permanent
changed supplementary liquidity which will be all invested in its major business operation. Meanwhile, the Company will continue to follow up development of power
battery and continue cooperation in terms of production, study and research, and will make prompt investment with its own capital as appropriate.
33
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
VI. Sales of major assets and equity
1. Sales of major assets
□ Applicable √ Not applicable
The Company had no sales of major assets in the reporting period.
2. Sales of major equity
□ Applicable √ Not applicable
VII. Analysis of main holding company and stock-jointly companies
√Applicable □ Not applicable
Particular about main subsidiaries and stock-jointly companies net profit over 10% In RMB
Company name Type Main business Register capital Total assets Net Assets Operating revenue Operating profit Net profit
Weifu Automotive Diesel Subsidiary Automobile parts 300,000,000.00 1,429,484,694.55 1,150,044,907.24 1,223,212,644.10 216,306,406.31 183,842,213.24
Weifu Leader Subsidiary Automobile parts 502,596,300.00 2,410,811,603.35 1,291,562,595.02 2,305,702,592.18 223,427,556.70 203,408,806.62
Weifu Jinning Subsidiary Automobile parts 346,286,825.80 891,559,278.63 721,924,553.30 315,974,576.45 2,539,520.01 6,284,674.40
Bosch Automobile Diesel Joint-stock company Automobile parts USD241,000,000.00 7,787,957,963.00 5,740,950,819.00 9,028,717,571.00 2,408,991,727.00 2,164,099,688.00
Zhonglian Electronic Joint-stock company Automobile parts 600,620,000.00 3,272,998,028.84 3,219,248,604.01 12,468,488.39 1,240,335,088.16 1,239,079,679.02
Particular about subsidiaries obtained or disposed in report period
□ Applicable √ Not applicable
Notes of holding and shareholding companies
To benefit from the implementation of the four emission regulations, the post processing system product demand increases, operation income and profit of Weifu Leader increased greatly than the
same period.
Due to the impact of the commercial vehicle market downturn, the demand for mechanical systems in the fuel injection system is reduced, operation income and profit of Weifu Jinning decreased
greatly than the same period.
34
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
VIII. Structured vehicle controlled by the Company
□ Applicable √ Not applicable
IX. Future Development Prospects
The company belongs to auto parts industry, and its main business products include diesel fuel injection system
products, exhaust after-treatment system products and air management system products.
(I) Industry competition pattern and development trend
China's economy has entered a "new normal" which is an important period of transition, and the economic growth
shall lay more emphasis on quality and efficiency. In this important period of strategic opportunities, the state will
promote and encourage innovations and make greater efforts for energy saving and emission reduction, therefore,
the upgrade of vehicle emission standards is in an irreversible trend, while the government will also further
increase the supervision and renovation to motor vehicle exhaust emissions, so the upgrade of diesel fuel injection
system technology, the improvement of exhaust after-treatment system technology and the expansion of air
management system market represent the general trends, which shall bring new development opportunities to the
company.
(II) The company's development strategy
Actively develop the fuel injection system products, automobile after-treatment system products and engine air
intake system (superchargers) that meet the national energy saving and emission reduction regulations,
comprehensively promote the system integration (service) capabilities, actively lay out the new business, develop
new markets, and build new engines for the enterprises’ sustainable development.
(III) 2016 annual operating plan
In 2016, China's economic development will face more severe and complicated situation, the company will
continue to seize opportunities for development, actively promote the strategy structural adjustment, and strive to
maintain the enterprise’s stable development.
1. Adapt to the new normal, grasp the development opportunity of Thirteen Five, strengthen the independent R &
D capabilities, break through the key core technology, and comprehensively enhance the integration capability of
three product systems; pay close attention to the development of new technologies, accelerate research of new
strategy projects, actively seek new business development opportunities including the expansion of engine /
vehicle key components, as well as the expansion in new energy vehicles, and environmental protection industry,
and promote the company's long-term development.
2. Actively consolidate and expand new markets, give play to the product competitive advantages, and take key
customers and projects as the starting point to ensure the market shares of diesel fuel injection system.
Actively expand overseas markets, extend the life cycle of traditional fuel system products; continue to keep the
key customer share of vehicle exhaust after-treatment system products, accelerate the exhaust after-treatment
system product integration supply of commercial vehicles, and actively promote the customers markets of joint
venture brands in passenger car field; focus on accelerating the expansion of gasoline engine market for air intake
system products; focus on enhancing the high-end manufacturing capacity, manufacturing quality and production
efficiency of components, and get more high-end manufacturing projects for components by the cost and quality
advantages.
3. Deepen the application of quality tools and methods, strengthen the prevention first quality control measures,
enhance the physical quality levels; increase the manufacturing resource integration, improve the resource
utilization; actively promote the implementation of MES system, achieve the information network and
35
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
coordination in manufacturing field, initially realize the integration of informatization and industrialization, and
improve the informatization application level of manufacturing.
4. Actively and steadily push forward the construction and extension application of information systems.
According to three-year plan of ERP, continue to expand the coverage of SAP in wholly owned and controlled
subsidiaries, focus on completing the system expansion in wholly owned and controlled subsidiaries and the
business deepening; improve the group's business management platform; complete the promotion work for
developing the product life-cycle management system.
5. Make full use of informatization platform, and accelerate the integration process of finance and business.
Promote the cost analysis of group supply chain, support the cost reduction for procurement; implement the
activity-based costing, reduce costs for lean production. Strengthen the group's resource management, improve the
resource utilization, fully monitor the operating assets, accomplish the risk prevention, and enhance the overall
profitability of the group.
6. Rely on the incentive funds platform to further improve the incentive mechanism of core talents, and enhance
the company's innovation and development ability; take strategic targets and business development as the
objectives of human resources allocation, further improve the company's information management system for
human resources, strengthen the deployment, training, motivation and assessment, and improve the efficiency.
(IV) Risks to be faced
In 2016, the domestic and international macroeconomic environment, the auto industry policy and the policy
executive strength, and the government’s supervision and regulation and renovation to vehicle exhaust emissions
shall have a greater impact on the company's development.
The company will comply with the national development strategies and industry development trends, promote the
adjustment of industrial structure, plan the overall research and development direction of the company's new
technologies, accelerate the development of new business growth, focus on improving the quality and efficiency
of economic growth, and improve the competitiveness.
X. Reception of research, communication and interview
1. In the report period, reception of research, communication and interview
√Applicable □ Not applicable
Time Way Type Basic situation index of investigation
2015-05-28 Spot research Institution The scene of the shareholders’ meeting
2015-08-07 Spot research Institution The scene of the shareholders’ meeting
The Company answered 910 questions for investors online through the
2015.1. 1-2015.12.31 Written inquiry Individual
investor relations interactive platform(http://irm.p5w.net/dqhd/sichuan/)
Telephone Basic condition of the Company, the implementation of IV standards in
2015.1.1-2015.12.31 Individual China and views on market in 2015, communication with investors by
communication telephone more than 500
Reception (times) 1,415
Number of hospitality 100
Number of individual reception 405
Number of other reception 910
Disclosed, released or let out major
No
undisclosed information
36
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Section V. Iimportant Events
I. Profit distribution plan of common stock and capitalizing of common reserves plan
Formulation, Implementation and Adjustment of common stock Profit Distribution Policy Especially Cash Dividend policy during
the Reporting Period
√Applicable □ Not applicable
The company’s "2015 Annual Profit Distribution Plan" is implemented in strict accordance with the cash dividend
policy in "Articles of Association". During the reporting period, the implementation of the company's cash
dividend policy is in compliance with the provisions of "Articles of Association", the relevant decision-making
procedures are complete and fully listen to the views of independent directors and minority shareholders and
maintain the legitimate rights and interests of minority shareholders.
Special explanation on cash dividend policy
Satisfy regulations of General Meeting or requirement of Article of Association (Y/N): Y
Well-defined and clearly dividend standards and proportion (Y/N): Y
Completed relevant decision-making process and mechanism (Y/N): Y
Independent directors perform duties completely and play a proper role (Y/N): Y
Minority shareholders have opportunity to express opinions and demands totally and their legal rights are
Y
fully protected (Y/N):
Condition and procedures are compliance and transparent while the cash bonus policy adjusted or changed
Not applicable
(Y/N):
Profit distribution plan (pre-plan) of common stock and capitalizing of common reserves plan (pre-plan) in latest three years
(including the reporting period)
The profit distribution plan for 2015: based on the new total share capital of 1,008,950,570 shares, distribute cash
dividend of RMB 5.00 (tax included) for every 10 shares, and no capitalization of capital reserve.
The profit distribution plan for 2014: based on the new total share capital of 1,020,200,992 shares, distribute cash
dividend of RMB 4.00 (tax included) for every 10 shares, and no capitalization of capital reserve. The plan has
been implemented completely in June 2015.
The profit distribution plan for 2013: based on the total share capital of 1,020,200,992 shares as at the end of 2013,
distribute cash dividend of RMB3.00 (tax included) for every 10 shares, and no capitalization of capital reserve.
The plan has been implemented completely in July 2014.
Cash dividend of common stock in latest three years (including the reporting period) In RMB
Net profit attributable to Ratio in net profit attributable to
Amount for cash Amount for cash Proportion for
Year for common stock shareholders of common stock shareholders of
bonus (tax bonus by other cash bonus by
bonus shares listed company in consolidation listed company contained in
included) ways other ways
statement for bonus year consolidation statement
2015 504,475,285.00 1,515,388,285.71 33.29% 0.00 0.00%
2014 408,080,396.80 1,539,439,686.81 26.51% 0.00 0.00%
2013 306,060,297.60 1,108,221,450.83 27.62% 0.00 0.00%
37
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
The Company gains profits in reporting period and the retained profit of common stock shareholders provided by parent company is
positive but no plan of cash dividend proposed of common stock
□ Applicable √ Not applicable
II. Profit distribution plan and capitalizing of common reserves plan for the Period
√Applicable □ Not applicable
Bonus shares for every 10-share (Share) 0
Dividends for every 10-share (RMB) (Tax included) 5
Shares added for every 10-share base (Share) 0
Equity base of distribution plan (Share) 1,008,950,570
Total cash dividend(RMB) (Tax included) 504,475,285.00
Distributable profits (RMB) 4,707,458,645.89
Ratio of cash dividend in total profit distribution 100.00%
Cash dividend policy:
Other
Detail explanation on profit distribution or capitalization from capital public reserve
Pursuit to the Standard Unqualified Auditor’s Report for year of 2015 issued by Jiangsu Gongzheng, the profit available for
distribution of the parent company for year of 2015 are as: net profit of the parent company for year of 2015 RMB 1,207,107,100,
Plus undistributed profit at beginning of the 2015 was RMB 3,908,431,900, deducted cash bonus distributed for year of 2014 RMB
408,080,400, the undistributed profit at end of the 2015 was 4,707,458,600.
Profit distribution plan for year of 2015: on base of the total 1,008,950,570 shares at end of 2014, distributed 5.00 Yuan (tax
included) in cash for each 10 shares, no bouns, and no transfer of reserve to common shares. The remaining retained profit carried
forward to next year. Profits allocate for year of 2015 amounting to RMB 504,475,300.
III. Implementation of commitment
1. Commitments that the company, shareholders, actual controller, offeror, directors, supervisors, senior
management or other related parties have fulfilled during the reporting period and have not yet fulfilled by
the end of reporting period
√Applicable □ Not applicable
Type of
Comm Comm
Commitments Promise commitment Content of commitments itment itment Implementation
date term
s
Commitments for
Share Merger Reform
Commitments in
report of
acquisition or equity
change
38
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Commitments in
assets reorganization
The privately offering of the
Wuxi Industry Company totally issue 112,858,000 Commitments
Development A-shares to substantial shareholder completed. The
Commitments make in Group Co., Wuxi Industry Group and foreign restriction period 36
initial public offering Ltd and Share lock strategy investor ROBERT BOSCH months has expired,
or re-financing ROBERT GMBH. The above said shares are and has applied for
BOSCH listed for trading in Shenzhen Stock un-lock, the listing date
GMBH Exchange since 29 February 2012 was 5th March 2015
with 36-month restriction
Equity incentive
commitment
Other commitments
for medium and small
shareholders
Completed on
Y
time(Y/N)
If the commitments is
not fulfilled on time,
shall explain the Not applicable
specify reason and the
next work plan
2. Concerning assts or project of the Company, which has profit forecast, and reporting period still in
forecasting period, explain reasons of reaching the original profit forecast
□ Applicable √ Not applicable
IV. Non-operational fund occupation from controlling shareholders and its related party
□ Applicable √ Not applicable
No non-operational fund occupation from controlling shareholders and its related party in period.
V. Explanation from Board of Directors, Supervisory Committee and Independent Directors
(if applicable) for “Qualified Opinion” that issued by CPA
□ Applicable √ Not applicable
VI. Particulars about the changes in aspect of accounting policy, estimates and calculation
method compared with the financial report of last year
□ Applicable √ Not applicable
No particulars about the changes in aspect of accounting policy, estimates or calculation method in Period.
VII. Major accounting errors within reporting period that needs retrospective restatement
□ Applicable √ Not applicable
39
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
No major accounting errors within reporting period that needs retrospective restatement for the Company in the period.
VIII. Compare with last year’s financial report; explain changes in consolidation statement’s
scope
√Applicable □ Not applicable
During the reporting period, the subsidiary - Weifu Leader has invested money to establish Wuxi Weifu Leader
Catalytic Converter (Wuhan) Co., Ltd., Weifu Leader holds 60% of stock rights which are included in the
consolidated statements in the current year.
IX. Appointment and non-reappointment (dismissal) of CPA
Accounting firm appointed
Name of domestic accounting firm Jiangsu Gongzheng Tianye CPA Co., Ltd. (LLP)
Remuneration for domestic accounting firm (in 10
142
thousand Yuan)
Continuous life of auditing service for domestic
24
accounting firm
Name of domestic CPA Zhang Caibin Meng Yin
Re-appointed accounting firms in this period
□Yes √No
Appointment of internal control auditing accounting firm, financial consultant or sponsor
√Applicable □ Not applicable
Being deliberated in Annual Shareholders General Meeting of 2014, Jiangsu Gongzheng was appointed as audit
accounting firm for internal control of the Company for year of 2015. In the Period, auditing charge for internal
control amounting to accounting firms as RMB 160,000.
X. Particular about suspended and delisting after annual report disclosed
□ Applicable √ Not applicable
XI. Bankruptcy reorganization
□ Applicable √ Not applicable
No bankruptcy reorganization for the Company in reporting period
XII. Significant lawsuits and arbitrations of the Company
□Applicable √Not applicable
No significant lawsuits and arbitrations occurred in the reporting period
40
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
XIII. Penalty and rectification
□ Applicable √ Not applicable
No penalty and rectification for the Company in reporting period.
XIV. Integrity of the company and its controlling shareholders and actual controllers
□ Applicable √ Not applicable
XV. Implementation of the company’s stock incentive plan, employee stock ownership plan or
other employee incentives
√Applicable □Not applicable
On June 20, 2014, the company held the 2013 annual general meeting of stockholders which deliberated "the
company’s incentive fund implementation methods", the company has fully implemented it during the reporting
period, completed the first medium and long term special incentive allocation for core talents of 417 people,
effectively increased the employee motivation level, farthest mobilized the enthusiasm and creativity of
employees, stabilized the employees, attracted the high-quality talents, and enhance the cohesive force in
enterprise.
XVI. Major related transaction
1. Related transaction with routine operation concerned
√Applicable □Not applicable
Wheth
er
Trading over
Type Availabl
Related Clearin
of Conte Relat Proporti limit the Index
transaction g form e Date of
relate nt of Pricing ed on in approve appro of
Related amount for
Relationship d related principl transa similar similar disclosu
party (in 10 related
trans transa e ction transacti d (in 10 ved disclos
thousand transacti market re
actio ction price ons thousan limite ure
Yuan) on
n price
d Yuan) d or
not
(Y/N)
Weifu Proc 2015-04 ‖Predic
Precision urem Procur Accordi -23 tion of
Fair Mark
Machiner Associated ent ement ng to Market Daily
market et 3,339.38 0.90% 4,100 No
y company of of the price Related
pricing price
Manufact good goods contract Transac
uring s tion for
year of
Associated Proc Procur Accordi
Bosch Fair Mark 2015‖
company, urem ement ng to Market
Diesel market et 11,606.63 3.12% 29,000 No (No.: :2
controlling ent of the price
System pricing price 015-00
subsidiary of of goods contract
41
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
German good 8) and
Bosch s ―Resolu
Company tion
Notice
Proc
of
Weifu urem Procur Accordi
Joint venture Fair Mark Annual
Environm ent ement ng to Market
of Weifu market et 94,389.68 25.41% 125,800 No Shareh
ent of of the price
Leader pricing price olders
Protection good goods contract
General
s
Meetin
Proc
Second g of
urem Procur Accordi
largest Fair Mark 2014‖
German ent ement ng to Market
shareholder market et 6,670.75 1.80% 10,000 No (No.:
Bosch of of the price
of the pricing price 2015-0
good goods contract
Company 16)
s
publish
Weifu ed on
Precision Sales Accordi Juchao
Sales Fair Mark
Machiner Associated of ng to Market Website
of market et 425.57 0.07% 1,360 No
y company good the price
goods pricing price
Manufact s contract
uring
Associated
company,
Sales Accordi
Bosch controlling Sales Fair Mark
of ng to Market
Diesel subsidiary of of market et 132,928.71 23.15% 220,000 No
good the price
System German goods pricing price
s contract
Bosch
Company
Weifu Sales Accordi
Joint venture Sales Fair Mark
Environm of ng to Market
of Weifu of market et 2,893.99 0.50% 2,200 Yes
ent good the price
Leader goods pricing price
Protection s contract
Second
Sales Accordi
largest Sales Fair Mark
German of ng to Market
shareholder of market et 213.14 0.04% 950 No
Bosch good the price
of the goods pricing price
s contract
Company
Associated Labor
Accordi
Bosch company, servic Fair Mark
ng to Market
Diesel controlling Other e and market et 223.47 350 No
the price
System subsidiary of techno pricing price
contract
German logy
42
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Bosch servic
Company e
payabl
e
Techn
Second
ology Accordi
largest Fair Mark
German servic ng to Market
shareholder Other market et 1,669.17 1,180 Yes
Bosch e the price
of the pricing price
payabl contract
Company
e
Weifu Accordi
Joint venture Rental Fair Mark
Environm ng to Market
of Weifu Other receiv market et 231.29 240 No
ent the price
Leader able pricing price
Protection contract
Associated
company,
Purch Accordi
Bosch controlling Fair Mark
ase of ng to Market
Diesel subsidiary of Other market et 481.04 700 No
fixed the price
System German pricing price
assets contract
Bosch
Company
Weifu Sales Accordi
Joint venture Fair Mark
Environm of ng to Market
of Weifu Other market et 0 1,250 No
ent fixed the price
Leader pricing price
Protection assets contract
Second
Purch Accordi
largest Fair Mark
German ase of ng to Market
shareholder Other market et 3.68 Yes
Bosch fixed the price
of the pricing price
assets contract
Company
Weifu Purch Accordi
Joint venture Fair Mark
Environm ase of ng to Market
of Weifu Other market et 0.51 Yes
ent fixed the price
Leader pricing price
Protection assets contract
Total -- -- 255,077.01 -- 397,130 -- -- -- -- --
Detail of sales return with major
Not applicable
amount involved
Report the actual implementation of
The total amount from daily related transaction in reporting period still in the predicted
the daily related transactions which
amount that approved in Annual Shareholders’ General Meeting of 2014, the predicted
were projected about their total
amount of daily related transactions for year of 2015 at year-begin amounting as RMB
amount by types during the reporting
3,971,300,000 in total.
period(if applicable)
43
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Reasons for major differences
between trading price and market Not applicable
reference price
2. Related transactions by assets acquisition and sold
□ Applicable √ Not applicable
No related transactions by assets acquisition and sold for the Company in reporting period
3. Main related transactions of mutual investment outside
□ Applicable √ Not applicable
No main related transactions of mutual investment outside for the Company in reporting period
4. Contact of related credit and debt
□ Applicable √ Not applicable
The Company had no contact of related credit and debt in the reporting period.
5. Other related transactions
□ Applicable √ Not applicable
The company had no other significant related transactions in reporting period.
XVII. Significant contract and implementations
1. Trusteeship, contract and leasing
(1) Trusteeship
□ Applicable √ Not applicable
No trusteeship for the Company in reporting period
(2) Contract
□ Applicable √ Not applicable
No contract for the Company in reporting period
(3) Leasing
□ Applicable √ Not applicable
No leasing for the Company in reporting period
2. Major guarantees
√Applicable □ Not applicable
(1) Guarantees
In 10 thousand Yuan
Particulars about the external guarantee of the Company (Barring the guarantee for subsidiaries)
Guarante
Related
Actual date of e for
Announce Actual Implemen
Name of the Company Guarantee happening (Date Guarantee Guarantee
ment guarantee related
guaranteed limit of signing type term ted (Y/N)
disclosure limit
agreement) party
date
(Y/N)
44
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
BOSCH Automotive
Diesel Systems Co., 2015-04-23 44,000
Ltd.
Total actual occurred
Total approving external guarantee
44,000 external guarantee in report
in report period (A1)
period (A2)
Total actual balance of
Total approved external guarantee
44,000 external guarantee at the
at the end of report period ( A3)
end of report period (A4)
Guarantee of the Company and the subsidiaries
Guarante
Related
Actual date of e for
Announce Actual Implemen
Name of the Company Guarantee happening (Date Guarantee Guarantee
ment guarantee related
guaranteed limit of signing type term ted (Y/N)
disclosure limit
agreement) party
date
(Y/N)
Ningbo Tianli
Joint liability
Turbocharging 2014-01-17 6,000 2013-12-24 6,000 3 years No No
guaranty
Technology Co., Ltd.
Total amount of actual
Total amount of approving
occurred guarantee for
guarantee for subsidiaries in report 0 6,000
subsidiaries in report period
period (B1)
(B2)
Total balance of actual
Total amount of approved
guarantee for subsidiaries at
guarantee for subsidiaries at the 6,000 6,000
the end of reporting period
end of reporting period (B3)
(B4)
Guarantee of the subsidiaries for the subsidiaries
Guarante
Related
Actual date of e for
Announce Actual Implemen
Name of the Company Guarantee happening (Date Guarantee Guarantee
ment guarantee related
guaranteed limit of signing type term ted (Y/N)
disclosure limit
agreement) party
date
(Y/N)
Total amount of guarantee of the Company( total of three abovementioned guarantee)
Total amount of approving Total amount of actual
guarantee in report period 44,000 occurred guarantee in report 6,000
(A1+B1+C1) period (A2+B2+C2)
Total amount of approved Total balance of actual
guarantee at the end of report 50,000 guarantee at the end of 6,000
period (A3+B3+C3) report period (A4+B4+C4)
The proportion of the total amount of actually guarantee in the net
0.51%
assets of the Company (that is A4+ B4+C4)
Including:
Amount of guarantee for shareholders, actual controller and its
0
related parties(D)
The debts guarantee amount provided for the guaranteed parties
0
whose assets-liability ratio exceed 70% directly or indirectly(E)
Proportion of total amount of guarantee in net assets of the
0
Company exceed 50%(F)
45
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Total amount of the aforesaid three guarantees(D+E+F) 0
Explanations on possibly bearing joint and several liquidating
Not applicable
responsibilities for undue guarantees (if applicable)
Explanations on external guarantee against regulated procedures
Not applicable
(if applicable)
Explanation on guarantee with composite way: Nil
(2)Guarantee outside against the regulation
□Applicable √Not applicable
No guarantee outside against the regulation in Period.
3. Entrust others to cash asset management
(1) Trust financing
√Applicable □Not applicable
In 10 thousand Yuan
Amount
of reserve
Principal for Actual
Whethe Trust
Criteria actually devaluatio Actual collected
r related financin Start Anticipate
Name Type End date for fixing collected n of gains/losse gains/loss
trade or g date d income
reward in the withdrawi s in period es in
not amount
Period ng (if period
applicable
)
Bank Maximize
financing, annualized
Bank, information 2015-01 2017-05 ate of
No 632,700 635,200 0 16,204.79 16,204.79 16,204.79
trust management -06 -27 return
plan, trust agreed in
products contract
Total 632,700 -- -- -- 635,200 0 16,204.79 16,204.79 --
All refers to the self-owned capital of the Company. The amount of trust financing is cumulative.
Capital resource
The actual capital for trust financing is RMB 2 billion at most, and recyclable within the limit.
Principal uncollected for overdue
0
and accumulated earnings
Lawsuit involved (if applicable) N/A
Disclosure date for approval
2015-04-23
from the Board for trust
46
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
financing (if applicable)
Disclosure date for approval
from board of shareholders for
trust financing (if applicable)
On April 15, 2016, the company held the fifth meeting of the eight board of directors which
deliberated and approved the "Proposal of trust management for the company’s own idle funds",
Whether has trust financing plan
agreed the trust management for the company's own idle funds, the amount is not more than 2
in future
billion yuan at the end of the year, and the above amount can be repeatedly used for investing in
the low-risk financial products.
(2) Entrusted loans
□ Applicable √ Not applicable
The company had no entrusted loans in the reporting period.
4. Other material contracts
□ Applicable √ Not applicable
No other material contracts for the Company in reporting period
XVIII. Explanation on other significant events
√Applicable □Not applicable
1. The company buys back parts of A shares
According to the securities regulatory authorities’ notification on the maintenance of stock market, in order to
maintain the stability of capital market and earnestly safeguard the interests of investors, the company released the
notice and supplemental notice on the maintenance scheme (draft) of the stock price (Notice no. is 2015-021,
2015-022) on July 10 and July 11, 2015, the company held the second meeting of the eighth board of directors on
July 21, 2015 and the first extraordinary general meeting of 2015 on August 7, 2015 which deliberated and
approved the ―Motion on the repurchase of some of the company’s A shares‖, the company has repurchased
11,250,422 shares of A stock from August 26, 2015 to September 8, 2015, and has finished the cancellation
procedures for above repurchase shares in China Securities Depository and Clearing Corporation Limited
Shenzhen Branch on September 16, 2015; after the cancellation of repurchase shares, the company’s general
capital decreased from 1,020,200,992 shares to 1,008,950,570 shares. The relevant notices (Notice No#
2015-25,26,27,28,29,30,31,32,33,37,38,39,40) about the company’s repurchase shares matters have been
published on "China Securities Journal", "Securities Times", "Hong Kong Commercial Daily" and
http://www.cninfo.com.cn
2. About some directors, supervisors and senior management to increase the holdings of the company's shares
Based on the confidence in the company's future development, according to the documents of "Notice about the
major shareholders of listed companies, directors, supervisors and senior management to increase the holdings of
the company's shares" (ZJF No. [2015] 51) issued by China Securities Regulatory Commission, some directors,
supervisors and senior management of the company have increased the holdings of the company's stock of total
90,000 shares through the centralized price bidding system of Shenzhen Stock Exchange on July 15, 2015, the
47
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
relevant notice (Notice No.: 2015-24) has been published on "China Securities Journal", "Securities Times",
"Hong Kong Commercial Daily" and http://www.cninfo.com.cn
XIX. Significant event of subsidiary of the Company
□ Applicable √ Not applicable
XX. Social responsibility
√Applicable □ Not applicable
"2015 social responsibility report" specific content of the Company, please refer to the Shenzhen Stock Exchange specified
information disclosure website of Juchao (cninf www.cninfo.com.cn).
The listed company and subsidiaries is in the range of heavy pollution industry that regulated by State environment protection
departments
□ Yes □ No √ Not applicable
XXI. Issuance of corporate bonds
Whether the company has corporate bonds that have been publicly issued and listed on the stock exchange, and not yet due or due but
not fully cashed on the approval date of annual report
No
48
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Section VI. Changes in Shares and Particulars about Shareholders
I. Changes in Share Capital
1. Changes in Share Capital
In Share
Before the Change Increase/Decrease in the Change (+, -) After the Change
Capital
Bon
New ization
Proportio us Proportio
Amount shares of Others Subtotal Amount
n shar n
issued public
es
reserve
I. Restricted shares 169,337,725 16.60% -169,258,773 -169,258,773 78,952 0.01%
2. State-owned
54,026,400 5.30% -54,026,400 -54,026,400
corporate shares
3. Other domestic shares 50,725 0.01% 28,227 28,227 78,952 0.01%
Domestic nature
50,725 0.01% 28,227 28,227 78,952 0.01%
person shares
4. Foreign shares 115,260,600 11.30% -115,260,600 -115,260,600
Including: Foreign
115,260,600 11.30% -115,260,600 -115,260,600
corporate shares
II. Unrestricted shares 850,863,267 83.40% 158,008,351 158,008,351 1,008,871,618 99.99%
1. RMB Ordinary shares 678,483,267 66.50% 158,008,351 158,008,351 836,491,618 83.09%
2. Domestically listed
172,380,000 16.90% 0 0 172,380,000 17.09%
foreign shares
3. Foreign listed foreign
0 0
shares
4. Other 0
III. Total shares 1,020,200,992 100.00% -11,250,422 -11,250,422 1,008,950,570 100.00%
Reasons for share changed
√ Applicable □ Not applicable
1. In accordance with relevant business rules and provisions of Shenzhen Stock Exchange, in the company’s
non-public offering of shares in 2012, the restricted stock trade period of the stock subscribed by Industrial Group
Bosch Company is 36 months, the restricted stock trade period has expired in March 2015, the company has
applied for relieving the restricted stock of 169,287,000 shares to Shenzhen Stock Exchange. The related notice
(Notice No: 2015-002) has been published on "China Securities Journal", "Securities Times", "Hong Kong
Commercial Daily" and http://www.cninfo.com.cn
2. The company’s board of directors change the term in office, the term of office of director Ge Songping expires
and leaves his post, the shares held by him are relieved the restrictions on sale; the board of supervisors change
the term in office, the term of office of supervisor Gao Guoyuan expires and leaves his post, the shares held by
him are relieved the restrictions on sale;
3. According to the securities regulatory authorities’ notification on the maintenance of stock market, in order to
49
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
maintain the stability of capital market and earnestly safeguard the interests of investors, the company held the
second meeting of the eighth board of directors on July 21, 2015 and the first extraordinary general meeting of
2015 on August 7, 2015 which deliberated and approved the ―Motion on the repurchase of some of the company’s
A shares‖. The company has repurchased 11,250,422 shares of A stock from August 26, 2015 to September 8,
2015, and has finished the cancellation procedures for above repurchase shares in China Securities Depository and
Clearing Corporation Limited Shenzhen Branch on September 16, 2015; after the cancellation of repurchase
shares, the company’s general capital decreased from 1,020,200,992 shares to 1,008,950,570 shares. The relevant
notices (Notice No# 2015-25,26,27,28,29,30,31,32,33,37,38,39,40) about the company’s repurchase shares
matters have been published on "China Securities Journal", "Securities Times", "Hong Kong Commercial Daily"
and http://www.cninfo.com.cn
4. On July 15, 2015, in view of the confidence in the company's future development and in order to enhance the
investors’ confidence, some directors, supervisors and senior management of the company have increased the
holdings of the company's stock of total 90,000 shares, which increased the company’s restricted shares. The
relevant notice (Notice No.: 2015-24) has been published on "China Securities Journal", "Securities Times",
"Hong Kong Commercial Daily" and http://www.cninfo.com.cn
Approval of share changed
√ Applicable □ Not applicable
According to the securities regulatory authorities’ notification on the maintenance of stock market, the company
held the second meeting of the eighth board of directors on July 21, 2015 and the first extraordinary general
meeting of 2015 on August 7, 2015 which deliberated and approved the ―Motion on the repurchase of some of the
company’s A shares‖.
Ownership transfer of share changed
√ Applicable □ Not applicable
On September 16, 2015, the company has finished the cancellation procedures for 11,250,422 shares of
repurchase shares in China Securities Depository and Clearing Corporation Limited Shenzhen Branch.
Influence on the basic EPS and diluted EPS as well as other financial indexes of net assets per share attributable to common
shareholders of Company in latest year and period
□ Applicable √ Not applicable
Other information necessary to disclose or need to disclosed under requirement from security regulators
□ Applicable √ Not applicable
2. Changes of restricted shares
√ Applicable □ Not applicable
In Share
Restricted
Shares
Opening Shares Ending
Increased
Shareholders shares released in shares Restricted reasons Date for released
In
restricted Period restricted
the
Period
Wuxi Industry Development Limited sale period
54,026,400 54,026,400 0 0 2015-3-5
Group Co., Ltd of 36 months is full
ROBERT BOSCH GMBH 115,260,600 115,260,600 0 0 Limited sale period 2015-3-5
50
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
of 36 months is full
Executives increased According to the
Chen Xuejun 3,564 0 22,500 26,064
holdings of shares rules
Executives increased According to the
Wang Xiaodong 0 0 15,586 15,586
holdings of shares rules
Executives increased According to the
Ou Jianbin 0 0 7,500 7,500
holdings of shares rules
Executives increased According to the
Shi Xingyuan 2,004 0 7,500 9,504
holdings of shares rules
According to the
Zhang Zhenting 0 0 375 375 New supervisor
rules
Executives increased According to the
Miu Yuming 0 0 7,500 7,500
holdings of shares rules
Executives increased According to the
Xu Yunfeng 2,250 0 7,500 9,750
holdings of shares rules
According to the
Zhou Weixing 2,673 0 0 2,673 No change
rules
Ge Songping 28,651 28,651 0 0 General outgoing 2015-11-28
Gao Guoyuan 11,583 11,583 0 0 General outgoing 2015-11-28
Total 169,337,725 169,327,234 68,461 78,952 -- --
II. Securities issuance and listing
1. Security offering (without preferred stock) in Reporting Period
□ Applicable √ Not applicable
2. Changes of total shares and shareholders structure as well as explanation on changes of assets and
liability structure
√ Applicable □ Not applicable
The company held the second meeting of the eighth board of directors on July 21, 2015 and the first extraordinary
general meeting of 2015 on August 7, 2015 which deliberated and approved the ―Motion on the repurchase of
some of the company’s A shares‖, the company has repurchased 11,250,422 shares of A stock from August 26,
2015 to September 8, 2015, and has finished the cancellation procedures for above repurchase shares in China
Securities Depository and Clearing Corporation Limited Shenzhen Branch on September 16, 2015; after the
cancellation of repurchase shares, the company’s general capital decreased from 1,020,200,992 shares to
1,008,950,570 shares.
After the changes in the total number of shares, the shareholding ratio of major shareholder - Industrial Group
increases from 20% to 20.22%, the shareholding ratio of German Bosch Company increases from 14% to 14.16%;
the company's asset and liability structures have no major changes.
51
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
3. Existing internal staff shares
□ Applicable √ Not applicable
III. Particulars about shareholder and actual controller of the Company
1. Amount of shareholders of the Company and particulars about shares holding
In Share
Total preference
Total common Total preference shareholders
Total common stock shareholders with voting
stock with voting rights recovered at
shareholders at end of rights recovered at end of
shareholders in 60,624 58,573 0 end of last month before 0
last month before reporting period (if
reporting annual report disclosed (if
annual report disclosed applicable) (found in
period-end applicable) (found in note8)
note8)
Particulars about shares held above 5% by shareholders or top ten shareholders
Proporti Total Amount of Number of share
Changes Amount of
Nature of on of shareholders at restricted pledged/frozen
Full name of Shareholders in report un-restricted
shareholder shares the end of shares State of
period shares held Amount
held report period held share
Wuxi Industry Development State-owned
20.22% 204,059,398 204,059,398
Group Co., Ltd corporate
Foreign
ROBERT BOSCH GMBH 14.16% 142,841,400 142,841,400
corporate
China Securities Finance State-owned
3.02% 30,506,369 30,506,369
Corporation Limited corporate
Foreign
UBS AG 2.20% 22,240,948 22,240,948
corporate
Kangjian Assets Management Foreign
1.57% 15,881,792 15,881,792
Company –Client’s fund corporate
Central Huijin Assets State-owned
1.27% 12,811,200 12,811,200
Management Co., Ltd. corporate
BBH BOS S/A FIDELITY FD - Foreign
1.23% 12,382,279 12,382,279
CHINA FOCUS FD corporate
Puxin Investment Company- Foreign
1.12% 11,347,877 11,347,877
Client’s fund corporate
MERRILL LYNCH Foreign
1.12% 11,303,625 11,303,625
INTERNATIONAL corporate
RBC EMERGING MARKETS Foreign
0.78% 7,826,264 7,826,264
EQUITY FUND corporate
Strategy investors or general corporation
Not applicable
comes top 10 shareholders due to rights issue
52
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
(if applicable) (see note 3)
Among the top ten shareholders, there has no associated relationship between Wuxi
Industry Development Croup Co., Ltd. and other shareholders, the first largest
Explanation on associated relationship among
shareholder of the Company; and they do not belong to the consistent actionist
the aforesaid shareholders
regulated by the Management Measure of Information Disclosure on Change of
Shareholding for Listed Company.
Particular about top ten shareholders with un-restrict shares held
Amount of un-restrict Type of shares
Shareholders’ name
shares held at Period-end Type Amount
Wuxi Industry Development Group Co., Ltd 204,059,398 RMB common shares 204,059,398
ROBERT BOSCH GMBH RMB common shares 115,260,600
142,841,400
China Securities Finance Corporation Limited Domestically foreign shares 27,580,800
UBS AG 30,506,369 RMB common shares 30,506,369
Kangjian Assets Management Company –Client’s fund 22,240,948 RMB common shares 22,240,948
Central Huijin Assets Management Co., Ltd. 15,881,792 RMB common shares 15,881,792
BBH BOS S/A FIDELITY FD - CHINA FOCUS FD 12,811,200 RMB common shares 12,811,200
Puxin Investment Company- Client’s fund 12,382,279 Domestically foreign shares 12,382,279
MERRILL LYNCH INTERNATIONAL 11,347,877 RMB common shares 11,347,877
RBC EMERGING MARKETS EQUITY FUND 11,303,625 RMB common shares 11,303,625
Wuxi Industry Development Group Co., Ltd 7,826,264 Domestically foreign shares 7,826,264
Among the top ten shareholders, there has no associated relationship
between Wuxi Industry Development Croup Co., Ltd. and other
Expiation on associated relationship or consistent actors
shareholders, the first largest shareholder of the Company; and they do
within the top 10 un-restrict shareholders and between top
not belong to the consistent actionist regulated by the Management
10 un-restrict shareholders and top 10 shareholders
Measure of Information Disclosure on Change of Shareholding for
Listed Company.
Explanation on top 10 shareholders involving margin
Not applicable
business (if applicable) (see note 4)
Whether top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held have a buy-back
agreement dealing in reporting period
□ Yes √ No
The top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held of the Company have no
buy-back agreement dealing in reporting period.
2. Controlling shareholder of the Company
Nature of controlling shareholders: local state-owned holding
53
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Type of controlling shareholders: legal person
Legal person/person Date of Organization
Controlling shareholders Main operation business
in charge of the unit foundation code
Authorizing the state-owned assets operation
within a certain areas, investment management
Wuxi Industry Development of significant project, investment and
Jiang Guoxiong 1995-10-05 13600265-4
Group Co., Ltd. development of manufacturing and services
and venture capital in high-tech achievement,
entrust enterprise and management
Equity of other
domestic/oversea listed
Substantial shareholder of the Company—Industry Group is the controlling shareholder of Wuxi
company control by controlling
Taiji Industry Co., Ltd. (stock code: 600667)
shareholder as well as
stock-joint in report period
Changes of controlling shareholders in reporting period
□ Applicable √ Not applicable
The Company had no changes of controlling shareholders in reporting period
3. Actual controller of the Company
Nature of actual controller: local state-owned assets management
Type of actual controller: legal person
Legal person/person in Date of Organizati Main operation
Actual controlling shareholders
charge of the unit foundation on code business
State-owned Assets Supervision & Administration State-owned Assets
Huang Ronghua
Commission of Wuxi Municipality of Jiangsu Province Administration
Equity of domestic/oversea listed company control by
Not applicable
actual controller in report period
Changes of actual controller in reporting period
□ Applicable √ Not applicable
No changes of actual controllers for the Company in reporting period.
Property right and controlling relationship between the actual controller and the Company is as follow:
State-owned Assets Supervision & Administration
Commission of Wuxi Municipality of Jiangsu Province
100%
Wuxi Industry Development Croup Co., Ltd.
20.22%
Weifu High-Technology Group Co., Ltd.
54
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Actual controller controlling the Company by entrust or other assets management
□ Applicable √ Not applicable
4. Particulars about other legal person shareholders with over 10% shares held
√Applicable □Not applicable
Legal
Corporate rep./person Dated Register
Main business or management activity
shareholders in charge of founded capital
unit
Development, manufacture and sales of automotive equipment and
engine equipment; engaged in electro-technical, electronic technology,
Heiko Carrie、 EUR
ROBERT BOSCH machinery manufacturing and optical system as well as produce iron,
Bettina 1886-11-15 1,200
GMBH metal and plastic products and similar commodity. The company
Holzwarth million
engaged in varies trading business concerned with its business scope
and established relevant company concerned with its business scope.
5. Limitation and reducing the holdings of shares of controlling shareholders, actual controllers,
restructuring side and other commitment subjects
□ Applicable √ Not applicable
55
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Section VII. Preferred Stock
□ Applicable √ Not applicable
The Company had no preferred stock in the Period.
56
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Section VIII. Particulars about Directors, Supervisors, Senior
Executives and Employees
I. Changes of shares held by directors, supervisors and senior executives
Amou
nt of
Shares Amount
shares Shares
held at of shares
decrea Other held at
Working Start dated of End date of period increase
Title Sex Age sed in changes period-
Name status office term office term -begin d in this
this (share) end
(Share period
period (Share)
) (Share)
(Share
)
Chen Currently
Chairman M 48 2015-05-28 2018-05-27 4,753 30,000 34,753
Xuejun in office
Rudolf Currently
Vice Chairman M 58 2015-05-28 2018-05-27
Maier in office
Wang Vice Chairman & Currently in
M 49 2015-05-28 2018-05-27 781 20,000 20,781
Xiaodong GM office
Director, Deputy
Ou General Manager Currently in
M 49 2015-05-28 2018-05-27 10,000 10,000
Jianbin and financing office
Charger
Zhang Currently in
Director M 52 2015-05-28 2018-05-27
Xiaogeng office
Chen Currently in
Director M 54 2015-05-28 2018-05-27
Yudong office
Hua Currently in
Director F 51 2015-05-28 2018-05-27
Wanrong office
Independent Currently in
Xing Min M 61 2015-05-28 2018-05-27
Director office
Lou Independent Currently in
M 52 2015-05-28 2018-05-27
Diming Director office
Jin Independent Currently in
M 65 2015-05-28 2018-05-27
Zhangluo Director office
Xu Independent Currently in
M 52 2015-05-28 2018-05-27
Xiaofang Director office
Chairman of the Currently in
Shi
Supervisory M 53 2015-05-28 2018-05-27 2,673 10,000 12,673
Xingyuan office
Committee
57
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Zhang Currently in
Supervisor M 51 2015-05-28 2018-05-27 500 500
Zhenting office
Currently in
Liu Jinjun Supervisor M 40 2015-05-28 2018-05-27
office
Miu Currently in
Deputy GM M 52 2015-05-28 2018-05-27 10,000 10,000
Yuming office
Xu Currently in
Deputy GM M 44 2015-05-28 2018-05-27 3,000 10,000 13,000
Yunfeng office
Zhou Currently in
Secretary of Board M 52 2015-05-28 2018-05-27 3,565 3,565
Weixing office
Ge Leave the
Former director M 61 2012-03-07 2015-05-28 38,202 -38,202
Songping office
Former
Du Leave the
independent M 71 2012-03-07 2015-05-28
Fangci office
director
Former
Leave the
Yu Xiaoli independent F 52 2012-03-07 2015-05-28
office
director
Former
Zhang Leave the
independent M 51 2012-03-07 2015-05-28
Hongfa office
director
Gao Leave the
Former Supervisor M 61 2012-03-07 2015-05-28 15,445 -15,445
Guoyuan office
Wang Former Deputy Leave the
M 60 2012-03-07 2015-05-28
Yawei GM office
Total -- -- -- -- -- -- 68,419 90,500 0 -53,647 105,272
II. Changes of directors, supervisors and senior executives
Name Title Type Date Reasons
Ge Songping Director leave the post when office terms expires 2015-05-28 General of the Board
Du Fangci Independent Director leave the post when office terms expires 2015-05-28 General of the Board
Yu Xiaoli Independent Director leave the post when office terms expires 2015-05-28 General of the Board
Zhang Hongfa Independent Director leave the post when office terms expires 2015-05-28 General of the Board
Gao Guoyuan Supervisor leave the post when office terms expires 2015-05-28 General of the Board
Wang Yawei Deputy GM leave the post when office terms expires 2015-05-28 General of the Board
58
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
III. Post-holding
Professional background, major working experience and present main responsibilities in Company of directors, supervisors and
senior executive
Mr. Chen Xuejun, was born in May 1967, a university background and a senior economist. He worked for the
Company in July of 1986. He has served as Director and Party branch secretary of the Company minning and
supply department, Director of Party Committee Office. He has served as chairman of 4th and 5th Session of
supervisory committee, deputy chairman and General Manager of 6th Session of the Board, chairman of 7th
Session of the Board. Now he serves as Director of Board of Industry Group, substantial shareholder of the
Company and secretary of Party Committee and also is the Chairman of 8th session of the Board.
Mr. Rudolf Maier, was born in October 1957, a German citizenship with a doctor degree. He has served
successively as chairman of commercial vehicle dept. diesel injection system, in German Bosch, chairman of
German Bosch Diesel System China, deputy chairman of Bosch Automobile Diesel and Director of 5th and 6th
Session of the Board, Deputy Chairman of 7th Session of the Board. Now he serves as executive deputy chairman
of technology research of German Bosch Diesel System, Chairman of BOSCH Automotive Diesel Systems Co.,
Ltd. and deputy Chairman of 8th session of the Board.
Mr. Wang Xiaodong, was born in November 1966, a university graduate, MBA and senior engineer. He worked in the
Company in 1989 and has served successively as Division Chief of Products Development Department of the
Company, deputy GM of Bosch Automotive Diesel System Co., Ltd. and supervisor of 6th Session of Supervisory
Committee of the Company, deputy chairman and General Manager of 7th Session of the Board Now he serves as
deputy chairman of 8th session of the Board and GM of the Company.
Mr. Ou Jianbin, born in June 1966, a senior college graduated and an accountant. He worked for the Company in
July 1987, and has served as Assistant Minister and Deputy Minister of Finanical Department of Weifu Company,
Director and deputy GM of subsidiary Weifu Jinning, Deputy GM and GM of subsidiary Weifu Leader, and
Supervisor of 5th session of Supervisory Committee, Director of 7th session of the Board standing deputy GM and
CFO. Now he serves as Director of 8th session of the Board, standing deputy GM and CFO of the Company.
Mr. Zhang Xiaogeng, born in March 1963, college degree, senior economist, joined work in November 1981,
served as person in charge of general affairs at Wuxi Radio Industry School, staff at Wuxi Electronic Computer
Factory, office secretary at China National Packaging Corporation Wuxi Branch, deputy director of general office
at Wuxi Packaging Associates, clerk of the production system office at commission for restructuring of Wuxi City,
deputy director of enterprise reform department of Wuxi City, director of comprehensive institution department of
Wuxi City, director of development and planning department (policy and regulation division) of SASAC of Wuxi
City, and vice-general manager of Wuxi Industry Development Group Co., Ltd. Now he serves as vice president
of the major shareholder – Industry Group, president of Taiji Industry, and director of the Company’s eighth
board of directors.
Mr. Chen Yudong, was born in September 1961, an America citizenship and a Doctor. He has served as Chief
59
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
engineer of Greater China, Business Director and GM of Business department of China of Delphi Automotive
Parts Group, senior deputy president of petrol system dept. of German Bosch,(who in charge of business in
mainland China), and also in charge of sales business of automobile products in China for German Bosch, and
Director of 7th session of the Board of the Company Now he serves as President of Bosch (China) Investment Ltd.
and Director of 8th session of the Board of the Company.
Ms. Hua Wanrong, born in September 1964, graduated from college, senior accountant, served as deputy director
of administrative resources division of State-owned Assets Supervision and Administration Bureau of Wuxi City,
director of tax policy and regulations division and director of state-owned assets division of Wuxi Municipal
Bureau of Finance, director of property management department and director of development and planning
department of State-owned Assets Supervision and Administration Commission of Wuxi City, director of
investment and development department of major shareholder – Industry Group, and director of the Company’s
seventh board of directors. She serves as director of the financial management department of the major
shareholder – Industry Group, director of Taiji Industry, and director of the Company’s eighth board of directors.
Mr. Xing Min, born in January 1954, graduate from University, professorate senior engineer. He has served
successively as vice chief of Bureau of Retired Veteran Cadres of Machinery Dept,, secretary of Party Committee
of Administration Division and deputy director, director of Labor Division, secretary of Party Committee of China
National Heavy Machinery Corporation (CHMC), GM and secretary of Party Committee of China National
Machine Tools Corporation (CNMTC), and Independent Director of 7th session of the Board of the Company.
Now he serves as vice chairman and secretary-general of China Internal Combustion Engine Industry Association
(CICEIA), Independent Director of Yunyi Electric, Independent Director of Hunan Tianyan, and Independent Director
of First Tractor and Independent Director of 8th session of the Board of the Company.
Lou Diming, male, born in July 1963, doctor, professor, served as deputy director and general party branch
secretary in School of Mechanical Engineering of Shanghai Railway Institute, deputy secretary of branch Party
committee of School of Mechanical Engineering and general party branch secretary in School of Locomotive
Vehicle Engineering and executive vice president of Institute of Rail Transit of Tongji University, and secretary
of the second joint committee of Tongji University. He serves as professor and doctoral supervisor of Tongji
University, director of Automobile Engine Design Institute of College of Automotive Studies, Tongji University,
director of Chinese Society for Internal Combustion Engines, vice chairman of small and medium power diesel
branch and vice chairman of oils and clean fuel branch, committee member of Expert & Technical Committee of
National Technical Committee 177 on IC engines Standardization Administration of China, committee member of
Expert Committee of China Internal Combustion Engine Industry Association, committee member of National
Standardization Technical Committee of Denatured Fuel Ethanol and Ethanol Fuel, independent director of
Shanghai Diesel Engine Co., Ltd., independent director of Kunming Yunnei Power Co., Ltd., and independent
director of the Company’s eighth board of directors.
Jin Zhangluo, male, born in August 1950, college degree, certified public accountant, senior accountant. Served as
the director in financial office of 3017 plant of former Ministry of Aviation Industry in Anshun City, Guizhou,
financial administrator of Jiangsu Jintan Diesel Engine Factory, deputy chief, chief, and chief accountant of
finance department of Wuxi Power Factory, department manager, deputy director, and routine deputy director of
60
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Jiangsu Gongzheng Tianye CPA. Serve as an independent director of Jiangsu Meishang Ecology Landscape Co.,
Ltd., independent director of Jiangsu Liba Enteprise Joint-Stock Co., Ltd., independent director of Suzhou Taihu
Electric Advanced Material Co, Ltd., independent director of Jiangsu Penyao Environmental Protection and
Technology Co., Ltd., and independent director of the Company’s eighth board of directors.
Xu Xiaofang, male, born in March 1963, graduate, lawyer, served as the deputy director and manger of
technology import department of Beihai City Technology Import Corporation, assistant manager in Beihai
Guangxin Industry and Trade Development Co., Ltd., part-time lawyer in Beihai Economic Law Firm, person in
charge of legal affairs in China Chamber of International Commerce Beihai Branch, part-time lawyer of
Guangdong Yuanjian Law Firm, and person in charge of legal affairs in CEIEC, lawyer of Guangdong Bohe Law
Firm. He serves as lawyer in Kunlun (Shenzhen) Law Firm, director of Shenzhen League Star Technology Co.,
Ltd., and independent director of the Company’s eighth board of directors.
Mr. Shi Xingyuan, was born in May 1962, a postgraduate, Master of Commerce and Industry, senior engineer. He
worked in the Company in July 1984. He has served successively as technician of the Company product development
department, deputy director of Assembly branch factory and director of Mangament, director of GM office, GM
assistant and deputy GM of the Company as well as director of 4th, 5th and 6th session of the Board, chairman of
supervisory committee of 7th session of the Board. Now he serves as deputy secretary of party committee and chairman
of labor union of the Company, and chairman of supervisory committee of 8th session of the Board,
Mr. Zhang Zhenting, born in December 1964, university graduated, senior engineer, took the job in Nanjing Fuel
Injection Equipment Factory (former Weifu Jinning) in July 1986, served as the engineer in charge, chief engineer,
director of development department, general manager assistant, deputy chief engineer, vice general manager in
Weifu Jinning, and serves as general manager in Weifu Jinning, and the supervisor of the Company’s eighth board
of supervisors.
Mr. Liu Jinjun, born in September 1975, graduates from University, a MSIE and engineer. He worked in the
Company in August 1995. He has served successively as Manager of H&R administrative and technology sales
manager of Weifu Auto Diesel, Supervisor of 7th session of Supervisory Committee. Now he serves as director of
H&R and Supervisor of 8th session of Supervisory Committee.
Mr. Miao Yuming, born in April 1963, a university background, MBA and senior engineer. He worked in the Company
in August 1983, and successively served as /director of sales dept. of the Company, assistant GM and deputy GM of the
Company. Now he serves as deputy GM of the Company and deputy GM of Bosch Automobile Diesel.
Mr. Xu Yunfeng, born in November 1971, graduate from University, a Master and engineer. He worked in the
Company in July 1994, and has successively served as vice director of product research institute of Technology
Center of the Company, Manager, assistant GM and GM of sales dept. of Weifu Automobile Diesel. Now he
serves as deputy GM of the Company.
Mr. Zhou Weixing, born in January 1963, graduate from University, a senior engineer. He worked in the Company
61
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
in 1985. He successively served as representative of security affairs, director of security office and secretary of the 5th,
6th and 7th Session of the Board. Now he serves as secretary of the Board of 8th session of the Board.
Post-holding in shareholder’s unit
√Applicable □ Not applicable
Received
Position in End date remuneration from
Start dated of
Name Name of shareholder’s unit of office
shareholder’s unit n office term term shareholder’s unit
(Y/N)
Executive vice
president of
Rudolf Maier ROBERT BOSCH GMBH 2011-01-01 Yes
technology research
of Diesel System
Rudolf Maier Bosch Automobile Diesel System Co., Ltd Chairman Yes
Zhang Xiaogeng Wuxi Industry Development Group Co., Ltd. Deputy GM 2008-04-01 Yes
Director of financial
Hua Wanrong Wuxi Industry Development Group Co., Ltd. 2011-12-01 Yes
management dept.
Chen Yudong Bosch (China) Investment Ltd. President 2011-01-01 Yes
Miu Yuming Bosch Automobile Diesel System Co., Ltd Deputy GM 2012-03-01 Yes
Post-holding in other unit
√Applicable □ Not applicable
Received
Start dated of End date of remuneration
Name Name of other units Position in other unit n
office term office term from other
unit (Y/N)
Vice chairman and
Xing Min CICEIA 2008-08-01 Yes
secretary
Xing Min Jiangsu Yunyi Electric Co., Ltd. Independent director 2013-05-15 2016-05-14 Yes
Xing Min Hunan Tyen Machinery Co., Ltd. Independent director 2015-07-17 2018-07-16 Yes
Xing Min First Tractor Co., Ltd. Independent director 2015-10-29 2018-10-18 Yes
Luo Diming Tongji University Professor, doctoral tutor 2000-04-15 Yes
Luo Diming Shanghai Diesel Engine Co., Ltd. Independent director 2015-05-20 2018-05-19 Yes
Luo Diming Kunming Yunnei Power Co., Ltd. Independent director 2015-12-28 2018-12-27 Yes
Jiangsu Meishang Ecological Landscape
Jin Zhangluo Independent director 2011-09-28 2017-09-27 Yes
Co., Ltd.
Jin Zhangluo Jiangsu Liba Industry Co., Ltd. Independent director 2014-02-15 2017-02-14 Yes
Suzhou Taihu Electrical New Materials
Jin Zhangluo Independent director 2016-02-04 2019-02-03 Yes
Co., Ltd.
62
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Jiangsu Pengyao Environmental
Jin Zhangluo Independent director 2014-02-01 Yes
Protection Technologies Co., Ltd.
Xu Xiaofang Oriental Kunlun (Shenzhen) Law Firm Lawyer 2004-09-01 Yes
Shenzhen Lihe Shida Technology Co.,
Xu Xiaofang Director 2012-08-01 Yes
Ltd.
Explanation
on
The aforesaid are the independent directors of the Company
post-holding
in other unit
Punishment of securities regulatory authority in recent three years to the company’s current and outgoing directors, supervisors and
senior management during the reporting period
□ Applicable √ Not applicable
IV. Remuneration for directors, supervisors and senior executives
Decision-making procedures, recognition basis and payment for directors, supervisors and senior executives
Decision-making procedure: the remuneration and examination committee recommend the remuneration proposal
in respect of directors, supervisors and senior management according to the ―Examining Methods of Annual
Operation Performance for Senior Executives‖ and ―Remuneration Management Methods for Senior Executives‖
approved at general meeting based on the completion of annual major targets, and shall be submitted to the board
for approval and implementation.
Determination bases: ―Examining Methods of Annual Operation Performance for Senior Executives‖ and
―Remuneration Management Methods for Senior Executives‖ approved at general meeting.
Actual payment: the annual remuneration comprises of basic annual salary and performance-related remuneration.
Basic annual salary is determined according to specific positions and performance-related remuneration is directly
related to economic benefits of the Company which is granted according to completion of each annual benefit
target.
Remuneration for directors, supervisors and senior executives in reporting period
In 10 thousand Yuan
Total remuneration Whether
obtained from the remuneration obtained
Name Title Sex Age Post-holding status
Company (before from related party of the
taxes) Company
Chen Xuejun Chairman M 48 Currently in office 75 No
Rudolf Maier Vice Chairman M 58 Currently in office Yes
Wang Xiaodong Vice Chairman & GM M 49 Currently in office 71 No
Director, Deputy General
Ou Jianbin Manager and financing M 49 Currently in office 60 No
Charger
Zhang Xiaogeng Director M 52 Currently in office Yes
Chen Yudong Director M 54 Currently in office Yes
63
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Hua Wanrong Director F 51 Currently in office Yes
Xing Min Independent Director M 61 Currently in office 10.22 No
Lou Diming Independent Director M 52 Currently in office 6.05 No
Jin Zhangluo Independent Director M 65 Currently in office 6.05 No
Xu Xiaofang Independent Director M 52 Currently in office 6.05 No
Chairman of the Supervisory
Shi Xingyuan M 53 Currently in office 60 No
Committee
Zhang Zhenting Supervisor M 52 Currently in office 42 No
Liu Jinjun Supervisor M 40 Currently in office 35 No
Miu Yuming Deputy GM M 52 Currently in office Yes
Xu Yunfeng Deputy GM M 44 Currently in office 60 No
Zhou Weixing Secretary of Board M 52 Currently in office 33 No
Ge Songping Former director M 61 Leave the office Yes
Du Fangci Former independent director M 71 Leave the office 4.17 No
Yu Xiaoli Former independent director F 52 Leave the office 4.17 No
Zhang Hongfa Former independent director M 51 Leave the office 4.17 No
Gao Guoyuan Former Supervisor M 61 Leave the office No
Wang Yawei Former Deputy GM M 60 Leave the office 25 No
Total -- -- -- -- 501.88 --
Delegated equity incentive for directors, supervisors and senior executives in reporting period
□ Applicable √ Not applicable
V. Particulars of workforce
1. Number of Employees, Professional composition, Education background
Employee in-post of the parent Company (people) 1,868
Employee in-post of main Subsidiaries (people) 3,161
The total number of current employees (people) 5,029
The total number of current employees to receive pay (people) 5,267
Retired employee’ s expenses borne by the parent Company and main
0
Subsidiaries (people)
Professional composition
Category of professional composition Numbers of professional composition (people)
Production personnel 2,997
Sales personnel 208
Technical personnel 1,151
64
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Financial personnel 89
Administrative personnel 584
Total 5,029
Education background
Category of education background Numbers (people)
Master degree and above 211
Undergraduate 1,072
Junior college 1,048
Other 2,698
Total 5,029
2. Remuneration Policy
Further improve the group company’s "Performance Management System" and "Salary welfare management
system", strengthen the performance-oriented distribution and motivation model, and encourage the employees to
have high performances. Research and actively experiment the motivation models under new business and new
markets. Comprehensively promote the "Implementation methods of the company’s incentive funds", and
strengthen the medium and long term incentives of core talents and all-involvement innovation incentives
represented by major projects.
3. Training programs
Within the year, the company officially introduced "Internal Trainers Administrative Rules (Amendment)" and
"Management System for Training Supplier (Trial)", developed and completed 46 internal training courses,
trained 54 internal trainers, and implemented one-year dynamic evaluation and employment mechanism.WPS
training center construction has put into operation. In 2015, the group trained 15,000 employees, accounting
for80% of the internal training. Focus on potential talent development plan, development and implementation of
the core talent training plan, aim at the training effectiveness, and strengthen the application plan of training and
sharing plan management. In addition, try the core talent exchange training mode with joint ventures; successively
send four people to Autocam Company in the United States for manufacturing technology management training
for 2 months.
4. Labor outsourcing
□ Applicable√ Not applicable
65
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Section IX. Corporate Governance
I. Corporate governance of the Company
During the reporting period, the Company earnestly implemented the Basic Internal Control Standards for
Enterprise and its guidance in strict accordance to the requirements of the Company Law, Securities Law, Listing
Rules of Shenzhen Stock Exchange as well as Guidance on Standard Operation of Listed Company on Main
Board, continued to improve and enhance legal person governance structure and internal control system, thus to
standardize its operation. The actual status of corporate governance in accordance with the requirements of China
Securities Regulatory Commission regulatory documents related to listing Corporation.
The company has established a series of document systems for standardized management including the ―Rules
of Procedure‖ of three committees, "Working Rules", ―internal control system‖, "Evaluation Management System
of Internal Control", "Information Disclosure Management Approach", "Financial Decision-making System of
Significant Investment", "Related Party Transaction System", "Inside Information and Insider Management
System".
According to the "Company Law", "Articles of Association" and relevant laws and regulations, the company
established a relatively complete organizational control architecture system. The company’s board of directors
executes the resolution of general meeting of stockholders, takes charge of the company’s great decisions, and
take responsible for the general meeting of stockholders; the company sets up the general manager according to
law to preside over the company’s daily production and operation and management, organize and implement the
resolutions of the board of directors, and take responsible for the board of directors; the company’s board of
supervisors is the company’s supervisory body, takes responsible for behaviors of the directors and senior
management and the supervise the company’s financial affairs. The board of directors has four special committees
including the strategy committee, remuneration and appraisal committee, audit committee, and nominations
committee. The company’s general meeting of stockholders, board of directors, board of supervisors, and
management layer have clear rights and obligations, perform their own duties, effectively check and balance,
scientifically make decisions, coordinate operations, and lay a solid foundation for the company’s sustainable,
stable and healthy development.
The company’s independent directors perform their duties and faithfully and conscientiously fulfill their
obligations in strict accordance with relevant regulations of "Articles of Association" and the "Independent
Director System", and actively attend the board meetings and shareholders' meetings, understand and obtain
relevant information before meetings; carefully consider each motion, and actively participate in the discussions
and make recommendations. Seriously make independent opinions, and effectively protect the interests of the
company and shareholders, especially the minority shareholders. Independent directors have no objections on
relevant matters of the company.
The company further implements the "Basic Norms of Enterprise Internal Control" and its guidelines, constructs
the internal control system in the company headquarters and major subsidiaries, enhance the company's
management and control level, optimize the workflow, improve the internal control system, identify and control
the operational risks. Please see the detailed contents of "2015 Annual Internal Control Evaluation Report" on
www.cninfo.com.cn which is the information disclosure website designated by Shenzhen Stock Exchange.
Is there any difference between the actual condition of corporate governance and relevant regulations about corporate governance for
listed company from CSRC?
□Yes √ No
There are no differences between the actual condition of corporate governance and relevant regulations about corporate governance
66
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
for listed company from CSRC.
II. Independency of the Company relative to controlling shareholders’ in aspect of businesses,
personnel, assets, organization and finance
The company is completely separated with the controlling shareholders in business, personnel, assets,
organization and finance, and has the independent and complete business and the independent operation capacity.
1. Business: the company has a complete independent research and development, procurement, production and
sales systems, the main business does not have horizontal competition with the controlling shareholders. The
business is absolutely separated.
2. Personnel: the company has mutual independence with its controlling shareholders in labor, personnel and
salary management; there is no mixed operation and management with the controlling shareholders. The
company’s general manager, vice general manager, financial administrator, secretary of the board, and senior
executives don’t hold any position in the shareholders’ units.
3. Assets: the company's assets are independent and complete, the property relations with the controlling
shareholders are clear.
4. Organization: the company has established organization completely independent from its controlling
shareholders, the duty and authority of the company’s stockholders' meeting, board of directors, board of
supervisors and management level are clearly defined, the internal management system can operate
independently.
5. Finance: the company has set up an independent financial department, established the independent financial
accounting system and financial management system, opened the independent bank account, and paid taxes
separately according to law.
III. Horizontal competition
□ Applicable √ Not applicable
IV. In the report period, the Company held annual shareholders’ general meeting and
extraordinary shareholders’ general meeting
1. Annual Shareholders’ General Meeting in the report period
Ratio of investor Date of
Session of meeting Type Date Index of disclosure
participation disclosure
Annual General Meeting Annual General (No.: 2015-16) published on
0.60% 2015-05-28 2015-05-29
of 2014 Meeting Juchao Website(www.cninfo.com.cn)
First extraordinary general Extraordinary (No.: 2015-31) published on
0.29% 2015-08-07 2015-08-08
meeting of 2015 general meeting Juchao Website(www.cninfo.com.cn)
2. Request for extraordinary general meeting by preferred stockholders whose voting rights restore
□ Applicable √ Not applicable
V. Responsibility performance of independent directors
1. The attending of independent directors to Board meetings and general meeting
67
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
The attending of independent directors to Board Meeting
Absent the
Times of Board meeting Times of Times of
Name of independent Times of Times of Meeting for the
supposed to attend in the attending by entrusted
director Presence Absence second time in a
report period communication presence
row (Y/N)
Xing Min 6 2 4 N
Lou Diming 4 1 3 N
Jin Zhangluo 4 1 3 N
Xu Xiaofang 4 1 3 N
Du Fangci 2 1 1 N
Yu Xiaoli 2 1 1 N
Zhang Hongfa 2 1 1 N
Times for attending general meeting from
2
independent directors
Explanation of absent the Board Meeting for the second time in a row
Nil
2. Objection for relevant events from independent directors
Independent directors come up with objection about Company’s relevant matters
□Yes √No
Independent directors has no objections for relevant events in reporting period
3. Other explanation about responsibility performance of independent directors
The opinions from independent directors have been adopted
√ Yes □ No
Explanation on advice that accepted/not accepted from independent directors
During the reporting period, the company’s independent directors have paid close attention to the company’s
operations, independently performed their duties, made special opinions on the company’s system improvement
and daily operating decisions in strict accordance with relevant laws and regulations and the provisions of
"Articles of Association", made independent and just opinions on the matters that need the independent directors’
opinions during the reporting period, and played the due role in improving the corporate governance mechanism,
maintaining the legitimate rights and interests of the company and all shareholders.
VI. Duty performance of the special committees under the board during the reporting period
During the reporting period, the board of directors of the special committees performed their duties as follows:
1. Two meetings of Audit committee of the Board, deliberated the followed: ―Financial Result Report of 2014‖,
―Annual Report of 2014 and its Summary‖, ―Conclusion Report of auditing for year of 2014‖, ―Engagement of
audit institute for financial report of 2015‖, ―Engagement of audit institute for internal control of the Company of
2015‖ , ―Change Report of accounting policies‖, ―Semi-Annual Report of 2015 and its Summary‖, and ―Specific
Report on Raise Funds Deposit for First Half Year of 2015 and Practical Usage‖ etc.;
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
2. One meeting of remuneration and appraisal committee of the Board, deliberate ―Remuneration evaluation and
payment for senior executive of 2014‖;
3. One meeting of strategy committee of the Board, deliberate ―Operation target for year of 2015‖;
4. The company has held two nominations committee meetings of the board of directors, reviewed and checked
the nominees for the company’s eighth board of directors without objection; reviewed the qualifications and
relevant circumstances of the engaged senior executives without objection.
VII. Works from Supervisory Committee
The Company has risks in reporting period that found in supervisory activity from supervisory committee
□ Yes √ No
Supervisory committee has no objection about supervision events in reporting period
VIII. Examination and incentives of senior management
Engagement, examination and incentives of senior management are made according to relevant provisions in the
Company Law and the Articles of Association. According to ―Assessment Method for the Annual Operation
Performance of Senior Executives‖ and ―Management Method on Remuneration of Senior Executives‖, the
Company determined the annual remuneration of senior management which comprised of basic annual salary and
performance-related remuneration. Basic annual salary was determined according to specific positions and
performance-related remuneration was directly related to economic benefits of the Company which was granted
according to completion of each annual benefit target. Till now, the Company has not implemented equity
incentive measures.
IX. Internal Control
1. Details of major defects in IC appraisal report that found in reporting period
□Yes √ No
2. Appraisal Report of Internal Control
Disclosure date of full internal control evaluation report 2016-04-19
‖Self-evaluation report of internal
control for 2015‖, more details found
Disclosure index of full internal control evaluation report in Juchao website
(www.cninfo.com.cn) appointed by
Shenzhen Stock Exchange
The ratio of the total assets of units included in the scope of evaluation accounting for the
92.00%
total assets on the company's consolidated financial statements
The ratio of the operating income of units included in the scope of evaluation accounting
94.00%
for the operating income on the company's consolidated financial statements
Defects Evaluation Standards
Category Financial Reports Non-financial Reports
Qualitative criteria See details in ―(II) Basis for evaluation of See details in ―(II) Basis for evaluation of
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
internal controls and defect identification internal controls and defect identification
standards of internal controls of III Evaluation standards of internal controls of III Evaluation
of Internal Controls‖ in ―2015 Annual Internal of Internal Controls‖ in ―2015 Annual Internal
Control Self-Evaluation Report‖ disclosed on Control Self-Evaluation Report‖ disclosed on
www.cninfo.com.cn on April 19, 2016. www.cninfo.com.cn on April 19, 2016.
See details in ―(II) Basis for evaluation of See details in ―(II) Basis for evaluation of
internal controls and defect identification internal controls and defect identification
standards of internal controls of III Evaluation standards of internal controls of III Evaluation
Quantitative standard
of Internal Controls‖ in ―2015 Annual Internal of Internal Controls‖ in ―2015 Annual Internal
Control Self-Evaluation Report‖ disclosed on Control Self-Evaluation Report‖ disclosed on
www.cninfo.com.cn on April 19, 2016. www.cninfo.com.cn on April 19, 2016.
Amount of significant defects in
0
financial reports
Amount of significant defects in
0
non-financial reports
Amount of important defects in
0
financial reports
Amount of important defects in
0
non-financial reports
X. Auditing report of internal control
√Applicable □ Not applicable
Deliberations in Internal Control Audit Report
Audit institute considers that: according to relevant regulations and ―Basic Rules of Internal Control for Enterprises‖, Weifu
High-Technology Co., Ltd., in all major aspects, keeps an efficiency of internal control of financial report dated 31 December 2015.
Disclosure details of audit report of internal control Disclosed
Disclosure date of audit report of internal control
2016-04-19
(full-text)
‖Audit report of internal control for year of 2015‖, more details found in
Index of audit report of internal control (full-text) Juchao website (www.cninfo.com.cn) appointed by Shenzhen Stock
Exchange
Opinion type of auditing report of IC Standard unqualified
Whether the non-financial report had major defects No
Carried out modified opinion for internal control audit report from CPA
□Yes √ No
The internal control audit report, issued by CPA, has concerted opinion with self-evaluation report, issued from the Board
√ Yes □ No
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Section X. Financial Report
I. Audit report
Type of audit opinion Standard unqualified opinion
Signing date of audit report 2016-04-15
Name of audit institute Jiangsu Gongzheng Tianye Certified Public Accountants Co., Ltd. (LLP)
Number of audit report Su Gong W [2016]No.: A468
Name of CPA Zhang Caibin, Meng Yin
Auditor’s Report
Su Gong W [2016]No.: A468
To all shareholders of Weifu High-Technology Group Co., Ltd.:
We have audited the Companying consolidated and parent Company’s financial statements of Weifu
High-Technology Group Co., Ltd. (―WFHT‖ for short), including balance sheet of 31 December 2015, and profit
statement for year of 2015, cash flow statement and statement on changes of owners’ equity for the year ended,
and notes to the financial statements for the year ended.
I. Management’s responsibility for the financial statements
Management of the Company is responsible for prepare and present financial statement of the Company,
which including: (1) Prepare financial statements with fair presentation in line with Accounting Standards for
Business Enterprises; (2) Designing, executed and maintaining necessary internal control in order to prevent
fundamental miscarrying in financial statement from fraudulent or errors.
II. Auditor's responsibility
Our responsibility is to express an audit opinion on these financial statements based on our audit. We performed
our audit in accordance with Chinese Certified Public Accountants' Auditing Standards. Those standards require
us to comply with professional ethics, and to plan and perform our audit so as to obtain reasonable assurance
about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures of the
financial statements. The selective audit procedures depend on auditor's judgment, including the evaluation of the
risk of material misstatement of the consolidated financial statements due to frauds or errors. When evaluating
risk, we consider internal control related to financial statements, in order to design auditing procedures. An audit
also includes assessing the appropriateness of the accounting policies adopted and the reasonableness of the
accounting estimates made by management, as well as evaluating the overall presentation of the financial
statements.
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
We believe that we have obtained sufficient and appropriate audit evidences to provide a basis for our audit
opinion.
III. Auditing opinion
In our opinion, in all material aspects, WFHT’s financial statements have been prepared in accordance with
the Accounting Standards for Business Enterprise, and they fairly present the financial status of the consolidated
and parent company’s as of December 31, 2015, and its operation results and cash flows for the year ended.
Jiangsu Gongzheng Tianye CPA Chinese CPA Zhang Caibin
（LLP）
Wuxi China Chinese CPA Meng Yin
15 April 2016
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
II. Financial statement
Unit in note of financial statement refers to CNY: RMB (Yuan)
1. Consolidated balance sheet
Prepared by Weifu High-Technology Group Co., Ltd
In RMB
Item Closing balance Opening balance
Current assets:
Monetary funds 3,274,679,732.54 2,360,027,208.92
Settlement provisions
Capital lent
Financial liability measured by fair value and with variation
reckoned into current gains/losses
Derivative financial liability
Notes receivable 1,031,886,230.18 993,552,743.48
Accounts receivable 1,261,163,184.87 1,206,105,236.56
Accounts paid in advance 73,326,550.19 101,014,401.60
Insurance receivable
Reinsurance receivables
Contract reserve of reinsurance receivable
Interest receivable 3,281,939.96 4,016,280.99
Dividend receivable 3,600,000.00 500,000.00
Other receivables 8,817,661.08 12,119,685.70
Purchase restituted finance asset
Inventories 865,574,792.41 1,111,669,480.16
Divided into assets held for sale
Non-current asset due within one year
Other current assets 2,016,204,649.28 1,812,883,996.48
Total current assets 8,538,534,740.51 7,601,889,033.89
Non-current assets:
Loans and payments on behalf
Finance asset available for sales 694,398,661.00 844,536,400.00
Held-to-maturity investment
Long-term account receivable
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Long-term equity investment 3,283,584,245.43 3,314,987,967.02
Investment property 20,233,111.93 21,418,942.40
Fixed assets 2,320,627,323.42 1,349,745,789.17
Construction in progress 162,402,752.68 477,416,068.77
Engineering material
Disposal of fixed asset
Productive biological asset
Oil and gas asset
Intangible assets 360,610,837.42 363,863,195.29
Expense on Research and Development
Goodwill 1,784,086.79 1,784,086.79
Long-term expenses to be apportioned 14,004,911.64 12,202,828.33
Deferred income tax asset 158,873,725.37 148,359,493.95
Other non-current asset 149,038,672.85 352,385,362.29
Total non-current asset 7,165,558,328.53 6,886,700,134.01
Total assets 15,704,093,069.04 14,488,589,167.90
Current liabilities:
Short-term loans 360,000,000.00 415,000,000.00
Loan from central bank
Absorbing deposit and interbank deposit
Capital borrowed
Financial liability measured by fair value and with variation
reckoned into current gains/losses
Derivative financial liability
Notes payable 630,682,394.24 488,556,684.85
Accounts payable 1,463,607,938.95 1,453,938,798.61
Accounts received in advance 33,545,363.49 43,783,927.30
Selling financial asset of repurchase
Commission charge and commission payable
Wage payable 245,070,941.07 261,647,666.99
Taxes payable 52,389,865.33 70,103,988.54
Interest payable 778,673.59 749,561.12
Dividend payable
Other accounts payable 49,333,826.26 62,266,107.58
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Reinsurance payables
Insurance contract reserve
Security trading of agency
Security sales of agency
Divided into liability held for sale
Non-current liabilities due within 1 year 60,000,000.00
Other current liabilities 10,706,310.23
Total current liabilities 2,895,409,002.93 2,806,753,045.22
Non-current liabilities:
Long-term loans 60,000,000.00
Bonds payable
Including: preferred stock
Perpetual capital securities
Long-term account payable 18,174,545.00 18,852,727.00
Long-term wages payable 96,350,000.00 69,000,000.00
Special accounts payable 44,725,048.69 18,265,082.11
Projected liabilities
Deferred income 400,657,991.06 228,792,442.75
Deferred income tax liabilities 35,499,320.90 23,815,411.40
Other non-current liabilities
Total non-current liabilities 595,406,905.65 418,725,663.26
Total liabilities 3,490,815,908.58 3,225,478,708.48
Owner’s equity:
Share capital 1,008,950,570.00 1,020,200,992.00
Other equity instrument
Including: preferred stock
Perpetual capital securities
Capital public reserve 3,396,935,227.97 3,635,684,413.04
Less: Inventory shares
Other comprehensive income 188,436,372.50 121,598,365.00
Reasonable reserve 914,648.09 867,353.00
Surplus public reserve 510,100,496.00 510,100,496.00
Provision of general risk
Retained profit 6,677,890,958.83 5,570,583,069.92
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Total owner’s equity attributable to parent company 11,783,228,273.39 10,859,034,688.96
Minority interests 430,048,887.07 404,075,770.46
Total owner’s equity 12,213,277,160.46 11,263,110,459.42
Total liabilities and owner’s equity 15,704,093,069.04 14,488,589,167.90
Legal Representative: Chen Xuejun
Person in charge of accounting works: Ou Jianbin
Person in charge of accounting institute: Ou Jianbin
2. Balance Sheet of Parent Company
In RMB
Item Closing balance Opening balance
Current assets:
Monetary funds 1,739,313,657.29 1,263,715,541.56
Financial liability measured by fair value and with variation
reckoned into current gains/losses
Derivative financial liability
Notes receivable 159,630,301.53 225,640,382.60
Accounts receivable 537,504,587.17 565,769,317.89
Account paid in advance 50,246,196.23 51,338,729.85
Interest receivable 33,287.67 33,287.67
Dividends receivable 3,600,000.00 500,000.00
Other receivables 81,906,796.95 5,071,840.68
Inventories 151,832,151.38 188,287,955.01
Divided into assets held for sale
Non-current assets maturing within one year
Other current assets 2,038,225,831.05 1,917,505,847.55
Total current assets 4,762,292,809.27 4,217,862,902.81
Non-current assets:
Available-for-sale financial assets 608,458,661.00 758,596,400.00
Held-to-maturity investments
Long-term receivables
Long-term equity investments 4,241,205,473.10 4,308,319,159.56
Investment property
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Fixed assets 1,417,143,347.25 543,076,778.80
Construction in progress 60,582,501.19 361,110,943.40
Project materials
Disposal of fixed assets
Productive biological assets
Oil and natural gas assets
Intangible assets 199,636,812.43 205,291,338.85
Research and development costs
Goodwill
Long-term deferred expenses
Deferred income tax assets 86,269,470.27 81,490,070.42
Other non-current assets 80,413,247.85 307,820,607.89
Total non-current assets 6,693,709,513.09 6,565,705,298.92
Total assets 11,456,002,322.36 10,783,568,201.73
Current liabilities:
Short-term borrowings 230,000,000.00 260,000,000.00
Financial liability measured by fair value and with variation
reckoned into current gains/losses
Derivative financial liability
Notes payable 218,219,397.80 178,800,000.00
Accounts payable 473,825,553.93 486,151,165.89
Accounts received in advance 4,754,011.37 1,754,804.23
Wage payable 118,032,003.11 139,244,128.74
Taxes payable 16,992,552.61 29,078,723.63
Interest payable 292,886.11 131,500.00
Dividend payable
Other accounts payable 12,757,135.96 160,538,572.20
Divided into liability held for sale
Non-current liabilities due within 1 year
Other current liabilities
Total current liabilities 1,074,873,540.89 1,255,698,894.69
Non-current liabilities:
Long-term loans
Bonds payable
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Including: preferred stock
Perpetual capital securities
Long-term account payable
Long-term wages payable 96,350,000.00 69,000,000.00
Special accounts payable 26,459,966.58
Projected liabilities
Deferred income 382,179,400.68 210,389,955.02
Deferred income tax liabilities 33,253,477.50 21,458,535.00
Other non-current liabilities
Total non-current liabilities 538,242,844.76 300,848,490.02
Total liabilities 1,613,116,385.65 1,556,547,384.71
Owners’ equity:
Share capita 1,008,950,570.00 1,020,200,992.00
Other equity instrument
Including: preferred stock
Perpetual capital securities
Capital public reserve 3,427,939,852.32 3,666,689,037.39
Less: Inventory shares
Other comprehensive income 188,436,372.50 121,598,365.00
Reasonable reserve
Surplus reserve 510,100,496.00 510,100,496.00
Retained profit 4,707,458,645.89 3,908,431,926.63
Total owner’s equity 9,842,885,936.71 9,227,020,817.02
Total liabilities and owner’s equity 11,456,002,322.36 10,783,568,201.73
3. Consolidated Profit Statement
In RMB
Item Current Period Last Period
I. Total operating income 5,741,643,746.42 6,354,480,020.38
Including: Operating income 5,741,643,746.42 6,354,480,020.38
Interest income
Insurance gained
Commission charge and commission income
II. Total operating cost 5,471,900,282.14 5,679,424,331.36
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Including: Operating cost 4,395,237,339.33 4,740,201,728.63
Interest expense
Commission charge and commission expense
Cash surrender value
Net amount of expense of compensation
Net amount of withdrawal of insurance contract reserve
Bonus expense of guarantee slip
Reinsurance expense
Operating tax and extras 29,548,327.24 33,417,172.98
Sales expenses 168,586,194.65 174,919,036.22
Administration expenses 794,534,500.08 648,698,294.92
Financial expenses -11,123,563.15 -24,803,283.07
Losses of devaluation of asset 95,117,483.99 106,991,381.68
Add: Changing income of fair value(Loss is listed with ―-‖)
Investment income (Loss is listed with ―-‖) 1,333,070,823.57 1,042,446,193.00
Including: Investment income on affiliated company and joint
1,050,533,134.73 881,943,278.13
venture
Exchange income (Loss is listed with ―-‖)
III. Operating profit (Loss is listed with ―-‖) 1,602,814,287.85 1,717,501,882.02
Add: Non-operating income 145,032,227.22 175,717,204.02
Including: Disposal gains of non-current asset 1,834,575.54 1,266,871.19
Less: Non-operating expense 84,329,691.21 180,698,053.92
Including: Disposal loss of non-current asset 10,669,782.22 17,546,837.25
IV. Total Profit (Loss is listed with ―-‖) 1,663,516,823.86 1,712,521,032.12
Less: Income tax expense 110,752,611.66 123,443,709.79
V. Net profit (Net loss is listed with ―-‖) 1,552,764,212.20 1,589,077,322.33
Net profit attributable to owner’s of parent company 1,515,388,285.71 1,539,439,686.81
Minority shareholders’ gains and losses 37,375,926.49 49,637,635.52
VI. Net after-tax of other comprehensive income 66,838,007.50 22,598,950.00
Net after-tax of other comprehensive income attributable to owners of
66,838,007.50 22,598,950.00
parent company
(I) Other comprehensive income items which will not be
reclassified subsequently to profit of loss
1. Changes as a result of re-measurement of net defined
benefit plan liability or asset
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
2. Share of the other comprehensive income of the investee
accounted for using equity method which will not be reclassified
subsequently to profit and loss
(II) Other comprehensive income items which will be reclassified
66,838,007.50 22,598,950.00
subsequently to profit or loss
1. Share of the other comprehensive income of the investee
accounted for using equity method which will be reclassified
subsequently to profit or loss
2. Gains or losses arising from changes in fair value of
66,838,007.50 22,598,950.00
available-for-sale financial assets
3. Gains or losses arising from reclassification of
held-to-maturity investment as available-for-sale financial assets
4. The effect hedging portion of gains or losses arising from
cash flow hedging instruments
5. Translation differences arising on translation of foreign
currency financial statements
6. Other
Net after-tax of other comprehensive income attributable to minority
shareholders
VII. Total comprehensive income 1,619,602,219.70 1,611,676,272.33
Total comprehensive income attributable to owners of parent
1,582,226,293.21 1,562,038,636.81
Company
Total comprehensive income attributable to minority shareholders 37,375,926.49 49,637,635.52
VIII. Earnings per share:
(i) Basic earnings per share 1.49 1.51
(ii) Diluted earnings per share 1.49 1.51
Enterprise combine under the same control in the Period, the combined party realized net profit of 0 Yuan before combination, and
realized 0 Yuan at last period for combined party
Legal Representative: Chen Xuejun
Person in charge of accounting works: Ou Jianbin
Person in charge of accounting institute: Ou Jianbin
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
4. Profit Statement of Parent Company
In RMB
Item Current Period Last Period
I. Operating income 1,496,256,710.78 2,267,337,970.05
Less: Operating cost 1,133,660,526.24 1,788,597,830.15
Operating tax and extras 1,526,114.71 10,824,678.36
Sales expenses 67,295,120.61 87,020,762.44
Administration expenses 350,001,215.81 245,613,703.29
Financial expenses -10,072,373.50 -17,935,026.12
Losses of devaluation of asset 36,385,574.47 9,077,420.90
Add: Changing income of fair value(Loss is listed with ―-‖)
Investment income (Loss is listed with ―-‖) 1,274,757,907.10 1,182,615,271.18
Including: Investment income on affiliated company and joint
955,955,208.26 808,997,384.50
venture
II. Operating profit (Loss is listed with ―-‖) 1,192,218,439.54 1,326,753,872.21
Add: Non-operating income 133,988,348.54 166,909,810.39
Including: Disposal gains of non-current asset 465,182.13 524,140.09
Less: Non-operating expense 73,030,302.51 175,935,248.16
Including: Disposal loss of non-current asset 3,209,637.17 16,437,002.04
III. Total Profit (Loss is listed with ―-‖) 1,253,176,485.57 1,317,728,434.44
Less: Income tax expense 46,069,369.51 39,951,595.29
IV. Net profit (Net loss is listed with ―-‖) 1,207,107,116.06 1,277,776,839.15
V. Net after-tax of other comprehensive income 66,838,007.50 22,598,950.00
(I) Other comprehensive income items which will not be
reclassified subsequently to profit of loss
1. Changes as a result of re-measurement of net defined
benefit plan liability or asset
2. Share of the other comprehensive income of the investee
accounted for using equity method which will not be reclassified
subsequently to profit and loss
(II) Other comprehensive income items which will be reclassified
66,838,007.50 22,598,950.00
subsequently to profit or loss
1. Share of the other comprehensive income of the investee
accounted for using equity method which will be reclassified
subsequently to profit or loss
2. Gains or losses arising from changes in fair value of 66,838,007.50 22,598,950.00
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
available-for-sale financial assets
3. Gains or losses arising from reclassification of
held-to-maturity investment as available-for-sale financial assets
4. The effect hedging portion of gains or losses arising from
cash flow hedging instruments
5. Translation differences arising on translation of foreign
currency financial statements
6. Other
VI. Total comprehensive income 1,273,945,123.56 1,300,375,789.15
VII. Earnings per share:
(i) Basic earnings per share
(ii) Diluted earnings per share
5. Consolidated Cash Flow Statement
In RMB
Item Current Period Last Period
I. Cash flows arising from operating activities:
Cash received from selling commodities and providing labor
4,513,918,022.06 7,216,910,847.87
services
Net increase of customer deposit and interbank deposit
Net increase of loan from central bank
Net increase of capital borrowed from other financial institution
Cash received from original insurance contract fee
Net cash received from reinsurance business
Net increase of insured savings and investment
Net increase of amount from disposal financial assets that measured
by fair value and with variation reckoned into current gains/losses
Cash received from interest, commission charge and commission
Net increase of capital borrowed
Net increase of returned business capital
Write-back of tax received 52,037,991.83 44,981,125.56
Other cash received concerning operating activities 97,619,762.37 157,375,158.71
Subtotal of cash inflow arising from operating activities 4,663,575,776.26 7,419,267,132.14
Cash paid for purchasing commodities and receiving labor service 2,488,708,088.55 4,857,961,523.04
Net increase of customer loans and advances
Net increase of deposits in central bank and interbank
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Cash paid for original insurance contract compensation
Cash paid for interest, commission charge and commission
Cash paid for bonus of guarantee slip
Cash paid to/for staff and workers 844,157,121.52 778,604,528.63
Taxes paid 416,117,387.51 478,485,171.36
Other cash paid concerning operating activities 372,547,408.51 414,316,254.32
Subtotal of cash outflow arising from operating activities 4,121,530,006.09 6,529,367,477.35
Net cash flows arising from operating activities 542,045,770.17 889,899,654.79
II. Cash flows arising from investing activities:
Cash received from recovering investment 6,530,002,670.00 3,426,900,000.00
Cash received from investment income 1,254,769,598.71 279,606,162.41
Net cash received from disposal of fixed, intangible and other
171,524,392.53 4,549,779.50
long-term assets
Net cash received from disposal of subsidiaries and other units
Other cash received concerning investing activities 406,670,877.27 154,360,800.00
Subtotal of cash inflow from investing activities 8,362,967,538.51 3,865,416,741.91
Cash paid for purchasing fixed, intangible and other long-term assets 568,098,396.38 802,479,615.28
Cash paid for investment 6,514,109,667.70 3,731,802,670.00
Net increase of mortgaged loans
Net cash received from subsidiaries and other units obtained
Other cash paid concerning investing activities 68,257,168.60 124,616,501.56
Subtotal of cash outflow from investing activities 7,150,465,232.68 4,658,898,786.84
Net cash flows arising from investing activities 1,212,502,305.83 -793,482,044.93
III. Cash flows arising from financing activities
Cash received from absorbing investment 12,812,655.54 3,047,322.07
Including: Cash received from absorbing minority shareholders’
12,812,655.54 3,047,322.07
investment by subsidiaries
Cash received from loans 670,000,000.00 1,011,000,000.00
Cash received from issuing bonds
Other cash received concerning financing activities 4,117.89
Subtotal of cash inflow from financing activities 682,812,655.54 1,014,051,439.96
Cash paid for settling debts 725,000,000.00 995,500,000.00
Cash paid for dividend and profit distributing or interest paying 449,595,560.55 362,953,796.86
Including: Dividend and profit of minority shareholder paid by
24,324,710.00 33,440,573.30
subsidiaries
83
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Other cash paid concerning financing activities 250,677,789.07 12,527,056.47
Subtotal of cash outflow from financing activities 1,425,273,349.62 1,370,980,853.33
Net cash flows arising from financing activities -742,460,694.08 -356,929,413.37
IV. Influence on cash and cash equivalents due to fluctuation in exchange
rate
V. Net increase of cash and cash equivalents 1,012,087,381.92 -260,511,803.51
Add: Balance of cash and cash equivalents at the period -begin 2,028,227,816.93 2,288,739,620.44
VI. Balance of cash and cash equivalents at the period -end 3,040,315,198.85 2,028,227,816.93
6. Cash Flow Statement of Parent Company
In RMB
Item Current Period Last Period
I. Cash flows arising from operating activities:
Cash received from selling commodities and providing labor
1,201,234,821.18 2,851,550,581.61
services
Write-back of tax received
Other cash received concerning operating activities 52,133,866.21 123,098,275.94
Subtotal of cash inflow arising from operating activities 1,253,368,687.39 2,974,648,857.55
Cash paid for purchasing commodities and receiving labor service 721,485,054.15 1,942,621,551.16
Cash paid to/for staff and workers 366,365,566.89 304,551,173.70
Taxes paid 74,211,388.19 167,536,666.25
Other cash paid concerning operating activities 329,019,362.91 231,017,098.12
Subtotal of cash outflow arising from operating activities 1,491,081,372.14 2,645,726,489.23
Net cash flows arising from operating activities -237,712,684.75 328,922,368.32
II. Cash flows arising from investing activities:
Cash received from recovering investment 6,436,000,000.00 3,389,400,000.00
Cash received from investment income 1,249,662,102.71 490,919,343.29
Net cash received from disposal of fixed, intangible and other
139,446,685.24 917,402.86
long-term assets
Net cash received from disposal of subsidiaries and other units 28,984,413.12
Other cash received concerning investing activities 403,480,877.27 148,230,000.00
Subtotal of cash inflow from investing activities 8,228,589,665.22 4,058,451,159.27
Cash paid for purchasing fixed, intangible and other long-term assets 284,499,684.91 586,811,102.09
Cash paid for investment 6,368,383,160.28 3,661,469,578.60
Net cash received from subsidiaries and other units
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Other cash paid concerning investing activities 68,257,168.60 124,616,501.56
Subtotal of cash outflow from investing activities 6,721,140,013.79 4,372,897,182.25
Net cash flows arising from investing activities 1,507,449,651.43 -314,446,022.98
III. Cash flows arising from financing activities
Cash received from absorbing investment
Cash received from loans 460,000,000.00 660,000,000.00
Cash received from issuing bonds
Other cash received concerning financing activities 4,117.89
Subtotal of cash inflow from financing activities 460,000,000.00 660,004,117.89
Cash paid for settling debts 490,000,000.00 620,000,000.00
Cash paid for dividend and profit distributing or interest paying 414,668,867.66 317,447,029.25
Other cash paid concerning financing activities 249,999,607.07
Subtotal of cash outflow from financing activities 1,154,668,474.73 937,447,029.25
Net cash flows arising from financing activities -694,668,474.73 -277,442,911.36
IV. Influence on cash and cash equivalents due to fluctuation in exchange
rate
V. Net increase of cash and cash equivalents 575,068,491.95 -262,966,566.02
Add: Balance of cash and cash equivalents at the period -begin 1,159,462,935.71 1,422,429,501.73
VI. Balance of cash and cash equivalents at the period -end 1,734,531,427.66 1,159,462,935.71
85
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
7. Statement of Changes in Owners’ Equity (Consolidated)
This Period
In RMB
This Period
Owners’ equity attributable to parent company
Other
equity
instrument
Pe Less
rp : Provi
Item Minority Total owners’
etu Inve Other sion
Pr Reasonable interests equity
Share capital al Capital reserve ntor comprehensive Surplus reserve of Retained profit
efe reserve
ca Ot y income gener
rre
pit he shar al risk
d
al r es
sto
se
ck
cu
riti
es
I. Balance at the end
1,020,200,992.00 3,635,684,413.04 121,598,365.00 867,353.00 510,100,496.00 5,570,583,069.92 404,075,770.46 11,263,110,459.42
of the last year
Add: Changes of
accounting policy
Error
correction of the last
period
Enterprise
combine under the
same control
Other
86
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
II. Balance at the
1,020,200,992.00 3,635,684,413.04 121,598,365.00 867,353.00 510,100,496.00 5,570,583,069.92 404,075,770.46 11,263,110,459.42
beginning of this year
III. Increase/
Decrease in this year
-11,250,422.00 -238,749,185.07 66,838,007.50 47,295.09 1,107,307,888.91 25,973,116.61 950,166,701.04
(Decrease is listed
with ―-‖)
(i) Total
comprehensive 66,838,007.50 1,515,388,285.71 37,375,926.49 1,619,602,219.70
income
(ii) Owners’ devoted
-11,250,422.00 -238,749,185.07 12,812,655.54 -237,186,951.53
and decreased capital
1.Common shares
invested by 12,812,655.54 12,812,655.54
shareholders
2. Capital invested by
holders of other
equity instruments
3. Amount reckoned
into owners equity
with share-based
payment
4. Other -11,250,422.00 -238,749,185.07 -249,999,607.07
(III) Profit
-408,080,396.80 -24,324,710.00 -432,405,106.80
distribution
1. Withdrawal of
surplus reserves
2. Withdrawal of
general risk
provisions
3. Distribution for
owners (or -408,080,396.80 -24,324,710.00 -432,405,106.80
shareholders)
4. Other
(IV) Carrying
forward internal
87
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
owners’ equity
1. Capital reserves
conversed to capital
(share capital)
2. Surplus reserves
conversed to capital
(share capital)
3. Remedying loss
with surplus reserve
4. Other
(V) Reasonable
47,295.09 109,244.58 156,539.67
reserve
1. Withdrawal in the
17,777,214.23 2,228,444.50 20,005,658.73
report period
2. Usage in the report
17,729,919.14 2,119,199.92 19,849,119.06
period
(VI)Others
IV. Balance at the end
1,008,950,570.00 3,396,935,227.97 188,436,372.50 914,648.09 510,100,496.00 6,677,890,958.83 430,048,887.07 12,213,277,160.46
of the report period
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Last Period
In RMB
Last Period
Owners’ equity attributable to parent company
Other
equity
instrument
Pe Les
Provi
rp s:
Item sion Minority Total owners’
etu Inv Other
Pr Reasonable of
Share capital al Capital reserve ent comprehensive Surplus reserve Retained profit interests equity
efe reserve gener
ca Ot ory income
rre al
pit he sha
d risk
al r res
sto
se
ck
cu
riti
es
I. Balance at the end
1,020,200,992.00 3,630,042,689.57 98,999,415.00 1,255,141.19 433,608,687.76 4,416,658,298.29 396,888,296.67 9,997,653,520.48
of the last year
Add: Changes of
accounting policy
Error
correction of the last
period
Enterprise
combine under the
same control
Other
II. Balance at the
1,020,200,992.00 3,630,042,689.57 98,999,415.00 1,255,141.19 433,608,687.76 4,416,658,298.29 396,888,296.67 9,997,653,520.48
beginning of this year
III. Increase/ 5,641,723.47 22,598,950.00 -387,788.19 76,491,808.24 1,153,924,771.63 7,187,473.79 1,265,456,938.94
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Decrease in this year
(Decrease is listed
with ―-‖)
(i) Total
comprehensive 22,598,950.00 1,539,439,686.81 49,637,635.52 1,611,676,272.33
income
(ii) Owners’ devoted
5,641,723.47 -9,090,457.00 -3,448,733.53
and decreased capital
1.Common shares
invested by 3,047,322.07 3,047,322.07
shareholders
2. Capital invested by
holders of other
equity instruments
3. Amount reckoned
into owners equity
with share-based
payment
4. Other 5,641,723.47 -12,137,779.07 -6,496,055.60
(III) Profit
76,491,808.24 -385,514,915.18 -33,440,573.30 -342,463,680.24
distribution
1. Withdrawal of
76,491,808.24 -76,491,808.24
surplus reserves
2. Withdrawal of
general risk
provisions
3. Distribution for
owners (or -306,060,297.60 -33,440,573.30 -339,500,870.90
shareholders)
4. Other -2,962,809.34 -2,962,809.34
(IV) Carrying
forward internal
owners’ equity
1. Capital reserves
conversed to capital
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
(share capital)
2. Surplus reserves
conversed to capital
(share capital)
3. Remedying loss
with surplus reserve
4. Other
(V) Reasonable
-387,788.19 80,868.57 -306,919.62
reserve
1. Withdrawal in the
17,248,551.90 2,225,365.33 19,473,917.23
report period
2. Usage in the report
17,636,340.09 2,144,496.76 19,780,836.85
period
(VI)Others
IV. Balance at the end
1,020,200,992.00 3,635,684,413.04 121,598,365.00 867,353.00 510,100,496.00 5,570,583,069.92 404,075,770.46 11,263,110,459.42
of the report period
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
8. Statement of Changes in Owners’ Equity (Parent Company)
This Period
In RMB
This Period
Other
equity Less
instrument :
Item Inve Other Total owners’
Perp Reasonable
Share capital Capital reserve ntor comprehensive Surplus reserve Retained profit
etual reserve equity
Preferr Ot y income
capit
ed he shar
al
stock r es
secu
rities
I. Balance at the end of the last year 1,020,200,992.00 3,666,689,037.39 121,598,365.00 510,100,496.00 3,908,431,926.63 9,227,020,817.02
Add: Changes of accounting
policy
Error correction of the last
period
Other
II. Balance at the beginning of this
1,020,200,992.00 3,666,689,037.39 121,598,365.00 510,100,496.00 3,908,431,926.63 9,227,020,817.02
year
III. Increase/ Decrease in this year
-11,250,422.00 -238,749,185.07 66,838,007.50 799,026,719.26 615,865,119.69
(Decrease is listed with ―-‖)
(i) Total comprehensive income 66,838,007.50 1,207,107,116.06 1,273,945,123.56
(ii) Owners’ devoted and decreased
-11,250,422.00 -238,749,185.07 -249,999,607.07
capital
1.Common shares invested by
shareholders
2. Capital invested by holders of other
equity instruments
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
3. Amount reckoned into owners
equity with share-based payment
4. Other -11,250,422.00 -238,749,185.07 -249,999,607.07
(III) Profit distribution -408,080,396.80 -408,080,396.80
1. Withdrawal of surplus reserves
2. Distribution for owners (or
-408,080,396.80 -408,080,396.80
shareholders)
3. Other
(IV) Carrying forward internal
owners’ equity
1. Capital reserves conversed to
capital (share capital)
2. Surplus reserves conversed to
capital (share capital)
3. Remedying loss with surplus
reserve
4. Other
(V) Reasonable reserve
1. Withdrawal in the report period 4,167,337.97 4,167,337.97
2. Usage in the report period 4,167,337.97 4,167,337.97
(VI)Others
IV. Balance at the end of the report
1,008,950,570.00 3,427,939,852.32 188,436,372.50 510,100,496.00 4,707,458,645.89 9,842,885,936.71
period
93
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Last period
In RMB
Last period
Other
equity Less
instrument :
Item Inve Other Total owners’
Perp Reasonable
Share capital Pref Capital reserve ntor comprehensive Surplus reserve Retained profit
etual reserve equity
erre Ot y income
capit
d he shar
al
stoc r es
secu
k
rities
I. Balance at the end of the last year 1,020,200,992.00 3,661,248,059.50 98,999,415.00 433,608,687.76 3,013,207,193.32 8,227,264,347.58
Add: Changes of accounting
policy
Error correction of the last
period
Other
II. Balance at the beginning of this
1,020,200,992.00 3,661,248,059.50 98,999,415.00 433,608,687.76 3,013,207,193.32 8,227,264,347.58
year
III. Increase/ Decrease in this year
5,440,977.89 22,598,950.00 76,491,808.24 895,224,733.31 999,756,469.44
(Decrease is listed with ―-‖)
(i) Total comprehensive income 22,598,950.00 1,277,776,839.15 1,300,375,789.15
(ii) Owners’ devoted and decreased
5,440,977.89 5,440,977.89
capital
1.Common shares invested by
shareholders
2. Capital invested by holders of other
equity instruments
3. Amount reckoned into owners
equity with share-based payment
94
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
4. Other 5,440,977.89 5,440,977.89
(III) Profit distribution 76,491,808.24 -382,552,105.84 -306,060,297.60
1. Withdrawal of surplus reserves 76,491,808.24 -76,491,808.24
2. Distribution for owners (or
-306,060,297.60 -306,060,297.60
shareholders)
3. Other
(IV) Carrying forward internal
owners’ equity
1. Capital reserves conversed to
capital (share capital)
2. Surplus reserves conversed to
capital (share capital)
3. Remedying loss with surplus
reserve
4. Other
(V) Reasonable reserve
1. Withdrawal in the report period 4,362,065.61 4,362,065.61
2. Usage in the report period 4,362,065.61 4,362,065.61
(VI)Others
IV. Balance at the end of the report
1,020,200,992.00 3,666,689,037.39 121,598,365.00 510,100,496.00 3,908,431,926.63 9,227,020,817.02
period
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
I I I . Basic information of the Company
1. Historical origin of the Company
By the approval of STGS (1992) No. 130 issued by Jiangsu Economic Restructuring Committee, Weifu
High-Technology Group Co., Ltd. (hereinafter referred to ―the Company‖ or ―Company‖) was established as a
company of limited liability with funds raised from targeted sources, and registered at Wuxi Administration for
Industry & Commerce in October 1992. The original share capital of the Company totaled RMB 115.4355 million,
including state-owned share capital amounting to RMB 92.4355 million, public corporate share capital amounting
to RMB 8 million and inner employee share capital amounting to RMB 15 million.
Between year of 1994 and 1995, the Company was restructured and became a holding subsidiary of Wuxi Weifu
Group Co., Ltd (hereinafter referred to as ―Weifu Group‖).
By the approval of Jiangsu ERC and Shenzhen Securities Administration Office in August 1995, the Company
issued 68 million special ordinary shares (B-share) with value of RMB 1.00 for each, and the total value of those
shares amounted to RMB 68 million. After the issuance, the Company’s total share capital increased to RMB
183.4355 million.
By the approval of CSRC in June 1998, the Company issued 120 million RMB ordinary shares (A-share) at
Shenzhen Stock Exchange through on-line pricing and issuing. After the issuance, the total share capital of the
Company amounted to RMB 303.4355 million.
In the middle of 1999, deliberated and approved by the Board and Shareholders’ General Meeting, the Company
implemented the plan of granting 3 bonus shares for each 10 shares. After that, the total share capital of the
Company amounted to RMB 394.46615 million, of which state-owned shares amounted to RMB 120.16615
million, public corporate shares RMB 10.4 million, foreign-funded shares (B-share) RMB 88.40 million, RMB
ordinary shares (A-share) RMB 156 million and inner employee shares RMB 19.5 million.
In the year 2000, by the approval of the CSRC and based upon the total share capital of 303.4355 million shares
after the issuance of A-share in June 1998, the Company allotted 3 shares for each 10 shares, with a price of RMB
10 for each allotted share. Actually 41.9 million shares was allotted, and the total share capital after the allotment
increased to RMB 436.36615 million, of which state-owned corporate shares amounted to RMB 121.56615
million, public corporate shares RMB 10.4 million, foreign-funded shares (B-share) RMB 88.4 million and RMB
ordinary shares (A-share) RMB 216 million.
In April 2005, Board of Directors of the Company has examined and approved 2004 Profit Pre-distribution Plan,
and examined and approved by 2004 Shareholders’ General Meeting , the Company distributed 3 shares for each
10 shares to the whole shareholders totaling to 130,909,845 shares in 2005.
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
According to the Share Merger Reform Scheme of the Company that passed by related shareholders’ meeting of
Share Merger Reform and SGZF [2006] No.61 Reply on Questions about State-owned Equity Management in
Share Merger Reform of Weifu High-Technology Co., Ltd. issued by State-owned Assets Supervision &
Administration Commission of Jiangsu Province, the Weifu Group etc. 8 non-circulating shareholders arranged
pricing with granting 1.7 shares for each 10 shares to circulating A-share shareholders (totally granted 47,736,000
shares), so as to realize the originally non-circulating shares can be traded on market when satisfied certain
conditions, the scheme has been implemented on April 5, 2006.
On 27 May 2009, Weifu Group satisfied the consideration arrangement by dispatching 0.5 shares for each 10
shares based on the number of circulating A share as prior to Share Merger Reform, according to the aforesaid
Share Merger Reform, with an aggregate of 14,039,979 shares dispatched. Subsequent to implementation of
dispatch of consideration shares, Weifu Group then held 100,021,999 shares of the Company, representing
17.63% of the total share capital of the Company.
Pursuant to the document (XGZQ(2009)No.46) about ―Approval for Merger of Wuxi Weifu Group Co., Ltd. by
Wuxi Industry Development Group Co., Ltd.‖ issued by the State-owned Assets Supervision and Administration
Commission of Wuxi City Government, Wuxi Industry Development Group Co., Ltd. (hereinafter referred to as
Wuxi Industry Group) acquired Weifu Group. After the merger, Weifu Group was then revoked, and its assets and
credits & debts were transferred to be under the name of Wuxi Industry Group. Accordingly, Wuxi Industry
Group became the first largest shareholder of the Company since then.
In accordance with the resolutions of shareholders' meeting and provisions of amended constitution, and approved
by [2012] No. 109 document of China Securities Regulatory Commission, in Feb., the Company issued RMB
ordinary shares (A-share) of 112,858,000 shares to Wuxi Industry Groups and overseas strategic investor,
ROBERT BOSCH GMBH (hereinafter referred to as Germany BOSCH), face value was RMB 1 Yuan per share,
added registered capital of RMB112,858,000 Yuan , and the registered capital after change was RMB
680,133,995 Yuan. Wuxi Industry Group is the first majority shareholder of the Company, and Germany BOSCH
is the second majority shareholder of the Company.
In March 2013, the profit distribution replan for year of 2012 was deliberated and approved by the Board, and also
passed in Annual General Meeting 2012 of the Company in May 2013. On basis of total share capital 680,133,995
shares, distribute 5-share for every 10 shares held by whole shareholders, 340,066,997 shares in total are
distributed. Total share captial of the Company amounting RMB 1,020,200,992 up to 31 December 2013.
Deliberated and approved by the company’s first extraordinary general meeting in 2015, the company has
repurchased 11,250,422 shares of A shares from August 26, 2015 to September 8, 2015, and has finished the
cancellation procedures for above repurchase shares in China Securities Depository and Clearing Corporation
Limited Shenzhen Branch on September 16, 2015; after the cancellation of repurchase shares, the company’s
paid-up capital (capital) becomes RMB 1,008,950,570 yuan after the change.
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
2. Registered place, organization structure and head office of the Company
Registered place and head office of the Company: Wuxi, Jiangsu
Registered number of the Company: 320200000014926
The Company sets up Shareholders’ General Meeting, the Board of Directors and the Supervisory Committee.
The Company sets up Administration Department, Engineering Technology Research Institution, Human
Resources Department, Office of the Board, Risk Management Department, Information Systems Department,
Market & Strategy Plan Department, Party-masses Security Department, Finance Control Department, Project
Purchase Department, Manufacturing Quality Department, MS Business Segment, AC Business Segment, and
subsidiaries such as Wuxi Weifu Leader Catalytic Converter Co., Ltd., Nanjing Weifu Jinning Co., Ltd., and Wuxi
Weifu Automotive Diesel System Co., Ltd.
3. Business nature and major operation activities of the Company
Operation scope of parent company: manufacture of engine fuel oil system products, fuel oil system testers and
equipments; sales of energy-oriented machinery, hardware & electric materials, chemical products and raw
materials (other than chemical dangerous). Auto spare parts, autos (other than autos under-9 seats); repair of
engine, technological development and consultancy service of machinery industry; import and export business in
respect of diversified commodities and technologies (other than those commodities and technologies limited or
forbidden by the State for import and export) by self-operation and works as agent for such business.
Major subsidiaries respectively activate in production and sales of engine accessories, auto spare parts, mufflers,
and purifiers.
4. Relevant party offering approval reporting of financial statements and date thereof
Financial statements of the Company were approved by the Board of Directors for reporting dated 15 April 2016.
5. Scope of consolidate financial statement
Shareholding ratio (%) Proportion Registered Business scope Stateme
of votes capital (in 10 nt
Shortname
Name of subsidiary (%) thousand consolid
of subsidiary Directly Indirectly
Yuan) ate
(Y/N)
Weifu Internal-combustion
Nanjing Weifu Jinning Co., Ltd. 80.00 -- 80.00 34,628.70 Y
Jinning engine and accessories
Wuxi Weifu Leader Catalytic Weifu Purifier and muffler
94.81 -- 94.81 50,259.63 Y
Converter Co., Ltd. Leader
Weifu Mashan Pump Glib Co., Weifu Internal-combustion
100.00 -- 100.00 4,500 Y
Ltd. Mashan engine and accessories
Wuxi Weifu Chang’an Co., Ltd. Weifu Internal-combustion
100.00 -- 100.00 6,000 Y
Chang’an engine and accessories
Wuxi Weifu Automotive Diesel Weifu Diesel 100.00 -- 100.00 30,000 Internal-combustion Y
98
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
System Co., Ltd. System engine and accessories
Wuxi Weifu International Trade Weifu
International 100.00 -- 100.00 3,000 International trade Y
Co. Ltd. Trade
Wuxi Weifu ITM Supercharging Internal-combustion
Weifu ITM 100.00 -- 100.00 16,000 Y
Technique Co., Ltd. engine and accessories
Wuxi Weifu Schmidt Power Weifu Internal-combustion
66.00 -- 66.00 4,800 Y
System Spare Parts Co., Ltd. Schmidt engine and accessories
Ningbo Weifu Tianli Internal-combustion
Weifu Tianli 51.00 -- 51.00 10,469 Y
Supercharging Technique Co., Ltd. engine and accessories
Anhui Weifu Tianshi Machinery Weifu Internal-combustion
52.00 -- 52.00 1,000 Y
Co., Ltd. Tianshi engine and accessories
Kunming Xitong Machinery Co., Kunming Internal-combustion
70.00 -- 70.00 400 Y
Ltd. Xitong engine and accessories
Wuxi Weifu-Autocam Fine Weifu
51.00 -- 51.00 USD1,510 Auto parts Y
Machinery Co. Ltd. Autocam
Weifu Purifier and muffler
Wuxi Weifu Leader Catalytic
Leader -- 60.00 60.00 1,000.00 Y
Converter (Wuhan) Co., Ltd.
(Wuhan)
IV. Basis of preparation of financial statements
1. Preparation base
The financial statement were stated in compliance with Accounting Standard for Business Enterprises –Basic
Norms issued by Ministry of Finance, the specific 41 accounting rules revised and issued dated 15 February 2006
and later, the Application Instruments of Accounting Standards and interpretation on Accounting standards and
other relevant regulations (together as ―Accounting Standards for Business Enterprise‖), as well as the
Compilation Rules for Information Disclosure by Companies Offering Securities to the Public No.15 – General
Provision of Financial Report (Amended in 2014) issued by CSRC in respect of the actual transactions and
proceedings, on a basis of ongoing operation.
In line with relevant regulations of Accounting Standards of Business Enterprise, accounting of the Company is
on accrual basis. Except for certain financial instruments, the financial statement measured on historical cost.
Assets have impairment been found, corresponding depreciation reserves shall accural according to relevant
relues.
2. Going concern
The Company comprehensively assessed the available information, and there are no obvious factors that imapct
sustainable operation ability of the Company within 12 months since end of the reporting period.
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V. Major Accounting Policies and Estimation
Specific accounting policies and estimation attention:
The Company and its subsidiaries are mainly engaged in the manufature and sales of engine fuel oil system
products, Auto spare parts, mufflers and purifiers etc., in line with the real operational characteristics and relevant
accounting standards, many specific accounting policies and estimation have been formulated for the transactions
and events with revenue recognized concerned. As for the explanation on major accounting judgment and
estimation, found more in 28-―Other major accounting policy and accounting estimation‖.
1. Statement on observation of Accounting Standard for Business Enterprises
Financial statements prepared by the Company were in accordance with requirements of Accounting Standard for
Business Enterprises, which truly and completely reflected the financial information of the Company dated 31
December 2015, such as financial position, operation achievements and cash flow for the year of 2015.
2. Accounting period
Accounting period of the Company consist of annual and mid-term, mid-term refers to the reporting period shorter
than one annual accounting year. The company adopts Gregorian calendar as accounting period, namely form each
1 January to 31 December.
3. Business cycles
Normal business cycle is the period from purchasing assets used for process by the Company to the cash and cash
equivalent achieved. The Company’s normal business cycle was one-year (12 months).
4. Recording currency
The Company’s reporting currency is the RMB Yuan.
5. Accounting Treatment Method for Business Combinations
Business combination is the transaction or events that two or two above independent enterprises combined as a
reporting entity. Business combination including enterprise combined under the same control and business
combined under different control.
(1) The business combination under the same control
Enterprise combination under the same control is the enterprise who take part in the combination are have the
same ultimate controller or under the same controller, the control is not temporary. The assets and liability
acquired by combining party are measured by book value of the combined party on combination date. Balance of
net assets’s book value acquired by combining party and combine consideration paid (or total book value of the
shares issued), shall adjusted capital reserve (share premium); if the capital reserves (share premium) is not
enough for deducted, adjusted for retained earnings. Vary directly expenses occurred for enterprise combination,
the combining party shall reckoned into current gains/losses while occurring. Combination day is the date when
combining party obtained controlling rights from the combined party.
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(2) Combine not under the same control
A business combination not involving entities under common control is a business combination in which all of the
combining entities are not ultimately controlled by the same party or parties both before and after the combination.
As a purchaser, fair value of the assets (equity of acquiree held before the date of purchasing included) for
purchasing controlling right from the actuiree, the liability occurred or undertake on purchasing date less the fair
value of identifiable net assets of the acuquiree obtained in combination, recognized as goodwill if the results is
positive; if the number is negative, the acquirer shall firstly review the measurement of the fair value of the
identifiable assets obtained, liabilities incurred and contingent liabilities incurred, as well as the combination costs.
After that, if the combination costs are still lower than the fair value of the identifiable net assets obtained, the
acquirer shall recognize the difference as the profit or loss in the current period. Other directlry expenses cost for
combination shall be reckoned into current gains/losses. Difference of the fair value of assets paid and its book
values, reckoned into current gains/losses. On purchasing date, the identifiable assets, liability or contigency of
the acquiree obtained by the Company recognized by fair value, that required identification conditions;
Acquisition date refers to the date on which the acquirer effectively obtains control of the acquiree.
6. Preparation method for consolidated financial statement
(1) Recognition principle of consolidated scope
On basis of the financial statement of the parent company and owned subsidiaries, preparted consolidated
statement in line with relvevant information. The scope of consolidation of consolidated financial statements is
ascertained on the basis of effective control. Once certain elements involved in the above definition of control
change due to changes of relevant facts or circumstances, the Company will make separate assessment.
(2) Basis of control
Control is the right to govern an investee so as to obtain variable return through participating in the investee’s
relevant activities and the ability to affect such return by use of the aforesaid right over the investee. Relevant
activites refers to the activites have major influence on return of the investee’s.
(3) Consolidation process
Subsidiaries are consolidated from the date on which the company obtains their actual control, and are
deconsolidated from the date that such control ceases. All significant inter-group balances, investment,
transactions and unrealized profits are eliminated in the consolidated financial statements. For subsidiaries being
disposed, the operating results and cash flows prior to the date of disposal are included in the consolidated income
statement and consolidated cash flow statement; for subsidiaries disposed during the period, the opening balances
of the consolidated balance sheet would not be restated. For subsidiaries acquired from a business combination
not under common control, their operating results and cash flows subsequent to the acquisition date are included
in the consolidated income statement and consolidated cash flow statement, and the opening balances and
comparative figures of the consolidated balance sheet would not be restated. For subsidiaries acquired from a
business combination under common control, their operating results and cash flows from the date of
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commencement of the accounting period in which the combination occurred to the date of combination are
included in the consolidated income statement and consolidated cash flow statement, and the comparative figures
of the consolidated balance sheet would be restated.
In preparing the consolidated financial statements, where the accounting policies or the accounting periods are
inconsistent between the company and subsidiaries, the financial statements of subsidiaries are adjusted in
accordance with the accounting policies and accounting period of the company.
Concerning the subsidiary obtained under combination with different control, adjusted several financial statement
of the subsidiary based on the fair value of recognizable net assets on purchased day while financial statement
consolidation; concerning the subsidiary obtained under combination with same control, considered current status
of being control by ultimate controller for consolidation while financial statement consolidation.
The unrealized gains and losses from the internal transactions occurred in the assets the Company sold to the
subsidiaries fully offset "the net profit attributable to the owners of the parent company". The unrealized gains and
losses from the internal transactions occurred in the assets the subsidiaries sold to the Company are distributed and
offset between "the net profit attributable to the owners of the parent company" and "minority interest" according
to the distribution ratio of the Company to the subsidiary. The unrealized gains and losses from the internal
transactions occurred in the assets sold among the subsidiaries are distributed and offset between "the net profit
attributable to the owners of the parent company" and "minority interest" according to the distribution ratio of the
Company to the subsidiary of the seller.
The share of the subsidiary’s ownership interest not attributable to the Company is listed as ―minority interest‖
item under the ownership interest in the consolidated balance sheet. The share of the subsidiary’s current profit or
loss attributable to the minority interests is listed as "minority interest" item under the net profit item in the
consolidated income statement. The share of the subsidiary’s current consolidated income attributable to the
minority interests is listed as the ―total consolidated income attributable to the minority shareholders‖ item under
the total consolidated income item in the consolidated income statement. If there are minority shareholders, add
the "minority interests" item in the consolidated statement of change in equity to reflect the changes of the
minority interests. If the losses of the current period shared by a subsidiary’s minority shareholders exceed the
share that the minority shareholders hold in the subsidiary ownership interest in the beginning of the period, the
balance still charges against the minority interests.
When the control over a subsidiary is ceased due to disposal of a portion of an interest in a subsidiary, the fair
value of the remaining equity interest is re-measured on the date when the control ceased. The difference between
the sum of the consideration received from disposal of equity interest and the fair value of the remaining equity
interest, less the net assets attributable to the company since the acquisition date, is recognized as the investment
income from the loss of control. Other comprehensive income relating to original equity investment in
subsidiaries shall be treated on the same basis as if the relevant assets or liabilities were disposed of by the
acquiree directly when the control is lost, namely be transferred to current investment income other than the
relevant part of the movement arising from re-measuring net liabilities or net assets under defined benefit scheme
by the original subsidiary. Subsequent measurement of the remaining equity interests shall be in accordance with
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relevant accounting standards such as ―Accounting Standards for business Enterprises 2 – Long-term Equity
Investments‖ or ―Accounting Standards for business Enterprises 22 – Financial Instruments Recognition and
Measurement‖.
The company shall determine whether loss of control arising from disposal in a series of transactions should be
regarded as a bundle of transactions. When the economic effects and terms and conditions of the disposal
transactions met one or more of the following situations, the transactions shall normally be accounted for as a
bundle of transactions: ①The transactions are entered into after considering the mutual consequences of each
individual transaction; ② The transactions need to be considered as a whole in order to achieve a deal in
commercial sense; ③The occurrence of an individual transaction depends on the occurrence of one or more
individual transactions in the series; ④ The result of an individual transaction is not economical, but it would be
economical after taking into account of other transactions in the series. When the transactions are not regarded as
a bundle of transactions, the individual transactions shall be accounted as ―disposal of a portion of an interest in a
subsidiary which does not lead to loss of control‖ and ―disposal of a portion of an interest in a subsidiary which
lead to loss of control‖. When the transactions are regarded as a bundle of transactions, the transactions shall be
accounted as a single disposal transaction; however, the difference between the consideration received from
disposal and the share of net assets disposed in each individual transactions before loss of control shall be
recognized as other comprehensive income, and reclassified as profit or loss arising from the loss of control when
control is lost.
7. Joint arrangement classification and accounting treatment for joint operations
In accordance with the Company’s rights and obligation under a joint arrangement, the Company classifies joint
arrangements into: joint ventures and joint operations.
The company confirms the following items related to the share of interests in its joint operations, and in
accordance with the provisions of the relevant accounting standards for accounting treatment:
(1) Recognize the assets held solely by the Company, and recognize assets held jointly by the Company in
appropriation to the share of the Company;
(2) Recognize the obligations assumed solely by the Company, and recognize obligations assumed jointly by the
Company in appropriation to the share of the Company;
(3) Recognize revenue from disposal of the share of joint operations of the Company;
(4) Recognize fees solely occurred by Company;
(5) Recognize fees from joint operations in appropriation to the share of the Company.
8. Determining standards for cash and cash equivalent
Cash refers to stock cash, savings available for paid at any time; cash and cash equivalent refers to the cash held
by the Company with short terms(expired within 3 months since purchased), and liquid and easy to transfer as
known amount and investment with minor variation in risks.
9. Foreign currency business and conversion
The occurred foreign currency transactions are converted into the recording currency in accordance with the
middle rate of the market exchange rate published by the People's Bank of China on the transaction date. Thereinto,
the occurred foreign currency exchange or transactions involved in the foreign currency exchange are converted in
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accordance with the actual exchange rate in the transactions.
At the balance sheet date, the account balance of the foreign currency monetary assets and liabilities is converted
into the recording currency amount in accordance with the middle rate of the market exchange rate published by
the People's Bank of China on the transaction date. The balance between the recording currency amount converted
according to exchange rate at the balance sheet date and the original recording currency amount is disposed as the
exchange gains or losses. Thereinto, the exchange gains or losses occurred in the foreign currency loans related to
the purchase and construction of fixed assets are disposed according to the principle of capitalization of borrowing
costs; the exchange gains and losses occurred during the start-up are included in the start-up costs; the rest is
included in the current financial expenses.
At the balance sheet date, the foreign currency non-monetary items measured with the historical costs are converted
in accordance with the middle rate of the market exchange rate published by the People's Bank of China on the
transaction date without changing its original recording currency amount; the foreign currency non-monetary items
measured with the fair value are converted in accordance with the middle rate of the market exchange rate
published by the People's Bank of China on the fair value date, and the generated exchange gains and losses are
included in the current profits and losses as the gains and losses from changes in fair value.
The following displays the methods for translating financial statements involving foreign operations into the
statements in RMB: The asset and liability items in the balance sheets for overseas operations are translated at the
spot exchange rates on the balance sheet date. Among the owners’ equity items, the items other than
―undistributed profits‖ are translated at the spot exchange rates of the transaction dates. The income and expense
items in the income statements of overseas operations are translated at the average exchange rates of the
transaction dates. The exchange difference arising from the above mentioned translation are recognized in other
comprehensive income and is shown separately under owner’ equity in the balance sheet; such exchange
difference will be reclassified to profit or loss in current year when the foreign operation is disposed according to
the proportion of disposal.
The cash flows of overseas operations are translated at the average exchange rates on the dates of the cash flows.
The effect of exchange rate changes on cash is presented separately in the cash flow statement.
10. Financial instrument
Financial instrument is the contract that taken shape of the financial asses for an enterprise and of the financial
liability or equity instrument for other units.
(1) Classification and measurement on financial assets and financial liability
In terms of investment purposes and economic natures, the Company divides its financial assets into financial
assets( with its variation of fair value reckoned into current gains/losses), financial assets available for sale,
account receivables and held-to-maturity investments, among which, transactional financial asset is measured at
fair value and movement of its fair value is recorded in current gains and losses; financial asset available for sale
is measured at fair value and movement of its fair value is recorded in owners’ equity; account receivables and
held-to-maturity investments are measured at amortized cost.
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In terms of economic nature, the Company divides its financial liabilities into two groups, namely financial
liabilities at fair value through gains and losses and other financial liabilities at amortized cost.
(2) Determination of fair values for financial assets and financial liabilities
The fair value refers to the price that will be received when selling an asset or the price to be paid to transfer a
liability in an orderly transaction between market participants on the date of measurement. Financial instruments
exist in an active market. Fair value is determined based on the quoted price in such market. An active market
refers to where pricing is easily and regularly obtained from exchanges, brokers, industrial organizations and price
fixing service organizations, representing the actual price of a market transaction that takes place in a fair deal.
While financial instruments do not exist in an active market, the fair value is determined using valuation
techniques. Valuation technologies include reference to be familiar with situation and prices reached in recent
market transactions entered into by both willing parties, reference to present fair values of similar other financial
instruments, cash flow discounting method and option pricing models.
As for the equity investment of the investee held by the Company, which has no controlling rights, common
control or significant influence (that is under the major influence), has no quota in an active market and the fair
value cannot be measure reasonably, than divided into financial assets available for sale and measured by cost.
(3) Recognition basis and measurement for transfer of financial assets
That the Company grants or delivers financial assets to party other than the issuer of such financial assets equals
transfer of financial assets. Financial assets transferred could be the entire or part of such financial assets. Two
forms are listed as follows:
① Transfer of right for collecting cash flow of financial assets to another party;
② Transfer financial assets to another party, while the aforementioned right is retained, with obligation of paying
such cash flow to final collector
When that the Company has transferred almost all risks and remunerations arising from ownership of all or part
financial assets to another party, accordingly, recognition for such entire or part financial assets shall be ceased.
Gains and losses are determined by the received consideration less the carrying value of the transferred financial
assets. Meanwhile, the original accumulated gains or losses of financial assets recognized in the owners’ equity
shall transferred to gains and losses; when all risks and remunerations attached to ownership are retained,
recognition for such entire or part financial assets shall continue, and the consideration received shall be viewed as
financial liabilities.
As for the financial assets which the Company has neither transferred nor retained all risks and remunerations
attached to ownership of such financial assets, while control upon such financial assets still exists, recognition
shall be conducted in light of the degree of its continuous involvement in the transferred financial assets.
Accordingly, relevant liabilities shall be recognized.
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(4) Recognition for termination of financial assets and liability
Upon satisfaction of one of the following condition, financial assets will immediately experience discontinued
recognition:
① Right entitled by contract in respect of collection of cash flow from such financial asset terminates.
② Such financial assets have been transferred and meet discontinued recognition condition for financial assets as
regulated by Accounting Standard for Enterprise No.23-Transfer of Financial Assets.
Only when present obligations under financial liability have been released entirely or partly, could cease
recognition of such financial liability or part thereof.
(5) Impairment of financial assets
The Company conducts inspection on carrying values of financial assets, except for transactional financial assets,
as at balance sheet date. If there is objective evidence indicating that impairment has happened to financial assets,
impairment reserve then shall be provided. Financial asset with great amount in single item is subject to separate
impairment test. In case of any objective evidence indicating that impairment has happened to such financial asset,
impairment loss shall be recognized and recorded in current gains and losses. As for the financial assets with no
great amount in single item and those which prove to be not impaired after separate test, the Company will
conduct impairment test on basis of credit portfolio which is determined in light of customers’ credit records and
historical bad debts, so as to recognize impairment loss.
Objective evidence indicating impairment happens to financial assets means the proceedings meeting the three
characteristics: actually occurred subsequent to initial recognition of such financial assets, bring influence over the
estimated future cash flow of such financial assets, and such influence could be reliably measured by the
Company.
The followings are included in objective evidences indicating impairment happens to financial assets:
① Serious financial difficulty happens to issuer or debtor;
② Breach of terms of contract by debtor, such as breach or overdue in repaying interest or principal;
③ Creditor makes concession for debtors who experience financial trouble in light of consideration for economy
or laws;
④ Debtor is very likely to experience bankrupt or financial reorganization;
⑤ Financial assets are not able to be traded in active market since material financial difficulty happens to issuer;
⑥ It is unable to judge whether cash flow from certain asset in a group of financial assets has decreased, while it
is finally found that the estimated future cash flow of such financial asset has actually decreased since its initial
recognition and the decrease can be reliably measured by reference to the general valuation based on open data.
For example, payment capacity of debtor of such financial assets portfolio gradually worsens, or unemployment in
country or region where the debtor locates risen, price of guaranty falls greatly in the place where it locate, and the
industry in which it belongs to is unpromising;
⑦ Material negative changes happen to technologies, markets, economy or law environment in which debtor
operates, which leads to that equity instrument investor is not likely to be able to recover investment cost;
⑧ Fair value of equity instrument investment experiences severe or non-temporary falling;
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⑨ Other objective evidence indicating impairment happens to financial assets.
In the event of impairment in financial asset at amortized cost, impairment loss is calculated based on the
difference between carrying value and present value of estimated future cash flow discounted at effective interest
rate.
After impairment loss is recognized for financial asset at amortized cost, if there is objective evidence indicating
value of such financial asset has recovered, which is objectively related to proceedings occurred after recognition
of such loss, the original impairment loss shall be reversed and recorded in current gains and losses. However, the
carrying value subsequent to such reversal shall not exceed the amortized cost of such financial asset as at the
reversal date on assumption that such impairment loss had not been provided.
Impairment of available-for-sale financial assets: in the event that decline in fair value of the available-for-sale
equity instrument is regarded as ―severe decline‖ or ―non-temporary decline‖ on the basis of comprehensive
related factors, it indicates that there is impairment loss of the available-for-sale equity instrument. In particular,
―severe decline‖ refers to fair value is lower than 50% of the cost price and last for over one year.
―Non-temporary decline‖ refers to fair value fell for over 6-month sessions.
When the available-for-sale financial assets impair, the accumulated loss originally included in the other
comprehensive income arising from the decrease in fair value was transferred out from the capital reserve and
included in the profit or loss for the period. The accumulated loss that transferred out from the capital reserve is
the balance of the acquired initial cost of asset, after deduction of the principal recovered, amortized amounts,
current fair value and the impairment loss originally included in the profit or loss. After recognition of the
impairment loss, if there is objective evidence showing recovery in value of such financial assets impaired and
which is related to any event occurring after such recognition in subsequent periods, the impairment loss
originally recognized shall be reversed. The impairment loss reversal of the available-for-sale equity instrument
will be recognized as other comprehensive income, and the impairment loss reversal of the available-for-sale debt
instrument will be included in the profit or loss for the period.
When an equity investment that is not quoted in an active market and the fair value of which cannot be measured
reliably, or the impairment loss of a derivative financial asset linked to the equity instrument that shall be settled
by delivery of that equity instrument, then it will not be reversed.
11. Account Receivable
(1) Account Receivable withdrawal on single significant amount and with bad debt provision accrued for
single item
Determine basis or amount standards for single The Company’s account receivables with above RMB 1 million in single item
significant amount is defined as account receivables with significant amount in single item.
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In line with the difference of present value of future cash flow lower its book
Withdrawal method for account with single significant
value, carried out impairment test independently and withdrawal the bad debt
amount and withdrawal single item bad debt provision
reserves
(2) Receivables with bad debt provision accrual by credit portfolio
Combination Bad debt provision accrual
Classify to many combination based on credit portfolio for those receivables with minor account singly
and those with major amount but has no impairment been found after testing independently; base on
Age analysis method
the actual loss ratio of the receivables of previous years, with same or similar credit portfolio, and
combining actual condition accrual bad debt reserves.
In combination, accounts whose bad debts provision was accrued by age analysis:
√ Applicable □ Not applicable
Account age Rate for receivables Rate for other receivables
Within 1 year (one year included) 10.00% 10.00%
Within 6 months
6 months to 1 year 10.00% 10.00%
1－2 years 20.00% 20.00%
2－3 years 40.00% 40.00%
Over 3 years 100.00% 100.00%
3－4 years 100.00% 100.00%
4－5 years 100.00% 100.00%
Over 5 years 100.00% 100.00%
In combination, withdrawal proportion of bad debt provision based on balance proportion
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods:
□ Applicable √ Not applicable
(3) Account receivable with minor single amount but with withdrawal bad debt provision for single item
Reasons for withdrawal single item bad The present value of future cash flow has major difference with the receivable group’s
debt provision present value of future cash flow
Withdrawal method for bad debt Carried out impairment test independently, accrual bad debt reserves according to the
provision difference of present value of future cash flow lower its book value
12. Inventories
(1) Classification of inventories
The Company’s inventories are categorized into stock materials, product in process and stock goods etc.
(2) Pricing for delivered inventories
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A. Generally, stock materials are calculated at planned cost. Material cost difference is individually set according
to classification of grant types. Pursuant to the difference between the planned cost of the received or delivered
raw materials and the material cost the aforesaid cost should share after carrying forward at period-end, the
Company adjusts the planned cost to effective cost; finished products are priced at effective costs, and carried
forward to operating cost by weighted average method when being delivered;
B. Products in process are priced at effective costs, and carried forward to finished products at actually occurred
cost;
C. Finished self-produced products are priced at effective costs, and carried forward to operating cost by weighted
average method; external purchase goods (from import and export trades) are carried forward to sales cost by
individual pricing method.
(3) Recognition evidence for net realizable value of inventories and withdrawal method for inventory impairment
provision
Inventories as at period-end are priced at the lower of costs and net realizable values; at period end, on the basis of
overall clearance about inventories, inventory impairment provision is withdrew for uncollectible part of costs of
inventories which result from destroy of inventories, out-of-time of all and part inventories, or sales price
lowering than cost. Inventory impairment provision for stock goods and quantity of raw materials is subject to the
difference between costs of single inventory item over its net realizable value. As for other raw materials with
large quantity and comparatively low unit prices, inventory impairment provision is withdrawn pursuant to
categories.
As for finished goods, commodities and materials available for direct sales, their net realizable values are
determined by their estimated selling prices less estimated sales expenses and relevant taxes. For material
inventories held for purpose of production, their net realizable values are determined by the estimated selling
prices of finished products less estimated costs, estimated sales expenses and relevant taxes accumulated till
completion of production. As for inventories held for implementation of sales contracts or service contracts, their
net realizable values are calculated on the basis of contract prices. In the event that inventories held by a company
exceed order amount as agreed in sales contracts, net realizable values of the surplus part are calculated on the
basis of normal sale price.
(4) Inventory system
Perpetual Inventory System is adopted by the Company and takes a physical inventory.
(5) Amortization of low-value consumables and wrappage
①Low-value consumables
The Company adopts one-off amortization method to amortize the low-value consumables.
②Wrappage
The Company adopts one-off amortization method to amortize the wrappage at the time of receipt.
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13. Classified as assets held for sale
The Company’s component(or non-current asset) will recognize as held-for-sale while satisfied the followed
conditions simultaneously: the component can be promptly sold at its existing status only according to the practice
terms in connection with disposal of this kind of assets; the Company has already made resolution on disposal of
such component, such as approved by shareholders in line with regulations, have already approved by general
meeting or relevant authority; the Company entered into irrevocable transfer agreement with the transferee; and
this transfer will be completed within one year.
Book value of the assets held-for-sale shall be adjusted on recoverable amounts (no more than the original book
value while qualify held-for-sale conditions), the exceed parts from original book value and recoverable amounts
after adjusted shall considered as assets impairment loss reckoned into current gains/losses. Held-for-sale fixed
assets and intangible assets would be not applicable to depreciation or amortization, and would be measured at the
lower of its carrying value less disposal cost and fair value less disposal cost.
If classified as held for sale no longer meets the recognition condition as non-current asset held for sale or
disposal group, the Company will cease such recognition and measure the asset at the lower of the following two
items:
(1) The carrying value of the asset or disposal group prior to being classified as held for sale, based on the amount
adjusted with the depreciation, amortization or impairment which should have been recognized assuming it had
not been classified as held for sale;
(2) The recoverable amount on the date when the Company decides to cease disposal.
14. Long-term equity investment
Long-term equity investments refer to long-term equity investments in which the Company has control, joint
control or significant influence over the investee. Long-term equity investment without control or joint control or
significant influence of the Group is accounted for as available-for-sale financial assets or financial assets
measured at fair value with any change in fair value charged to profit or loss.
(1) Determination of initial investment cost
Investment costs of the long-term equity investment are recognized by the follow according to different way of
acquirement:
①For a long-term equity investment acquired through a business combination involving enterprises under
common control, the initial investment cost of the long-term equity investment shall be the absorbing party’s
share of the carrying amount of the owner’s equity under the consolidated financial statements of the ultimate
controlling party on the date of combination. The difference between the initial cost of the long-term equity
investment and the cash paid, non-cash assets transferred as well as the book value of the debts borne by the
absorbing party shall offset against the capital reserve. If the capital reserve is insufficient to offset, the retained
earnings shall be adjusted. If the consideration of the merger is satisfied by issue of equity securities, the initial
investment cost of the long-term equity investment shall be the absorbing party’s share of the carrying amount of
the owner’s equity under the consolidated financial statements of the ultimate controlling party on the date of
combination. With the total face value of the shares issued as share capital, the difference between the initial cost
of the long-term equity investment and total face value of the shares issued shall be used to offset against the
capital reserve. If the capital reserve is insufficient to offset, the retained earnings shall be adjusted. (For business
combination resulted in an enterprise under common control by acquiring equity of the absorbing party under
common control through a stage-up approach with several transactions, these transactions will be judged whether
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they shall be treat as ―transactions in a basket‖. If they belong to ―transactions in a basket‖, these transactions will
be accounted for a transaction in obtaining control. If they are not belong to ―transactions in a basket‖, the initial
investment cost of the long-term equity investment shall be the absorbing party’s share of the carrying amount of
the owner’s equity under the consolidated financial statements of the ultimate controlling party on the date of
combination. The difference between the initial cost of the long-term equity investment and the aggregate of the
carrying amount of the long-term equity investment before merging and the carrying amount the additional
consideration paid for further share acquisition on the date of combination shall offset against the capital reserve.
If the capital reserve is insufficient to offset, the retained earnings shall be adjusted. Other comprehensive income
recognized as a result of the previously held equity investment accounted for using equity method on the date of
combination or recognized for available-for-sale financial assets will not be accounted for.)
②For a long-term equity investment acquired through a business combination involving enterprises not under
common control, the initial investment cost of the long-term equity investment shall be the cost of combination on
the date of acquisition. Cost of combination includes the aggregate fair value of assets paid by the acquirer,
liabilities incurred or borne and equity securities issued. (For business combination resulted in an enterprise not
under common control by acquiring equity of the acquire under common control through a stage-up approach with
several transactions, these transactions will be judged whether they shall be treat as ―transactions in a basket‖. If
they belong to ―transactions in a basket‖, these transactions will be accounted for a transaction in obtaining
control. If they are not belong to ―transactions in a basket‖, the initial investment cost of the long-term equity
investment accounted for using cost method shall be the aggregate of the carrying amount of equity investment
previously held by the acquire and the additional investment cost. For previously held equity accounted for using
equity method, relevant other comprehensive income will not be accounted for. For previously held equity
investment classified as available-for-sale financial asset, the difference between its fair value and carrying
amount, as well as the accumulated movement in fair value previously included in the other comprehensive
income shall be transferred to profit or loss for the current period.) plus the combination cost measured by costs
which have directly connection with acquisition are considered as initial investment cost of such long-term equity
investment. Realizable assets and liabilities undertaken by such assets (including contingent liabilities) of the
party being combined as at the combination date are all measured at fair values, without consideration to amount
of minority interests. The surplus of combination cost less fair value net realizable assets of the party being
combined is recorded as goodwill, and the deficit is directly recognized in the consolidated statement of gains and
losses.
③Long-term investments obtained through other ways:
A. Initial investment cost of long-term equity investment obtained through cash payment is determined according
to actual payment for purchase;
B. Initial investment cost of long-term equity investment obtained through issuance of equity securities is
determined at fair value of such securities;
C. Initial investment cost of long-term equity investment (exchanged-in) obtained through exchange with
non-monetary assets, which is of commercial nature, is determined at fair value of the assets exchanged-out;
otherwise determined at carrying value of the assets exchanged-out if it is not of commercial nature;
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D. Initial investment cost of long-term equity investment obtained through debt reorganization is determined at
fair value of such investment.
(2) Subsequent measurement on long-term equity investment
①Presented controlling ability on investee, the investment shall used cost method for measurement.
②Long-term equity investments with joint control (excluding those constitute joint ventures) or significant
influence on the investee are accounted for using equity method.
Under the equity method, where the initial investment cost of a long-term equity investment exceeds the
investor’s interest in the fair value of the investee’s identifiable net assets at the acquisition date, no adjustment
shall be made to the initial investment cost. Where the initial investment cost is less than the investor’s interest in
the fair value of the investee’s identifiable net assets at the acquisition date, the difference shall be charged to
profit or loss for the current period, and the cost of the long term equity investment shall be adjusted accordingly.
Under the equity method, investment gain and other comprehensive income shall be recognized based on the
Group’s share of the net profits or losses and other comprehensive income made by the investee, respectively.
Meanwhile, the carrying amount of long-term equity investment shall be adjusted. The carrying amount of
long-term equity investment shall be reduced based on the Group’s share of profit or cash dividend distributed by
the investee. In respect of the other movement of net profit or loss, other comprehensive income and profit
distribution of investee, the carrying value of long-term equity investment shall be adjusted and included in the
capital reserves. The Group shall recognize its share of the investee’s net profits or losses based on the fair values
of the investee’s individual separately identifiable assets at the time of acquisition, after making appropriate
adjustments thereto. In the event of inconformity between the accounting policies and accounting periods of the
investee and the Company, the financial statements of the investee shall be adjusted in conformity with the
accounting policies and accounting periods of the Company. Investment gain and other comprehensive income
shall be recognized accordingly. In respect of the transactions between the Group and its associates and joint
ventures in which the assets disposed of or sold are not classified as operation, the share of unrealized gain or loss
arising from inter-group transactions shall be eliminated by the portion attributable to the Company. Investment
gain shall be recognized accordingly. However, any unrealized loss arising from inter-group transactions between
the Group and an investee is not eliminated to the extent that the loss is impairment loss of the transferred assets.
In the event that the Group disposed of an asset classified as operation to its joint ventures or associates, which
resulted in acquisition of long-term equity investment by the investor without obtaining control, the initial
investment cost of additional long-term equity investment shall be the fair value of disposed operation. The
difference between initial investment cost and the carrying value of disposed operation will be fully included in
profit or loss for the current period. In the event that the Group sold an asset classified as operation to its
associates or joint ventures, the difference between the carrying value of consideration received and operation
shall be fully included in profit or loss for the current period. In the event that the Company acquired an asset
which formed an operation from its associates or joint ventures, relevant transaction shall be accounted for in
accordance with ―Accounting Standards for Business Enterprises No. 20 ―Business combination‖. All profit or
loss related to the transaction shall be accounted for.
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The Group’s share of net losses of the investee shall be recognized to the extent that the carrying amount of the
long-term equity investment together with any long-term interests that in substance form part of the investor’s net
investment in the investee are reduced to zero. If the Group has to assume additional obligations, the estimated
obligation assumed shall be provided for and charged to the profit or loss as investment loss for the period. Where
the investee is making profits in subsequent periods, the Group shall resume recognizing its share of profits after
setting off against the share of unrecognized losses.
③Acquisition of minority interest
Upon the preparation of the consolidated financial statements, since acquisition of minority interest increased of
long-term equity investment which was compared to fair value of identifiable net assets recognized which are
measured based on the continuous measurement since the acquisition date (or combination date) of subsidiaries
attributable to the Group calculated according to the proportion of newly acquired shares, the difference of which
recognized as adjusted capital surplus, capital surplus insufficient to set off impairment and adjusted retained
earnings.
④Disposal of long-term equity investments
In these consolidated financial statements, for disposal of a portion of the long-term equity investments in a
subsidiary without loss of control, the difference between disposal cost and disposal of long-term equity
investments relative to the net assets of the subsidiary is charged to the owners’ equity. If disposal of a portion of
the long-term equity investments in a subsidiary by the parent company results in a change in control, it shall be
accounted for in accordance with the relevant accounting policies as described in Note III.- 6 ―Preparation Method
of the Consolidated Financial Statements‖.
On disposal of a long-term equity investment otherwise, the difference between the carrying amount of the
investment and the actual consideration paid is recognized through profit or loss in the current period.
In respect of long-term equity investment accounted for using equity method with the remaining equity interest
after disposal also accounted for using equity method, other comprehensive income previously under owners’
equity shall be accounted for in accordance with the same accounting treatment for direct disposal of relevant
asset or liability by investee on pro rata basis at the time of disposal. The owners’ equity recognized for the
movement of other owners’ equity (excluding net profit or loss, other comprehensive income and profit
distribution of investee) shall be transferred to profit or loss for the current period on pro rata basis.
In respect of long-term equity investment accounted for using cost method with the remaining equity interest after
disposal also accounted for cost equity method, other comprehensive income measured and reckoned under equity
method or financial instrument before control of the investee unit acquired shall be accounted for in accordance
with the same accounting treatment for direct disposal of relevant asset or liability by investee on pro rata basis at
the time of disposal and shall be transferred to profit or loss for the current period on pro rata basis; among the net
assets of investee unit recognized by equity method (excluding net profit or loss, other comprehensive income and
profit distribution of investee) shall be transferred to profit or loss for the current period on pro rata basis.
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In the event of loss of control over investee due to partial disposal of equity investment by the Group, in preparing
separate financial statements, the remaining equity interest which can apply common control or impose significant
influence over the investee after disposal shall be accounted for using equity method. Such remaining equity
interest shall be treated as accounting for using equity method since it is obtained and adjustment was made
accordingly. For remaining equity interest which cannot apply common control or impose significant influence
over the investee after disposal, it shall be accounted for using the recognition and measurement standard of
financial instruments. The difference between its fair value and carrying amount as at the date of losing control
shall be included in profit or loss for the current period. In respect of other comprehensive income recognized
using equity method or the recognition and measurement standard of financial instruments before the Group
obtained control over the investee, it shall be accounted for in accordance with the same accounting treatment for
direct disposal of relevant asset or liability by investee at the time when the control over investee is lost.
Movement of other owners’ equity (excluding net profit or loss, other comprehensive income and profit
distribution under net asset of investee accounted for and recognized using equity method) shall be transferred to
profit or loss for the current period at the time when the control over investee is lost. Of which, for the remaining
equity interest after disposal accounted for using equity method, other comprehensive income and other owners’
equity shall be transferred on pro rata basis. For the remaining equity interest after disposal accounted for using
the recognition and measurement standard of financial instruments, other comprehensive income and other
owners’ equity shall be fully transferred.
In the event of loss of common control or significant influence over investee due to partial disposal of equity
investment by the Group, the remaining equity interest after disposal shall be accounted for using the recognition
and measurement standard of financial instruments. The difference between its fair value and carrying amount as
at the date of losing common control or significant influence shall be included in profit or loss for the current
period. In respect of other comprehensive income recognized under previous equity investment using equity
method, it shall be accounted for in accordance with the same accounting treatment for direct disposal of relevant
asset or liability by investee at the time when equity method was ceased to be used. Movement of other owners’
equity (excluding net profit or loss, other comprehensive income and profit distribution under net asset of investee
accounted for and recognized using equity method) shall be transferred to profit or loss for the current period at
the time when equity method was ceased to be used.
The Group disposes its equity investment in subsidiary by a stage-up approach with several transactions until the
control over the subsidiary is lost. If the said transactions belong to ―transactions in a basket‖, each transaction
shall be accounted for as a single transaction of disposing equity investment of subsidiary and loss of control. The
difference between the disposal consideration for each transaction and the carrying amount of the corresponding
long-term equity investment of disposed equity interest before loss of control shall initially recognized as other
comprehensive income, and subsequently transferred to profit or loss arising from loss of control for the current
period upon loss of control.
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(3) Impairment test method and withdrawal method for impairment provision
Found more in 20-‖impairment of long-term investment‖
(4) Criteria of Joint control and significant influence
Joint control is the Company’s contractually agreed sharing of control over an arrangement, which relevant
activities of such arrangement must be decided by unanimously agreement from parties who share control. All the
participants or participant group whether have controlling over such arrangement as a group or not shall be judge
firstly, than judge that whether the decision-making for such arrangement are agreed unanimity by the participants
or not.
Significant influence is the power of the Company to participate in the financial and operating policy decisions of
an investee, but to fail to control or joint control the formulation of such policies together with other parties.
While recognizing whether have significant influence by investee, the potential factors of voting power as current
convertible bonds and current executable warrant of the investee held by investors and other parties shall be thank
over.
15. Investment real estate
Measurement mode
Measured by cost method
Depreciation or amortization method
Investment real estate is stated at cost. During which, the cost of externally purchased properties
held-for-investment includes purchasing price, relevant taxes and surcharges and other expenses which are
directly attributable to the asset. Cost of self construction of properties held for investment is composed of
necessary expenses occurred for constructing those assets to a state expected to be available for use. Properties
held for investment by investors are stated at the value agreed in an investment contract or agreement, but those
under contract or agreement without fair value are stated at fair value.
The Company adopts cost methodology amid subsequent measurement of properties held for investment, while
depreciation and amortization is calculated using the straight-line method according to their estimated useful lives.
The basis of provision for impairment of properties held for investment is referred to 20-―Impairment of long-term
assets‖
16. Fixed assets
(1) Confirmation conditions
Fixed assets refer to the tangible assets for production of products, provision of labor, lease or operation, with a service life excess
one year and has more unit value.
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(2) Depreciation methods
Categories Method Years of depreciation Scrap value rate Yearly depreciation rate
House and Building Straight-line depreciation 20~35 5.00% 2.71~4.75
Machinery equipment Straight-line depreciation 10 5.00% 9.50
Transportation
Straight-line depreciation 4~5 5.00% 19.00~23.75
equipment
Electronic and other
Straight-line depreciation 3～10 5.00% 9.50～31.67
equipment
(3) Recognization basis, valuation and depreciation method for financial lease assets
The Company affirms those that conform to below one or several criteria as the finance lease fixed assets:
① Agreed in the lease contract (or made a reasonable judgment according to the correlated conditions on the lease
commencement date), the ownership of lease fixed assets can be transferred to the Company after the expiry of
the lease period;
② The Company has the option to purchase or lease the fixed assets, and the purchase price is estimated to be
much less than the fair value of the lease of fixed assets when exercises the options, so whether the Company will
exercise the option can be reasonably determined on the lease commencement date;
③ Even though the fixed asset ownership is not transferred, the lease term accounts for 75% of the service life of
the lease fixed assets;
④The present value of the Company’s of minimum lease payment on the lease commencement date is equivalent
to 90% or more of the fair value of the lease fixed assets on the lease commencement date; the present value of the
leaser’s of minimum lease payment on the lease commencement date is equivalent to 90% or more of the fair
value of the lease fixed assets on the lease commencement date;
⑤ The leased assets with special properties can only be used by the Company without major modifications. The
fixed assets rented by finance leases is calculated as the book value according to the lower one between the fair
value of leased assets on the lease commencement date and the present value of the minimum lease payments.
(4) The impairment test method of fixed assets and the method of provision for impairment see 20-“Long
term asset impairment”.
17. Construction in process
From the date on which the fixed assets built by the Company come into an expected usable state, the projects
under construction are converted into fixed assets on the basis of the estimated value of project estimates or
pricing or project actual costs, etc. Depreciation is calculated from the next month. Further adjustments are made
to the difference of the original value of fixed assets after final accounting is completed upon completion of
projects. The basis of provision for impairment of properties held for construction in process is referred to
20-―Impairment of long-term assets‖
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18. Borrowing costs
(1) Recognition of capitalization of borrowing costs
Borrowing costs comprise interest occurred, amortization of discounts or premiums, ancillary costs and exchange
differences in connection with foreign currency borrowings. The borrowing costs of the Company, which incur
from the special borrowings occupied by the fixed assets that need more than one year (including one year) for
construction, development of investment properties or inventories or from general borrowings, are capitalized and
recorded in relevant assets costs; other borrowing costs are recognized as expenses and recorded in the profit or
loss in the period when they are occurred. Relevant borrowing costs start to be capitalized when all of the
following three conditions are met:
① Capital expenditure has been occurred;
② Borrowing costs have been occurred;
③ Acquisition or construction necessary for the assets to come into an expected usable state has been carried out.
(2) Period of capitalization of borrowing costs
Borrowing costs arising from purchasing fixed asset, investment real estate and inventory, and occurred after such
assets reached to its intended use of status or sales, than reckoned into assets costs while satisfy the above
mentioned capitalization condition; capitalization of borrowing costs shall be suspended and recognized as current
expenditure during periods in which construction of fixed assets, investment real estate and inventory are
interrupted abnormally, when the interruption is for a continuous period of more than 3 months, until the
acquisition, construction or production of the qualifying asset is resumed; capitalization shall discontinue when
the qualifying asset is ready for its intended use or sale, the borrowing costs occurred subsequently shall reckoned
into financial expenses while occurring for the current period.
(3) Measure of capitalization for borrowing cost
In respect of the special borrowings borrowed for acquisition, construction or production and development of the
assets qualified for capitalization, the amount of interests expenses of the special borrowings actually occurred in
the period less interest income derived from unused borrowings deposited in banks or less investment income
derived from provisional investment, are recognized.
With respect to the general borrowings occupied for acquisition, construction or production and development of
the assets qualified for capitalization, the capitalized interest amount for general borrowings is calculated and
recognized by multiplying a weighted average of the accumulated expenditure on the assets in excess of the
expenditure on the some assets of the special borrowings, by a capitalization rate for general borrowings. The
capitalization rate is determined by calculation of the weighted average interest rate of the general borrowings.
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19. Intangible assets
(1) Measurement, use of life and impairment testing
① Measurement of intangible assets
The intangible assets of the Company including land use rights, patented technology and non-patents technology
etc.
The cost of a purchased intangible asset shall be determined by the expenditure actually occurred and other related
costs.
The cost of an intangible asset contributed by an investor shall be determined in accordance with the value
stipulated in the investment contract or agreement, except where the value stipulated in the contract or agreement
is not fair.
The intangible assets acquired through exchange of non-monetary assets, which is commercial in substance, is
carried at the fair value of the assets exchanged out; for those not commercial in substance, they are carried at the
carrying amount of the assets exchanged out.
The intangible assets acquired through debt reorganization, are recognized at the fair value.
② Amortization methods and time limit for intangible assets:
Land use right of the company had average amortization by the transfer years from the beginning date of transfer
(date of getting land use light); Patented technology, non-patented technology and other intangible assets of the
Company are amortized evenly with the shortest terms among expected useful life, benefit years regulated in the
contract and effective age regulated by the laws. The amortization amount shall counted in relevant asses costs
and current gains/losses according to the benefit object.
As for the intangible assets as trademark, with uncertain benefit terms, amortization shall not be carried.
Impairment testing methods and accrual for depreciation reserves for the intangible assets found more in
20-―Long-term assets impairment‖.
(2) Internal accounting policies relating to research and development expenditures
Expenses incurred during the research phase are recognized as profit or loss in the current period; expenses
incurred during the development phase that satisfy the following conditions are recognized as intangible assets
(patented technology and non-patents technology):
① it is technically feasible that the intangible asset can be used or sold upon completion;
② there is intention to complete the intangible asset for use or sale;
③ the products produced using the intangible asset has a market or the intangible asset itself has a market;
④ there is sufficient support in terms of technology, financial resources and other resources in order to complete
the development of the intangible asset, and there is capability to use or sell the intangible asset;
⑤ the expenses attributable to the development phase of the intangible asset can be measured reliably.
If the expenses incurred during the development phase did not qualify the above mentioned conditions, such
expenses incurred are accounted for in the profit or loss for the current period.
The development expenditure reckoned in gains/losses previously shall not be recognized as assets in later period.
The capitalized expenses in development stage listed as development expenditure in balance sheet, and shall be
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transfer as intangibel assets since such item reached its expected conditions for service.
20. Impairment of long-term asset
The Company will judge if there is any indication of impairment as at the balance sheet date in respect of
non-current non-financial assets such as fixed assets, construction in progress, intangible assets with a finite useful
life, investment properties measured at cost, and long-term equity investments in subsidiaries, joint controlled
entities and associates. If there is any evidence indicating that an asset may be impaired, recoverable amount shall
be estimated for impairment test. Goodwill, intangible assets with an indefinite useful life and intangible assets
beyond working conditions will be tested for impairment annually, regardless of whether there is any indication of
impairment.
If the impairment test result shows that the recoverable amount of an asset is less than its carrying amount, the
impairment provision will be made according to the difference and recognized as an impairment loss. The
recoverable amount of an asset is the higher of its fair value less costs of disposal and the present value of the
future cash flows expected to be derived from the asset. An asset’s fair value is the price in a sale agreement in an
arm’s length transaction. If there is no sale agreement but the asset is traded in an active market, fair value shall be
determined based on the bid price. If there is neither sale agreement nor active market for an asset, fair value shall
be based on the best available information. Costs of disposal are expenses attributable to disposal of the asset,
including legal fee, relevant tax and surcharges, transportation fee and direct expenses incurred to prepare the
asset for its intended sale. The present value of the future cash flows expected to be derived from the asset over
the course of continued use and final disposal is determined as the amount discounted using an appropriately
selected discount rate. Provisions for assets impairment shall be made and recognized for the individual asset. If it
is not possible to estimate the recoverable amount of the individual asset, the Group shall determine the
recoverable amount of the asset group to which the asset belongs. The asset group is the smallest group of assets
capable of generating cash flows independently.
For the purpose of impairment testing, the carrying amount of goodwill presented separately in the financial
statements shall be allocated to the asset groups or group of assets benefiting from synergy of business
combination. If the recoverable amount is less than the carrying amount, the Group shall recognize an impairment
loss. The amount of impairment loss shall first reduce the carrying amount of any goodwill allocated to the asset
group or set of asset groups, and then reduce the carrying amount of other assets (other than goodwill) within the
asset group or set of asset groups, pro rata on the basis of the carrying amount of each asset.
An impairment loss recognized on the aforesaid assets shall not be reversed in a subsequent period in respect of
the restorable value.
21. Long-term Deferred Expenses
Long-term expenses to be amortized of the Company the expenses that are already charged and with the beneficial
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term of more than one year are evenly amortized over the beneficial term. For the long-term deferred expense
items cannot benefit the subsequent accounting periods, the amortized value of such items is all recorded in the
profit or loss during recognition.
22. Employee compensation
(1) Accounting treatment for short-term compensation
During the accounting period when the staff providing service to the Company, the short-term remuneration actual
occurred shall recognized as liability and reckoned into current gains/losses. During the accounting period when
staff providing service to the Company, the actual short-term compensation occurred shall recognized as liabilities
and reckoned into current gains/losses, except for those in line with accounting standards or allow to reckoned
into capital costs; the welfares occurred shall reckoned into current gains/losses or relevant asses costs while
actually occurred. The employee compensation shall recognize as liabilities and reckoned into current gains/losses
or relevant assets costs while actually occurred. The employee benefits that belong to non-monetary benefits are
measured in accordance with the fair value; the social insurances including the medical insurance, work-injury
insurance and maternity insurance and the housing fund that the enterprise pays for the employees as well as the
labor union expenditure and employee education funds withdrawn by rule should be calculated and determined as
the corresponding compensation amount and determined the corresponding liabilities in accordance with the
specified withdrawing basis and proportion, and reckoned in the current profits and losses or relevant asset costs
in the accounting period that the employees provide services.
(2) Accounting treatment for post-employment benefit
The post-employment benefit included the defined contribution plans and defined benefit plans. Post-employment
benefits plan refers to the agreement about the post-employment benefits between the enterprise and employees,
or the regulations or measures the enterprise established for providing post-employment benefits to employees.
Thereinto, the defined contribution plan refers to the post-employment benefits plan that the enterprise doesn’t
undertake the obligation of payment after depositing the fixed charges to the independent fund; the defined benefit
plans refers to post-employment benefits plans except the defined contribution plan.
(3) Accounting for retirement benefits
When the Company terminates the employment relationship with employees before the end of the employment
contracts or provides compensation as an offer to encourage employees to accept voluntary redundancy, the
Company shall recognize employee compensation liabilities arising from compensation for staff dismissal and
included in profit or loss for the current period, when the Company cannot revoke unilaterally compensation for
dismissal due to the cancellation of labor relationship plans and employee redundant proposals; and the Company
recognize cost and expenses related to payment of compensation for dismissal and restructuring, whichever is
earlier. The early retirement plan shall be accounted for in accordance with the accounting principles for
compensation for termination of employment. The salaries or wages and the social contributions to be paid for the
employees who retire before schedule from the date on which the employees stop rendering services to the
scheduled retirement date, shall be recognized (as compensation for termination of employment) in the current
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profit or loss by the Group if the recognition principles for provisions are satisfied.
(4)Accounting for other long-term employee benefits
Except for the compulsory insurance, the Company provides the supplementary retirement benefits to the
employees satisfying some conditions, the supplementary retirement benefits belong to the defined benefit plans,
and the defined benefit liability confirmed on the balance sheet is the value by subtracting the fair value of plan
assets from the present value of defined benefit obligation. The defined benefit obligation is annually calculated in
accordance with the expected accumulated welfare unit method by the independent actuary by adopting the
treasury bond rate with similar obligation term and currency. The service charges related to the supplementary
retirement benefits (including the service costs of the current period, the previous service costs, and the settlement
gains or losses) and the net interest are reckoned in the current profits and losses or other asset costs, the changes
generated by recalculating the net liabilities of defined benefit plans or net assets should be reckoned in other
consolidated income.
23. Accrued liability
(1) Recognition principle
An obligation related to a contingency, such as guarantees provided to outsiders, pending litigations or arbitrations,
product warranties, redundancy plans, onerous contracts, reconstructing, expected disposal of fixed assets, etc.
shall be recognized as an estimated liability when all of the following conditions are satisfied:
① the obligation is a present obligation of the Company;
② it is Contingent that an outflow of economic benefits will be required to settle the obligation;
③ the amount of the obligation can be measured reliably.
(2) Measurement method: Measure on the basis of the best estimates of the expenses necessary for paying off the
contingencies
24. Revenue
(1) Concrete judging criteria for time of recognized
The major risks and remuneration entitled to the ownership of goods are transferred to buyer; neither retain the
continued management right generally related to ownership, nor exercise effective control over the sold products;
the relevant economic benefits are probable to flow into the Company; the relevant income and costs can be
measured reliably.
Concrete judging criteria for time of recognized the income from goods sales:
The Company's domestic sales revenue recognition time: The company delivers goods as agreed, checks the goods
that the buyers have received and inspected during the period of the last reconciliation date and this reconciliation
date with the buyers on the reconciliation date as agreed, and transfers the risks and remunerations to the buyers
after checking, the Company issues the invoices to the buyers in accordance with the recognized varieties,
quantities and amounts and affirms the sales revenue realization on the reconciliation date.
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The Company's overseas sales revenue recognition time: After checking by the customs, the Company affirms the
sales revenue realization according to the date of departure on the customs declaration.
(2) Recognition of revenue of assets using right alienation
Revenue from use by others of enterprise assets shall be recognized only when the associated economic benefit
can flow into the Company, and the amount of revenue can be measured reliably, revenue measured by the follow:
① Interest income amount: calculated and determined in accordance with the time that others use the enterprises
cash and the actual interest rate.
② Royalty revenue amount: calculated and determined in accordance with the charging time and method of the
relevant contract or agreement as agreed.
The basis that the Company confirms the revenue from transferring the right to use assets
Rental income: the revenue realization is confirmed after collecting the rent on the date as agreed in the rental
contract (or agreement). For the rent not received on the date as agreed in the contract or agreement but can be
received, and of which the amount of revenue can be measured reliably can also be recognized as revenue.
(3) When confirming the incomes of labor services and construction contracts according to the percentage of
completion method, determine the basis and method of the contract completion plan.
For the service transaction results can be estimated reliably on the balance sheet date, the service revenue is
determined and recognized by adopting the percentage of completion method. The completion progress of service
transaction is determined by the proportion of incurred costs in the estimated total cost.
The total service revenue is determined by the received or receivable contract or agreement costs, except that the
received or receivable contract or agreement costs are not fair. On the balance sheet date, the service revenue of the
current period is determined by multiplying the total service revenue by the completion progress and deducting
the amount accumulated in the previous accounting period and confirmed to render the service revenue.
Meanwhile, the labor costs of the current period are carried forward by multiplying the total estimated costs of
labor services by the completion progress and deducting the amount accumulated in the previous accounting
period with confirmed service costs.
For the service transaction results cannot be estimated reliably on the balance sheet date, respectively dispose as
following circumstances:
①The incurred labor costs estimated to be compensated are confirmed to render the service revenue according to
the incurred labor costs, and are carried forward by the equivalent amount.
②The incurred labor costs estimated not to be compensated are reckoned in the current profits or losses, and are
not confirmed to render the service revenue.
25. Government Grants
(1) Determination basis and accounting for government grants related to assets
(1) Types
Government grants are transfer of monetary assets or non-monetary assets from the government to the Group at
no consideration. Government grants are classified into government grants related to assets and government grants
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related to income.
As for the assistance object not well-defined in government’s documents, the classification criteria for
assets-related or income-related grants are as: whether the grants turn to long-term assets due to purchasing for
construction or other means.
(2) Recognition
The government grants shall be recognized while meet the additional conditions of the grants and amount is
actually can be obtained.
If a government grant is in the form of a transfer of monetary asset, the item shall be measured at the amount
received or receivable. If a government grant is in the form of a transfer of non-monetary asset, the item shall be
measured at fair value.
(3) Accounting treatment
A government grant related to an asset shall be recognized as deferred income, and evenly amortized to profit or
loss over the useful life of the asset.
(2) Determination basis and accounting for government grants related to income
(1) Types
Government grants are transfer of monetary assets or non-monetary assets from the government to the Group at
no consideration. Government grants are classified into government grants related to assets and government grants
related to income.
As for the assistance object not well-defined in government’s documents, the classification criteria for
assets-related or income-related grants are as: whether the grants turn to long-term assets due to purchasing for
construction or other means.
(2) Recognition
The government grants shall be recognized while meet the additional conditions of the grants and amount is
actually can be obtained.
If a government grant is in the form of a transfer of monetary asset, the item shall be measured at the amount
received or receivable. If a government grant is in the form of a transfer of non-monetary asset, the item shall be
measured at fair value.
(3) Accounting treatment
A government grant related to an asset shall be recognized as deferred income, and evenly amortized to profit or
loss over the useful life of the asset.
26. Deferred tax assets / deferred income tax liabilities
(1) Deferred income tax assets or deferred income tax liabilities are realized based on the difference between the
carrying values of assets and liabilities and their taxation bases (as for the ones did not recognized as assets and
liability and with taxation basis recognized in line with tax regulations, different between tax base and its book
value) at the tax rates applicable in the periods when the Company recovers such assets or settles such liabilities.
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(2) Deferred income tax assets are realized to the extent that it is probable to obtain such taxable income which is
used to set off the deductible temporary difference. As at the balance sheet date, if there is obvious evidence
showing that it is probable to obtain sufficient taxable income to set off the deductible temporary difference in
future periods, deferred income tax assets not realized in previous accounting periods shall be realized.
(3) On balance sheet date, re-review shall be made in respect of the carrying value of deferred income tax assets.
If it is impossible to obtain sufficient taxable income to set off the benefits of deferred income tax assets in future
periods, then the carrying value of deferred income tax assets shall be reduced accordingly. If it is probable to
obtain sufficient taxable income, then the amount reduced shall be switched back.
(4) Current income tax and deferred income tax considered as income tax expenses or incomes reckoned into
current gains/losses, excluding the follow income tax:
①Enterprise combination;
②Transactions or events recognized in owner’s equity directly
27. Lease
(1) Accounting for operating lease
The rental fee paid for renting the properties by the company are amortized by the straight-line method and
reckoned in the current expenses throughout the lease term without deducting rent-free period. The initial direct
costs related to the lease transactions paid by the company are reckoned in the current expenses.
When the lessor undertakes the expenses related to the lease that should be undertaken by the company, the
company shall deduct the expenses from the total rental costs, share by the deducted rental costs during the lease
term, and reckon in the current expenses.
Rental obtained from assets leasing, during the whole leasing period without rent-free period excluded, shall be
amortized by straight-line method and recognized as leasing revenue. The initial direct costs paid with leasing
transaction concerned are reckoned into current expenditure; the amount is larger is capitalized when incurred,
and accounted for as profit or loss for the current period on the same basis as recognition of rental income over the
entire lease period.
When the company undertakes the expenses related to the lease that should be undertaken by the lessor, the
company shall deduct the expenses from the total rental income, and distribute by the deducted rental costs during
the lease term.
(2) Accounting for financing lease
Assets lease-in by financing: On the beginning date of the lease, the entry value of leased asset shall be at the
lower of the fair value of the leased asset and the present value of minimum lease payment at the beginning date
of the lease. Minimum lease payment shall be the entry value of long-term accounts payable, with difference
recognized as unrecognized financing expenses. Unrecognized financing expenses shall be reckoned in financial
expenses and amortized and using effective interest method during the leasing period. The initial direct costs
incurred by the Company shall be reckoned into value of assets lease-in.
Finance leased assets: on the lease commencement date, the company affirms the balance among the finance lease
receivables, the sum of unguaranteed residual value and its present value as the unrealized financing income, and
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recognizes it as the rental income during the period of receiving the rent. For the initial direct costs related to the
rental transaction, the company reckons in the initial measurement of the finance lease receivables, and reduces
the amount of income confirmed in the lease term.
28. Other important accounting policy and accounting estimation
Major accounting judgment and estimate
In the process of applying the Company's accounting policies, due to the inherent uncertainty of business activities,
the Company needs to judge, estimate and assume the book value of the report items cannot be accurately
measured. These judgments, estimates and assumptions are made on the basis of the historical experience of the
Company’s management and by considering other relevant factors, which shall impact the reported amounts of
income, expenses, assets and liabilities and the disclosure of contingent liabilities on the balance sheet date.
However, the actual results caused by the estimated uncertainties may differ from the management's current
estimates of the Company so as to carry out the significant adjustments to the book value of the assets or liabilities
to be affected.
The Company regularly reviews the aforementioned judgments, estimates and assumptions on the basis of
continuing operations, the changes in accounting estimates only affect the current period, of which the impacts are
recognized in the current period; the changes in accounting estimates not only affect the current period but also the
future periods, of which the impacts are recognized in the current and future periods.
On the balance sheet date, the important areas of the financial statements that the Company needs to judge, estimate
and assume are as follows:
(1) Provision for bad debts
According to the accounting policies of the accounts receivable, the Company adopts the allowance method to
calculate the bad debt losses. The impairment of receivables is based on the assessment to the collectability of the
accounts receivable. The impairment of accounts receivable requires the management’s judgments and estimates.
The actual results and the differences between the previously estimated results shall affect the book value of
accounts receivable and the provision or return of the receivables’ bad debt reserves during the period estimated to
be changed.
(2) Inventory impairment
According to the inventory accounting policies, the Company measures by the comparison between the cost and
the net realizable value, if the cost is higher than the net realizable value and the old and unsalable inventories, the
Company calculates and withdraws the inventory impairment. The inventory devalues to the net realizable value
by evaluating the inventory’s vendibility and net realizable value. To identify the inventory impairment, the
management needs to obtain the unambiguous evidences, and consider the purpose to hold the inventory, and
judge and estimate the impacts of events after the balance sheet date. The actual results and the differences
between the previously estimated results shall affect the book value of inventory and the provision or return of the
inventory impairment during the period estimated to be changed.
(3) Held-to-maturity investments
The Company classifies the non-derivative financial assets that meet the requirements, have the fixed or
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ascertainable repayment amount and fixed due date, and that the Company has the positive intention and ability to
hold to maturity as the held-to-maturity investment. This classification involves a lot of judgments. In the process
of making the judgments, the Company will evaluate its willingness and ability to this held-to-maturity investment.
Except in certain cases (such as the investments with insignificant sales amount when the maturity date comes), if
the Company fails to hold these investments till the maturity date, then all the investments shall be reclassified to
the available-for-sale financial assets which cannot be classified as the held-to-maturity investments in this fiscal
year and the next two fiscal years. This kind of case may have a significant impact on the relevant financial assets
value listed on the financial statements, and may affect the Company's financial instruments risk management
strategy.
(4) Impairment of held-to-maturity investments
The Company determines that the impairment of held-to-maturity investments largely relies on management's
judgments. The objective evidences of impairment include that the issuer has serious financial difficulties so that
the financial assets cannot continue to be traded in an active market, or cannot be able to fulfill the contract terms
(for example, breach the contract of paying the interests or principal), etc. In the process of making the judgments,
the Company needs to evaluate the impact of the objective evidence of impairment to the expected future cash
flows of the investment.
(5) Impairment of financial assets available for sale
The Company determines that the impairment of held-to-maturity investments largely relies on management's
judgments and assumptions so as to determine whether it is needed to affirm its impairment loss in the profit
statement. In the process of making the judgments and assumptions, the Company needs to evaluate the extent and
duration when the fair value of the investment is less than the cost, as well as the financial situation and short-term
business prospects of the investees, including the industry conditions, technological change, credit rating, default
rates, and risks of the counterparty.
(6) Preparation for the impairment of non-financial & non-current assets
The Company checks whether the non-current assets except for the financial assets may decrease in value at the
balance sheet date. For the intangible assets with indefinite service life, in addition to the annual impairment test,
the impairment test is also needed when there is a sign of impairment. For the other non-current assets except for
the financial assets, the impairment test is needed when it indicates that the book amounts may not be recoverable.
When the book value of the asset or group of assets exceeds its recoverable amount, i.e. the higher between the net
amount by subtracting the disposal costs from the fair value and the present value of expected future cash flows, it
indicates the impairment.
As for the net amount by subtracting the disposal costs from the fair value, refer to the sales agreement price
similar to the assets in the fair trade or the observable market price, and subtract the incremental costs
determination directly attributable to the disposal of the asset.
When estimating the present value of the future cash flow, the Company needs to make significant judgments to
the output, price, and related operating expenses of the asset (or asset group) and the discount rate used for
calculating the present value. When estimating the recoverable amount, the Company shall adopt all the relevant
information can be obtained, including the prediction related to the output, price, and related operating expenses
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based on the reasonable and supportable assumptions.
The Company tests whether its business reputation decreases in value every year, which requires to estimating the
present value of the asset group allocated with goodwill or the future cash flow combined by the asset group.
When estimating the present value of the future cash flow, the Company needs to estimate the future cash flows
generated by the asset group or the combination of asset group, and select the proper discount rate to determine the
present value of the future cash flows.
(7) Depreciation and amortization
The Company depreciates and amortizes the investment property, fixed assets and intangible assets according to
the straight-line method in the service life after considering the residual value. The Company regularly reviews the
service life to determine the depreciation and amortization expense amount to be reckoned in each reporting period.
The service life is determined by the Company based on the past experience of similar assets and the expected
technological updating. If the previous estimates have significant changes, the depreciation and amortization
expense shall be adjusted in future periods.
(8) Income tax
In the Company’s normal business activities, the final tax treatment and calculation of some transactions have some
uncertainties. Whether some projects can be disbursed from the cost and expenses before taxes requires needs to
get approval from the tax authorities. If the final affirmation of these tax matters differs from the initially estimated
amount, the difference shall have an impact on its current and deferred income taxes during the final identification
period.
(9) Early retirement benefits and supplementary retirement benefits
The expenses of the Company's early retirement benefits and supplementary retirement benefits and the amount of
liabilities are determined in accordance with various assumptions. These assumptions include the discount rate,
the average growth rate of health care costs, the subsidy growth rate of the early retired personnel and retirees and
the other factors. The differences between the actual results and assumptions will be immediately identified and
included in the costs of the current year. Although the management thought the reasonable assumptions have been
adopted, the changes in the actual experience and assumed conditions will impact the costs and liability balances
of the Company's internal early retirement benefits and supplementary retirement benefits.
29. Changes of important accounting policy and estimation
(1) Changes of major accounting policies
□ Applicable √ Not applicable
(2) Changes of important accounting estimate
□ Applicable √ Not applicable
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VI. Taxation
1. Major taxes and tax rates
Tax Basis Tax rate
Tax rate for sale of goods is 17%; rate for exported commodities is stipulated by the
VAT Sale of goods state with declaration of export tax rebate, rate of tax may be ―exempted, credited and
refunded‖
Revenue from
Operation tax 5%
lease
City maintaining & Turnover tax
7%
construction tax payable
Corporation income tax Taxable income
25%、15%
Turnover tax
Educational surtax 5%
payable
Disclose reasons for different taxpaying body
Taxpaying body Income tax rate
Parent company of Weifu Hi-Technology 15%
Weifu Jinning 15%
Weifu Diesel System 15%
Weifu Leader 15%
Weifu Tianli 15%
Weifu Autocam 15%
Weifu Mashan 25%
Weifu Chang’an 25%
Weifu International Trade 25%
Weifu Nano 25%
Weifu ITM 25%
Kunming Xitong 25%
Weifu Tianshi 25%
Weifu Leader (Wuhan) 25%
2. Tax preference
On 2 September 2014, the Company got a ―High-Tech Eterprise Certificate‖ issued jointly by Science &
Technology Department of Jiangsu Province, Department of Finance of Jiangsu Province, Jiangsu Provincial
Office, SAT and Jiangsu Local Taxation Bureau, certificate No.: GR201432001331. Corporate income tax of the
Company shall be taxed by 15% in three years since 1 January 2014 in accordance with State regulations.
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On 2 September 2014, Weifu Jinning got a ―High-Tech Eterprise Certificate‖ issued jointly by Science &
Technology Department of Jiangsu Province, Department of Finance of Jiangsu Province, Jiangsu Provincial
Office, SAT and Jiangsu Local Taxation Bureau, certificate No.: GR201432001794. Corporate income tax of the
Weifu Jinning shall be taxed by 15% in three years since 1 January 2014 in accordance with State regulations.
On 31 October 2014, Weifu Diesel System got a ―High-Tech Eterprise Certificate‖ issued jointly by Science &
Technology Department of Jiangsu Province, Department of Finance of Jiangsu Province, Jiangsu Provincial
Office, SAT and Jiangsu Local Taxation Bureau, certificate No.: GR201432002594. Corporate income tax of the
Weifu Diesel System shall be taxed by 15% in three years since 1 January 2014 in accordance with State
regulations.
On 2 September 2014, Weifu Leader got a ―High-Tech Eterprise Certificate‖ issued jointly by Science &
Technology Department of Jiangsu Province, Department of Finance of Jiangsu Province, Jiangsu Provincial
Office, SAT and Jiangsu Local Taxation Bureau, certificate No.: GR201432001480. Corporate income tax of the
Weifu Leader shall be taxed by 15% in three years since 1 January 2014 in accordance with State regulations.
On 25 September 2014, Weifu Tianli got a ―High-Tech Eterprise Certificate‖ issued jointly by Science &
Technology Bureau of Ningbo, Department of Finance of Ningbo, Ningbo Office, SAT and Ningbo, Zhejiang
Provincial Local Taxation Bureau, certificate No.: GR201433100224. Corporate income tax of the Weifu Tianli
shall be taxed by 15% in three years since 1 January 2014 in accordance with State regulations.
On 31 October 2014, Weifu Autocam got a ―High-Tech Eterprise Certificate‖ issued jointly by Science &
Technology Department of Jiangsu Province, Department of Finance of Jiangsu Province, Jiangsu Provincial
Office, SAT and Jiangsu Local Taxation Bureau, certificate No.: GF201432001254. Corporate income tax of the
Weifu Autocam shall be taxed by 15% in three years since 1 January 2014 in accordance with State regulations.
VII. Notes to major items in consolidated financial statements
1. Monetary capital
In RMB
Item Closing balance Opening balance
Cash on hand 593,508.90 820,195.99
Cash in bank 3,216,383,596.65 2,205,410,290.94
Other monetary fund 57,702,626.99 153,796,721.99
Total 3,274,679,732.54 2,360,027,208.92
Other explanation
Separate explanation is required for accounts with restricted application purposes, deposited overseas and of
potential recovery risks arising from pledge, mortgage or frozen:
Item 2015-12-31 2014-12-31
Bank acceptance bill, L/C and other 57,702,626.99 153,796,721.99
collateral
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2. Note receivables
(1) Classification of notes receivable
In RMB
Item Closing balance Opening balance
Bank acceptance bill 941,836,230.18 912,142,743.48
Commercial acceptance bill 90,050,000.00 81,410,000.00
Total 1,031,886,230.18 993,552,743.48
(2) Notes receivable already pledged by the Company at the end of the period
In RMB
Item Amount pledge at period-end
Bank acceptance bill 5,260,000.00
Total 5,260,000.00
(3) Notes endorsement or discount and undue on balance sheet date
In RMB
Item Amount derecognition at period-end Amount not derecognition at period-end
Bank acceptance bill 360,428,355.59
Total 360,428,355.59
3. Accounts receivable
(1) Accounts receivable by category:
In RMB
Closing balance Opening balance
Book balance Bad debt reserve Book balance Bad debt reserve
Types Book
Accru Accru Book value
Amount Ratio Amount value Amount Ratio Amount
al ratio al ratio
Account
receivable with
single significant
2,336,848.9 100.00 4,536,500.2 0.37 100.00
amount and 2,336,848.93 0.18% 4,536,500.29
3 % 9 % %
withdrawal bad
debt provision
separately
Receivables with 1,276,903,127 99.44 15,739,942. 1.23% 1,261,16 1,217,865,3 99.10 11,760,124.99 0.97% 1,206,105,2
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bad debt provision .17 % 30 3,184.87 61.55 % 36.56
accrual by credit
portfolio
Accounts with
single significant
amount and bad 4,823,109.1 100.00 6,480,798.1 0.53 100.00
4,823,109.15 0.38% 6,480,798.13
debts provision 5 % 3 % %
accrued
individually
1,284,063,085 100.00 22,899,900. 1,261,16 1,228,882,6 100.0 1,206,105,2
Total 1.78% 22,777,423.41 1.85%
.25 % 38 3,184.87 59.97 0% 36.56
Account receivable with single significant amount and withdrawal bad debt provision separately at period end:
√ Applicable □ Not applicable
In RMB
Closing balance
Account receivable (by units)
Account receivable Bad debt reserve Accrual ratio Reasons
Changzhou Liankai Power The account was too
2,336,848.93 2,336,848.93 100.00%
Machinery Co., Ltd. old to collect
Total 2,336,848.93 2,336,848.93 -- --
Account receivable provided for bad debt reserve under aging analysis method in the groups:
√ Applicable □ Not applicable
In RMB
Closing balance
Age
Account receivable Bad debt reserve Accrual ratio
Subitem of within one year
Within 6 months 1,180,279,500.78
6 months to 1 year 74,119,411.45 7,411,941.14 10.00%
Subtotal of within 1 year 1,254,398,912.23 7,411,941.14
1-2 years 16,570,485.41 3,314,097.09 20.00%
2-3 years 1,533,042.43 613,216.97 40.00%
Over 3 years 4,400,687.10 4,400,687.10 100.00%
Total 1,276,903,127.17 15,739,942.30 1.23%
Explanation on combination determines:
Excluding the account receivable accural impairment provision seperately; based on actual loss ratio of the
receivable groups that owes same or similar risk features, which has calssify by age in previous years, determine
accrual ratio for bad debt provision combine with real condition
In combination, withdrawal proportion of bad debt provision based on balance proportion for account receivable
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□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for account receivable:
Nil
(2) Bad debt provision accrual collected or switch back
Bad debt provision accrual was 6,363,727.28 Yuan; the amount collected or switches back amounting to 4,230,392.43 Yuan
Important bad debt provision collected or switch back:
The bad debt provision switch back in the Period refers to the bad debt provision accrual independently from part
accounts at end of last period, are collected in the period in way of cash 4,097,243.96 Yuan; Write off bad debts
of the period was 2,010,857.88 Yuan.
(3) Account receivable actual charge off in the Period
In RMB
Item Amount written off
Hengtian Power Co., Ltd. 2,500.00
Chongqing Changan Kuayue Vehicle Co., Ltd. 8,009.73
Zhejiang Geely Automobile Research Institute Co., Ltd. 32,566.00
Shanghai DieselEengine Co., Ltd. 33,609.95
Mianyang Xinchen Power Machinery Co., Ltd. 919,344.77
Anhui Hualing Automobile Co. Ltd. 113,065.30
Zhejiang Geely Automobile Research Institute Co., Ltd. 53,875.08
Beijing Baowo Automobile Factory of Beiqi Futian Motor Co., Ltd. 60,000.00
Zhucheng Aoling Automobile Factory of Beiqi Futian Motor Co., Ltd. 50,000.00
Huachen Automotive Group Holdings Co., Ltd. (Institute) 51,900.00
Changzhou Ouerte Machinery Import & Export Co. Ltd. 609,175.40
Taizhou Jieman Automotive Precision Parts Co., Ltd. 76,811.65
Total 2,010,857.88
Written-off for the major receivable:
Nil
(4) Top 5 receivables at ending balance by arrears party
Total year-end balance of top five receivables by arrears party amounting to 483,443,565.00 Yuan, takes 37.65
percent of the total account receivable at year-end, bad debt provision accural correspondingly at year-end
amounting as 474,121.02 Yuan.
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(5) Account receivable derecognition due to financial assets transfer
Nil
(6) Assets and liabilities resulted by account receivable transfer and continues involvement
Nil
4. Advance payment
(1) Advance payment by age
In RMB
Closing balance Opening balance
Age
Amount Ratio Amount Ratio
Within one year 56,430,230.21 76.96% 99,309,670.55 98.31%
1-2 years 16,547,115.99 22.56% 1,231,219.93 1.22%
2-3 years 231,840.37 0.32% 252,565.40 0.25%
Over 3 years 117,363.62 0.16% 220,945.72 0.22%
Total 73,326,550.19 -- 101,014,401.60 --
Explanation on reasons of failure to settle on important advance payment with age over one year:
Nil
(2) Top 5 advance payment at ending balance by prepayment object
Total year-end balance of top five advance payment by prepayment object amounted to 32,599,747.36 Yuan,
takes 44.46 percent of the total advance payment at year-end.
5. Interest receivable
(1) Category
In RMB
Item Closing balance Opening balance
Time deposit 3,281,939.96 4,016,280.99
Total 3,281,939.96 4,016,280.99
(2) Major overdue interest
Nil
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6. Dividend receivables
(1) Dividend receivables
In RMB
Item (or the invested entity) Closing balance Opening balance
Wuxi Weifu Fine Machinery Manufacturing Co., Ltd. 3,600,000.00 500,000.00
Total 3,600,000.00 500,000.00
(2) Major dividend receivable over 1 year
Nil
7. Other accounts receivable
(1) Other accounts receivable by category
In RMB
Closing balance Opening balance
Bad debt
Book balance Book balance Bad debt provision
provision
Category Book
Accr Book value
value Accrual
Amount Ratio Amount ual Amount Ratio Amount
ratio
ratio
Other account
receivable with
single significant
4,298,826.4 26.26 4,298,826.4 100.0 1,514,671. 1,514,671.
amount and 9.31% 100.00%
7 % 7 0% 20 20
withdrawal bad
debt provision
separately
Other receivables
with bad debt 12,071,334. 73.74 3,253,673.7 26.95 8,817,661. 14,760,255 2,640,570. 12,119,685.
90.69% 17.89%
provision accrual 85 % 7 % 08 .93 23 70
by credit portfolio
16,370,161. 100.00 7,552,500.2 46.14 8,817,661. 16,274,927 100.00 4,155,241. 12,119,685.
Total 25.53%
32 % 4 % 08 .13 % 43 70
Other receivable with single significant amount and withdrawal bad debt provision separately at end of period:
√ Applicable □ Not applicable
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In RMB
Account Closing balance
receivable(units) Account receivable Bad debt reserve Accrual ratio Reasons
American HESS 1,514,671.20 1,514,671.20 100.00% Bankruptcy
Nanjing Jinning The account was too old
2,784,155.27 2,784,155.27 100.00%
Machinery Factory to collect
Total 4,298,826.47 4,298,826.47 -- --
In combination, other accounts receivable whose bad debts provision was accrued by age analysis:
√ Applicable □ Not applicable
In RMB
Closing balance
Age
Other accounts receivable Bad debt provision Accrual ratio
Subitem of within one year
Within 6 months 8,096,852.33
6 months to one year 303,963.25 30,396.33 10.00%
Subtotal within one year 8,400,815.58 30,396.33
1-2 years 499,028.22 99,805.64 20.00%
2-3 years 80,032.09 32,012.84 40.00%
Over 3 years 3,091,458.96 3,091,458.96 100.00%
Total 12,071,334.85 3,253,673.77 26.95%
Explanations on combination determine:
Explanations on combination determine: Excluding the other account receivable accural impairment provision
seperately; based on actual loss ratio of the receivable groups that owes same or similar risk features, which has
calssify by age in previous years, determine accrual ratio for bad debt provision combine with real condition.
In combination, withdrawal proportion of bad debt provision based on balance proportion for other account receivable:
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for other account receivable:
□ Applicable √ Not applicable
(2) Bad debt provision accrual collected or switch back
Bad debt provision accrual was 3,473,294.83 Yuan; the amount collected or switches back amounting to 0 Yuan
(3) Other receivables actually written-off during the reporting period
The write-off amount of the current period is 76,036.02 yuan. The current written-off other
receivables are sporadic households, every detail has small amount and is not generated by
non-related transaction.
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
(4) Other receivables by nature
In RMB
Nature Ending book balance Opening book balance
Intercourse funds receivable from units 9,197,205.52 12,078,842.28
Staff loans and petty cash 2,599,095.24 1,776,328.81
Other 4,573,860.56 2,419,756.04
Total 16,370,161.32 16,274,927.13
(5) Top 5 other receivables at ending balance by arrears party
In RMB
Ratio in total ending Ending balance
Ending
Company Nature Age balance of other of bad bet
balance
receivables provision
Intercourse Specific
Nanjing Jinning Machinery Factory 2,784,155.27 17.01% 2,784,155.27
funds of unit identification
Wuxi Kente Parts Co., Ltd. (Autocam Intercourse Within 6
2,695,146.39 16.46%
China) funds of unit months
Ningbo Jiangbei High-Tech Industry Park Performance
1,767,000.00 Over 3 years 10.79% 1,767,000.00
Development Construction Co., Ltd. bond
Advance
Specific
Paid in advance –Amercian HESS payment 1,514,671.20 9.25% 1,514,671.20
identification
transfer-in
Nanjing Yinkun Tomhchang Assets Intercourse Within 6
832,645.64 5.09%
Management Co., Ltd. funds of unit months
Total -- 9,593,618.50 -- 58.60% 6,065,826.47
(6) Account receivables related to government subsidies
Nil
(7) Other receivable for termination of confirmation due to the transfer of financial assets
Nil
(8)The amount of assets and liabilities that are transferred other receivable and continued to be involved
Nil
8. Inventory
(1) Inventory classification
In RMB
136
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Closing balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserve reserve
Raw materials 325,517,991.00 89,620,741.76 235,897,249.24 320,047,146.00 58,692,589.24 261,354,556.76
Goods in process 119,036,696.10 25,216,063.29 93,820,632.81 127,059,930.23 16,088,442.31 110,971,487.92
Finished goods 682,835,380.61 146,978,470.25 535,856,910.36 891,256,687.37 151,913,251.89 739,343,435.48
Total 1,127,390,067.71 261,815,275.30 865,574,792.41 1,338,363,763.60 226,694,283.44 1,111,669,480.16
(2) Inventory depreciation reserve
In RMB
Increase in the current period Decrease in the current period
Item Opening balance Switch back or Closing balance
Accrual Other Other
write-off
Raw materials 58,692,589.24 45,290,544.27 14,362,391.75 89,620,741.76
Goods in process 16,088,442.31 16,252,864.45 7,125,243.47 25,216,063.29
Finished goods 151,913,251.89 27,167,777.54 32,102,559.18 146,978,470.25
Total 226,694,283.44 88,711,186.26 53,590,194.40 261,815,275.30
①Net realizable value of the inventory refers to:during the day-to-day activiteis, results of the estimated sale price
less costs which are goding to happen by estimation till works completed, sales price estimated and relevant taxes.
②Accural basis for inventory depreciation reserve:
Item Accrual basis for inventory impairment Specific basis for recognization
provision
Materials on The materials sold due to finished goods Results from the estimated sale price of such inventory less the cost
hand manufactured, its net realisable value is what will happen, estimated sales expenses and relevant taxes till the
lower than the book value goods completed
Goods in The goods in process sold due to finished Results from the estimated sale price of such inventory less the cost
process goods manufactured, its net realisable value what will happen, estimated sales expenses and relevant taxes till the
is lower than the book value goods completed
Finished goods its net realisable value is lower than the Results from the estimated sale price less the vary taxes which shall be
book value taken in process of sales
③Reasons of write-off for inventroy falling price reserves:
Item Reasons of write-off
Materials on hand Used for production and the finished goods are realized sales
Goods in process Goods in process completed in the Period and corresponding finished goods are realized sales in the Peirod
Finished goods Sales in the Period
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
(3) Explanation on capitalization of borrowing costs at ending balance of inventory
Nil
9. Other current assets
In RMB
Item Closing balance Opening balance
Entrust financing products 1,945,000,000.00 1,765,000,000.00
Receivable export tax rebates 7,680,043.89 11,585,675.02
Prepaid taxes and VAT retained 62,956,607.99 35,798,321.46
Other 567,997.40 500,000.00
Total 2,016,204,649.28 1,812,883,996.48
10. Financial assets available for sale
(1) Particular about financial assets available for sale
In RMB
Closing balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Instrument equity
718,831,767.95 49,433,106.95 669,398,661.00 663,969,506.95 49,433,106.95 614,536,400.00
available for sale:
Measured by fair
456,010,900.00 456,010,900.00 411,596,400.00 411,596,400.00
value
Measured by cost 262,820,867.95 49,433,106.95 213,387,761.00 252,373,106.95 49,433,106.95 202,940,000.00
Other -- financial
25,000,000.00 25,000,000.00 230,000,000.00 230,000,000.00
products
Total 743,831,767.95 49,433,106.95 694,398,661.00 893,969,506.95 49,433,106.95 844,536,400.00
(2) Financial assets available for sale measured by fair value at period-end
In RMB
Instrument equity Instrument debt available
Type Total
available for sale for sale
Cost /liability of equity instrument/ amortization
234,321,050.00 234,321,050.00
cost of debt instrument
Fair value 456,010,900.00 456,010,900.00
Amount of fair value changes that accumulatively
221,689,850.00 221,689,850.00
reckoned in other comprehensive gains
138
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
(3) Financial assets available for sale measured by cost at period-end
In RMB
Book balance Depreciation reserves Ratio of
share-ho
The invested Decr Cash
Period-beginni Decrea Period-beginn Incre lding in
entity Increased Period-end ease Period-end dividend
ng sed ing ased invested
d
entity
Guolian 1,260,000.
12,000,000.00 12,000,000.00 1.20%
Securities 00
Guangxi Liufa
1,600,000.00 1,600,000.00 1,600,000.00 1,600,000.00 1.22%
Co., Ltd.
Financial
Company of
Changchai 800,000.00 800,000.00 800,000.00 800,000.00
Group Co.,
Ltd.
H&J Vanguard
33,000,000.0
Investment 33,000,000.00 33,000,000.00 33,000,000.00 11.72%
0
Co., Ltd.
Nanjing
Hengtai
Insurance and 1,000,000.00 1,000,000.00 1,000,000.00 1,000,000.00 1.85%
Broker Co.,
Ltd.
Henan Gushi
Weining Oil
Pump & 2,033,106.95 2,033,106.95 2,033,106.95 2,033,106.95
Nozzle Co.,
Ltd.
Beijing Foton
Environmental 11,000,000.0
86,940,000.00 86,940,000.00 11,000,000.00 13.04%
Engine Co., 0
Ltd.
Wuxi Xidong
Technological
5,000,000.00 5,000,000.00 1.43%
Industry Park
Co., Ltd.
Shanghai IMS
Automotive 10,000,000.00 10,000,000.00 18.52%
Electronic
139
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System Co.,
Ltd.
Shanghai CD
Dengtong
100,000,000.0 10,447,761. 110,447,761.0 15,718,062
Equity 14.93%
0 00 0 .00
Investment
Fund
252,373,106.9 10,447,761. 262,820,867.9 49,433,106.9 16,978,062
Total 49,433,106.95 --
5 00 5 5 .00
(4) Changes of impairment in Period
In RMB
Instrument equity Instrument debt
Type Total
available for sale available for sale
Balance of impairment accrual at period-begin 49,433,106.95 49,433,106.95
Balance of impairment accrual at period-end 49,433,106.95 49,433,106.95
11. Long-term equity investment
In RMB
+,-
Endin
Other
Ca g
Add compr
pit Other balan
The itio ehensi Impai
al Investment gains equit Cash dividend or ce of
invested Opening balance nal ve rment Oth Closing balance
re recognized under y profit announced impai
entity inve incom accru er
du equity chan to issued rment
stm e al
cti ge provi
ent adjust
on sion
ment
I. Joint venture
Wuxi Weifu
Environment
Protection 328,013,838.31 58,637,726.31 386,651,564.62
Catalyst Co.,
Ltd.
Subtotal 328,013,838.31 58,637,726.31 386,651,564.62
II. Associated enterprise
RBCD 2,412,377,721.27 734,304,011.88 937,776,800.00 2,208,904,933.15
Zhonglian 533,441,050.96 247,815,935.80 136,000,000.00 645,256,986.76
140
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Automobile
Electronic Co.,
Ltd
Wuxi Weifu
Fine Machinery
41,155,356.48 5,215,404.42 3,600,000.00 42,770,760.90
Manufacturing
Co., Ltd.
Subtotal 2,986,974,128.71 987,335,352.10 1,077,376,800.00 2,896,932,680.81
Total 3,314,987,967.02 1,045,973,078.41 1,077,376,800.00 3,283,584,245.43
Other explanation
Nil
12. Investment real estate
(1) Investment real estate measured at cost
√ Applicable □ Not applicable
In RMB
Construction in
Item House and building Land use right Total
process
I. original book value
1.Opening balance 52,016,403.92 52,016,403.92
2. increased in thePeriod
(1) outsourcing
(2) Inventory\fixed assets\construction in
process transfer-in
(3) increased by combination
3. decreased in thePeriod
(1) disposal
(2) other transfer-out
4.Closing balance 52,016,403.92 52,016,403.92
II. Accumulated depreciation and
accumulated amortization
1.Opening balance 30,597,461.52 30,597,461.52
2. increased in thePeriod 1,185,830.47 1,185,830.47
(1) accrual or amortization 1,185,830.47 1,185,830.47
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3. decreased in thePeriod
(1) disposal
(2) other transfer-out
4.Closing balance 31,783,291.99 31,783,291.99
III. Depreciation reserves
1.Opening balance
2. increased in thePeriod
(1) accrual
3. decreased in thePeriod
(1) disposal
(2) other transfer-out
4.Closing balance
IV. Book value
1. Ending Book value 20,233,111.93 20,233,111.93
2. Opening Book value 21,418,942.40 21,418,942.40
(2) Investment real estate measured at fair value
□ Applicable √ Not applicable
13. Fixed assets
(1) Fixed assets
In RMB
Machinery Transportation Electronic and
Item Housing buildings Total
equipment equipment other equipment
I. original book value
1.Opening balance 654,874,433.10 1,638,756,722.58 42,029,378.89 220,369,407.21 2,556,029,941.78
2. increased in the Period 529,472,217.38 578,854,531.34 4,783,968.32 113,734,355.37 1,226,845,072.41
(1) Purchase 6,376,799.41 62,348,657.20 3,662,690.25 4,787,222.91 77,175,369.77
(2) construction in process
523,095,417.97 516,505,874.14 1,121,278.07 108,947,132.46 1,149,669,702.64
transfer-in
(3) increased by combination
142
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3. decreased in the Period 18,338,404.96 172,207,325.10 5,018,707.34 12,254,121.92 207,818,559.32
(1) disposal or scrapping 18,338,404.96 169,591,940.50 5,018,707.34 12,254,121.92 205,203,174.72
(2) construction in process
2,615,384.60 2,615,384.60
transfer-in
4.Closing balance 1,166,008,245.52 2,045,403,928.82 41,794,639.87 321,849,640.66 3,575,056,454.87
II. Accumulated depreciation
1.Opening balance 183,569,355.09 823,770,029.09 26,726,454.13 117,401,412.03 1,151,467,250.34
2. increased in the Period 33,240,875.35 149,095,161.38 4,904,486.38 22,617,633.04 209,858,156.15
(1) accrual 33,240,875.35 149,095,161.38 4,904,486.38 22,617,633.04 209,858,156.15
3. decreased in the Period 15,445,234.97 125,752,191.60 3,823,006.20 9,865,835.57 154,886,268.34
(1) disposal or scrapping 15,445,234.97 124,716,533.98 3,823,006.20 9,865,835.57 153,850,610.72
(2) construction in process
1,035,657.62 1,035,657.62
transfer-in
4.Closing balance 201,364,995.47 847,112,998.87 27,807,934.31 130,153,209.50 1,206,439,138.15
III. Depreciation reserves
1.Opening balance 48,658,978.77 133,515.66 6,024,407.84 54,816,902.27
2. increased in the Period 585,138.14 585,138.14
(1) aacrual 585,138.14 585,138.14
3. decreased in the Period 7,041,221.92 7,790.26 363,034.93 7,412,047.11
(1) disposal or scrapping 7,041,221.92 7,790.26 363,034.93 7,412,047.11
4.Closing balance 42,202,894.99 125,725.40 5,661,372.91 47,989,993.30
IV. Book value
1. Ending Book value 964,643,250.05 1,156,088,034.96 13,860,980.16 186,035,058.25 2,320,627,323.42
2. Opening Book value 471,305,078.01 766,327,714.72 15,169,409.10 96,943,587.34 1,349,745,789.17
(2) Temporarily idle fixed assets
Nil
(3) Fixed assets acquired by financing lease
Nil
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(4) Fixed assets acquired by perating lease
Nil
(5) Certificate of title un-completed
In RMB
Item Book value Reasons
Boiler room and guard house of Weifu Jinning 3,305,291.24 Still in process of relevant property procedures
Plant and office building of Weifu Chang’an 41,195,629.02 Still in process of relevant property procedures
Parent company Industrial Park 367,875,485.71 Still in process of relevant property procedures
14. Construction in progress
(1) Construction in progress
In RMB
Closing balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
R& D AS WELL AS
INDUSTRIALIZATION OF
WAPS AND CAPACITY
668,995.61 668,995.61
PROMOTION FOR PARTS OF
DIESEL COMMON RAIL
SYSTEM
Construction of industry zone
39,836,288.30 39,836,288.30 349,623,206.81 349,623,206.81
district
Industrialization of auto tail-gas
38,133,217.73 38,133,217.73 1,472,127.85 1,472,127.85
treatment system products
Ningbo Tianli new plant project 60,304,155.68 60,304,155.68
Other projects 86,744,119.18 2,310,872.53 84,433,246.65 67,869,693.71 2,522,110.89 65,347,582.82
Total 164,713,625.21 2,310,872.53 162,402,752.68 479,938,179.66 2,522,110.89 477,416,068.77
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(2) Changes of major projects under construction
In RMB
Interes
Proporti
including: t
on of Accumulated
Fixed assets Other interest capital
Opening increased in the project Progre amount of Sourceof
Item Budget transfer-in in the decreased in Closing balance capitalized ization
balance Period investme ss interest funds
Period the Period amount of the rate of
nt in capitalization
year the
budget
year
R& D AS WELL
AS
INDUSTRIALIZ
ATION OF WAPS
Offering
AND CAPACITY
650,000,000.00 668,995.61 155,399,204.59 156,068,200.20 96.18% 100.00 fund / free
PROMOTION
fund
FOR PARTS OF
DIESEL
COMMON RAIL
SYSTEM
Construction of Offering
industry zone 650,000,000.00 349,623,206.81 281,781,741.92 591,568,660.43 39,836,288.30 87.61% 96.00 fund / free
district fund
Industrialization
Offering
of auto tail-gas
340,000,000.00 1,472,127.85 36,661,089.88 38,133,217.73 100.00% 95.00 fund / free
treatment system
fund
products
Ningbo Tianli new 116,000,000.00 60,304,155.68 9,533,744.91 69,837,900.59 100.00% 100.00 4,165,000.39 1,494,000.00 4.98% other
145
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
plant project
Parent company’s
project of
technical 10,683,716.98 223,894,063.97 220,526,799.63 133,333.33 13,917,647.99 other
improvement
equipment
Weifu-Autocam’s
8,376,284.87 43,287,159.35 24,507,507.42 27,155,936.80 other
equipment project
Weifu ITMA 102
4,929,935.19 11,171,223.70 16,101,158.89 other
warehouse project
Total 1,756,000,000.00 436,058,422.99 761,728,228.32 1,062,509,068.27 133,333.33 135,144,249.71 -- -- 4,165,000.39 1,494,000.00 --
146
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(3) The provision for impairment of construction projects
In RMB
Item Provison amount reason
Sporadic Engineering - equipment installation The amount of the project can be recovered less than the
214,529.91
engineering book value of the difference.
Total 214,529.91 --
15. Intangible assets
(1) Particular about intangible assets
In RMB
Non-patent Trademark and Computer
Item Land use right Patent Total
technology trademark license software
I. original book value
1.Opening balance 376,128,220.00 3,539,793.05 41,597,126.47 26,676,098.29 447,941,237.81
2. increased in the Period 12,695,508.89 12,695,508.89
(1) purchase 12,695,508.89 12,695,508.89
(2) internal R&D
(3) increased by
combination
3. decreased in the Period
(1) disposal
4.Closing balance 376,128,220.00 3,539,793.05 41,597,126.47 39,371,607.18 460,636,746.70
II. accumulated amortization
1.Opening balance 46,038,189.96 1,209,429.48 9,709,000.00 10,474,523.08 67,431,142.52
2. increased in the Period 7,520,313.46 353,979.36 8,073,573.94 15,947,866.76
(1) Accrual 7,520,313.46 353,979.36 8,073,573.94 15,947,866.76
3. decreased in the Period
(1) disposal
4.Closing balance 53,558,503.42 1,563,408.84 9,709,000.00 18,548,097.02 83,379,009.28
III. impairment provision
147
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1.Opening balance 16,646,900.00 16,646,900.00
2. increased in the Period
(1) Accrual
3. decreased in the Period
(1) disposal
4.Closing balance 16,646,900.00 16,646,900.00
IV. Book value
1. Ending Book value 322,569,716.58 1,976,384.21 15,241,226.47 20,823,510.16 360,610,837.42
2. Opening Book value 330,090,030.04 2,330,363.57 15,241,226.47 16,201,575.21 363,863,195.29
Ratio of the intangible assets from internal R&D in balance of intangible assets at period-end was 0%.
(2) Land use rights without certificate of ownership
Nil
16. Goodwill
(1) Original book value of goodwill
In RMB
The invested entity or items Opening balance Increase during the year Decreased during the year Closing balance
Weifu Tianli 1,784,086.79 1,784,086.79
Total 1,784,086.79 1,784,086.79
17. Long-term unamortized expenses
In RMB
increased in the Amortized in the
Item Opening balance Other decrease Closing balance
Period Period
Remodeling costs ect. 12,202,828.33 9,017,420.55 7,215,337.24 14,004,911.64
Total 12,202,828.33 9,017,420.55 7,215,337.24 14,004,911.64
18. Deferred income tax assets and deferred income tax liabilities
(1) Deferred income tax assets un-offset
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In RMB
Closing balance Opening balance
Deductible Deductible
Item Deferred income tax Deferred income
temporary temporary
assets tax assets
difference difference
Bad debt reserves 29,076,648.82 4,639,609.68 26,638,685.97 4,203,747.73
Inventroy falling price reserves 231,625,094.65 35,744,562.09 202,031,634.58 31,258,583.03
Fixed assets depreciation reserves 47,987,199.75 7,301,021.41 54,816,902.27 8,902,649.73
Construction in process depreciation reserves 2,310,872.53 346,630.88 2,522,110.89 378,316.63
Intangibel assets depreciation reserves 16,646,900.00 2,497,035.00 16,646,900.00 2,497,035.00
Deferred income 395,610,989.00 59,341,648.35 219,520,121.35 32,928,018.20
Internal un-realized profit 32,612,928.06 5,292,769.12 48,152,133.53 7,635,465.54
Payable salary, accrued expensese ect. 258,374,925.93 41,308,845.53 331,154,652.95 51,553,985.39
Relocation expenses 60,011,284.67 9,001,692.70
Depreciation assets, amortization difference 1,481,298.44 222,194.77
Deductible loss of subsidiary 12,052,823.20 2,179,408.54
Total 1,027,779,680.38 158,873,725.37 961,494,426.21 148,359,493.95
(2) Deferred income tax liabilities un-offset
In RMB
Closing balance Opening balance
Item Taxable temporary Deferred income tax Taxable temporary Deferred income tax
differences liabilities differences liabilities
Asset evaluation increment for
14,972,289.38 2,245,843.40 15,712,509.36 2,356,876.40
combination not under the same control
Change of fair value for the financial
221,689,850.00 33,253,477.50 143,056,900.00 21,458,535.00
assets available for sale
Total 236,662,139.38 35,499,320.90 158,769,409.36 23,815,411.40
(3) Deferred income tax assets and deferred income tax liabilities listed after off-set
In RMB
Ending balance of Trade-off between the Opening balance of
Trade-off between the
deferred income tax deferred income tax deferred income tax
Item deferred income tax
assets or liabilities after assets and liabilities at assets or liabilities after
assets and liabilities
off-set period-begin off-set
Deferred income tax
158,873,725.37 148,359,493.95
assets
149
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Deferred income tax
35,499,320.90 23,815,411.40
liabilities
(4) Details of unrecognized deferred income tax assets
In RMB
Item Closing balance Opening balance
Deductible temporary differences - Bad debt reserves 1,375,751.80 293,978.87
Deductible temporary differences- Inventroy falling price reserves 30,190,180.65 24,662,648.86
Deductible losses –subsidiary of Weifu ITM ect. 188,909,719.27 78,691,706.49
Deductible temporary differences- Fixed assets depreciation reserves 2,793.55
Deductible temporary differences- Provision for impairment of financial assets
49,433,106.95 49,433,106.95
available for sale
Total 269,911,552.22 153,081,441.17
(5) Deductible losses of un-recognized deferred income tax assets expired on the followed year
In RMB
Year Ending amount Opening amount Note
2015 3,169,614.06 Weifu ITM and other subsidiaries have operating losses
2016 3,044,019.10 3,044,019.10 Weifu ITM and other subsidiaries have operating losses
2017 12,490,509.17 12,490,509.17 Weifu ITM and other subsidiaries have operating losses
2018 24,828,326.76 24,828,326.76 Weifu ITM and other subsidiaries have operating losses
2019 35,159,237.40 35,159,237.40 Weifu ITM and other subsidiaries have operating losses
2020 113,387,626.84 Weifu ITM and other subsidiaries have operating losses
Total 188,909,719.27 78,691,706.49 --
19. Other non-current assets
In RMB
Item Closing balance Opening balance
Engineering equipment paid in advance 149,038,672.85 352,385,362.29
Total 149,038,672.85 352,385,362.29
20. Short-term loans
(1) Types of short-term loans
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
In RMB
Item Closing balance Opening balance
Debt of honour 313,000,000.00 383,000,000.00
Note financing 47,000,000.00 32,000,000.00
Total 360,000,000.00 415,000,000.00
(2) Overdue short-term loans without payment
Nil
21. Notes payable
In RMB
Type Closing balance Opening balance
Trade acceptance 630,682,394.24 488,556,684.85
Total 630,682,394.24 488,556,684.85
Notes expired at year-end without paid was 0.00 Yuan.
22. Account payable
(1) Account payable
In RMB
Item Closing balance Opening balance
Within 1 year 1,090,199,533.46 1,366,347,639.31
1-2 years 304,679,526.94 33,987,185.76
2-3 years 21,424,218.43 23,090,576.02
Over 3 years 47,304,660.12 30,513,397.52
Total 1,463,607,938.95 1,453,938,798.61
23. Account received in advance
(1) Account received in advance
In RMB
Item Closing balance Opening balance
Within 1 year 28,529,286.23 40,418,546.23
1-2 years 2,814,487.48 1,247,140.92
2-3 years 550,277.52 122,115.42
Over 3 years 1,651,312.26 1,996,124.73
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Total 33,545,363.49 43,783,927.30
24. Wages payable
(1) Wages payable
In RMB
Item Opening balance Increase during the year Decreased during the year Closing balance
I. Short-term compensation 152,089,263.65 678,593,026.63 684,304,483.44 146,377,806.84
II. Post-employment welfare- defined
45,382,471.89 119,111,272.24 125,931,023.91 38,562,720.22
contribution plans
III. Dismissed welfare 0.00
IV. Other welfare due within one year 64,175,931.45 40,520,000.00 44,565,517.44 60,130,414.01
Including: other short-term
welfare-Housing subsidies, employee 22,441,501.84 0.00 4,378,944.76 18,062,557.08
benefits and welfare funds
Total 261,647,666.99 838,224,298.87 854,801,024.79 245,070,941.07
(2) Short-term compensation
In RMB
Item Opening balance Increase during the year Decreased during the year Closing balance
1. Wages,bonuses,allowances and subsidies 122,910,648.82 524,658,565.79 533,831,521.66 113,737,692.95
2. Welfare for workers and staff 0.00 49,456,430.08 49,456,430.08
3. Social insurance 12,724,313.10 44,224,702.28 47,002,396.62 9,946,618.76
Including: Medical insurance 10,202,688.95 36,198,823.89 38,483,114.75 7,918,398.09
Work injury insurance 1,467,010.17 6,115,426.46 6,255,640.39 1,326,796.24
Maternity insurance 1,054,613.98 1,910,451.93 2,263,641.48 701,424.43
4. Housing accumulation fund 1,629,065.29 49,756,483.88 41,120,871.27 10,264,677.90
5. Labor union expenditure and
14,825,236.44 10,496,844.60 12,893,263.81 12,428,817.23
personnel education expense
Total 152,089,263.65 678,593,026.63 684,304,483.44 146,377,806.84
(3) Defined contribution plans
In RMB
Item Opening balance Increase during the year Decreased during the year Item
1. Basic endowment insurance 28,473,671.35 84,056,192.58 89,527,931.98 23,001,931.95
2. Unemployment insurance 2,676,796.54 6,051,487.73 6,460,926.33 2,267,357.94
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
3. Enterprise annuity 14,232,004.00 29,003,591.93 29,942,165.60 13,293,430.33
Total 45,382,471.89 119,111,272.24 125,931,023.91 38,562,720.22
Other explanation:
1. The post-employment benefits increased in the current period - defined contribution plans including long-term
employee pay payable increased by 11,860,000.00 yuan.
2. Other benefits due within one year and increased in the current period including long-term employee pay
payable increased by 40,520,000.00 yuan.
3. Note of post-employment welfare-defined contribution plans:
The Company participates in the pension insurance and unemployment insurance plans established by government
authorities by laws. Under these plans, the Company makes monthly contribution to these plans based on 14% and
2% of the social insurance contribution base for 2014 respectively. Other than the aforesaid monthly contribution,
the Company takes no further payment obligation. The relevant expenditure is included in current profit or loss or
cost of relevant assets when occurs. Foun dmore of enterprise annuity in Note XVI–other important event-4.‖
Annuity plan‖
25. Tax payable
In RMB
Item Closing balance Opening balance
Value-added tax 21,584,605.67 7,443,822.78
Business tax 22,731.23 12,246.55
Enterprise income tax 21,811,569.29 57,611,553.82
Individual income tax 2,049,100.89 511,928.33
Urban maintenance and construction tax 1,511,975.13 536,095.70
Educational surtax 1,081,008.96 382,925.51
Other (including stamp tax and local
4,328,874.16 3,605,415.85
funds)
Total 52,389,865.33 70,103,988.54
26. Interest payable
In RMB
Item Closing balance Opening balance
Long-term borrowing interest for installment 91,300.00 211,300.00
Interest payable for short-term loans 687,373.59 538,261.12
Total 778,673.59 749,561.12
Interest overdue without paid: Nil
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27. Other payable
(1) Classification of other payable according to nature of account
In RMB
Item Closing balance Opening balance
Margin 9,179,884.32 18,982,787.34
Social insurancen and reserves funds that withholding 4,510,304.28 3,409,055.83
Intercourse funds of units 25,911,757.81 38,296,346.93
Other 9,731,879.85 1,577,917.48
Total 49,333,826.26 62,266,107.58
(2) Significant other payable with over one year age
In RMB
Item Closing balance Reasons of un-paid or carry-over
Nanjing Jidian Industrial Group Co., Ltd. 4,500,000.00 Intercourse funds
Total 4,500,000.00 --
28. Non current liabilities due within one year
In RMB
Item Closing balance Opening balance
Long-term loans due within one year 60,000,000.00
Total 60,000,000.00
Other note:
The company provided security, the special loan borrowed by Weifu Tianli, the contract interest rate: 4.98%,
repayment is stipulated in the contract as of 23 December 2016.
29. Other current liability
In RMB
Item Closing balance Opening balance
Sales discount 1,000,000.00
Technology service fee 1,268,901.00
Three-guarantee charge 7,880,169.55
Other 557,239.68
Total 10,706,310.23
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
30. Long-term loans
(1) Classification of long-term loans
In RMB
Item Closing balance Opening balance
Guaranteed loan 60,000,000.00
Total 60,000,000.00
31. Long-term account payable
(1) Listed by nature
In RMB
Item Closing balance Opening balance
Hi-tech Branch of Nanjing Finance Bureau [note 1] financial supporting capital (2005) 1,140,000.00 1,140,000.00
Hi-tech Branch of Nanjing Finance Bureau[note 2] financial supporting capital (2006) 1,250,000.00 1,250,000.00
Hi-tech Branch of Nanjing Finance Bureau[note 3] financial supporting capital (2007) 1,230,000.00 1,230,000.00
Loan transferred from treasury bond [note 4] 2,034,545.00 2,712,727.00
Hi-tech Branch of Nanjing Finance Bureau[note 5] financial supporting capital (2008) 2,750,000.00 2,750,000.00
Hi-tech Branch of Nanjing Finance Bureau[note 6] financial supporting capital (2009) 1,030,000.00 1,030,000.00
Hi-tech Branch of Nanjing Finance Bureau[note 7] financial supporting capital (2010) 960,000.00 960,000.00
Hi-tech Branch of Nanjing Finance Bureau[note 8] financial supporting capital (2011) 5,040,000.00 5,040,000.00
Hi-tech Branch of Nanjing Finance Bureau[note 9] financial supporting capital (2013) 2,740,000.00 2,740,000.00
Total 18,174,545.00 18,852,727.00
Other explanation:
[Note 1] To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone,
financial supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use,
the term is from 20 October 2005 to 20 October 2020. Provided that the operation period in the zone is less than
15 years, financial supporting capital will be reimbursed.
[Note 2] To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone,
financial supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use,
the term is from 20 July 2006 to 20 July 2021. Provided that the operation period in the zone is less than 15
years, financial supporting capital will be reimbursed.
[Note 3] To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone,
financial supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use,
the term is from 17 September 2007 to 17 September 2022. Provided that the operation period in the zone is
less than 15 years, financial supporting capital will be reimbursed.
[Note 4] Loan transferred from treasury bond: Weifu Jinning received RMB1.87 million Yuan of special funds
from budget of the central government, and RMB1.73 million Yuan of special funds from budget of the local
government. The non-operating income transferred in was 1.87 million Yuan in 2011 which was confirmed not
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
to return, if the Company pays back special funds of 3.73 million Yuan to the local government in 11 years
since 2012, then the Company needs to repay the principal of 339,091.00 Yuan each year.
[Note 5] To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone,
financial supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use,
the term is from 10 November 2008 to 10 November 2023. Provided that the operation period in the zone is
less than 15 years, financial supporting capital will be reimbursed.
[Note 6] To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone,
financial supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use,
the term is from 27 October 2009 to 27 October 2024. Provided that the operation period in the zone is less than
15 years, financial supporting capital will be reimbursed.
[Note 7] To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone,
financial supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use,
the term is from 27 December 2010 to 27 December 2025. Provided that the operation period in the zone is less
than 15 years, financial supporting capital will be reimbursed.
[Note 8] To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone,
financial supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use,
the term is from 28 December 2011 to 28 December 2026. Provided that the operation period in the zone is less
than 15 years, financial supporting capital will be reimbursed.
[Note 9] To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone,
financial supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use, the
term is from 18 December 2013 to 18 December 2028. Provided that the operation period in the zone is less than
15 years, financial supporting capital will be reimbursed.
32. Long-term employee payable
(1) Long-term employee payable
In RMB
Item Closing balance Opening balance
I. Post-employment welfare-defined contribution plans net indebtedness 0.00 0.00
II. Dismiss welfare 0.00 0.00
III. Other long-term welfare 96,350,000.00 69,000,000.00
Total 96,350,000.00 69,000,000.00
33. Special payable
In RMB
Opening Increase during Decreased Closing
Item Causes
balance the year during the year balance
Removal compensation of the company [note1] 325,380,000.00 298,920,033.42 26,459,966.58
Removal compensation of subsidiary Weifu Jinning
18,265,082.11 18,265,082.11
[note 2]
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Total 18,265,082.11 325,380,000.00 298,920,033.42 44,725,048.69 --
Other explanation:
Explanation of removal compensation of the company and removal compensation of subsidiary Weifu Jinning:
[Note 1] According to the ―State-owned land use right of Wuxi City purchase contract‖ signed between parent
company and Wuxi Land Reserve Center, the two parties come to an agreement with the property attributable to
parent company, located in No.107, Renmin West Road, Wuxi City and No.125, Yunhe East Road, Wuxi City, as
well as the equipment unable to move, that is the company received RMB 503.8116 million for removal
compensation. RMB 7,900,000.00 was received in 2013 as relocation compensation, and RMB 509,264.71
occurred in removals was reconked into non-operation revenue. Relocation compensation RMB 145,230,000.00
received in 2014 and RMB 152,620,735.29 occurred in removals was recmoned into non-operation revenue in the
Period; The company has received relocation compensation of 325,380,000.00 yuan in this year, the removal
charge of 68,526,638.09 yuan compensated in the current period and the removal charge of 21,192,981.57 yuan
that occurred in 2014 but has not yet been compensated were included in the current non-operating income, new
capital expenditure of 209,200,413.76 yuan for compensation is included in the deferred income, and the surplus
is 26,459,966.58 yuan.
[Note 2]Removal compensation of subsidiary Weifu Jinning: in line with regulation of the house acquisition
decision of People’s government of Xuanwu District, Nanjing City, Ning Xuan Fu Zheng Zi (2012) No.001, part
of the lands and property of Weifu Jingning needs expropriation in order to carry out the comprehensively
improvement of Ming Great Wall. According to the house expropriation and compensation agreement in
state-owned lands signed between Weifu Jinning and House Expropriation Management Office of Xuanwu
District, Nanjing City, RMB 19.7067 million in total are compensate, including operation losses from lessee RMB
1.4416 million in total. The above compensation was received in last period and is making up for the losses from
lessee, and the above lands and property have not been collected up to 31 December 2015.
34. Deferred income
In RMB
Increase during the Decreased during the
Item Opening balance Closing balance Causes
year year
Fiscal appropriation
Government grands 228,792,442.75 217,835,413.76 45,969,865.45 400,657,991.06
received
Total 228,792,442.75 217,835,413.76 45,969,865.45 400,657,991.06 --
Item with government grants involved:
In RMB
Amount
Other
New grants in reckoned in Assets-related/inc
Item Opening balance chang Ending balance
the Period non-operation ome related
es
revenue
Appropriation on industrialization
Assets/income
project of electrical control and high 5,768,002.36 721,000.30 5,047,002.06
related
voltage jet VE system of low
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
emissions diesel
R&D subsidy for new products 27,188,955.02 24,944,729.99 2,244,225.03 Income related
Appropriation on reforming of
production line technology and R&D
7,100,000.00 7,100,000.00 Assets related
ability of common rail system for
diesel by distributive high-voltage
Fund of industry upgrade (2012) 60,400,000.00 60,400,000.00 Income related
Fund of industry upgrade (2013) 60,520,000.00 60,520,000.00 Income related
Appropriation on central basic
5,000,000.00 714,285.71 4,285,714.29 Assets related
construction investment
R&D and industrialization of the high
pressure variable pump of the
11,050,000.00 450,000.00 11,500,000.00 Assets related
common rail system of diesel engine
for automobile
Research institute of motor vehicle
4,000,000.00 4,000,000.00 Assets related
exhaust aftertreatment technology
Fund of industry upgrade (2014) 36,831,000.00 36,831,000.00 Income related
New-built assets compensation after
209,200,413.76 16,868,380.97 192,332,032.79 Assets related
the removal of parent company
Wuxi business development funds
supporting foreign trade
2,000,000.00 2,000,000.00 Assets related
transformation and upgrading project
(2015)
Wuxi technical research and
2,000,000.00 2,000,000.00 Assets related
development institution funds (2015)
Assets/income
Other 10,934,485.37 4,185,000.00 2,721,468.48 12,398,016.89
related
Total 228,792,442.75 217,835,413.76 45,969,865.45 400,657,991.06 --
Other explanation:
(1) Appropriation on industrialization project of electrical control and high voltage jet VE system of low
emissions diesel: in September 2009, Weifu Jinning signed ―Project Contract of Technology Outcome
Transferring Special Capital in Jiangsu Province‖ with Nanjing Technical Bureau, according to which Weifu
Jinning received appropriation RMB 6.35 million in 2009, RMB 4.775 million received in 2010 and RMB 0.875
million received in 2011. According to the contract, the attendance date of this project was: from October of 2009
to March of 2012. This contract agreed 62% of newly increased investment in project would be spent in fixed
assets investment which are belongs to the government grands with assets/income concerned. In 2013, accepted
by the science & technology agency of Jiangsu Province, and RMB 4,789,997.04 with income related was
reckoned into current operation revenue directly; the RMB 7,210,002.96 with assets related was amortized durting
the predicted service period of the assets, and RMB 721,000.30 amortized in the Period.
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(2) R&D subsidy for new products: in 2011, the subsidy for R&D of new products are received from Wuxi New
Financial Bureau by the parent company for year of 2012 to 2013, grants amounting to RMB 48.5 million, and
with income concerned. The Company transfer-in non-operation revenue of RMB7,420,891.69 in 2012 while
RMB 3,410,293.07 in 2013, and RMB37,668,815.24 remains. On 20 December 2013, the Company applied for
orderly utilization in 2014 and later years in aspect of the un-used parts, mainly use for Euro IV and above R&D
for the diesel system in later years, as well as the R&D items of engine electrical componets, NRM, kernel
components and process optimization. And the application was approved by Enterprise Service Buear of Wuxi
New Disctrict in 2013. In the Period, expenses for new product’s R&D amounting to RMB 24,944,729.99, and
RMB 24,944,729.99 tansfer-in non-operational revenue in the Period.
(3) The appropriation for research and development ability of distributive high-pressure common rail system for
diesel engine use and production line technological transformation project: according to XCJ No. [2010] 59, the
Company has received special funds of 7.1 million yuan appropriated by Finance Bureau of Wuxi New District in
2011 and used for the Company’s research and development ability of distributive high-pressure common rail
system for diesel engine use and production line technological transformation project; this appropriation belongs
to government subsidies related to assets, and will be amortized according to the useful life of the underlying
assets when the project is completed.
(4) Industry upgrading funds (2012): In accordance with the document Xi Xin Guanjing Fa [2012] No.216 and
Document Xi Xin Guancai Fa [2012] No. 85, the Company received funds of 60.4 million Yuan appropriated for
industry upgrading this year.
(5) Industry upgrading funds (2013): In accordance with the document Xi Xin Guan Jing Fa [2013] No.379, Xi
Xin Guan Jing Fa [2013] No.455, Xi Xin Guan Cai Fa [2013] No.128 and Xi Xin Guan Cai Fa [2013] No.153, the
Company received funds of 60.52 million Yuan appropriated for industry upgrading in 2013.
(6) Appropriation for investment of capital construction from the central government: In accordance with the
document Xi Caijian [2012] No.43, the Company received appropriation of 5 million Yuan for investment of
capital construction from the central government in 2012. The project has passed the acceptance check in current
period, this appropriation should be amortized within the surplus service life of current assets, and amortization
amount of current period is 714,285.71 yuan.
(7) R&D and industrialization of the high pressure variable pump of the common rail system of diesel engine for
automobile: the Company received appropriated for the project in 2013 with 8.05 million Yuan in line with
documents of Xi Ke Ji [2013] No.186, Xi Ke Ji [2013] No.208, Xi Cai Gong Mao [2013] No.104 and Xi Cai
Gong Mao [2013] No.138. In2014, RMB 3 million received. In the period, RMB 0.45 million received. And
belongs to government grands with assets concerned, and shall be amortized in the use of period for assets after
project completed. Project terms from September 2013 to August 2016.
(8) Vehicle exhaust after-treatment technology research institute project: in 2012, the subsidiary Weifu Lida has
applied for equipment purchase assisting funds to Wuxi Huishan Science and Technology Bureau and Wuxi
Science and Technology Bureau for the vehicle exhaust after-treatment technology research institute project. This
declaration has been approved by Wuxi Huishan Science and Technology Bureau and Wuxi Science and
Technology Bureau in 2012, and the company has received appropriation of 2.4 million yuan in 2012, and
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
received appropriation of 1.6 million yuan in 2013. This appropriation belongs to government subsidies related to
assets and will be amortized within the useful life of relevant assets when the project is completed.
(9) Industry upgrading funds (2014): In accordance with the document Xi Xin Guan Jing Fa [2014] No.427 and
Xi Xin Guan Cai Fa [2014] No.143, the Company received funds of 36.831 million Yuan appropriated for
industry upgrading in 2014.
(10) New-built assets compensation after the removal of parent company: this fund is the amount transferred from
the special accounts payable, please see the relevant instructions in 33 "special accounts payable"; this amount is
amortized according to the depreciation and amortization schedule of new-built assets, and the write-off amount in
current period is 16,868,380.97 yuan.
(11) Wuxi business development funds supporting foreign trade transformation and upgrading project (2015):
according to XSC No. [2015] 72, XCGM No. [2015]11, XSC No. [2015]231, and XCGM No. [2015]98, the
company has received the 2015 Wuxi business development funds supporting project funds of 2 million yuan
appropriated by the Finance Bureau of New District Management Committee of Wuxi Municipal People's
Government for subsidizing the company’s construction of ―the research and development of diesel engine high
pressure common rail key components and the production capacity enhancement technological transformation
project‖, the project duration is from December 2014 to December 2016; this appropriation belongs to
government subsidies related to assets, and will be amortized within the useful life of assets when the project is
completed.
(12) Wuxi technical research and development institution funds (2015): in accordance with XKJ No. [2015] 157,
XCGM No. [2015] 100, XKJ No. [2013] 160, and XCGM No. [2013] 84, the company has received the 2015
Wuxi technical research and development institution funds of 2 million yuan appropriated by the Finance Bureau
of New District Management Committee of Wuxi Municipal People's Government for subsidizing the company’s
―technical research and development institution enhancement projects‖, the project duration is from January
1,2015 to December 31, 2017; this appropriation belongs to government subsidies related to assets, and will be
amortized within the useful life of assets when the project is completed.
35. Share capital
In RMB
Changeduringthe year(+,-)
Shares
Opening balance New shares Bonus transferred Closing balance
Other Subtotal
issued share from capital
reserve
Total
1,020,200,992.00 -11,250,422.00 -11,250,422.00 1,008,950,570.00
shares
Other explanation:
Deliberated and approved by the company’s first extraordinary general meeting in 2015, the company has
repurchased 11,250,422 shares of A shares from August 26, 2015 to September 8, 2015, and has finished the
cancellation procedures for above repurchase shares in China Securities Depository and Clearing Corporation
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Limited Shenzhen Branch on September 16, 2015; after the cancellation of repurchase shares, the company’s
paid-up capital (capital) becomes RMB 1,008,950,570 yuan after the change.
36. Capital reserve
In RMB
Decreased during the
Item Opening balance Increase during the year Closing balance
year
Capital premium (Share
3,610,959,358.19 238,749,185.07 3,372,210,173.12
capital premium)
Other Capital reserves 24,725,054.85 24,725,054.85
Total 3,635,684,413.04 238,749,185.07 3,396,935,227.97
Other explanation, including changes and reasons for changes:
The capital surplus-capital premium reduced RMB 238,749,185.07 in the period due to buy-back and write-off
shares.
37. Other consolidated income
In RMB
Amount of this period
Less: written in
other
comprehensive Closing
Account before Belong to
Item Opening balance income in
Less : income tax Belong to parent minority balance
income tax in the previous period
expense company after taxshareholder
and carried
year s after tax
forward to gains
and losses in
current period
I. Other
comprehensive
income items which
will be not 0.00 0.00 0.00 0.00 0.00
reclassified
subsequently to
profit or loss
II. Other
comprehensive
income items which
121,598,365.00 119,231,500.00 34,508,767.50 17,884,725.00 66,838,007.50 188,436,372.50
will be reclassified
subsequently to
profit or loss
Gains
121,598,365.00 119,231,500.00 34,508,767.50 17,884,725.00 66,838,007.50 188,436,372.50
or losses arising
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
from changes in fair
value of
available-for-sale
financial assets
Total of other
121,598,365.00 119,231,500.00 34,508,767.50 17,884,725.00 66,838,007.50 188,436,372.50
consolidated income
Other explanation, including the active part of the hedging gains/losses of cash flow transfer to initial recognization adjustment for
the arbitraged items: Nil
38. Reasonable reserve
In RMB
Increase during the Decrease during this
Item Opening balance Closing balance
period period
Safety production costs 867,353.00 17,777,214.23 17,729,919.14 914,648.09
Total 867,353.00 17,777,214.23 17,729,919.14 914,648.09
Other explanation, including changes and reasons for changes:
According to the ―management method of extraction and use the safety prodution costs for enterprise‖ Cai Qi
[2012] No.16 jointly issued by Ministry of Finance and Administration of Production Safety Supervision, the
provision is based on the actual operation revenue of last period, extract on average month-by-month basis
through excess regressive method
Among the above safety productin costs, including the safety production costs accrual by the Company in line
with regulations and the parts enjoy by shareholders of the Company in safety production costs accrual by
susbidary in line with regulations.
39. Surplus reserves
In RMB
Increase during the Decrease during this
Item Opening balance Closing balance
period period
Statutory surplus
510,100,496.00 510,100,496.00
reserves
Total 510,100,496.00 510,100,496.00
Other explanation, including changes and reasons for changes:
Pursuit to the Company Law and Article of Association, the Company extracted statutory surplus reserve on 10
percent of the net profit. No more amounts shall be withdrawa if the accumulated statutory surplus reserve takes
over 50 percent of the registered capital.
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40. Retained profit
In RMB
Item This period Last period
Retained profits at the end of last year before adjustment 5,570,583,069.92 4,416,658,298.29
Retained profits at the beginning of the year after adjustment 5,570,583,069.92 4,416,658,298.29
Add: The net profits belong to owners of patent company of this period 1,515,388,285.71 1,539,439,686.81
Less: Withdraw legal surplus reserves 76,491,808.24
Withdraw arbitrary surplus reserves 2,962,809.34
Common dividend payable 408,080,396.80 306,060,297.60
Retained profit at period-end 6,677,890,958.83 5,570,583,069.92
Details about adjusting the retained profits at the beginning of the period:
1) The retroactive adjustments to Accounting Standards for Business Enterprises and its relevant new regulations affect the retained
profits at the beginning of the period amounting to 0 Yuan.
2) The changes in accounting policies affect the retained profits at the beginning of the period amounting to 0 Yuan.
3) The major accounting error correction affects the retained profits at the beginning of the period amounting to 0 Yuan
4) Merge scope changes caused by the same control affect the retained profits at the beginning of the period amounting to 0 Yuan.
5) Other adjustments affect the retained profits at the beginning of the period amounting to 0 Yuan
41. Operating income and cost
In RMB
This period Last period
Item
Income Cost Income Cost
Main operating 5,419,602,844.58 4,126,530,882.42 5,912,176,928.72 4,371,777,348.50
Other operating 322,040,901.84 268,706,456.91 442,303,091.66 368,424,380.13
Total 5,741,643,746.42 4,395,237,339.33 6,354,480,020.38 4,740,201,728.63
42. Business tax and surcharges
In RMB
Item This period Last period
Business tax 3,094,142.26 1,195,577.27
City maintenance and construction tax 15,428,920.06 18,795,930.84
Educational surtax 11,025,264.92 13,425,664.87
Total 29,548,327.24 33,417,172.98
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43. Sales expenses
In RMB
Item This period Last period
Salary and fringe benefit 28,225,618.77 33,823,847.89
Consumption of office materials and
9,584,396.31 11,712,860.10
business travel charge
Transportation charge 28,194,399.57 28,158,538.34
Warehouse charge 14,285,537.63 12,590,622.44
Three-guarantee fee 70,335,145.86 74,301,704.52
Business entertainment fee 8,952,212.20 8,716,060.90
Other 9,008,884.31 5,615,402.03
Total 168,586,194.65 174,919,036.22
44. Administration expenses
In RMB
Item This period Last period
Salary and fringe benefit 218,789,287.10 190,289,126.70
Depreciation charger and long-term assets amortization 60,565,061.97 41,491,554.64
Consumption of office materials and business travel charge 20,685,728.90 33,243,765.90
Tax 17,912,409.71 15,431,065.61
Incentive fund 76,960,000.00
Other 399,622,012.40 368,242,782.07
Total 794,534,500.08 648,698,294.92
45. Financial expenses
In RMB
Item This period Last period
Interest expenses 15,725,566.22 20,534,770.02
Note discount interest expenses 2,383,472.23 4,430,277.27
Saving interest income -38,394,293.02 -52,805,475.01
Gains/losses from exchange 6,838,019.21 842,434.88
Handling charges 2,323,672.21 2,194,709.77
Total -11,123,563.15 -24,803,283.07
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46. Asset impairment loss
In RMB
Item This period Last period
I. Bad debt loss 5,606,629.68 9,113,156.51
II. Inventory falling price loss 88,711,186.26 97,878,225.17
III. Impairment loss of financial assets available for sale 0.00 0.00
IV. Impairment loss of hold to maturity investment 0.00 0.00
V. Impairment loss of long term equity investment 0.00 0.00
VI. Impairment loss of investment real estate 0.00 0.00
VII. Impairment loss of fixed assets 585,138.14 0.00
VIII. Impairment loss of engineering materials 0.00 0.00
IX. Impairment loss of construction in process 214,529.91 0.00
X. Impairment loss of biological production assets 0.00 0.00
XI. Impairment loss of oil and gas assets 0.00 0.00
XII. Impairment loss of intangible assets 0.00 0.00
XIII. Impairment loss of goodwill 0.00 0.00
XIV. Other 0.00 0.00
Total 95,117,483.99 106,991,381.68
47. Investment income
In RMB
Item This period Last period
Income of long-term equity investment calculated based on equity 1,050,533,134.73 881,943,278.13
Investment income obtained from disposal of long-term equity
-3,247.54
investment
Investment income obtained from held-to-maturity investment 162,047,876.71 158,156,542.41
Investment income from holding financial assets available for sales 18,444,922.00 2,349,620.00
Investment income obtained from disposal of financial assets
102,044,890.13
available for sales
Total 1,333,070,823.57 1,042,446,193.00
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48. Non-operating income
In RMB
Amount reckoned into current
Item This period Last period
non-recurring gains/losses
Non-current assets disposal gains 1,834,575.54 1,266,871.19 1,834,575.54
Including: fixed assets disposal gains 1,834,575.54 1,265,671.19 1,834,575.54
Intangible assets disposal gains 1,200.00
Government subsidy 142,227,027.11 170,915,324.15 142,227,027.11
Other 970,624.57 3,535,008.68 970,624.57
Total 145,032,227.22 175,717,204.02 145,032,227.22
Government subsidy reckoned into current gains/losses:
In RMB
Whether
the
impact Wheth
Issui Issui
Prop of er Assets
ng ng Amount of this Amount of last
Item erty subsidie special related/Incom
subj caus period period
type s on the subsidi e related
ect e
current es
profit
and loss
Industrialization project for injection VE pump
Assets/Incom
system with electronically controlled high No No 721,000.30 721,000.30
e related
pressure for less-emission diesel used
Income
Grants for R&D of new products No No 24,944,729.99 10,479,860.22
related
Scientific research grants for THU light diesel Assets/Incom
No No 1,001,000.00 682,916.67
863 project e related
Income
Scientific research grants of Tongji University No No 400,000.00
related
Scientific research grants of Weichai Power 863 Income
No No 380,000.00
project related
Scientific research grants of Eco-enviornment Assets/Incom
No No 150,000.00 113,750.00
Research Center of CAS e related
Income
Special funds for Intenet of Things development No No 1,015,000.00
related
Key lab (engineering centers) for the tail-gas Assets/Incom
No No 170,000.00 170,000.00
pollution control of motor vehicles in Jiangsu e related
166
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Province
Assets/Incom
Allocation of the key labs in Wuxi City No No 70,000.00 70,000.00
e related
Supporting funds for the technology reform of
packaging lines of the catalyst reduction for
No No 259,000.00 259,000.00 Assets related
commercial vehicles with annual 140,000
pieces output (2014)
Technology reform of four cylinder engine
No No 212,819.00 417,488.81 Assets related
supercharger with annual 300000 sets output
Gasoline supercharger with annual 150000 sets
No No 100,000.00 321,070.20 Assets related
output
Compensation of relocation losses of parent Assets/Incom
No No 89,719,619.66 152,620,735.29
company e related
Depreciation / amortization compensation of
Assets/Incom
new assets after the relocation of the parent No No 16,868,380.97
e related
company
Income
Reards for the Provincial engineering center No No 250,000.00 250,000.00
related
Research costs for the electronic control
Income
common-rail diesel engine for ligh-duty No No 352,000.00
related
vehicles
Voting and supporting funds for the Industry Income
No No 1,015,000.00
Top 30 Enterprises related
Specific supporting fund of the technological Income
No No 300,000.00 200,000.00
innovation team for the enterprises related
The first batch of funds for science and Income
No No 300,000.00
technology project of Ningbo City in 2014 related
Income
Finance discount No No 344,500.00 79,900.00
related
Wuxi Finance Bureau central infrastructure
No No 714,285.71 Assets related
investment funds (R & D center)
Provincial science technology innovation and
No No 328,571.43 Assets related
results transformation special guide funds
Technology research and application of rare
Income
earth materials in catalytic purification of No No 240,000.00
related
vehicle exhaust
Technical improvement of annual output 180
thousand commercial vehicle catalytic No No 118,000.00 Assets related
reduction system
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Assets/Incom
Other No No 5,715,120.05 1,067,602.66
e related
Total -- -- -- -- -- 142,227,027.11 170,915,324.15 --
49. Non-operating expenditure
In RMB
Amount reckoned into current
Item This period Last period
non-recurring gains/losses
Non-current assets disposal losses 10,669,782.22 17,546,837.25 10,669,782.22
Including: fixed assets disposal losses 10,669,782.22 17,546,837.25 10,669,782.22
Donations 13,500.00
Relocation expenditures of parent company 68,257,168.60 158,174,925.50 68,257,168.60
Local fund etc. 4,430,880.36 3,490,429.15
Other 971,860.03 1,472,362.02 971,860.03
Total 84,329,691.21 180,698,053.92 79,898,810.85
50. Income tax expense
(1) Statement of income tax expense
In RMB
Item This period Last period
Current income tax expense 126,003,553.93 154,954,824.20
Adjusted the previous income tax -4,625,677.85 344,604.49
Increase/decrease of deferred income tax assets -10,514,231.42 -31,744,685.90
Increase/decrease of deferred income tax liability -111,033.00 -111,033.00
Total 110,752,611.66 123,443,709.79
(2) Adjustment on accounting profit and income tax expenses
In RMB
Item Amount of this period
Total profit 1,663,516,823.86
Income tax measured by statutory/applicable tax rate 249,527,523.58
Impact by different tax rate applied by subsidaies -8,710,150.17
Adjusted the previous income tax -4,625,677.85
Impact by non-taxable revenue -160,114,309.65
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Impact on cost, expenses and losses that unable to deducted 15,941,785.28
Impact by the deductible losses of the un-racognzied previous deferred income tax -5,554,018.83
The deductible temporary differences or deductible losses of the un-recognized
24,341,991.14
deffered income tax assets in the Period
Weighted deduction the expenses -8,969,891.19
Other 8,915,359.35
Income tax expense 110,752,611.66
51. Other comprehensive income
See Note VII. 37 ―Other comprehensive income‖
52. Items of statement of cash flow
(1) Other cash received in relation to operation activities
In RMB
Item This period Last period
Income from bank deposit interest 39,128,634.05 100,227,828.60
Operational government subsidy 6,537,542.00 42,450,191.00
Operational note margin 50,460,950.57
Intercourse funds 13,225,000.00
Other 1,492,635.75 1,472,139.11
Total 97,619,762.37 157,375,158.71
(2) Other cash paid in relation to operation activities
In RMB
Item This period Last period
Expenses of sales cash paid 138,221,665.93 139,518,099.56
Expenses of management cash paid 215,693,689.28 250,837,940.88
Other 18,632,053.30 23,960,213.88
Total 372,547,408.51 414,316,254.32
(3) Cash received from other investment activities
In RMB
Item This period Last period
Relocation compensation received 325,380,000.00 145,230,000.00
Letter of credit for import equipment margin 72,655,877.27
Government subsidy received relevant to assets 8,635,000.00 9,130,800.00
Total 406,670,877.27 154,360,800.00
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(4) Cash paid related with investment activities
In RMB
Item This period Last period
Relocation expenses paid (including compensation of losses for the lessee) 68,257,168.60 47,178,394.66
margins paid for LC open for purchasing equipments 77,438,106.90
Total 68,257,168.60 124,616,501.56
(5) Other cash received in relation to financing activities
In RMB
Item This period Last period
Cash received from the odd lots leftover after shares increase by transferring
4,117.89
of the retained profit from parent company
Total 4,117.89
(6) Cash paid related with financing activities
In RMB
Item This period Last period
Amount paid to minority shareholders while subsidiary liquidated 12,187,965.47
Payment of repurchase of shares 249,999,607.07
National debt paid transfer to loans 678,182.00 339,091.00
Total 250,677,789.07 12,527,056.47
53. Supplementary information to statement of cash flow
(1) Supplementary information to statement of cash flow
In RMB
Supplementary information This Period Last Period
1. Net profit adjusted to cash flow of operation activities: -- --
Net profit 1,552,764,212.20 1,589,077,322.33
Add: Assets impairment provision 95,117,483.99 106,991,381.68
Depreciation of fixed assets, consumption of oil assets and depreciation of
211,043,986.62 205,424,398.95
productive biology assets
Amortization of intangible assets 15,947,866.76 12,792,828.58
Amortization of long-term deferred expenses 7,215,337.24 7,295,694.39
Loss from disposal of fixed assets, intangible assets and other long-term
8,835,206.68 16,279,966.06
assets(gain is listed with ―-‖)
Loss of disposing fixed assets(gain is listed with ―-‖) 5,554,190.21
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Financial expenses (gain is listed with ―-‖) 15,725,566.22 20,534,770.02
Investment loss (gain is listed with ―-‖) -1,331,597,768.85 -1,042,446,193.00
Decrease of deferred income tax asset( (increase is listed with ―-‖) -10,514,231.42 -31,744,685.90
Increase of deferred income tax liability (decrease is listed with ―-‖) -111,033.00 -111,033.00
Decrease of inventory (increase is listed with ―-‖) 160,470,503.09 -222,757,213.63
Decrease of operating receivable accounts (increase is listed with ―-‖) -31,944,332.59 112,134,353.22
Increase of operating payable accounts (decrease is listed with ―-‖) -112,732,734.41 111,180,794.51
Other -38,174,292.36 -306,919.63
Net cash flow arising from operating activities 542,045,770.17 889,899,654.79
2. Material investment and financing not involved in cash flow -- --
3. Net change of cash and cash equivalents: -- --
Balance of cash at period end 3,040,315,198.85 2,028,227,816.93
Less: Balance of cash equivalent at year-begin 2,028,227,816.93 2,288,739,620.44
Net increasing of cash and cash equivalents 1,012,087,381.92 -260,511,803.51
(2) Net cash payment for the acquisition of a subsidiary of the current period
Nil
(3) Net cash received from the disposal of subsidiaries
Nil
(4) Constitution of cash and cash equivalent
In RMB
Item Closing balance Opening balance
Ⅰ. Cash 3,040,315,198.85 2,028,227,816.93
Including: stock cash 593,508.90 820,195.99
Bank deposit available for payment at any time 3,039,721,689.95 2,027,407,620.94
Ⅲ. Balance of cash and cash equivalent at period-end 3,040,315,198.85 2,028,227,816.93
54. Assets with ownership or use right restricted
In RMB
Item Book value at Period-end Reason
Monetary fund 52,920,397.36 Margins paid for opening bank acceptance bill
Notes receivable 5,260,000.00 Notes pledge for opening bank acceptance bill
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Monetary fund 4,782,229.63 Margins paid for opening the LC
Total 62,962,626.99 --
55. Item of foreign currency
(1) Item of foreign currency
In RMB
Item Closing balance of foreign currency Rate of conversion Ending RMB balance converted
Monetary fund
Including: USD 153,034.11 6.4936 993,742.30
EUR 183,362.72 7.0952 1,300,995.17
JPY 9.00 0.053875 0.48
Accounts receivable
Including: USD 1,565,085.79 6.4936 10,163,041.09
EUR 1,032,628.79 7.0952 7,326,707.79
JPY 1,572,090.00 0.053875 84,696.35
Accounts payable
Including: USD 751,916.25 6.4936 4,882,643.36
EUR 1,651,770.08 7.0952 11,719,639.07
CHF 12,302.95 6.4018 78,761.03
JPY 29,601,367.00 0.053875 1,594,773.65
Other payable
Including: USD 11,410.98 6.4936 74,098.34
EUR 145.21 7.0952 1,030.29
(2) Explanation on foreign operational entity, including as for the major foreign operational entity,
disclosed main operation place, book-keeping currency and basis for selection; if the book-keeping
currency changed, explain reasons
□ Applicable √ Not applicable
VIII. Changes of consolidation range
1. Enterprise merger not under the same control
Nil
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
2. Enterprise merger under the same control
Nil
3. Reverse purchase
Nil
4. The disposal of subsidiaries
Whether there is a single disposal of the investment in subsidiaries that is the loss of control
□ Yes √ No
Whether there is disposal of the investment in subsidiaries through multiple transactions step by step and loss of control in the current
period
□ Yes √ No
5. Other reasons for consolidation range changed
Reasons for changed on consolidation range (such as new subsidiary established, subsidiary liquidated etc.)And relevant information:
In 2015, the subsidiary - Weifu Leader has invested money to establish Wuxi Weifu Leader Catalytic Converter
(Wuhan) Co., Ltd., which are included in the consolidated statements in the current year.
IX. Equity in other entity
1. Equity in subsidiary
(1) Constitute of enterprise group
Main Share-holding ratio
Registered
Subsidiary operation Business nature Acquired way
place Directly Indirectly
place
Spare parts of Enterprise merger under the same
Weifu Jinning Nanjing Nanjing 80.00%
internal-combustion engine control
Automobile exhaust purifier, Enterprise merger under the same
Weifu Leader Wuxi Wuxi 94.81%
muffler control
Spare parts of
Weifu Mashan Wuxi Wuxi 100.00% Investment
internal-combustion engine
Spare parts of
Weifu Chang’an Wuxi Wuxi 100.00% Investment
internal-combustion engine
Weifu Diesel Spare parts of
Wuxi Wuxi 100.00% Investment
System internal-combustion engine
Weifu
Enterprise merger under the same
International Wuxi Wuxi International trade 100.00%
control
Trade
173
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Spare parts of Enterprise merger not under the
Weifu ITM Wuxi Wuxi 100.00%
internal-combustion engine same control
Spare parts of
Weifu Schmidt Wuxi Wuxi 66.00% Investment
internal-combustion engine
Spare parts of Enterprise merger not under the
Weifu Tianli Ningbo Ningbo 51.00%
internal-combustion engine same control
Spare parts of
Weifu Tianshi Quanjiao Quanjiao 52.00% Investment
internal-combustion engine
Spare parts of Enterprise merger not under the
Kunming Xitong Kunming Kunming 70.00%
internal-combustion engine same control
Spare parts of Enterprise merger not under the
Weifu Autocam Wuxi Wuxi 51.00%
internal-combustion engine same control
Weifu Leader Automobile exhaust purifier,
Wuhan Wuhan 0.00% 60.00% Investment
(Wuhan) muffler
Explanation on share-holding ratio in subsidiary different from ratio of voting right:
Nil
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(2) Important non-wholly-owned subsidiary
In RMB
Gains/losses attributable to minority Dividend announced to distribute for
Subsidiary Share-holding ratio of minority Ending equity of minority
in the Period minority in the Period
Weifu Jinning 20.00% 1,394,822.53 4,000,000.00 144,283,148.97
Weifu Schmidt 34.00% -4,204,851.38 6,633,996.69
Weifu Leader 5.19% 10,547,316.78 67,407,290.44
Weifu Tianli 49.00% -2,839,180.69 92,049,013.69
Weifu Tianshi 48.00% -1,900,096.35 -141,540.11
Kunming Xitong 30.00% -1,132,186.94 1,134,603.91
Weifu Autocam 49.00% 35,510,102.54 20,324,710.00 118,682,373.48
Total 37,375,926.49 24,324,710.00 430,048,887.07
(3) Main finance of the important non-wholly-owned subsidiary
In RMB
Closing balance Opening balance
Subsidia
Non-current Current Non-current Non-current Current Non-current Total
ry Current assets Total assets Total liability Current assets Total assets
assets liability liability assets liability liability liability
Weifu 548,237,680.6 343,321,597.9 891,559,278.6 128,148,096.1 169,634,725.3 591,653,498.3 371,845,843.0 963,499,341.3 184,841,569.1 227,727,380.6
41,486,629.17 42,885,811.47
Jinning 7 6 3 6 3 0 7 7 8 5
Weifu
29,714,758.45 29,849,811.43 59,564,569.88 39,648,927.85 39,648,927.85 56,067,716.60 23,508,268.97 79,575,985.57 47,420,388.20 47,420,388.20
Schmidt
Weifu 1,719,634,051 691,177,551.3 2,410,811,603 1,109,736,842 9,512,166.33 1,119,249,008 1,391,329,401 557,325,015.0 1,948,654,416 851,770,461.5 9,130,166.33 860,900,627.8
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Leader .96 9 .35 .00 .33 .22 1 .23 0 3
Weifu 192,818,266.2 219,519,499.9 412,337,766.1 218,145,189.8 224,310,455.2 206,526,775.1 193,754,562.7 400,281,337.9 140,602,153.4 206,463,348.8
6,165,265.39 65,861,195.44
Tianli 0 9 9 3 2 8 5 3 4 8
Weifu
7,280,247.41 7,280,247.41 7,575,122.62 7,575,122.62 12,528,443.40 2,161,507.74 14,689,951.14 11,026,292.29 11,026,292.29
Tianshi
Kunmin
3,910,009.89 435,263.99 4,345,273.88 555,187.18 555,187.18 17,027,481.72 1,513,600.24 18,541,081.96 10,977,038.79 10,977,038.79
g Xitong
Weifu 151,536,794.3 160,420,877.2 311,957,671.6 146,304,956.3 133,131,538.9 279,436,495.2
72,614,253.59 72,614,253.59 96,280,430.97 96,280,430.97
Autocam 7 3 0 0 1 1
In RMB
Amount of this period Amount of last period
Subsidiary Total comprehensive Cash flow from Total comprehensive Cash flow from
Operation Income Net profit Operation Income Net profit
income operation activity income operation activity
Weifu Jinning 315,974,576.45 6,284,674.40 6,284,674.40 79,428,582.07 540,245,713.87 63,351,827.17 63,351,827.17 5,412,351.45
Weifu
29,854,212.52 -12,406,790.43 -12,406,790.43 -3,934,782.19 71,911,452.89 12,956.61 12,956.61 -10,895,382.08
Schmidt
Weifu Leader 2,305,702,592.18 203,408,806.62 203,408,806.62 59,287,289.73 1,684,437,672.19 163,423,606.65 163,423,606.65 41,697,263.31
Weifu Tianli 201,382,990.70 -5,951,767.44 -5,951,767.44 23,866,816.68 186,095,541.06 484,794.46 484,794.46 -3,629,929.33
Weifu Tianshi 7,306,347.41 -3,958,534.06 -3,958,534.06 -2,237,573.01 19,646,403.45 -1,432,928.06 -1,432,928.06 646,895.68
Kunming
3,099,482.89 -3,773,956.47 -3,773,956.47 -74,953.94 32,262,763.83 -869,230.02 -869,230.02 239,171.87
Xitong
Weifu
355,095,485.58 72,318,298.95 72,318,298.95 70,472,594.22 318,323,994.15 59,256,186.83 59,256,186.83 76,779,530.46
Autocam
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
(4) Significant restrictions on the use of enterprise group assets and pay off debts of the enterprise group
Nil
2. Transaction that has owners equity shares changed in subsidiary but still with controlling rights
Nil
3. Equity in joint venture and cooperative enterprise
(1) Important joint venture and cooperative enterprise
Share-holding Accounting
ratio treatment
on
Main
Registered investment
Name operation Business nature
place Indirec for joint
place Directly
tly venture and
cooperative
enterprise
I.Joint venture
Wuxi Weifu Environment Protection Catalyst Co., Equity
Wuxi Wuxi Catalyst 49.00% 0.00%
Ltd.(referred to as " Weifu Environment Protection‖) method
II. Cooperative enterprise
Internal
combustion Equity
RBCD (referred to as " Bosch Diesel System ") Wuxi Wuxi 32.50% 1.50%
engine and method
attachment
Internal
Zhonglian Automobile Electronic Co., Ltd(referred to as " combustion Equity
Shanghai Shanghai 20.00% 0.00%
Zhonglian Automobile ") engine and method
attachment
Internal
Wuxi Weifu Fine Machinery Manufacturing Co., Ltd. combustion Equity
Wuxi Wuxi 20.00% 0.00%
(referred to as " Weifu Fine Machinery ") engine and method
attachment
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
(2) Main financial information of the important joint venture
In RMB
Closing balance /Amount of this period Opening balance /Amount of last period
Weifu Environment Protection Weifu Environment Protection
Current assets 1,199,654,597.10 907,115,481.36
Including: cash and cash equivalents 19,047,216.15 25,800,231.27
Non -current assets 146,472,315.03 87,095,164.09
Total assets 1,346,126,912.13 994,210,645.45
Current liabilities 548,344,086.38 312,376,648.90
Non –current liabilities 8,698,000.00 12,418,000.00
Total liabilities 557,042,086.38 324,794,648.90
Minority shareholders’ equity 789,084,825.75 669,415,996.55
Attributable to parent company
386,651,564.62 328,013,838.31
shareholders’ equity
Book value of equity investment in joint
386,651,564.62 328,013,838.31
ventures
Operation income 1,788,922,126.68 1,312,844,298.84
Financial expense 42,732,947.02 32,808,775.34
Income tax expense 34,242,350.56 19,540,258.94
Net profit 125,797,218.07 111,853,619.05
Total comprehensive income 125,797,218.07 111,853,619.05
(3) Main financial information of the important cooperative enterprise
In RMB
Closing balance /Amount of this period Opening balance /Amount of last period
Bosch Diesel Zhonglian Weifu Fine Bosch Diesel Zhonglian Weifu Fine
System Automobile Machinery System Automobile Machinery
Current assets 4,614,814,311.00 44,138,168.73 178,955,551.82 5,404,320,593.00 91,942,833.35 144,868,443.01
Non -current
3,173,143,652.00 3,228,859,860.11 159,197,399.31 2,990,008,607.00 2,591,466,379.52 174,849,484.64
assets
Total assets 7,787,957,963.00 3,272,998,028.84 338,152,951.13 8,394,329,200.00 2,683,409,212.87 319,717,927.65
Current liabilities 2,047,007,144.00 51,444,434.83 121,624,912.99 2,059,311,012.00 20,864,287.88 111,182,775.02
Non –current
0.00 2,304,990.00 2,376,000.00
liabilities
Total liabilities 2,047,007,144.00 53,749,424.83 121,624,912.99 2,059,311,012.00 23,240,287.88 111,182,775.02
Attributable to 5,740,950,819.00 3,219,248,604.01 216,528,038.14 6,335,018,188.00 2,660,168,924.99 208,535,152.63
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
parent company
shareholders’
equity
Share of net
assets calculated
1,951,923,278.46 643,849,720.80 43,305,607.63 2,153,906,183.92 532,033,785.00 41,707,030.53
by shareholding
ratio
--Goodwill 267,788,761.35 1,407,265.96 267,788,761.35 1,407,265.96
--Unrealized
profit of internal -10,807,106.04 -5,812.68 -9,317,224.00 -22,640.00
trading
--Other -0.62 -529,034.05 -529,034.05
Book value of
equity investment 2,208,904,933.15 645,256,986.76 42,770,760.90 2,412,377,721.27 533,441,050.96 41,155,356.48
in joint ventures
Operation income 9,028,717,571.00 12,468,488.39 180,906,779.94 9,809,093,936.00 9,986,411.79 217,295,193.62
Net profit 2,164,099,688.00 1,239,079,679.02 25,992,885.51 1,846,063,493.00 1,027,126,362.54 28,861,636.66
Total
comprehensive 2,164,099,688.00 1,239,079,679.02 25,992,885.51 1,846,063,493.00 1,027,126,362.54 28,861,636.66
income
Dividends
received from
937,776,800.00 136,000,000.00 500,000.00 116,000,000.00 3,600,000.00
joint venture in
the year
Other explanation
Other explanation of the adjustment "-0.62": due to the difference between the dividends receivable of BOSCH
diesel system and actual declaration of dividends receivable of BOSCH diesel system.
(4) Financial summary for non-important Joint venture and affiliate enterprise
Nil
(5) Major limitation on capital transfer ability to the Company from joint venture or affiliates
Nil
(6) Excess loss occurred in joint venture or affiliates
Nil
(7) Unconfirmed commitment with joint venture investment concerned
Nil
(8) Intangible liability with joint venture or affiliates investment concerned
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Nil
4. Major conduct joint operation
Nil
5. Structured body excluding in consolidate financial statement
Nil
X. Risk related with financial instrument
Main financial instrument of the Company including equity investment, loans, account receivable, account
payable etc., more details of the financial instrument can be found in relevant items of Note VII. Risks concerned
with the above mentioned financial insutrument, and the risk management policy takes for lower the risks are as
follow:
Aims of engaging in the risk management is to achieve equilibrium between the risk and benefit, lower the
adverse impact on performance of the Company to minimun standards, and maximized the benefit for
shareholders and other investors. Base on the risk management targets, the basic tactics of the risk management is
to recognized and analyzed the vary risks that the Company counted, established an aapropriate risk exposure
baseline and carring risk management, supervise the vary risks timely and reliably in order to control the risk in a
limited range.
In businessprocess, the risks with financial insutrument concerned happen in front of the Company mainly
including redict exposure, market risk and liquidity risk. BOD of the Company take full charge of the risk
management target and policy-making, and takes ultimate responsibility for the target of risk management and
polciy. Risk management department and financial control department manager and monitor those risk exposure
to ensuring the risks are control in a limited range.
1. Credit Risk
Credit risk refers to the one party fails to perform the obligation of the financial instruments, form the other party
company mainly face credit risk for financial loss caused by the customer creditt risks. In order to prevent the
risks, the Company formulated an evaluation system for the new client’s credit and system to analyze the book
credit for regular customer. The evaluation system for the new client’s credit aims at the new clients, the
Company will conduct an background investigation based on the established process, with purpose of determine
whether offer credit limit to the client and the amount of the credit and creit terms or not. Whereby, the Company
setting a credit limits and credit period for every new client, and such limit is the maximum amount without
additional approval. The system to analyze the book credit for regular customer refers to after purchase order
received by regular customer, the Company will examine the order amount and outstanding balance, if the total
over the credit limit, on the premise of additional approval, sales on account shall be realized, or prepayments for
relevant amount shall be requred.
Furthermore, as for the saels on acount occurred, the Company will guarantee the total credit risks in a controlling
range by analyized and review the monthly report of the risk attention for account receivables.
The maximium credit risk exposure of the Company is the book amount of such financial assets, till end of 31st
December 2015, lists of the maximium credit risk exposure of the Company are as:
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Item Amount of merge Amount of parent company
Accounts receivable 1,261,163,184.87 537,504,587.17
Other receivables 8,817,661.08 81,906,796.95
2. Market risk
Market risk of the financial insutrument refers to the fair value of financial instrument or future cash flow due to
fluctuations in the market price changes and produce, mainly includes the IRR, FX risk and other price risk.
(1) Interest rate risk (IRR)
IRR refers to the fluctuate risks on Company’s financial status and cash flow arising from rates changes in market.
IRR of the Company mainly related with the bank loans. In order to lower the fluctuate of IRR, the Company, in
line with the anticipative change orientation, choose floating rate or fixed rate, that is the rate in future period will
goes up prospectively, than choose fixed rate; if the rate in future period will decline prospectively, than choose
the floating rate. In order to minor the bad impact from difference between the expactation and real condition,
loans for liquid funds of the Company are choose the short-term period, and agreed the terms of prepayment in
particular.
(2) Foreign exchange (FX) risk
FX risks refer to the losses arising from exchnage rate movement. The FX risk sustain by the Company mainly
related with the USD, EUR, SF and JPY, except for the USD, EUR, SF and JPY carried out for the equipment
purchasing of parent company and Autocam, system material purchasing from Weifu Diesel, system technical
service and trademark usage costs from Weifu Diesel and the import and export of Weifu International Trade,
other main busienss of the Company are pricing and settle with RMB (Yuan). In consequence of the foreign
fincnial assets and liabilites takes minor ratio in total assets, the Company has small FX risk of the financial
instrument, considered by management of the Company.
End as 31st December 2015, except for the follow assets or liabilites listed with foreign currency, assets and
liabilities of the Company are carried with RMB
①Foreign currency assets of the Company till end of 31st December 2015:
Item Ending foreign currency balance Convert rate Ending RMB balance converted Ratio in assets(%)
Monetary fund
Including: USD 153,034.11 6.4936 993,742.30 0.01
EUR 183,362.72 7.0952 1,300,995.17 0.01
JPY 9.00 0.053875 0.48 --
Accounts receivable
Including: USD 1,565,085.79 6.4936 10,163,041.09 0.06
EUR 1,032,628.79 7.0952 7,326,707.79 0.05
JPY 1,572,090.00 0.053875 84,696.35 --
Advance payment
Including: USD 73,172.56 6.4936 475,153.33 --
EUR 738,873.56 7.0952 5,242,455.68 0.03
GBP 4,519,580.00 0.053875 243,492.37 --
CHF 11,683.00 6.4018 74,792.23 --
Total ratio in assets 0.16
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
②Foreign currency liabilities of the Company till end of 31st December 2015:
Item Ending foreign currency balance Convert rate Ending RMB balance converted Ratio in liabilities(%)
Accounts payable
Including: USD 751,916.25 6.4936 4,882,643.36 0.12
EUR 1,651,770.08 7.0952 11,719,639.07 0.28
JPY 29,601,367.00 0.053875 1,594,773.65 0.04
CHF 12,302.95 6.4018 78,761.03 --
Payment in advance
Including: USD 1,068,171.02 6.4936 6,936,275.34 0.17
EUR 29,500.20 7.0952 209,309.82 0.01
GBP 4,841.10 9.6159 46,551.53 --
Other payable
Including: USD 11,410.98 6.4936 74,098.34 --
EUR 145.21 7.0952 1,030.29 --
Total ratio in liabilities 0.62
③Other pricing risk
Classification of the Company held is the equity invesments in financial assets avaialbel for sale, and such
investment can be measured by fair value on balance sheet date, thus, the Company owns a risks of stock market
changes.
Futhermore, on the premise of deliberated and approved in 16th meeting of 7th session of the Board, the Company
exercise entrust financing with the self-owned idle capital; therefore, the Company has the risks of collecting no
principal due to entrust financial products default. Aims at such risk, the Company formualted a ―Management
Mechanism of Capital Financing‖, and well-defined the authority approval, investment decision-making,
calculation management and risk controls for the entrust finacning in order to guarantee a security funds and
prevent investment risk efficiently. In order to lower the adverse impact from unpredictable factors, the Company
choose short-term and medium period for investment and investment product’s term is up to 3 years in principle;
in variety of investment, the Company did not invested for the stocks, derivative products, security investment
fund and the entrust financial products aims st security investment as well as other investment with securities
concerned.
3. Liquidity risk
Liquidity risk refers to the capital shortage risk occurred during the clrearing obligation implemented by the
enterprise in way of cash paid or other financial assets. The Company aims at guarantee the Company has rich
capial to paid the due debts, therefore, a financial control department is established for collectively controlling
such risks. On the one hand, the financial control department monitoring the cash balance, the marketable
securities which can be converted into cash at any time and the rolling forecast on cash flow in future 12 months,
ensuring the Company, on condition of reasonable prediction, owes rich capial to paid the debts; on the other hand,
building a favorable relationship with the banks, rationaly design the line of credit, credit products and credit
terms, guarantee a sufficient limit for bank credits in order to satisfy vary short-term financing requirements.
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XI. Disclosure of fair value
1. Ending fair value of the assets and liabilities measured by fair value
In RMB
Ending fair value
Item
First-order Second-order Third-order Total
I. Sustaining measured by fair value -- -- -- --
(II) Available for sale financial assets 456,010,900.00 456,010,900.00
(2) Equity instrument investment 456,010,900.00 456,010,900.00
Total assets sustaining measured by fair value 456,010,900.00 456,010,900.00
II. Non-persistent measure -- -- -- --
2. Recognized basis for the market price sustaining and non-persistent measured by fair value on
first-order
According to relevant requirement of accounting standards, the Company continues to measure the financial
assets availabel for sale-equity instrument investment by fair value on balance sheet date. On 31 December 2014,
the financial assets availabel for sale-equity instrument investment held by the Company resfers to the SDEC
(stock code: 600841) and Miracle Logistics (Stock code: 002009), determining basis of the market price at
period-end refers to the current closing price.
XII. Related party and related transactions
1. Parent company of the enterprise
Registration Registered Share-holding ratio on the Voting right ratio
Parent company Business nature
place capital enterprise for parent company on the enterprise
Wuxi Industry Operation of RMB
Wuxi 20.22% 20.22%
Group state-owned assets 3,688,671,000
Explanation on parent company of the enterprise
Wuxi Industry Development Group Co., Ltd was solely state-owned enterprise funded and established by Wuxi Municipal People’s
Government which mainly took responsibility of authorizing the state-owned assets operation within a certain areas, investment
management of significant project, investment and development of manufacturing and services and venture capital in high-tech
achievement
Ultimate controller of the Company is State-owned Assets Supervision & Administration Commission of Wuxi Municipality of
Jiangsu Province.
2. Subsidiary of the Enterprise
Found more in Note IX. 1.‖ Equity in subsidiary‖
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
3. Cooperative enterprise and joint venture
Found more in Note IX.3. ―Equity in joint venture and cooperative enterprise‖
Other cooperative enterprise and joint venture that have related transaction with the Company in the Period or occurred in pervious
period:
Nil
4. Other related party
Other related party Relationship with the Enterprise
Germany BOSCH The second largest shareholder of the Company
Key executive Director, supervisor and senior executive of the Company
5. Related transaction
(1) Goods purchasing, labor service providing and receiving
Goods purchasing/labor service receiving
In RMB
Amount of this Approved transaction Whether more than
Related party Content Amount of last period
period limit the transaction limit
Weifu Fine
Goods 33,393,847.95 41,000,000.00 No 46,314,743.05
Machinery
Bosch Diesel
Goods 116,066,263.29 290,000,000.00 No 212,764,780.21
System
Weifu Environment
Goods 943,896,768.93 1,258,000,000.00 No 764,668,053.38
Protection
Germany BOSCH Goods 66,707,525.12 100,000,000.00 No 111,656,219.20
Goods sold/labor service providing
In RMB
Related party Content Amount of this period Amount of last period
Weifu Fine Machinery Goods 4,255,713.00 17,040,841.14
Bosch Diesel System Goods 1,329,287,126.05 1,442,480,811.13
Weifu Environment Protection Goods 28,939,889.48 21,112,178.72
Germany BOSCH Goods 2,131,386.39 8,623,887.04
(2) Related trusteeship management/contract & entrust management/ outsourcing
Nil
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
(3) Related lease
As a lessor for the Company:
In RMB
Lease income in recognized in Lease income in recognized last
Lessee Assets type
the Period the Period
Weifu Environment Protection Workshop 2,274,881.00 2,166,553.67
Weifu Environment Protection Elevator use right 38,000.00
As a lessee for the Company:
Nil
Explanation on related lease
Weifu Leader entered into the house leasing contract with Weifu Environment Protection, as for the plant locates
at No.9 Linjiang Road, Wuxi new district, owed by Weifu Leader, rent-out to Weifu Environment Protection,
agreements are made as: Rental from 1 January 2015 to 31 December 2015 was RMB 2,274,881.00.
(4) Related guarantee
Nil
(5) Related party’s borrowed funds
Nil
(6) Related party’s assets transfer and debt reorganization
Nil
(7) Remuneration of key manager
In RMB
Item Amount of this period Amount of last period
Remuneration of key manager 4,610,000.00 5,208,000.00
(8) Other related transactions
Item Related party 2015 2014
Payable Technology service etc. Bosch Diesel System 2,234,726.18 3,748,580.00
Fixed assets purchased Bosch Diesel System 4,810,403.82 25,208,737.33
Land and trademark fee payable Wuxi Industry Group -- 3,200,000.00
Technology royalties paid etc. Germany BOSCH 16,691,706.41 7,708,271.49
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Purchase of fixed assets Germany BOSCH 36,843.01
Purchase of fixed assets Weifu Environment Protection 5,145.29 --
Sales of fixed assets Weifu Environment Protection -- 5,462,393.15
6. Receivable/payable items of related parties
(1) Receivable item
In RMB
Closing balance Opening balance
Item Related party
Book balance Bad debt reserves Book balance Bad debt reserves
Note receivable Weifu Fine Machinery 50,000.00
Account receivable Weifu Fine Machinery 596,182.91 860.57 568,941.49
Account receivable Bosch Diesel System 222,589,877.00 12,944.94 179,458,511.15 1,955.78
Account receivable Germany BOSCH 1,666,078.58 58,697.79 1,556,668.94
Account receivable Weifu Environment Protection 4,862,500.03
Account paid in
Weifu Environment Protection 1,948,322.26 3,722,621.89
advance
(2) Payable item
In RMB
Item Related party Ending book balance Opening book balance
Note payable Weifu Environment Protection 400,000,000.00
Account payables Weifu Fine Machinery 8,098,454.12 5,081,250.04
Account payables Weifu Environment Protection 170,912,898.48 132,104,066.15
Account payables Bosch Diesel System 8,572,119.38 16,501,199.39
Account payables Germany BOSCH 3,957,347.73 16,951,334.13
Other payables Weifu Fine Machinery 277.72
Other payables Bosch Diesel System 49,745.00
Account received in advance Weifu Environment Protection 1,099,200.00
7. Commitments of related party
Nil
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
XIII. Share-based payment
1. Share-based payment
□ Applicable √ Not applicable
2. Share-based payment settled by equity
□ Applicable √ Not applicable
3. Share-based payment settled by cash
□ Applicable √ Not applicable
4. Modification and termination of the share-based payment
Nil
XIV. Commitment or contingency
1. Important commitments
Important commitments in balance sheet date
Nil
2. Contingency
(1) Contingency on balance sheet date
Guarantees to subsidary
Whether
Guarantee amount
Guarantee Terminated guarantee
Guarantee provided Debit bank (in 10 thousand Starting from
received dated implemented or
yuan)
not
Weifu High-Technology Weifu Ningbo branch of
6,000.00 2013-12-24 2016-12-23 No
Group Co., Ltd. Tianli Everbright Bank
(2) For the important contingency not necessary to disclosed by the Company, explained reasons
The Company has no important contingency that need to disclosed
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
XV. Events after balance sheet date
1. Important non adjustment matters
Nil
2. Profit distribution
In RMB
Profit or dividend plans to distributed 504,475,285.00
Profit or dividend declare to distributed which have been approved 504,475,285.00
3. Other events after balance sheet date
According to the fifth meeting of the eighth board of directors of the company held in April 15, 2016:
①In 2016, the company intends to own idle funds for trust financing, and no more than 2 billion yuan at the end, the amount of the
above can be used to scroll, for investment in low-risk financial products.
②The company intends to increase Weifu Mashan capital 1.2 billion yuan, after the completion of the capital increase, Weifu
Mashan registered capital by 45 million yuan increased to 165 million yuan. Intends to Weifu Chang’an to increase 1.5 billion yuan,
after the completion of the capital, Chang'an Weifu registered capital by 60 million yuan increased to 2.1 billion yuan.
XVI. Other important events
1. Previous accounting errors collection
Nil
2. Debt restructuring
Nil
3. Assets replacement
Nil
4. Pension plan
The ―Enterprise Annuity Plan under the name of WFHT‖ has deliberated and approved by 8th meeting of 7th
session of the Board: in order to mobilize the initiative and creativity of the employees, established a talent
long-term incentive mechanism, enhance the cohesive force and competitiveness in enterprise, the Company
carried out the above mentioned annuity plan since the date of reply of plans reporting received from labor
security administration deparment. Annuity plans are: the annuity fund are paid by the enterprise and employees
together; the amount paid by enterprise shall not over the 1/12 of the total salary of last years, amount paid by
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无锡威孚高科技集团股份有限公司 2015 年年度报告全文
individual and enterprise shall not over the 1/6 of the total salary of last year, in accordance with the State’s
annuity policy, the Company will adjuste the economic benefits in due time, in principle of responding to the
economic strength of the enterprise, the amount paid by the enterprise at current period control in the 5 percent of
the total salary of last year, specific paying ratio later shall be adjust correspondingly in line with the operation
condition of the Company.
In December 2012, the Company received the ―Reply on annuity plans reporting under the name of WFHT‖ from
labor security administration deparment, later, the Company entered into the ―Entrusted Management Contract of
the Annuity Plan of WFHT‖ with PICC.
5. Segment
(1) Recognition basis and accounting policy for reportable segment
(1) Determing the operating segments in line with the internal organization structure, management requirement
and internal reporting system. Operating segment of the Company refers to the followed components that have
been satisfied at the same time:
①the component is able to generate revenues and expenses in routine activities;
②management of the Company is able to assess the operation results regularly, and determin resouces allocation
and performance evaluation for the component;
③being analyzied, financial status, operation results and cash flow of the components are able to required by the
Company
The Company mainly engaged in the manufacture of fuel system of internal combustion engine products, auto
parts, muffler and purifier etc., based on the product segment, the Company deterime three reporting segment as
auto fuel injection system, air intake system and car after-treatment system. Accounting policy for the three
reporting segements are shares the same policy state in Note III
(2) Financial information for reportable segment
In RMB
Product
Product segment of Product segment of
segment of
Item automotive fuel automotive Offset of segment Total
automotive air
injection system post-processing system
intake system
Operating revenue 4,371,126,932.80 2,305,702,592.18 235,771,339.17 1,170,957,117.73 5,741,643,746.42
Operating cost 3,472,344,610.08 1,897,315,904.51 180,464,930.23 1,154,888,105.49 4,395,237,339.33
Total profit 1,488,030,030.53 224,183,679.41 -24,722,639.08 23,974,247.00 1,663,516,823.86
Net profit 1,398,798,054.50 203,408,806.62 -23,125,705.50 26,316,943.42 1,552,764,212.20
Total assets 14,826,678,492.49 2,410,811,603.35 557,242,117.04 2,090,639,143.84 15,704,093,069.04
Total liabilities 2,749,021,369.72 1,119,249,008.33 269,772,976.60 647,227,446.07 3,490,815,908.58
189
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
6. Major transaction and events makes influence on investor’s decision
Nil
XVII. Principle notes of financial statements of parent company
1. Accounts receivable
(1) Category
In RMB
Closing balance Opening balance
Book balance Bad debt reserves Book balance Bad debt reserves
Types Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Receivables with bad
debt provision 541,526, 4,021,84 537,504,5 569,924 4,154,988 565,769,31
100.00% 0.74% 100.00% 0.73%
accrual by credit 427.64 0.47 87.17 ,306.83 .94 7.89
portfolio
541,526, 4,021,84 537,504,5 569,924 4,154,988 565,769,31
Total 100.00% 0.74% 100.00% 0.73%
427.64 0.47 87.17 ,306.83 .94 7.89
Account receivable with single significant amount and withdrawal bad debt provision separately at period end :
□ Applicable √ Not applicable
Account receivable provided for bad debt reserve under aging analysis method in the groups:
√ Applicable □ Not applicable
In RMB
Closing balance
Age
Account receivable Bad debt reserves Accrual ratio
Subitem of within one year
Within 6 months 168,343,161.41
6 months to one year 14,620,279.59 1,462,027.96 10.00%
Subtotal within one year 182,963,441.00 1,462,027.96
1-2 years 1,070,157.79 214,031.56 20.00%
2-3 years 393,418.63 157,367.45 40.00%
Over 3 years 2,188,413.50 2,188,413.50 100.00%
Total 186,615,430.92 4,021,840.47 2.16%
Explanations on combination determine:
Except for the receivbales with impairment reserves accrual singly; base on the actual loss ratio of the receivables
of previous years, with same or similar credit portfolio, and combining actual condition accrual bad debt reserves
to determined the accrual ratio for bad debt reserves
190
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
In combination, withdrawal proportion of bad debt provision based on balance proportion for account receivable:
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for account receivable:
Nil
(2) Bad debt provision accrual, collected or reversed
Accrual bad debt provision 0 Yuan; collected or reversed 133,148.47 Yuan.
(3) Receivables actually written-off during the reporting period
Nil
(4) Top 5 receivables at ending balance by arrears party
Total receivables collected by arrears party for the Period amounting to RMB 388,664,180.00, takes 71.77 percent
in closing balance of the account receviabels, RMB 5,736.80 are accrual correspondingly for bad debt reserves.
(5) Account receivable derecognition due to financial assets transfer
Nil
(6) Assets and liabilities resulted by account receivable transfer and continues involvement
Nil
2. Other accounts receivable
(1) Classification
In RMB
Closing balance Opening balance
Bad debt
Book balance Bad debt reserves Book balance
Type Book reserves
Book value
Accru value Accru
Amount Ratio Amount Amount Ratio Amount
al ratio al ratio
Other receivable with
single significant
81,969,397. 100.00 81,906,79 5,113,272.9 100.00
amount and 62,600.20 0.08% 41,432.25 0.81% 5,071,840.68
15 % 6.95 3 %
withdrawal bad debt
provision separately
81,969,397. 100.00 81,906,79 5,113,272.9 100.00
Total 62,600.20 0.08% 41,432.25 0.81% 5,071,840.68
15 % 6.95 3 %
191
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Other receivable with single significant amount and withdrawal bad debt provision separately at end of period:
□ Applicable √ Not applicable
In combination, other accounts receivable whose bad debts provision was accrued by age analysis:
√ Applicable □ Not applicable
In RMB
Closing balance
Age
Other receivable Bad debt reserves Accrual ratio
Subitem of within one year
Within 6 months 1,726,729.28
6 months to one year 88,486.46 8,848.65 10.00%
Subtotal within one year 1,815,215.74 8,848.65
1-2 years 95,477.92 19,095.58 20.00%
2-3 years 40,079.20 16,031.68 40.00%
Over 3 years 18,624.29 18,624.29 100.00%
Total 1,969,397.15 62,600.20 3.18%
Explanations on combination determine:
Except for the other receivbales with impairment reserves accrual singly; base on the actual loss ratio of the
receivables of previous years, with same or similar credit portfolio, and combining actual condition accrual bad
debt reserves to determined the accrual ratio for bad debt reserves
In combination, withdrawal proportion of bad debt provision based on balance proportion for other account receivable
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for other account receivable
□Applicable √ Not applicable
(2) Bad debt provision accrual, collected or reversed
Accrual bad debt provision 21,167.95 Yuan; collected or reversed 0 Yuan.
(3) Other receivables actually written-off during the reporting period
Nil
(4) Other receivables by nature
In RMB
Nature Ending book balance Opening book balance
Intercourse funds receivable from units 3,105,062.80
Staff loans and petty cash 1,560,675.40 1,216,779.50
192
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Balance of related party within the scope of the merger 80,000,000.00
Other 408,721.75 791,430.63
Total 81,969,397.15 5,113,272.93
(5) Top 5 other receivables at ending balance by arrears party
In RMB
Ratio in total ending
Ending Ending balance of
Company Nature Book age balance of other
balance bad bet provision
receivables
Current money
Within 6
Weifu Chang’an with the 80,000,000.00 97.60%
months
subsidiary
Within 3
Wuxi Weifu China-italygear Co., LTD Technology fee 87,777.31 0.11% 25,291.30
years
Within 6
Wuxi Kailidasi Oil Pump Co., Ltd. Technology fee 49,143.06 0.06%
months
Aimu Precision Machinery Taizhou Within 6
Technology fee 28,989.42 0.04%
Co., Ltd. months
Wuxi city Shida Hardware Electrical
Technology fee 21,878.10 1-2 years 0.03% 1,533.35
Appliance Factory
Tota l -- 80,187,787.89 -- 97.84% 26,824.65
(6) Account receivable with government grand involved
Nil
(7) Other account receivable derecognition due to financial assets transfer
Nil
(8) Assets and liabilities resulted by other account receivable transfer and continues involvement
Nil
3. Long-term equity investment
In RMB
Closing balance Opening balance
Item
Book balance Impairment Book value Book balance Impairment Book value
193
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Investment for
1,431,571,723.71 1,431,571,723.71 1,418,636,324.43 1,418,636,324.43
subsidiary
Investment for
associates and joint 2,809,633,749.39 2,809,633,749.39 2,889,682,835.13 2,889,682,835.13
venture
Total 4,241,205,473.10 4,241,205,473.10 4,308,319,159.56 4,308,319,159.56
(1) Investment for subsidiary
In RMB
Ending balance
Impairment
The invested entity Opening balance Increased Decreased Ending balance of impairment
accrual
provision
Weifu Jinning 178,639,593.52 178,639,593.52
Weifu Leader 460,113,855.00 460,113,855.00
Weifu Diesel System 260,187,500.00 260,187,500.00
Weifu Mashan 48,693,380.51 48,693,380.51
Weifu Chang’an 70,902,037.30 70,902,037.30
Weifu International Trade 30,999,996.22 30,999,996.22
Weifu ITM 167,000,000.00 167,000,000.00
Weifu Schmidt 31,680,000.00 31,680,000.00
Weifu Tianli 90,229,100.00 90,229,100.00
Kunming Xitong 5,471,793.17 5,471,793.17
Weifu Tianshi 5,200,000.00 5,200,000.00
Weifu Autocam 69,519,068.71 12,935,399.28 82,454,467.99
Total 1,418,636,324.43 12,935,399.28 1,431,571,723.71
(2) Investment for associates and joint venture
In RMB
+,-
Endin
Ad Other
Ca g
dit compr Othe
pit Imp balan
io ehensi r
al Investment Cash dividend or airm Ot ce of
Company Opening balance nal ve equit Ending balance
re gains recognized profit announced ent he impai
in incom y
du under equity to issued accr r rment
ve e chan
cti ual provi
st adjust ge
on sion
me ment
194
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
nt
I. Joint venture
II. Associated enterprise
Bosch Diesel
2,315,163,539.60 702,886,401.94 -896,404,294.00 2,121,645,647.54
System
Zhonglian
Automobile
533,441,050.96 247,815,935.80 -136,000,000.00 645,256,986.76
Electronic Co.,
Ltd
Weifu Fine
41,078,244.57 5,252,870.52 -3,600,000.00 42,731,115.09
Machinery
Subtotal 2,889,682,835.13 955,955,208.26 -1,036,004,294.00 2,809,633,749.39
Total 2,889,682,835.13 955,955,208.26 -1,036,004,294.00 2,809,633,749.39
4. Operating income and cost
In RMB
Amount of this period Amount of last period
Item
Income Cost Income Cost
Main business 1,335,359,053.46 986,452,492.65 2,025,795,563.28 1,577,050,884.64
Other business 160,897,657.32 147,208,033.59 241,542,406.77 211,546,945.51
Total 1,496,256,710.78 1,133,660,526.24 2,267,337,970.05 1,788,597,830.15
5. Investment gains
In RMB
Item Amount of this period Amount of last period
Income of long-term equity investment calculated based on cost 37,154,290.00 211,393,449.41
Income of long-term equity investment calculated based on equity 955,955,208.26 808,997,384.50
Investment income obtained from disposal of long-term equity investment 1,798,543.39
Investment income obtained during holding available-for-sale financial assets 161,158,596.71 158,076,273.88
Investment income from period of helding
18,444,922.00 2,349,620.00
the financial assets availabel for sale
Investment income obtained from disposal of financial assets availabel for sale 102,044,890.13
Total 1,274,757,907.10 1,182,615,271.18
195
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
XVIII. Supplementary Information
1. Current non-recurring gains/losses
√ Applicable □ Not applicable
In RMB
Item Amount Note
Gains/losses from the disposal of non-current asset -8,835,206.68
Including government
Governmental subsidy reckoned into current gains/losses (not including the subsidy
subsidy income
enjoyed in quota or ration according to national standards, which are closely relevant 142,227,027.11
received from
to enterprise’s business)
relocation by policy
Profit and loss of assets delegation on others’ investment or management 162,047,876.71
Held transaction financial asset, gains/losses of changes of fair values from
transaction financial liabilities, and investment gains from disposal of transaction
financial asset, transaction financial liabilities and financial asset available for sales, 102,044,890.13
exclude the effective hedging business relevant with normal operations of the
Company
Switch-back of impairment of account receivable that practice impairment test
4,097,243.96
independent
Other non-operating income and expenditure except for the aforementioned items -1,235.46
Relocation expenses -68,257,168.60
Less: Impact on income tax 49,378,731.32
Impact on minority shareholders’ equity 927,863.76
Total 283,016,832.09 --
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies
Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to
the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their
Securities to the Public --- Extraordinary Profit/loss, explain reasons
□ Applicable √ Not applicable
2. REO and earnings per share
Earnings per share
Weighted average
Profits during report period Basic EPS Diluted EPS
ROE
(RMB/Share) (RMB/Share)
Net profits belong to common stock stockholders of the Company 13.32% 1.49 1.49
Net profits belong to common stock stockholders of the Company
10.84% -1.21 -1.21
after deducting nonrecurring gains and losses
196
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
3. Difference of the accounting data under accounting rules in and out of China
(1) Difference of the net profit and net assets disclosed in financial report, under both IAS (International
Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
(2) Difference of the net profit and net assets disclosed in financial report, under both foreign accounting
rules and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
4. Other
Nil
197
无锡威孚高科技集团股份有限公司 2015 年年度报告全文
Section XI. Documents available for reference
I. Financial statement carrying the signatures and seals of person in charge of the company, principal of the
accounting works and person in charge of accounting organ (accounting Supervisor);
II. Original audit report seal with accounting firms and signature and seal with CPA;
III. Original documents of the Company and manuscripts of public notices that disclosed in the website Juchao
(http://www.cninfo.com.cn) designated by CSRC in the report period;
IV. Annual report published on China Securities Journal, Securities Times and Hong Kong Commercial Daily
during the Period.
Board of Directors of
Weifu High-Technology Group Co., Ltd.
Chairman：
Chen Xuejun
19 April 2016
198
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