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Medlive Technology Co., Ltd. — Interim / Quarterly Report 2013
Sep 17, 2013
50436_rns_2013-09-17_fa444fd6-b37c-4c7c-870a-f8c3a92dc7c2.pdf
Interim / Quarterly Report
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The Board of Directors (the "Board") of Hisense Kelon Electrical Holdings Company Limited (the "Company") hereby announces the unaudited interim report of the Company and its subsidiaries (collectively referred to as the "Group") for the six months ended 30 June 2013 (the "Reporting Period") together with comparative figures for the corresponding period in 2012. This interim report has been reviewed by the Company's Audit Committee.
Financial information prepared in accordance with China Accounting Standards
(Unless otherwise stated, all amounts are denominated in Renminbi)
1. Consolidated Balance Sheets
Prepared by: Hisense Kelon Electrical Holdings Company Limited Unit: RMB Item Closing balance Opening Balance
| Current assets: | ||
|---|---|---|
| Cash at bank and on hand | 482,037,947.82 | 516,065,467.96 |
| Balances with clearing companies | ||
| Lending capital | ||
| Financial assets held-for-trading | 46,422,791.91 | 10,678,293.47 |
| Notes receivable | 2,882,578,671.26 | 1,558,766,192.61 |
| Accounts receivable | 2,765,496,446.96 | 1,455,882,205.49 |
| Prepayments | 354,779,533.88 | 304,301,601.58 |
| Insurance premium receivable | ||
| Receivables from reinsurers | ||
| Reserves for reinsurance contract receivable | ||
| Interests receivable | ||
| Dividends receivable | ||
| Others receivables | 346,165,320.56 | 342,722,165.14 |
| Financial assets purchased under agreements to resell | ||
| Inventories | 2,130,804,519.72 | 1,738,441,110.15 |
| Non-current assets due within one year | ||
| Other current assets | 5,949,628.02 | 3,309,064.74 |
| Total current assets | 9,014,234,860.13 | 5,930,166,101.14 |
| Non-current assets: | ||
| Disbursement of entrusted loans and advances | ||
| Available-for-sale financial assets | ||
| Held-to-maturity investments | ||
| Long-term receivables | ||
| Long-term equity investments | 816,946,731.38 | 751,925,728.90 |
| Investment properties | 35,196,454.42 | 36,446,602.09 |
| Fixed assets | 1,916,802,239.52 | 1,909,832,448.93 |
| Construction in progress | 217,503,429.93 | 68,344,253.58 |
| Construction materials | ||
| Disposal of fixed assets | 878,923.59 | |
| Productive biological assets | ||
| Oil and gas assets | ||
| Intangible assets | 485,654,752.37 | 495,496,878.49 |
| Development costs | ||
| Goodwill | ||
| Long-term prepaid expenses | 677,405.11 | 827,939.58 |
| Deferred tax assets | 6,145,450.99 | 7,294,688.02 |
| Other non-current assets | ||
| Total non-current assets | 3,479,805,387.31 | 3,270,168,539.59 |
| Total assets | 12,494,040,247.44 | 9,200,334,640.73 |
1. Consolidated Balance Sheets — Continued
| Item | Closing balance | Opening Balance | |
|---|---|---|---|
| Current liabilities: | |||
| Short-term borrowings | 82,800,589.12 | 30,309,453.94 | |
| Borrowings from central bank | |||
| Receipt of deposits and deposits from other banks | |||
| Loans from other banks | |||
| Financial liabilities held-for-trading | 164,231.22 | ||
| Notes payable | 1,823,641,678.89 | 1,432,852,210.08 | |
| Accounts payable | 4,352,333,112.10 | 2,335,425,936.47 | |
| Advances from customers | 505,065,375.74 | 837,065,771.59 | |
| Proceeds from disposal of financial assets under agreements to repurchase | |||
| Handling fees and commission payable | |||
| Employee remunerations payable | 221,804,411.01 | 223,662,684.56 | |
| Taxes payable | (31,531,487.94) | (48,994,818.36) | |
| Interests payable | 202,930.49 | ||
| Dividends payable | 2,067.02 | 2,067.02 | |
| Other payables | 1,782,395,594.78 | 1,581,294,492.81 | |
| Reinsured accounts payable | |||
| Reserves for reinsurance contract | |||
| Customer brokerage deposits | |||
| Securities underwriting brokerage deposits | |||
| Non-current liabilities due within one year | |||
| Other current liabilities | 779,886,418.44 | 566,406,795.92 | |
| Total current liabilities | 9,516,397,759.16 | 6,958,391,755.74 | |
| Non-current liabilities: | |||
| Long-term borrowings | |||
| Bonds payable | |||
| Long-term payables | |||
| Specific payables | |||
| Provisions | 313,452,854.53 | 311,862,482.54 | |
| Deferred tax liabilities | |||
| Other non-current liabilities | 54,785,214.26 | 56,872,390.49 | |
| Total non-current liabilities | 368,238,068.79 | 368,734,873.03 | |
| Total liabilities | 9,884,635,827.95 | 7,327,126,628.77 |
1. Consolidated Balance Sheets — Continued
| Item | Closing balance | Opening Balance | |
|---|---|---|---|
| Owners' equity (or shareholders' equity): | |||
| Paid in capital (or share capital) | 1,354,054,750.00 | 1,354,054,750.00 | |
| Capital reserve | 2,099,239,900.16 | 2,101,650,386.96 | |
| Less: Treasury shares | |||
| Special reserves | |||
| Surplus reserves | 145,189,526.48 | 145,189,526.48 | |
| General risk provisions | |||
| Retained profits | (1,392,579,425.40) | (2,099,392,002.85) | |
| Difference on translation of foreign currency financial statements | 10,495,696.60 | 10,539,505.90 | |
| Total equity attributable to owners of the Company | 2,216,400,447.84 | 1,512,042,166.49 | |
| Minority interests | 393,003,971.65 | 361,165,845.47 | |
| Total owners' equity (or shareholders' equity) | 2,609,404,419.49 | 1,873,208,011.96 | |
| Total liabilities and owners' equity (or shareholders' equity) | 12,494,040,247.44 | 9,200,334,640.73 |
2. Company Balance Sheet
| Item | Closing balance | Opening Balance | ||
|---|---|---|---|---|
| Current assets: | ||||
| Cash at bank and on hand | 200,280,089.47 | 342,912,430.57 | ||
| Financial assets held-for-trading | ||||
| Notes receivable | 2,755,636,041.31 | 1,488,240,456.12 | ||
| Accounts receivable | 1,362,643,030.67 | 654,198,358.60 | ||
| Prepayments | 137,450,316.25 | 119,788,776.75 | ||
| Interests receivable | ||||
| Dividends receivable | ||||
| Other receivables | 898,910,877.59 | 1,020,581,138.05 | ||
| Inventories | 1,426,584,709.41 | 1,101,946,998.54 | ||
| Non-current assets due within one year | ||||
| Other current assets | 4,027,184.51 | 2,787,913.86 | ||
| Total current assets | 6,785,532,249.21 | 4,730,456,072.49 | ||
| Non-current assets: | ||||
| Available-for-sale financial assets | ||||
| Held-to-maturity investments | ||||
| Long-term receivables | ||||
| Long-term equity investments | 3,354,965,545.95 | 3,114,944,543.47 | ||
| Investment properties | 14,526,206.00 | 15,218,337.00 | ||
| Fixed assets | 180,388,950.65 | 184,855,845.67 | ||
| Construction in progress | 702,478.61 | 6,298,205.16 | ||
| Construction materials | ||||
| Disposal of fixed assets | ||||
| Productive biological assets | ||||
| Oil and gas assets | ||||
| Intangible assets | 223,175,612.00 | 227,144,140.00 | ||
| Development expenses | ||||
| Goodwill | ||||
| Long-term prepaid expenses | ||||
| Deferred tax assets | ||||
| Other non-current assets | ||||
| Total non-current assets | 3,773,758,793.21 | 3,548,461,071.30 | ||
| Total assets | 10,559,291,042.42 | 8,278,917,143.79 |
2. Company Balance Sheet — Continued
| Item | Closing balance | Opening Balance | ||
|---|---|---|---|---|
| Current liabilities: | ||||
| Short-term borrowings | ||||
| Financial liabilities held-for-trading | ||||
| Notes payable | 1,823,641,678.89 | 1,393,993,081.39 | ||
| Accounts payable | 3,031,092,580.46 | 1,454,062,384.08 | ||
| Advance receipts | 400,799,551.42 | 757,121,873.57 | ||
| Staff remuneration payables | 105,887,698.54 | 110,455,624.85 | ||
| Taxes payable | (17,887,862.59) | 6,815,013.66 | ||
| Interests payable | ||||
| Dividends payable | ||||
| Other payables | 1,652,765,089.01 | 1,488,361,520.58 | ||
| Non-current liabilities due within one year | ||||
| Other current liabilities | 601,193,315.28 | 462,020,126.95 | ||
| Total current liabilities | 7,597,492,051.01 | 5,672,829,625.08 | ||
| Non-current liabilities: | ||||
| Long-term borrowings | ||||
| Bonds payable | ||||
| Long-term payables | ||||
| Special payables | ||||
| Provisions | 309,413,732.49 | 307,754,994.01 | ||
| Deferred tax liabilities | ||||
| Other non-current liabilities | 36,751,089.68 | 38,150,435.08 | ||
| Total non-current liabilities | 346,164,822.17 | 345,905,429.09 | ||
| Total liabilities | 7,943,656,873.18 | 6,018,735,054.17 | ||
| Owners' equity (or shareholders' equity): | ||||
| Paid in capital (or share capital) | 1,354,054,750.00 | 1,354,054,750.00 | ||
| Capital reserve | 2,223,735,632.55 | 2,226,146,119.35 | ||
| Less: Treasury shares | ||||
| Special reserves | ||||
| Surplus reserves | 114,580,901.49 | 114,580,901.49 | ||
| General risk provisions | ||||
| Retained profits | (1,076,737,114.80) | (1,434,599,681.22) | ||
| Differences on translation of foreign currency financial statements | ||||
| Total owners' equity (or shareholders' equity) | 2,615,634,169.24 | 2,260,182,089.62 | ||
| Total liabilities and owners' equity (or shareholders' equity) | 10,559,291,042.42 | 8,278,917,143.79 |
3. Consolidated Income Statement
| I. Total operating revenue 12,992,870,024.48 9,967,726,766.93 Including: Operating revenue 12,992,870,024.48 9,967,726,766.93 Interest incomes Insurance premium earned Income from handling fees and commission II. Total operating costs 12,427,333,734.96 9,653,155,392.60 Including: Operating costs 10,250,224,907.55 7,982,126,495.52 Interest expenses Handling fees and commission expenses Refunded premiums Net amount of compensation payout Net amount of insurance contract reserves provided Policyholder dividend expense Reinsurance premium income Business taxes and surcharges 49,585,982.21 32,387,549.72 Selling and distribution expenses 1,754,021,512.96 1,310,271,064.86 General and administrative expenses 354,200,313.53 299,727,610.10 Financial expenses 12,612,656.22 25,298,032.29 Impairment losses on assets 6,688,362.49 3,344,640.11 Add: Gain from changes in fair value (Loss denoted by "–") 35,908,729.66 (14,092,955.53) Investment income (Loss denoted by "–") 154,056,030.47 100,107,033.46 Including: Share of profit of associates and jointly controlled entities 119,561,283.99 76,114,854.35 Foreign exchange gains (Loss denoted by "–") III. Operating profits (Loss denoted by "–") 755,501,049.65 400,585,452.26 Add: Non-operating income 13,979,505.92 11,588,454.87 Less: Non-operating expenses 4,458,356.04 4,710,751.58 Including: Loss on disposal of non-current assets 1,436,232.09 1,985,884.72 IV. Total profit (Total loss denoted by "–") 765,022,199.53 407,463,155.55 Less: Income tax expenses 19,895,297.20 5,621,187.99 V. Net profits (Net loss denoted by "–") 745,126,902.33 401,841,967.56 Including: Net profits of consolidated parties prior to consolidation Net profits attributable to shareholders of the parent 706,812,577.45 379,870,618.69 Profit and loss of minority interests 38,314,324.88 21,971,348.87 |
Item | Amount for current period |
Amount for previous period |
|
|---|---|---|---|---|
| VI. Earnings per share: — — |
||||
| (1) Basic earnings per share 0.522 0.2805 |
||||
| (2) Diluted earnings per share 0.522 0.2805 |
||||
| VII. Other comprehensive income (4,419,540.36) (104,803.89) |
||||
| VIII. Total comprehensive income 740,707,361.97 401,737,163.67 |
||||
| Total comprehensive income attributable to shareholders of the parent 702,393,037.09 379,765,814.80 Total comprehensive income attributable to minority interests 38,314,324.88 21,971,348.87 |
4. Company Income StatemenT
| Item | Amount for current period |
Amount for previous period 6,951,817,491.24 |
|
|---|---|---|---|
| I. Total operating revenue | 8,103,594,930.28 | ||
| Less: Operating costs | 6,337,457,451.87 | 5,680,520,878.87 | |
| Business taxes and surcharges | 31,458,860.87 | 20,081,103.39 | |
| Selling and distribution expenses | 1,495,161,736.13 | 1,103,959,516.55 | |
| General and administrative expenses | 24,024,777.25 | 24,374,899.45 | |
| Financial expenses | 8,595,430.67 | 2,388,342.10 | |
| Impairment losses on assets | 11,093,900.92 | 1,037,167.57 | |
| Add: Gain from changes in fair value (Loss denoted by "–") | |||
| Investment income (Loss denoted by "–") | 171,576,751.74 | 86,441,222.95 | |
| Including: Share of profit of associates and jointly controlled entities | 119,561,283.99 | 76,114,854.35 | |
| II. Operating profits (Loss denoted by "–") | 367,379,524.31 | 205,896,806.26 | |
| Add: Non-operating income | 515,601.45 | 2,295,107.21 | |
| Less: Non-operating expenses | 2,882,883.14 | 2,402,778.93 | |
| Including: Loss on disposal of non-current assets | 53,488.96 | 56,052.71 | |
| III. Total profit (Total loss denoted by "–") | 365,012,242.62 | 205,789,134.54 | |
| Less: Income tax expenses | 7,149,676.20 | ||
| IV. Net profits (Net loss denoted by "–") | 357,862,566.42 | 205,789,134.54 | |
| V. Earnings per share: | — | — | |
| (1) Basic earnings per share | 0.2643 | 0.152 | |
| (2) Diluted earnings per share | 0.2643 | 0.152 | |
| VI. Other comprehensive income | (4,375,731.06) | ||
| VII. Total comprehensive income | 353,486,835.36 | 205,789,134.54 |
5. Consolidated Cash Flow Statement
| Prepared by: Hisense Kelon Electrical Holdings Company Limited | Unit: RMB | |||
|---|---|---|---|---|
| Item | Amount for current period |
Amount for previous period |
||
| I. Cash flows from operating activities: | ||||
| Cash received from sales of goods and rendering of services | 5,644,887,416.81 | 3,752,286,603.70 | ||
| Net increase in customer deposits and interbank deposits | ||||
| Net increase in borrowings from central bank | ||||
| Net increase in placements from other financial institutions | ||||
| Cash received from original insurance contracts | ||||
| Net cash received from reinsurance business | ||||
| Net increase in deposits from policyholders | ||||
| Net increase from disposal of financial assets held-for-trading | ||||
| Cash received from interests, fees and commissions Net increase in placements from banks and other financial institutions |
||||
| Net increase in repurchase business capital | ||||
| Tax rebates received | 352,460,980.65 | 342,767,072.30 | ||
| Other cash received concerning operating activities | 508,225,547.38 | 114,798,118.12 | ||
| Subtotal of cash inflows from operating activities | 6,505,573,944.84 | 4,209,851,794.12 | ||
| Cash paid for purchases of commodities and receipt of services | 3,871,204,118.31 | 2,246,530,087.14 | ||
| Net increase in loans and advances to customers | ||||
| Net increase in deposits with central bank and other financial institutions | ||||
| Cash paid for indemnity of original insurance contract | ||||
| Cash paid for interests, fees and commissions | ||||
| Policyholder dividend paid | ||||
| Cash paid to and for employees | 1,010,902,554.71 | 747,008,600.90 | ||
| Cash paid for taxes and surcharges | 418,797,596.46 | 304,625,376.25 | ||
| Cash paid for other operating activities | 1,125,478,640.27 | 880,142,766.65 | ||
| Subtotal of cash outflows from operating activities | 6,426,382,909.75 | 4,178,306,830.94 | ||
| Net cash flows from operating activities | 79,191,035.09 | 31,544,963.18 | ||
| II. Cash flows from investing activities: | ||||
| Cash received from returns on investments | 73,500,000.00 | 49,000,000.00 | ||
| Cash received from investment income | 4,750,325.50 | 3,800,000.00 | ||
| Net cash received from disposals of fixed assets, intangible assets and other | ||||
| long-term assets | 5,302,888.84 | 941,548.18 | ||
| Net cash received from disposals of subsidiaries and other operation units | 42,534,178.70 | |||
| Cash received relating to other investing activities | ||||
| Subtotal of cash inflows from investing activities | 83,553,214.34 | 96,275,726.88 | ||
| Cash paid for acquisition of fixed assets, intangible assets and other long-term | ||||
| assets | 242,761,202.25 | 88,888,161.76 | ||
| Cash paid for investments | ||||
| Net increase in pledge loans | ||||
| Cash paid for acquiring subsidiaries and other operation units | ||||
| Cash paid relating to other investing activities | ||||
| Subtotal of cash outflows from investing activities | 242,761,202.25 | 88,888,161.76 | ||
| Net cash flows from investing activities | (159,207,987.91) | 7,387,565.12 |
5. Consolidated Cash Flow Statement — Continued
| Amount for | Amount for | |
|---|---|---|
| Item | current period | previous period |
| III. Cash flows from financing activities: | ||
| Cash received from disposal of investments | ||
| Including: Cash contribution from minority shareholders' investment by | ||
| subsidiaries | ||
| Cash received from borrowings | 145,508,582.23 | 1,307,500,749.18 |
| Cash received from issue of bonds | ||
| Cash received relating to other financing activities | (6.66) | 150,596.82 |
| Subtotal of cash inflows from financing activities | 145,508,575.57 | 1,307,651,346.00 |
| Cash paid for repayment of borrowings | 92,496,008.42 | 1,262,800,257.67 |
| Cash paid for distribution of dividends, profit or interest expenses | 7,023,141.13 | 20,572,529.95 |
| Including: Dividend and profit paid to minority shareholders by subsidiaries | ||
| Cash paid relating to other financing activities | ||
| Subtotal of cash outflows from financing activities | 99,519,149.55 | 1,283,372,787.62 |
| Net cash flows from financing activities | 45,989,426.02 | 24,278,558.38 |
| IV. Effects of foreign exchange rate changes on cash and cash equivalents | ||
| V. Net increase in cash and cash equivalents | (34,027,526.80) | 63,211,086.68 |
| Add: Balance of cash and cash equivalents at the beginning of the period | 513,661,376.53 | 396,814,919.98 |
| VI. Balance of cash and cash equivalents at the end of the period | 479,633,849.73 | 460,026,006.66 |
6. Company Cash Flow Statement
| Amount for | Amount for | |
|---|---|---|
| Item | current period | previous period |
| I. Cash flows from operating activities: | ||
| Cash received from sales of goods and rendering of services | 2,287,669,841.20 | 842,389,012.74 |
| Tax rebates received | ||
| Other cash received concerning operating activities | 2,926,722,438.47 | 2,825,574,423.90 |
| Subtotal of cash inflows from operation activities | 5,214,392,279.67 | 3,667,963,436.64 |
| Cash paid for purchases of commodities and receipt of labor services | 2,986,046,079.09 | 744,020,772.18 |
| Cash paid to and for employees | 431,463,687.73 | 277,936,710.67 |
| Cash paid for taxes and surcharges | 291,967,001.87 | 184,677,423.86 |
| Cash paid for other operating activities | 1,572,396,007.01 | 2,281,438,535.04 |
| Subtotal of cash outflow from operation activities | 5,281,872,775.70 | 3,488,073,441.75 |
| Net cash flows from operating activities | (67,480,496.03) | 179,889,994.89 |
| II. Cash flow from investing activities: | ||
| Cash received from returns on investments | 73,500,000.00 | 49,000,000.00 |
| Cash received from investment revenues | 28,680,018.20 | 10,326,368.60 |
| Net cash received from disposals of fixed assets, intangible assets and other | ||
| long-term assets | 87,788.86 | 92,050.78 |
| Net cash received from disposals of subsidiaries and other operation units | 26,784,178.70 | |
| Cash received relating to other investing activities | ||
| Subtotal of cash inflows from investing activities | 102,267,807.06 | 86,202,598.08 |
| Cash paid for acquisition of fixed assets, intangible assets and other long-term | ||
| assets | 2,419,652.13 | 4,694,718.37 |
| Cash paid for investments | 175,000,000.00 | |
| Cash paid for obtaining subsidiaries and other operation units | ||
| Cash paid relating to other investing activities | ||
| Subtotal of cash outflows from investing activities | 177,419,652.13 | 4,694,718.37 |
| Net cash flows from investing activities III. Cash flows from financing activities: |
(75,151,845.07) | 81,507,879.71 |
| Cash received from disposal of investments | ||
| Cash received from borrowings | 70,000,000.00 | |
| Cash received from issue of bonds | ||
| Cash received relating to other financing activities | ||
| Subtotal of cash inflows from financing activities | 70,000,000.00 | |
| Cash paid for repayment of borrowings | 275,000,000.00 | |
| Cash paid for distribution of dividends, profit or interest expenses | 6,095,740.00 | |
| Cash paid relating to other financing activities | ||
| Subtotal of cash outflows from financing activities | 281,095,740.00 | |
| Net cash flows from financing activities | (211,095,740.00) | |
| IV. Effects of foreign exchange rate changes on cash and cash equivalents | ||
| V. Net increase in cash and cash equivalents | (142,632,341.10) | 50,302,134.60 |
| Add: Balance of cash and cash equivalents at the beginning of the period | 342,912,430.57 | 98,869,779.84 |
| VI. Balance of cash and cash equivalents at the end of the period | 200,280,089.47 | 149,171,914.44 |
7. Consolidated Statement of Changes in Owners' Equity
Prepared by: Hisense Kelon Electrical Holdings Company Limited Unit: RMB
| Amount for current period | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Attributable to the owners of the Company | ||||||||||
| Paid in capital | Less: | Total | ||||||||
| Item | (or share capital) | Capital reserve | Treasury shares | Special reserves | Surplus reserves | General risk provisions |
Retained profits | Other | Minority interests | owners' equity |
| I. Closing balance of previous year Add: Changes in |
1,354,054,750.00 | 2,101,650,386.96 | 145,189,526.48 | (2,099,392,002.85) | 10,539,505.90 | 361,165,845.47 | 1,873,208,011.96 | |||
| accounting policies Correction for error in previous period Other |
||||||||||
| II. Opening balance of the year III. Movements in the |
||||||||||
| current period (Decreases |
||||||||||
| denoted in "–") | 1,354,054,750.00 | 2,101,650,386.96 | 145,189,526.48 | (2,099,392,002.85) | 10,539,505.90 | 361,165,845.47 | 1,873,208,011.96 | |||
| (1) Net Profit (2) Other |
(2,410,486.80) | 706,812,577.45 | (43,809.30) | 31,838,126.18 | 736,196,407.53 | |||||
| comprehensive income |
706,812,577.45 | 38,314,324.88 | 745,126,902.33 | |||||||
| Subtotal of (1) and (2) above (3) Owner contributions |
(4,375,731.06) | (43,809.30) | (4,419,540.36) | |||||||
| and capital | ||||||||||
| reductions 1. Owner contributions |
(4,375,731.06) 1,965,244.26 |
706,812,577.45 | (43,809.30) | 38,314,324.88 | 740,707,361.97 1,965,244.26 |
|||||
| 2. Amount of share | ||||||||||
| based payment | ||||||||||
| included in owners' | ||||||||||
| equity | ||||||||||
| 3. Other (4) Profit Distribution |
1,965,244.26 | 1,965,244.26 | ||||||||
| 1. Appropriations to | ||||||||||
| surplus reserve | (6,476,198.70) | (6,476,198.70) | ||||||||
| 2. Appropriations | ||||||||||
| to general risk provisions |
||||||||||
| 3. Distribution to owners (or shareholders) |
||||||||||
| 4. Other | (6,476,198.70) | (6,476,198.70) | ||||||||
| (5) Transfer of owners' equity |
||||||||||
| 1. Transfer to capital (or share capital) from |
||||||||||
| capital reserve 2. Transfer to capital (or |
||||||||||
| share capital) from | ||||||||||
| surplus reserve | ||||||||||
| 3. Surplus reserves for making up losses |
||||||||||
| 4. Other | ||||||||||
| (6) Special reserves 1. Provided during |
||||||||||
| the period 2. Used during the |
||||||||||
| period (7) Other |
||||||||||
| IV. Closing balance for the period |
1,354,054,750.00 | 2,099,239,900.16 | 145,189,526.48 | (1,392,579,425.40) | 10,495,696.60 | 393,003,971.65 | 2,609,404,419.49 |
Legal representative: Tang Ye Guo Person in charge of accounting matters: Li Jun Person in charge of accounting department: Yan Zhi Yong
7. Consolidated Statement of Changes in Owners' Equity — Continued
Prepared by: Hisense Kelon Electrical Holdings Company Limited Unit: RMB
| Amount for previous year | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Attributable to the owners of the Company | ||||||||||
| Item | Paid in capital (or share capital) |
Capital reserve | Less: Treasury shares |
Special reserves | Surplus reserves | General risk provisions |
Retained profits | Other | Minority interests | Total owners' equity |
| I. Closing balance of previous year Add: Retrospective adjustments arising from business combination under common control and |
1,354,054,750.00 | 2,096,929,058.26 | 145,189,526.48 | (2,817,156,683.25) | 26,106,945.84 | 355,691,277.10 | 1,160,814,874.43 | |||
| other matters Add: Changes in accounting policies Correction for error in previous period Other |
||||||||||
| II. Opening balance of the year III. Movements in the current period |
1,354,054,750.00 | 2,096,929,058.26 | 145,189,526.48 | -2,817,156,683.25 | 26,106,945.84 | 355,691,277.10 | 1,160,814,874.43 | |||
| (Decreases denoted in "–") (1) Net Profit |
4,721,328.70 | 717,764,680.40 717,764,680.40 |
(15,567,439.94) | 5,474,568.37 14,540,892.95 |
712,393,137.53 732,305,573.35 |
|||||
| (2) Other comprehensive income |
72,876.70 | (15,567,439.94) | (15,494,563.24) | |||||||
| Subtotal of (1) and (2) above (3) Owner contributions |
72,876.70 | 717,764,680.40 | (15,567,439.94) | 14,540,892.95 | 716,811,010.11 | |||||
| and capital reductions 1. Owner contributions |
4,648,452.00 | 4,648,452.00 | ||||||||
| 2. Amount of share-based payment included in owners' equity |
4,648,452.00 | 4,648,452.00 | ||||||||
| 3. Other (4) Profit Distribution 1. Appropriations to surplus reserve |
(9,066,324.58) | (9,066,324.58) | ||||||||
| 2. Appropriations to general risk provisions 3. Distribution to owners |
||||||||||
| (or shareholders) 4. Other (5) Transfer of owners' |
(9,066,324.58) | (9,066,324.58) | ||||||||
| equity 1. Transfer to capital (or share capital) from capital reserve 2. Transfer to capital (or |
||||||||||
| share capital) from surplus reserve 3. Surplus reserves for |
||||||||||
| 4. Other (6) Special reserves 1. Provided during the period 2. Used during the period |
||||||||||
| (7) Other IV. Closing balance for the period |
1,354,054,750.00 | 2,101,650,386.96 | 145,189,526.48 | (2,099,392,002.85) | 10,539,505.90 | 361,165,845.47 | 1,873,208,011.96 | |||
| making up losses |
Legal representative: Tang Ye Guo Person in charge of accounting matters: Li Jun Person in charge of accounting department: Yan Zhi Yong
8. Company Statement of Changes in Owners' Equity
Prepared by: Hisense Kelon Electrical Holdings Company Limited Unit: RMB
| Amount for current period | ||||||||
|---|---|---|---|---|---|---|---|---|
| Paid in capital | Less: | General risk | ||||||
| Item | (or share capital) | Capital reserve | Treasury shares | Special reserves | Surplus reserves | provisions | Retained profits | Total owners' equity |
| I. Closing balance of previous year | 1,354,054,750.00 | 2,226,146,119.35 | 114,580,901.49 | (1,434,599,681.22) | 2,260,182,089.62 | |||
| Add: Changes in accounting policies | ||||||||
| Correction for error in previous period | ||||||||
| Other | ||||||||
| II. Opening balance of the year | 1,354,054,750.00 | 2,226,146,119.35 | 114,580,901.49 | (1,434,599,681.22) | 2,260,182,089.62 | |||
| III. Movements in the current period | ||||||||
| (Decreases denoted in "–") | (2,410,486.80) | 357,862,566.42 | 355,452,079.62 | |||||
| (1) Net Profit | 357,862,566.42 | 357,862,566.42 | ||||||
| (2) Other comprehensive income | (4,375,731.06) | (4,375,731.06) | ||||||
| Subtotal of (1) and (2) above | (4,375,731.06) | 357,862,566.42 | 353,486,835.36 | |||||
| (3) Owner contributions and capital | ||||||||
| reductions | 1,965,244.26 | 1,965,244.26 | ||||||
| 1. Owner contributions | ||||||||
| 2. Amount of share-based payment | ||||||||
| included in owners' equity | 1,965,244.26 | 1,965,244.26 | ||||||
| 3. Other | ||||||||
| (4) Profit Distribution | ||||||||
| 1. Appropriations to surplus reserve | ||||||||
| 2. Appropriations to general risk provisions | ||||||||
| 3. Distribution to owners | ||||||||
| (or shareholders) | ||||||||
| 4. Other | ||||||||
| (5) Transfer of owners' equity | ||||||||
| 1. Transfer to capital | ||||||||
| (or share capital) from capital reserve | ||||||||
| 2. Transfer to capital (or share capital) from surplus reserve |
||||||||
| 3. Surplus reserves for making up losses | ||||||||
| 4. Other | ||||||||
| (6) Special reserves | ||||||||
| 1. Provided during the period | ||||||||
| 2. Used during the period | ||||||||
| (7) Other | ||||||||
| IV. Closing balance for the period | 1,354,054,750.00 | 2,223,735,632.55 | 114,580,901.49 | (1,076,737,114.80) | 2,615,634,169.24 | |||
Legal representative: Tang Ye Guo Person in charge of accounting matters: Li Jun Person in charge of accounting department: Yan Zhi Yong
8. Company Statement of Changes in Owners' Equity — Continued
| Amount for previous year | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Paid in capital | Less: | General risk | ||||||||||
| Item | (or share capital) | Capital reserve | Treasury shares | Special reserves | Surplus reserves | provisions | Retained profits | Total owners' equity | ||||
| I. Closing balance of previous year Add: Changes in accounting policies Correction for error in previous period |
1,354,054,750.00 | 2,251,104,411.10 | 114,580,901.49 | (1,771,204,005.93) | 1,948,536,056.66 | |||||||
| Other | ||||||||||||
| II. Opening balance of the year III. Movements in the current period |
1,354,054,750.00 | 2,251,104,411.10 | 114,580,901.49 | (1,771,204,005.93) | 1,948,536,056.66 | |||||||
| (Decreases denoted in "—") (1) Net Profit |
(24,958,291.75) | 336,604,324.71 336,604,324.71 |
311,646,032.96 336,604,324.71 |
|||||||||
| (2) Other comprehensive income | 72,876.70 | 72,876.70 | ||||||||||
| Subtotal of (1) and (2) above (3) Owner contributions and capital |
72,876.70 | 336,604,324.71 | 336,677,201.41 | |||||||||
| reductions 1. Owner contributions |
4,648,452.00 | 4,648,452.00 | ||||||||||
| 2. Amount of share-based payment included in owners' equity |
4,648,452.00 | 4,648,452.00 | ||||||||||
| 3. Other | ||||||||||||
| (4) Profit Distribution 1. Appropriations to surplus reserve |
||||||||||||
| 2. Appropriations to general risk provisions 3. Distribution to owners (or shareholders) |
||||||||||||
| 4. Other | ||||||||||||
| (5) Transfer of owners' equity 1. Transfer to capital (or share capital) from capital reserve |
||||||||||||
| 2. Transfer to capital (or share capital) from surplus reserve |
||||||||||||
| 3. Surplus reserves for making up losses | ||||||||||||
| 4. Other | ||||||||||||
| (6) Special reserves 1. Provided during the period |
||||||||||||
| 2. Used during the period | ||||||||||||
| (7) Other IV. Closing balance for the period |
1,354,054,750.00 | (29,679,620.45) 2,226,146,119.35 |
114,580,901.49 | (1,434,599,681.22) | (29,679,620.45) 2,260,182,089.62 |
Hisense Kelon Electrical Holdings Company Limited
Notes to the Financial Statements
Half year of 2013
(Unless otherwise stated, all amounts are denominated in Renminbi)
1. Company Profile
Hisense Kelon Electrical Holdings Company Limited (hereinafter referred to as the "Company") was formerly known as Guangdong Shunde Pearl River factory(廣東順德珠江冰箱廠)established in 1984. After the restructuring into a joint stock limited company in December 1992, the Company was renamed as Guangdong Kelon Electrical Holdings Company Limited. The Company's 459,589,808 overseas listed public shares (the "H Shares") were listed on The Stock Exchange of Hong Kong Limited on 23 July 1996. In 1998, the Company obtained approval to issue 110,000,000 domestic shares (the "A Shares"), which were listed on the Shenzhen Stock Exchange on 13 July 1999.
In October 2001 and March 2002, the former single largest shareholder of the Company, Guangdong Kelon (Rongsheng) Group Company Limited (hereinafter referred to as "Rongsheng Group", previously held 34.06% interest in the Company) entered into a share transfer agreement and a supplementary agreement with Shunde Greencool Enterprise Development Company Limited (it was renamed as "Guangdong Greencool Enterprises Development Company Limited in 2004, hereinafter referred to as "Guangdong Greencool"), in connection with the transfer of 20.64% of the total share capital of the Company to Guangdong Greencool by Rongsheng Group. In April 2002, Rongsheng Group transferred its shareholding of 6.92%, 0.71% and 5.79% of the total share capital of the Company to Shunde Economic Consultancy Company, Shunde Dong Heng Development Company Limited and Shunde Xin Hong Enterprise Company Limited, respectively. After the above-mentioned share transfers, Rongsheng Group, the former single largest shareholder of the Company, no longer held shares of the Company.
On 14 October 2004, 5.79% of the total share capital of the Company held by Shunde Xin Hong Enterprise Company was transferred to Guangdong Greencool. Upon completion of the share transfer, the percentage of total share capital of the Company held by Guangdong Greencool increased to 26.43%.
On 13 December 2006, 26.43% of the total share capital of the Company held by Guangdong Greencool Enterprises Development Company Limited were transferred to Qingdao Hisense Air-Conditioning Company Limited ("Qingdao Hisense Air-Conditioning"). Upon completion of the share transfer, Guangdong Greencool, the former single largest shareholder of the Company, no long held shares of the Company.
The Company's share reform scheme was approved on the A shareholders' meeting on 29 January 2007 and approved by the Ministry of Commerce PRC on 22 March 2007. The shareholding of Qingdao Hisense Air-Conditioning, the largest shareholder of the Company, was changed to 23.63% after the scheme. Since 2008, Qingdao Hisense Air Conditioning has successively increased the shareholding of the Company through secondary market. At the end of 2009, Qingdao Hisense Air Conditioning held 25.22% of the total share capital of the Company.
On 20 June 2007, the name of the Company was changed from "Guangdong Kelon Electrical Holdings Company Limited" to "Hisense Kelon Electrical Holdings Company Limited".
In accordance with the resolutions of the fourth interim meeting of the Company held on 31 August 2009, and as approved by the approval of China Securities Regulatory Commission dated 23 March 2010 "Letter of Reply Concerning the Approval for the Major Asset Restructuring of Hisense Kelon Electrical Holdings Company Limited and the Acquisition of Assets through Issuance of Shares to Qingdao Hisense Air-Conditioning Company Limited (Zheng Jian Xu Ke [2010] No. 329)", and the Letter of Reply Concerning the Approval for the Announcement by Qingdao Hisense Air-Conditioning Company Limited of the Acquisition Report of Hisense Kelon Electrical Holdings Company Limited and the Waiver of its General Offer Obligation (Zheng Jian Xu Ke [2010] No. 330), it was approved that the Company was to issue 362,048,187 Renminbi ordinary shares (A shares) to Qingdao Hisense Air-conditioning (as a specific object), as consideration for the acquisition of 100% equity interests in Hisense (Shandong) Air-Conditioner Co., Ltd., 51% equity interests in Hisense (Zhejiang) Air-Conditioner Co., Ltd., 49% equity interests in Qingdao Hisense Hitachi Air-Conditioning Systems Co., Ltd. ("Hisense Hitachi"), 55% equity interests in Hisense (Beijing) Air-Conditioner Co., Ltd., 78.70% equity interests in Qingdao Hisense Mould Co., Ltd. and the white goods marketing businesses and assets including refrigerators and airconditioners of Qingdao Hisense Marketing Co., Ltd. ("Hisense Marketing");
Half year of 2013
I. Company Profile — Continued
In 2010, the connected transaction in relation to the acquisition of assets by way of share (A share) issue by the Company to a specific party was completed, and the Company issued an additional of 362,048,187 A shares to Qingdao Hisense Air-conditioning under seasoned offering. The new shares were listed on 10 June 2010. On 30 June 2010, the registered capital of the Company changed from RMB992,006,563.00 to RMB1,354,054,750.00.
As at 30 June 2013, the total number of shares of the Company was 1,354,054,750.00 and the registered share capital of the Company was RMB1,354,054,750.00, of which, the shareholding of the Company held by Qingdao Hisense Air-Conditioning was 45.22%.
| Scope of operations of the Company: | Manufacture and sales businesses of refrigerators, air-conditioners and home appliances. |
|---|---|
| Place of registration of the Company: | No. 8 Ronggang Road, Ronggui, Shunde, Foshan, Guangdong Province. |
| Address of headquarters: | No. 8 Ronggang Road, Ronggui, Shunde, Foshan, Guangdong Province. |
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING ESTIMATES AND CORRECTIONS OF PRIOR PERIOD ERRORS
1. Basis of preparation
These financial statements were prepared in accordance with the Basic Standards and 38 specific standards of the Accounting Standards for Business Enterprises issued by the Ministry of Finance on 15 February 2006, and Application Guidance for the Accounting Standards for Business Enterprises, Interpretations of Accounting Standards for Business Enterprises and other relevant regulations issued thereafter, (hereafter referred to as "Accounting Standards for Business Enterprises", or "CAS"), and the disclosure requirements in the Preparation Convention of Information Disclosure by Companies Offering Securities to the Public No. 15-General Provisions on Financial Reporting (revised 2010) issued by the China Securities Regulatory Commission.
As the Company is listed on both Mainland and Hong Kong stock exchanges, apart from the relevant regulations mentioned above, the financial statements also comply with applicable disclosure provisions of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and the disclosure requirements of the Hong Kong Companies Ordinance.
2. Statement of compliance with the Accounting Standards for Business Enterprises
The financial statements prepared by the Company comply with the requirements of the Accounting Standards for Business Enterprises and truly and completely reflects the financial state, operating results, changes in shareholders' equity, cash flows and other related information of the Company.
3. Accounting period
The accounting period is based on the calendar year, starts on 1 January and ends on 31 December.
4. Reporting currency
Renminbi (RMB) was adopted by the Company as the reporting currency.
Half year of 2013
- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING ESTIMATES AND CORRECTIONS OF PRIOR PERIOD ERRORS — Continued
5. Accounting treatments for business combinations involving entities under common and not under common control
(1) Business combinations involving entities under common control
Business combination under common control is accounted for by the Polling of Interest method by the Company. Apart from adjustments necessary due to differences in accounting policies, the assets and liabilities acquired by the acquirer in business combination shall be measured at the carrying value of the acquiree on the date of combination. The difference between the carrying value of the net assets acquired by the acquirer and the carrying value of the consideration paid for combination (or total nominal value of the issued shares) shall be adjusted in the capital reserve. If the capital reserve is not sufficient to absorb the difference, the excess balance is adjusted against retained earnings.
For business combinations in which the Company is the acquirer, the incurred auditing, legal, appraisal and consulting and other agency fees and related management fees are charged to the profit or loss during the period in which they are incurred. Handling fees, commissions and other expenses paid for issuance of bonds or other liabilities committed in relation to business combination shall be charged to the initial measuring value of the bonds and other liabilities issued. Handling fees, commissions and other expenses paid for issuance of equity securities in relation to business combination shall be offset against the premium from equity securities and whereas such amount cannot be offset by premium, the excess balance shall be adjusted against retained earnings.
(2) Business combination involving entities not under common control
Business combination not under common control is accounted for by the acquisition method by the Company. The cost of acquisition represents the fair value of the cash or non-cash assets paid, liabilities issued or committed and equity securities issued by the Company as at the date of acquisition in consideration for acquiring the controlling power in the acquiree. For business combinations in which the Company is the acquirer, the incurred auditing, legal, appraisal and consulting and other agency fees and related management fees are charged to the profit or loss during the period in which they are incurred; the transaction fees related to the issuance of equity shares or bond securities as the consideration of business combination are charged to the initial measuring value of equity shares or bond securities issued.
The cost of combination and identifiable net assets obtained by the acquirer in a business combination are measured at fair value at the acquisition date. Where the cost of the combination exceeds the acquirer's identifiable net assets, the difference is recognized as goodwill; where the cost of combination is lower than the acquirer's interest in the fair value of the acquiree's identifiable net assets, the difference is recognized in profit or loss for the current year.
Half year of 2013
- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING ESTIMATES AND CORRECTIONS OF PRIOR PERIOD ERRORS — Continued
6. Preparation of consolidated financial statements
(1) Criteria for the recognition of scope of consolidation
Based on the concept of control, the consolidated financial statements comprise the financial statements of the Company and all of its subsidiaries.
For a subsidiary acquired through business combination under common control during the reporting period, the Company consolidates the subsidiary from the beginning of the year of consolidation to the end of this reporting year; for a subsidiary acquired through business combination not under common control, the Company consolidates the subsidiary from the date of acquisition to the end of this reporting year. For a subsidiary disposed during the reporting period, the Company ceases to consolidate the subsidiary from the date of disposal.
(2) Preparation of consolidated financial statements
The consolidated financial statements are prepared by the Company based on the separate financial statements of the Company and its subsidiaries and in accordance with other information after adjustments to the long-term equity investment in the subsidiaries under the equity method; where the accounting policies and accounting period adopted by the subsidiaries differ from those of the Company, necessary adjustments are made based on the Company's own accounting policies, and transactions or matters between companies within the scope of consolidation and internal liabilities are offset in the preparation of the consolidated financial statements; The portion of a subsidiary's equity not attributable to the Company are recognised as minority interests and presented separately under the shareholders' equity of the consolidated financial statements; in case the loss for the current period attributable to minority shareholders of a subsidiary exceeds the minority interest portion's of owners' equity in the subsidiary at the beginning of the period, the difference shall be offset against the minority interests.
7. Criteria for the recognition of cash equivalents
For the purpose of the cash flows statement, cash and cash equivalents comprise cash on hand, deposits held at call with bank and short-term (maturing within 3 months from the date of acquisition) and highly liquid investments that are readily convertible to known amounts of cash and subject to an insignificant risk of changes in value.
8. Foreign currency transactions and translation of financial statements in foreign currency
(1) Foreign currency transactions
Foreign currency transactions are translated into the functional currency using the spot exchange rate prevailing at the date of the transaction.
As at the balance sheet date, foreign currency monetary items are translated into the functional currency using the spot exchange rate prevailing at the balance sheet date, translation difference arising from a difference between the spot exchange rate prevailing at the balance sheet date and the spot exchange rate prevailing at initial recognition or the previous balance sheet date is charged to finance costs; foreign currency non-monetary items at fair value are translated using the spot exchange rate at the date of fair value determined, and the resulting difference is charged to the profit or loss for the period as changes in fair value, except that the relevant translation difference arising from foreign currency available for sale financial assets which is charged to the capital reserve.
Half year of 2013
-
- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING ESTIMATES AND CORRECTIONS OF PRIOR PERIOD ERRORS — Continued
-
- Foreign currency transactions and translation of financial statements in foreign currency Continued
(2) Translation of financial statements in foreign currency
For the translation of financial statements of a subsidiary denominated in foreign currency, all the assets and liabilities items in the balance sheet are translated at the spot exchange rates on the balance sheet date. Among the shareholders' equity items, the items other than "undistributed profits" are translated at the spot exchange rates of the transaction dates. The income and expense items in the income statement are translated using the spot exchange rate prevailing at the transaction date; all items in the cash flows statement are translated using the spot exchange rate prevailing at the date on which the relevant cash flow is incurred or a rate approximating the spot exchange rate. The effect of changes in the exchange rate on cash is separately presented as "Effect of foreign exchanges rate changes on cash and cash equivalents" in the cash flows statement.
Differences arising from the translation of foreign currency financial statements are separately set out as "Difference on translation of foreign currency financial statements" under "Shareholders' equity" in the consolidated balance sheet.
On disposal of overseas operations, the corresponding difference of foreign currency translation related to the overseas operations shall be transferred from shareholders' equity to the profit or loss for the current period. For partially disposed overseas operations, the translation difference of the financial statements are calculated on pro-rata basis and recognized in the profit or loss for the current period.
9. Financial instruments
Financial instrument represents contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. Financial instruments consist of financial assets, financial liabilities and equity instruments.
(1) Recognition and derecognition of financial assets and financial liabilities
The Group recognizes a financial asset or a financial liability when it becomes a party to the contractual provisions of a financial instrument.
The Group derecognizes a financial asset when the following conditions are met:
- ① The contractual rights to receive cash flows from the financial asset have expired;
- ② The financial asset has been transferred and the following conditions for the derecognition of financial assets are met.
A financial liability or part of it is derecognized when the existing obligations of the financial liability are fully or partially discharged.
Half year of 2013
-
- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING ESTIMATES AND CORRECTIONS OF PRIOR PERIOD ERRORS — Continued
-
- Financial instruments Continued
(2) Classification and measurement of financial assets and financial liabilities
Based on its own business characteristics and requirements of risk management, the management of the Company classifies the financial assets or financial liabilities borne are, at initial recognition, classified into the following five categories: financial assets or financial liabilities at fair value through profit or loss (including held-for-trading financial assets and financial liabilities and those designated upon initial recognition as financial assets and financial liabilities at fair value through profit or loss); heldto-maturity investments, loans and receivables, available-for-sale financial assets and other financial liabilities. A financial asset or financial liability is recognized initially at fair value. In the case of financial assets or financial liabilities at fair value through profit or loss, the relevant transaction costs are directly recognized in the profit or loss for the current period; transaction costs relating to financial assets or financial liabilities of other categories are included in their initial recognized amount.
① Financial assets or financial liabilities at fair value through profit or loss for the current period
Financial assets at fair value through profit or loss include financial assets held-for-trading and those designated upon initial recognition as financial assets at fair value through profit or loss. Financial assets held-for-trading mainly refer to shares, bonds, funds and non-hedging derivatives held for disposal in the short-term or financial liabilities assumed for re-purchase in the short-term; financial assets or financial liabilities designated as ones at fair value through the profit or loss for the current period mainly refer to those so designated by the Company for risk management, strategic investment and other purposes.
Such kind of financial assets or financial liabilities are measured at fair value. Except when they are used as effective derivatives, all realized and unrealized gains or losses on these financial assets and financial liabilities are recognized in the profit or loss for the current period.
② Held-to-maturity investments
Held-to-maturity investments are non-derivative financial assets such as sovereignty bonds at fixed rate and company bonds at floating rates that has fixed or determinable payments and fixed maturity and for which the Company has the positive intention and ability to hold to maturity.
Held-to-maturity investments are initially recognized at the sum of the fair value (after deduction of bond interests whose period has matured but not charged yet) and the related transactions fees by the Company.
During the holding period, held-to-maturity investments are measured using the effective interest rate method on the basis of amortized cost. Gains or losses arising from amortization, impairment or derecognition are recognized in the profit or loss for the current period.
Half year of 2013
- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING ESTIMATES AND CORRECTIONS OF PRIOR PERIOD ERRORS — Continued
9. Financial instruments — Continued
(2) Classification and measurement of financial assets and financial liabilities — Continued
③ Loans and Receivables
Receivables refer to the right to receive cash or another financial assets caused by the sale of goods and the provision of labor services to external customers by the Company, and receivables in other companies except debt instruments quoted in active markets, including accounts receivables, other receivables and long-term receivables. Receivables are initially recognized at the contract price charged to the buyers or the agreed consideration. During the holding period, receivables are measured at amortized cost using the effective interest rate method. Upon disposal, the difference between the sale value and the book value of the receivables shall be accounted into profit or loss of the current period on its recovery or disposal.
④ Available-for-sale financial assets
Available-for-sale financial assets refer to non-derivative financial assets that are designated as available for sale upon initial recognition and financial assets not classified as the other three categories of financial assets as described above.
Available-for-sale financial assets are initially recognized at the sum of the fair value (after deduction of cash dividends which has been declared but not distributed or bond interests which were due but not received yet) and the related transactions fees by the Company.
Available-for-sale financial assets are subsequently measured at fair value. The premium or discount is amortized using effective interest rate method and recognized as interest income or expense. A gain or loss arising from a change in the fair value of an available-for-sale financial asset is recognized as other comprehensive income in capital reserve, except for impairment losses and foreign exchange gains or losses resulted from monetary financial assets, until the financial asset is derecognized or determined to be impaired, at which time the cumulative gain or loss previously recognized is transferred to the profit or loss for the current period. Interests and dividends relating to an available-for-sale financial asset are recognized in the profit or loss for the current period.
Upon disposal, the difference between acquisition consideration and the carrying value of financial assets shall be recognized as investment profits and losses, and the accumulated changes in fair value from the disposal shall be at the same time transferred from the shareholders' equity to investment profits and losses.
⑤ Other financial liabilities
Other financial liabilities refer to financial liabilities not measured at their fair values and the variation of which is not accounted into the profit or loss of the current period.
Other financial liabilities are initially recognized at the sum of the fair value and relevant transaction expenses. During the holding period, other financial liabilities are measured at amortized cost using the effective interest rate method. Gains or losses upon amortization or derecognition are accounted into profit or loss of the current period.
Half year of 2013
- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING ESTIMATES AND CORRECTIONS OF PRIOR PERIOD ERRORS — Continued
9. Financial instruments — Continued
(3) Transfer of financial assets
Financial assets are derecognized when the Group has transferred substantially all the risks and rewards of their ownership to the transferee or when the substantial risks and rewards of their ownership are neither transferred nor retained but the Group ceases the control over the financial assets.
The principle of "Substance over Form" is adopted in judging the termination or not of recognizing financial assets. The transfer of financial assets is also divided into entire transfer and partial transfer. If the transfer of an entire financial asset satisfies the conditions for derecognition, the difference between the amounts of the following 2 items shall be recorded in the profits and losses of the current period:
- A. The carrying amount of the transferred financial asset;
- B. The aggregate consideration received from the transfer, and the cumulative amount of the changes of the fair value originally recorded in the shareholders' equity (in the event that the financial asset involved in the transfer is an available-for-sale financial asset).
If the transfer of partial financial asset satisfies the conditions for derecognition, the carrying amount of the entire transferred financial asset shall be allocated between the portion that has been derecognized and the portion that has not been derecognized, according to their respective relative fair values, and the difference between the amounts of the following 2 items shall be recorded in the profits and losses of the current period:
- A. The carrying amount of the portion that has been derecognized;
- B. The aggregate consideration of the portion that has been derecognized, and the portion of the cumulative amount of the changes in the fair value originally recorded in the shareholders' equity which is corresponding to the portion that has been derecognized (in the event that the financial asset involved in the transfer is an available-for-sale financial asset).
Financial assets continue to be recognized when their transfer does not fulfill the derecognition conditions, and considerations received are recognized as financial liabilities.
For a financial asset being transferred with continued involvement, the Company continues to recognize the financial asset being transferred to the extent of its continued involvement, and recognizes a financial liability at the same time.
Half year of 2013
- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING ESTIMATES AND CORRECTIONS OF PRIOR PERIOD ERRORS — Continued
9. Financial instruments — Continued
(4) Conditions for derecognizing financial liabilities
If the current obligations of financial liabilities has been discharged or partially discharged, then the Company shall derecognize the financial liabilities in whole or in part thereof; if the Company signs an agreement with creditors in order to raise new financial liabilities to replace the existing financial liabilities, and the terms of the new financial liabilities are substantially different from the terms of the existing financial liabilities, the Company shall derecognize the existing financial liabilities, and begin to recognize the new financial liabilities at the same time.
If the terms of the existing financial liabilities have been substantially modified in whole or in part, the Company shall derecognize the existing financial liabilities in whole or in part, and at the same time, recognize the modified financial liabilities as a new one.
On derecognizing the financial liabilities in whole or in part, the difference between the book value of the existing financial liabilities and the payment (including the transfer-out of non-cash assets and new financial liabilities to be recognized) shall be accounted into the profit or loss for the current period.
If the Company repurchases part of the financial liabilities, the Company shall allocate the entire financial liabilities between the part to be continuously recognized and the part to be derecognized in accordance with their fair values on the date of repurchasing. The difference between the derecognized book value and the payment (including the transfer-out of non-cash assets or new financial liabilities to be recognized) shall be included into profit and loss for the current period.
(5) Determination of fair value of financial assets and liabilities
- ① If there is an active market for a financial asset or financial liability, the quoted price in the active market is used to establish the fair value of the financial asset or financial liability.
- ② If no active market exists for a financial instrument, its fair value is determined using appropriate valuation techniques.
(6) Impairment of financial assets (excluding accounts receivable)
The Group assesses the carrying amount of every financial asset (excluding accounts receivable) at the balance sheet date. If there is objective evidence indicating a financial asset may be impaired, a provision is made for the impairment.
① Impairment provision of held-to-maturity investments:
Impairment provisions are measured at the difference between the carrying amount and the present value of the estimated future cash flows. Detailed reference to methods of measurement for impairment provision of receivables is carried out.
If there is objective evidence that the value of the financial assets recovered and the recovery can be related to an event occurring after the impairment was recognized (such as an increase in the credit rating of the debtor), the previously recognized impairment loss is reversed and recognized in profit or loss. However, the reversal shall not result in a carrying amount of the financial asset exceeds what the amortized cost would have been had the impairment loss not been recognized at the date of reversal.
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- Financial instruments Continued
(6) Impairment of financial assets (excluding receivables) — Continued
② Impairment provision of available-for-sale financial assets:
If there is objective evidence of a significant prolonged decrease in the fair value of an available-for-sale financial asset, it can be ascertained that the available-for-sale financial assets has impaired and impairment provision shall be made. Upon impairment provision is made in respect of impaired available-for-sale financial assets, the cumulative loss from the decline in fair value originally recognized directly in shareholder's equity is removed. The cumulative loss removed equals the difference of the initial acquisition cost of the available-for-sale financial asset (net of principal payment and amortization) and current fair value less impairment losses previously recognized in the profit or loss.
If after an impairment loss has been recognized on an available-for-sale debt instrument, the fair value of the debt instrument increases in a subsequent period and the increase can be objectively related to an event occurring after the impairment loss was recognized, the previously recognized impairment loss is reversed and recognized in profit or loss. For the impairment loss recognized on an equity instrument classified as available-for-sale, any increase in fair value that occurs after the impairment is reversed in shareholder's equity, not in profit or loss.
10. Accounts receivables
(1) Accounts receivables that are individually significant and subject to separate provision:
① The criteria and amount for individually significant receivables.
Accounts for 10% or above (10% inclusive) of the total accounts receivables, except the Greencool receivables.
② Method of provision for bad debt in individually significant receivables:
Individually significant receivables are subject to separate impairment assessment, where there is objective evidence of impairment, the amount of the present value of the future cash flows expected to be derived from the receivables is less than the carrying amount shall be treated as impairment loss and accounted for as provision for bad debts. Where there is no impairment in according to the separate impairment assessment, accounts receivables shall be combined into certain groups with similar credit risk characteristics and subject to impairment assessment by groups.
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- Accounts receivables Continued
- (2) Receivables that are combined into certain groups and subject to provision by groups:
Basis for determination of groups is as follows
Group 1 Groups of accounts receivables based on ageing characteristics
Group 2 Greencool receivables.
Method for provision for bad debts by groups
- Group 1 Based on ageing analysis method.
- Group 2 Individual impairment assessment, where the amount of the present value of the future cash flows expected to be derived from the receivables is less than the carrying amount shall be treated as impairment loss and accounted for as provision for bad debts.
For Group 1, receivables which are provided for bad debts using age analysis:
| Ageing | Ratio for provision for bad debts (%) |
|---|---|
| Within 3 months (including 3 months) | 0 |
| Over 3 months but within 6 months (including 6 months) | 10 |
| Over 6 months but within 1 year (including 1 year) | 50 |
| Over 1 year | 100 |
(3) Receivables which are individually insignificant but subject to separate provision:
| Reason for individual provision: | Receivables which are individually insignificant in one year or above. |
|---|---|
| Method for provision for bad debts | Receivables which shall be separated from groups for individual assessment, where there is objective evidence of impairment. The amount of the present value of the future cash flows expected to be derived from the receivables is less than the carrying amount shall be treated as impairment loss and accounted for as provision for bad debts. |
11. Inventories
(1) Classification of inventories
Inventories are classified into: raw materials, goods in processing contract, low-value consumables, packaging materials, self-manufactured semi-finished goods, work in progress, goods in transit, finished goods and etc.
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11. Inventory— Continued
(2) Cost of inventories
Raw materials are measured in accordance with the standard cost upon delivery, and amortized at the end of each month according to cost differences in order to adjust the standard cost to actual cost.
Work in progress and finished goods are measured in accordance with the actual cost upon delivery, whereas the actual cost is determined using the weighted average method.
(3) Basis for the determination of net realizable value and the method of provision for declines in value of inventories
The net realizable value of finished goods, commodity stocks, materials ready for sale, and commodity inventories on immediate sales, is determined based on the estimated selling price in the ordinary course of business, less the estimated selling and distribution costs and related taxes.
The net realizable value of raw material is determined based on the estimated selling price of finished goods in the ordinary course of business less the estimated costs to completion and estimated costs necessary to make the sale, and related taxes;
For inventories held for fulfilling sales contract or labor contract, the net realizable value is based on the contract price; if the amounts of inventories held exceed the amounts of sales order specified in the contract, the excess amount is determined based on the market price.
The Company takes inventory checkup at end of each accounting period, and states or adjusts impairment loss on inventories at the lower of cost or net realizable value. The provision for impairment loss on inventories is made on an individual basis in principle; for inventories in large quantity and with relatively low unit prices, provision for impairment loss on inventories shall be determined on an aggregated basis. The Company consolidates the provision for impairment loss on inventories related to the production and sales of products in the same region, with the same or similar utilization and purpose, and difficult to calculate separately. In case the factors causing the write-down of the inventories' value disappear, the write-down amount shall be reversed and the provision of impairment shall be charged to the profit or loss for the current period.
(4) Inventories system
The group adopts the perpetual inventories system.
(5) Amortization of low-value consumables and packaging materials
Low-value consumables are expensed upon issuance.
Packaging materials are expensed upon issuance.
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12. Long-term equity investments
(1) Initial recognition
① Long-term equity investments acquired from business combination involving entities under common control
For long-term equity investments acquired from business combination involving entities under common control, the share of the book value of the shareholders' equity of the merged enterprise as at the date of combination after adjustments in accordance with the Company's accounting policies shall be taken as the initial investment cost.
② Long-term equity investments acquired from business combination involving entities not under common control
For long-term equity investments acquired from business combination involving entities not under common control, the cost of combination as at the date of acquisition shall be taken as the initial investment cost.
For long-term equity investments acquired from business combination not involving entities under common control and achieved in stages, the initial cost comprises the carrying amount of previously held equity instrument in the acquiree immediately before the acquisition date, and the additional investment cost at the acquisition date.
③ Long-term equity investment acquired by other methods
The initial investment cost of a long-term equity investment obtained by making payment in cash shall be accounted for its actual cash paid.
The initial investment cost of a long-term equity investment obtained on the basis of issuing equity securities shall be the fair value of the equity securities issued (excluding declared but not yet paid cash dividends or profits received from the investee).
The initial investment cost of a long-term equity investment of an investor shall be the value stipulated in the investment contract or agreement except the unfair value stipulated in the contract or agreement.
Under the conditions that the exchange of non-monetary assets is characterized with business essence, and the fair value of the assets received or surrendered can be measured in a reliable way, the book value of assets received is determined on basis of the fair value of assets surrendered, except there are objective evidences for the higher reliability of the fair value of assets received. For the exchange of non-monetary assets not meeting the above criteria, the book value of assets surrendered and related taxes shall be accounted as cost of assets received.
The initial investment cost of long-term equity investment obtained by debt restructuring shall be measured at fair value.
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- Long-term equity investments Continued
(2) Subsequent measurement and recognition of profits and losses
The cost method is used when the Company does not jointly control or has significant influence over the investee, and the long-term equity investments are not quoted in active markets, and no reliably measurable fair value. The cost method is also used for long-term equity investments over the subsidiaries. Long-term equity investments under common control or significant influence shall be accounted by equity method.
Upon accounting of long-term equity investments by the cost method:
Apart from the actual consideration paid or cash dividends or profits already declared but not yet paid which are included in the consideration, the Company recognizes investment returns according to cash dividends or profits declared by the investee.
Upon accounting of long-term equity investments by the equity method:
- ① If the initial cost of a long-term equity investment exceeds the investor's share of the fair value of the investee's identifiable net assets at the date of acquisition, the initial cost of the long-term equity investment may not be adjusted; if the initial cost of a long-term equity investment is lower than the investor's share of the fair value of the investee's identifiable net assets at the date of acquisition, the difference shall be included in the profit or loss for the current period and the cost of the long-term equity investment shall be adjusted at the same time.
- ② The Group recognizes its share of the net profit or loss made by the investee as investment income or losses, and adjusts the carrying amount of the investment accordingly. The Group recognizes its share of the investee's net profit or loss after making appropriate adjustments to the investee's net profit or loss based on the fair value of the investee's identifiable assets at the acquisition date, and the Group's accounting policies and periods, and eliminating the portion of the profit or loss arising from inter-group transactions with joint ventures and associates according to its share ratio (but impairment losses for assets arising from inter-group transactions shall be recognized in full).
- ③ The Group's share of net losses of the investee is 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 its net investment in the investee is reduced to zero, except that the Group has incurred obligations to assume additional losses. Subsequent net profits realized by the investee are recognized as share of profits after setting off its share of un-recognized losses.
- ④ Entitlements to profits or cash dividends declared by the investee reduce the carrying value of the long-term investments.
- ⑤ For the changes in the shareholders' equity other than those arising from its profit and loss of the investee, the Company records directly in capital reserve, provided that the Group's proportion of shareholding in investee remains unchanged.
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- Long-term equity investments Continued
(3) Definition of joint control and significant influence over the investees
① Evidences for common control:
Joint control is the contractually agreed sharing of control over an economic activity. Generally upon the establishment of a joint venture, significant financial and production, operating and decision-making procedures of the joint venture require the unanimous consent of the parties sharing control. Common control is evidenced by the following three bases:
- A. None of the parties shall control the production and operating activities of the joint venture on a sole basis.
- B. Decision-making related to the fundamental operation of the joint venture requires the unanimous consent of the joint venture parties.
- C. The joint venture parties may by way of contract or agreement appoint one of the joint venture parties to carry out management of the ordinary activities of the joint venture, given that the management power shall be exercised within the financial, operating and policy-making scope already unanimously agreed by the joint venture parties.
- ② Evidences for significant influence:
Significant influence refers to the power to participate in making decisions on the financial and operating policies of an entity, but not the power to control or jointly control over the formulation of such policies with other parties. When the Company directly or indirectly through a subsidiary owns more than 20% (including 20%) but less than 50% of the voting rights of an investee, significant influence over the investee is established unless there is clear evidence that the situation constitutes no significant influence as the Company is unable to participate in making decisions on the financial and operating policies of the investee. When the Company owns less than 20% of the voting rights of an investee, significant influence over the investee is generally not established unless there is clear evidence that the situation constitutes significant influence as the Company is able to participate in making decisions on the financial and operating policies of the investee.
(4) Test of impairment and recognition of provision for impairment
Please see note 2.25 for the test for impairment and recognition of provision for impairment for long-term equity investments in subsidiaries, joint ventures and associates.
For a long-term investment which investee is not under common control or significant influence, no quoted price in an active market and no reliable fair value measurement, please see note 2.9(6) for the test for impairment and recognition of provision for impairment.
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- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING ESTIMATES AND CORRECTIONS OF PRIOR PERIOD ERRORS — Continued
13. Investment properties
Investment properties are the properties held to earn rental or capital appreciation or both, and represents buildings which have been leased out by the Company.
Investment properties are initially recognized at the cost, and are depreciated or amortized on a basis consistent with the depreciation and amortization policies which the Group adopts for fixed assets and intangible assets.
Please see note 2.25 for recognition of impairment for investment properties using cost model for subsequent measurement.
14. Fixed assets
(1) Recognition of fixed assets
Fixed assets are tangible assets that are held for producing goods, rendering of services, leasing out to other parties or administrative purposes, with useful life more than one accounting year. Fixed assets are recognized when they meet the following conditions:
- ① When it is probable that the economic benefits associated with the fixed asset will flow into the Company, and
- ② The cost of the fixed asset can be reliably measured.
(2) Depreciation of fixed assets
Fixed assets are depreciated by categories using the straight-line method over their useful life. Depreciations are started when the fixed assets are available for intended use, and are terminated when the fixed assets are derecognized or classified as non-current assets held-for-sale (except fixed assets that are fully depreciated and are still in use, and lands that are accounted separately). When no impairment provision is made, the annual depreciation rates for different fixed assets which are determined by residual value, asset category, and estimated useful life are as follows:
| Annual | |||
|---|---|---|---|
| Rate of residual | depreciation rates | ||
| Category | Useful life (year) | value (%) | (%) |
| Buildings | 20-50 | 0-10 | 1.8-5 |
| Machinery and equipment | 5-20 | 5-10 | 4.5-19 |
| Electronic equipment, appliances and | |||
| furniture | 5-10 | 5-10 | 9-19 |
| Motor vehicles | 5-10 | 5-10 | 9-19 |
| Moulds | 3 | 0 | 33.33 |
(3) Test of impairment and provision for impairment loss of fixed assets
Please see note 2.25 for recognition of impairment of fixed assets.
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- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING ESTIMATES AND CORRECTIONS OF PRIOR PERIOD ERRORS — Continued
15. Construction in progress
(1) Categories of construction in progress
Constructions in progress are measured at actual cost and are accounted for by individual projects.
(2) Time-point of transfer from construction in progress to fixed assets
Constructions in progress are transferred to fixed assets when all the actual expenses incurred and are ready for their intended use. When construction in progress is ready for its intended use but has not completed the final accounts, it is transferred to fixed assets using an estimated cost on the day when it is ready for intended use and depreciation is made accordingly pursuant to the Company's depreciation policy , the estimated cost can be based on project budget, project price or actual construction cost. The estimated cost is adjusted by the actual cost after the completion of the final accounts without adjustments to the depreciation already provided.
(3) Impairment loss of construction in progress
Please see note 2.25 for recognition of impairment of construction in progress.
16. Borrowing costs
(1) Principles of recognition for capitalization of the borrowing costs
Assets eligible for capitalization refer to the fixed assets, investment properties, inventories and other assets that require a substantially long period of time of acquisition and construction or producing activity for its intended use or for sale. Borrowing costs include interest on borrowings, amortization of discounts or premiums, ancillary costs, and exchange differences arising from foreign currency borrowings.
Where the borrowing costs incurred by the Company can be directly attributable to the acquisition and construction or producing activities of assets eligible for capitalization, it shall be capitalized and recorded as part of the costs of relevant assets. Other borrowing costs shall be recognized as expenses on the basis of the actual amount incurred, and shall be recorded into the profit or loss for the current period.
The borrowing costs shall not be capitalized unless they meet the following requirements at the same time:
- ① The expenditures for asset are already incurred, which shall include expenditures in form of cash, transfer of non-cash assets or interest bearing debts paid for the acquisition and construction or producing activities of assets eligible for capitalization;
- ② The borrowing costs have been incurred;
- ③ The acquisition and construction or producing activities necessary to prepare the asset for its intended use or sale have already commenced.
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16. Borrowing costs — Continued
(2) Period of capitalization of the borrowing costs
Borrowing costs are capitalized as a cost of the qualifying assets being acquired, constructed or produced until they become ready for its intended use or sale; and the capitalization of borrowing costs ceases when the asset under acquisition or construction becomes ready for its intended use, the borrowing costs incurred thereafter are recognized in profit or loss for the current year.
Where the acquisition and construction or producing activities of a qualified asset is interrupted abnormally and the interruption period lasts for more than 3 months, the capitalization of the borrowing costs shall be suspended. Should the interruption be a necessary step for the asset qualified for capitalization under construction or production to become ready for its intended use or sale, the borrowing cost shall continue to be capitalised. Borrowing costs arising during the interruption period shall be recognised in the profit or loss for the period until the construction or production of the asset is resumed, and by then capitalisation of the borrowing costs shall also be resumed. Where part of the acquisition and construction or producing activities of asset qualified for capitalization is completed and available for separate use, the capitalization of borrowing cost for that part of asset shall be ceased.
(3) Calculation of capitalized borrowing costs
For the specific borrowings obtained for the acquisition or construction of a qualifying fixed asset, the amount of interest which is eligible for capitalization (deducting any interest income earned from depositing the unused specific borrowings in the banks or any investment income arising on the temporary investment of those borrowing) and the ancillary expense incurred in relation to the specific borrowings shall be capitalized until the qualified asset is ready for the intended use or sale.
For the general borrowings obtained for the acquisition or construction of a qualifying fixed asset, the amount of interest which is eligible for capitalization is determined by applying the weighted average effective interest rate of general borrowings used, to the weighted average of the excess amount of cumulative expenditures on the asset over the amount of specific borrowings. The capitalization rate shall be calculated and determined in light of the weighted average interest rate of the general borrowing.
Where there is any discount or premium, the amount of discounts or premiums shall be amortized in each accounting period by real interest rate method, and an adjustment shall be made to the amount of interests in each period.
During the capitalization period, exchange differences related to principal and interest on a specific purpose borrowings denominated in foreign currencies are capitalized as part of the cost of the qualifying assets.
17. Intangible asset
(1) Initial recognition of intangible assets
Intangible assets are initially recognized based on the actual cost. Where the payment of purchase price for intangible assets is delayed beyond the normal credit terms, which is of financing nature, the cost of intangible assets shall be determined based on the current value of the purchase price.
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17. Intangible asset — Continued
(1) Initial recognition of intangible assets — Continued
The intangible assets acquired through the debt restructuring shall be accounted at the fair value of the intangible assets; under the conditions that the exchange of non-monetary assets is characterized with business essence, and the fair value of the assets received or surrendered can be measured in a reliable way, the book value of assets received is recognized on basis of the fair value of assets surrendered, except there are objective evidences for the higher reliability of the fair value of assets received. For the exchange of those non-monetary assets not meeting the above criteria, the book value of assets surrendered and related taxes shall be accounted as cost of assets received and not recognized in the profit and loss.
(2) Subsequent measurement of intangible assets
① Useful life of intangible assets
The useful life of the acquired intangible assets is determined upon acquisition. For intangible asset with a finite useful life, the useful life or similar measurement unit for usage is estimated. Intangible assets with unforeseeable economic benefits to the Company are deemed to be intangible assets with indefinite useful life.
② Amortization of intangible assets
Intangible asset with a finite useful life are amortized over the estimated useful life from the month of acquisition using the straight-line method. Intangible assets with indefinite useful life are not amortized but a test for impairment is carried out at the end of the year.
③ The useful life and method of amortization for intangible assets are reviewed and adjusted at least annually at the end of each year.
When an intangible asset is expected to no longer generate any future economic benefits to the Company, the carrying value of the intangible asset is entirely transferred into the profit or loss for the period.
④ Impairment of intangible assets
Please see note 2.25 for the recognition of impairment of intangible assets.
18. Development costs
- (1) The Group classifies the costs of an internal research and development project into expenditure on the research phase and expenditure on the development phase.
- (2) Specific criteria for the classification of research phase and development phase for internal research and development projects:
- Research phase: the phase which the planned investigation and research are carried out with purpose of obtaining and understanding new scientific or technical knowledge.
- Development phase: before commercial production and utilization, the phase which the research achievement or other knowledge is applied to a particular project or design in order to produce new or substantially improved materials, devices, products, etc.
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- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING ESTIMATES AND CORRECTIONS OF PRIOR PERIOD ERRORS — Continued
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- Development costs Continued
- (3) Expenditure on the research phase of internal research and development projects are recognized in profit or loss for the current period.
- (4) Expenditure on the development phase of internal research and development projects is capitalized only if all of the following conditions are satisfied at the same time:
- ① It is technically feasible to complete the intangible asset so that it will be available for use or sale;
- ② Management intends to complete the intangible asset, and to use or sell;
- ③ It can be demonstrated how the intangible assets will generate economic benefits or the intangible assets has its own market, or that they can be used in case of internal utilization;
- ④ There are adequate technical, financial and other resources to complete the development and the ability to use or sell the intangible assets;
- ⑤ The expenditure attributable to intangible assets during its development phase can be reliably measured.
19. Long-term prepaid expenses
- (1) Long-term prepayments include expenditures incurred but should be recognized as expenses over more than one year in the current and subsequent periods. Long-term prepayments are amortized on a straight-line basis over the expected beneficial period.
- (2) Pre-operating expenses should be recognized in profit or loss in the month as incurred.
20. Provisions
- (1) Provision for pending litigation, product warranties, onerous contracts etc, are recognized when the Company has a present obligation, it is probable that an outflow of economic benefits will be required to settle the obligation, and the amount of obligation can be measured reliably.
- (2) A provision is initially measured at the best estimate of the expenditure required to settle the related present obligation. Factors surrounding a contingency, such as the risks, uncertainties and the time value of money, are taken into account as a whole in reaching the best estimate of a provision. Where the effect of the time value of money is material, the best estimate is determined by discounting the related future cash outflows.
21. Share-based payments and equity instruments
(1) Share-based payments
Equity-settled share incentives granted to senior management by the Company. Equity instruments used for share incentives are measured by their fair value as at the date of grant.
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21. Share-based payments and equity instruments — Continued
(2) Accounting treatment of share-based payments
Equity-settled share payments to employees are charged to costs and capital reserve (other capital reserve) at fair value, and subsequent changes in fair value are not accounted. Cash-settled share payments to employees are re-valuated at the fair value of the equity instruments as at each balance sheet date and are recognized as costs and staff remuneration payables.
(3) Determination of fair value of equity instruments
If there is an active market for an equity instrument granted such as share option, the quoted price in the active market is used to establish the fair value of the equity instrument. If there is no active market for the equity instrument granted such as share option, the option pricing model is used to determine the fair value.
(4) Recognition basis for the best estimate of fair value of exercisable equity instruments
On each balance sheet date within the vesting period, the estimated number of exercisable equity instruments is amended based on the latest subsequent information as to changes in the number of employees with exercisable rights. As at the exercise date, the final number of exercisable equity instruments should equal the actual number of exercisable equity instruments.
(5) Accounting treatment for implementation, amendment and termination of share-based payments
The accumulated cost recognizable for the period is calculated based on the above fair value of equity instruments and estimated number of exercisable equity instruments, after deducting the recognized amount for the previous period, as the cost recognizable for the period.
22. Revenue
(1) Sale of goods
Revenue from the sale of goods is recognized when the following conditions are satisfied: the Company has transferred to the buyer the significant risks and rewards of ownership of the goods; the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; it is probable that the associated economic benefits will flow to the Company; the relevant revenue and costs can be measured reliably.
(2) Rendering of services
On the balance sheet date, outcome of a transaction on rendering of services that could be reliably estimated shall be recognized using percentage-of-completion method. The Company determines the total revenue from rendering of services in accordance with the received or receivable purchase price fixed by contract or agreement, except when the price is unfair.
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22. Revenue — Continued
(2) Rendering of services — Continued
On the balance sheet date, where the outcome of rendering of services cannot be reliably estimated, accounting treatment is carried out as follows:
- ① If the cost incurred is expected to be recoverable, the revenue shall be recognized to the extent that the cost incurred that are expected to be recoverable, and an equivalent amount is charged to profit or loss as service cost.
- ② If the cost incurred is not expected to be recoverable, the cost incurred shall be recognized in the profit or loss for the current period, and no revenue from such services is recognized.
(3) Transfer of asset use rights
When it is probable that the economic benefits related to the transaction will flow to the Company and the relevant income can be reliably measured, the treatment will be carried out as follows:
- ① The interest income is determined on basis of the length of time and effective interest rate of the Company's cash funds which is used by the others.
- ② The royalties income is determined on basis of the agreed chargeable time and method under relevant agreement or contract.
23. Government grants
Government grants are divided into asset-related government grants and income related government grants.
(1) Recognition and measurement of government grants
Government grants are recognized when all attaching conditions can be complied with and the grants can be received.
If a government grant is in the form of a transfer of a monetary asset, it is measured at the amount received or receivable. If a government grants is in the form of a transfer of a non-monetary asset, it is measured at fair value; if fair value is not reliably determinable, it is measured at a nominal amount.
(2) Accounting treatment of government grants
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 related asset.
A government grant measured at a nominal amount is recognized immediately in profit or loss for the current period.
A government grant related to income, where the grant is a compensation for related expenses or losses to be incurred by the enterprise in subsequent periods, the grant shall be recognized as deferred income; where the grant is a compensation for related expenses or losses already incurred by the enterprise, the grant shall be recognized immediately in profit or loss in the current period.
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24. Deferred tax assets/deferred tax liabilities
Deferred tax assets and deferred tax liabilities are calculated and recognized based on the temporary difference between the carrying value and the tax base of the assets and liabilities as at the balance sheet date. Deferred tax are recognized in current period's profit or loss as income tax expense or income tax credits, except for the adjustment made for goodwill in a business combination and deferred tax from transactions or items that are directly related to equity.
- (1) A deferred tax liability is recognized for all taxable temporary differences, except where the taxable temporary differences arise from the following transactions:
- ① The initial recognition of goodwill, or the initial recognition of an asset or liability in a transaction that is not a business combination, and at the time of the transaction, it affects neither accounting profit nor taxable profit or loss;
- ② Recognition of assets or liabilities arising from transactions with the following characteristics: a transaction that is not a business combination and, at the time of the transaction, neither affects the accounting profit nor taxable profit or loss;
- ③ In respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not be reversed in the foreseeable future.
- (2) Deferred tax assets are only recognized for deductible temporary differences, tax losses and tax credits, to the extent that it is probable that taxable profit will be available in the future against which the deductible temporary differences, tax losses and tax credits can be utilized, except where the deferred tax asset arises from the following transactions:
- ① A transaction that is not a business combination and, at the time of the transaction, neither affects the accounting profit nor taxable profit or loss; or
- ② In respect of the deductible temporary differences associated with investments in subsidiaries, jointly controlled entities and associates, a deferred tax asset is only recognized to the extent that it is probable that the temporary differences will be reversed in the foreseeable future and taxable profit will be available against which the temporary differences can be utilized in the future.
At the balance sheet date, deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, meanwhile reflects the tax consequences that would follow from the manner in which the Company expects, at the balance sheet date, to recover the assets or settle the liabilities.
(3) The carrying amount of deferred tax assets shall be reviewed at the balance sheet date. If it is unlikely to obtain sufficient taxable income to offset against the benefit of the deferred tax assets, the carrying amount of the deferred tax assets shall be written down, the amount of writing down shall be accounted for income tax expense in the current period, and the amount of writing down shall be accounted in shareholder's equity if the deferred tax is originally recognized in shareholder's equity. Any such writedown should be subsequently reversed where it becomes probable that sufficient taxable income will be available.
Half year of 2013
- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING ESTIMATES AND CORRECTIONS OF PRIOR PERIOD ERRORS — Continued
25. Impairment of assets
Impairment of long-term equity investments in subsidiaries, associates and jointly controlled entities, investment properties subsequently measured by the cost method, fixed assets, construction in progress, intangible assets, goodwill (except inventories, investment properties measured by the fair value method, deferred tax assets, financial assets) are determined as follows:
- (1) Fixed assets are tested for impairment if there is any indication that an asset may be impaired at the balance date. If any indication exists that an asset may be impaired, the recoverable amount of this asset is estimated. Goodwill arising from a business combination, an intangible asset with an indefinite useful life and intangible assets that have not been ready for intended use are tested for impairment at least once a year, irrespective of whether or not there is any indication that those assets may be impaired.
- (2) The recoverable amount of an asset is the higher of its fair value less costs to sell and its present value of the expected future cash flows estimated to be derived from the asset. Provision for asset impairment is determined and recognized on individual asset basis. If it is not possible to estimate the recoverable amount of the individual asset, the recoverable amount of a group of assets to which the asset belongs is determined.
- (3) Identification of an asset group is based on whether major cash inflows generated by the asset group are largely independent of the cash inflows from other assets or asset groups. When the recoverable amount of an asset or an asset group is less than its carrying amount, the carrying amount is reduced to the recoverable amount. The reduction in carrying amount is treated as impairment loss and recognized in profit or loss for the current period.
- (4) Once the impairment loss of the above assets is recognized, it cannot be reversed in subsequent periods.
26. Employee benefits
Employee benefits include wages or salaries, bonuses, allowances, subsidies, welfare fund, social security contributions, housing funds and other expenditures incurred in exchange for service rendered by employees and are recognized for the period during which they are rendered.
27. Segment information
The Group identifies operating segments based on the internal organization structure, management requirements and internal reporting system, and discloses segment information of reportable segments on the basis of operating segments.
An operating segment is a component of the Group that satisfies all the following conditions:
- (1) The component is able to earn revenues and incur expenses from its ordinary activities;
- (2) Whose operating results are regularly reviewed by the Group's management to make decisions about resources to be allocated to the segment and to assess its performance; and
- (3) Information on financial position, operating results and cash flows statement is available to the Group. The accounting policies of operating segments are the same with the significant accounting policies of the Company.
Half year of 2013
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING ESTIMATES AND CORRECTIONS OF PRIOR PERIOD ERRORS — Continued
27. Segment information — Continued
An operating segment's revenue, expenses, operating results, assets and liabilities include those directly attributable to a segment and those allocated to the segment on a reasonable basis. Revenue, expenses, assets and liabilities of operating segment are determined at the amounts before the elimination of intergroup transactions and inter-group current account balances. Transfer price between operating segments is calculated on terms similar to those of arm's length transactions.
28. Operating leases
The Company recognises the rentals of operating leases in profit or loss over the leasing period on a straight line basis. Initial direct costs incurred are accounted for in the profit or loss for the period.
29. Changes in significant accounting policies and accounting estimates
There are no changes in significant accounting policies and accounting estimates of the Company in the current year.
30. Correction of prior period's accounting errors
There is no prior period's accounting errors in the current year.
3. Taxation
1. The types and rates of taxes applicable to the Group
| Type of taxes | Tax basis | Tax rate |
|---|---|---|
| Value-added tax | Taxable value added amount | 17% |
| Business tax | Taxable business turnover | 5% |
| City maintenance and construction tax | Amounts of value-added tax and business tax |
1%-7% |
| Education surcharges | Amounts of value-added tax and business tax |
3% |
| Corporate income tax | Taxable income | 25% |
2. Tax preferences and approvals
Hisense Ronshen (Guangdong) Refrigerator Co., Ltd., a subsidiary of the Company, received Certificate of High/ New Technology Enterprise (Number: GF201144000198) dated 23 August 2011 which was jointly issued by the Guangdong Science and Technology Department, Guangdong Provincial Finance Department, Guangdong Provincial State Tax Bureau and Guangdong Provincial Local Taxation Bureau, with an effective period of three years (2011, 2012 and 2013). Pursuant to the tax preference regulation on High/New Technology Enterprises, this subsidiary is entitled to the preferential enterprise income tax rate of 15% in 2011, 2012 and 2013.
Guangdong Kelon Mould Co., Ltd., a subsidiary of the Company, received Certificate of High/New Technology Enterprise (Number: GF201144000843) dated 13 October 2011 which was jointly issued by the Guangdong Science and Technology Department, Guangdong Provincial Finance Department, Guangdong Provincial State Tax Bureau and Guangdong Provincial Local Taxation Bureau, with an effective period of three years (2011, 2012 and 2013). Pursuant to the tax preference regulation on High/New Technology Enterprises, this subsidiary is entitled to the preferential enterprise income tax rate of 15% in 2011, 2012 and 2013.
Half year of 2013
3. Taxation — Continued
2. Tax preferences and approvals — Continued
Hisense Ronshen (Guangdong) Freezer Co., Ltd. a subsidiary of the Company, received Certificate of High/ New Technology Enterprise (Number: GF201244000446) dated 26 November 2012 which was jointly issued by the Guangdong Science and Technology Department, Guangdong Provincial Finance Department, Guangdong Provincial State Tax Bureau and Guangdong Provincial Local Taxation Bureau, with an effective period of three years (2012, 2013 and 2014). Pursuant to the tax preference regulation on High/New Technology Enterprises, this subsidiary is entitled to the preferential enterprise income tax rate of 15% in 2012, 2013 and 2014.
Guangdong Kelon Fittings Co., Ltd., a subsidiary of the Company, received the Certificate of High/New Technology Enterprise (Number: GR201044000174) dated 26 September 2010 which was jointly issued by the Guangdong Science and Technology Department, Guangdong Provincial Finance Department, Guangdong Provincial State Tax Bureau and Guangdong Provincial Local Taxation Bureau, with an effective period of three years (2010, 2011 and 2012). According to the relevant tax preference regulation on High/New Technology Enterprises, the applicable enterprise income tax rate for this subsidiary in 2010, 2011 and 2012 is 15%. The reassessment of High/New Technology Enterprise status for Kelon Fittings in 2013 is under progress, and according to the relevant requirements on State tax, the preferential rate of 15% is effective temporarily during the reassessment period.
Hisense (Chengdu) Refrigerator Co., Ltd., a subsidiary of the Company, received Certificate of High/New Technology Enterprise (Number: GF201251000207) dated 28 November 2012 which was jointly issued by the Sichuan Science and Technology Department, Sichuan Provincial Finance Department, Sichuan Provincial State Tax Bureau and Sichuan Provincial Local Taxation Bureau, with an effective period of three years (2012, 2013 and 2014). Pursuant to the tax preference regulation on High/New Technology Enterprises, this subsidiary is entitled to the preferential enterprise income tax rate of 15% in 2012, 2013 and 2014.
Hisense (Beijing) Electric Co., Ltd. a subsidiary of the Company, received Certificate of High/New Technology Enterprise (Number: GF201111002104) dated 28 October 2011 which was jointly issued by the Beijing Science and Technology Department, Beijing Finance Department, Beijing State Taxation Bureau and Beijing Local Taxation Bureau, with an effective period of three years (2011, 2012 and 2013). According to the relevant tax preference regulation on High/New Technology Enterprises, the applicable enterprise income tax rate for this subsidiary in 2011, 2012 and 2013 is 15%.
Hisense (Nanjing) Electric Co., Ltd., a subsidiary of the Company, received the Certificate of High/New Technology Enterprise (Number: GR201032000380) dated 13 December 2010 which was jointly issued by the Jiangsu Science and Technology Department, Jiangsu Provincial Finance Department, Jiangsu Provincial State Taxation Bureau and Jiangsu Provincial Local Taxation Bureau, with an effective period of three years (2010, 2011 and 2012). According to the relevant tax preference regulation on High/New Technology Enterprises, income applicable enterprise tax rate for this subsidiary in 2010, 2011 and 2012 is 15%. The re-assessment of High/New Technology Enterprise status for Hisense Nanjing in 2013 is under progress, and according to the relevant requirements on State tax, the preferential rate of 15% is effective temporarily during the re-assessment period.
Hisense (Shandong) Air-conditioning Co., Ltd., a subsidiary of the Company, received the Certificate of High/ New Technology Enterprise (Number: GF201137100040) dated 6 September 2011 which was jointly issued by the Qingdao Science and Technology Department, Qingdao Finance Department, Shandong Provincial State Taxation Bureau and Qingdao Local Taxation Bureau, with an effective period of three years (2011, 2012 and 2013). According to the relevant tax preference regulation on High/New Technology Enterprises, the applicable enterprise income tax rate for this subsidiary in 2011, 2012 and 2013 is 15%.
Half year of 2013
3. Taxation — Continued
2. Tax preferences and approvals — Continued
Qingdao Hisense Mould Co., Ltd., a subsidiary of the Company, received the Certificate of High/New Technology Enterprise (Number: GF201137100073) dated 6 September 2011 which was jointly issued by the Qingdao Science and Technology Department, Qingdao Finance Department, Shandong Provincial State Taxation Bureau and Qingdao Local Taxation Bureau, with an effective period of three years (2011, 2012 and 2013). According to the relevant tax preference regulation on High/New Technology Enterprises, the applicable enterprise income tax rate for this subsidiary in 2011, 2012 and 2013 is 15%.
The subsidiaries of the Company which were incorporated in Hong Kong are taxed on the assessable profits arising in Hong Kong at a rate of 16.5% (2012: 16.5%).
3. Other illustrations
- (1) Other taxes, including real estate tax, land use tax, local education surcharges, vehicle and vessel tax, stamp duty, withholding individual income tax etc., are calculated and payable in accordance with the relevant regulations of the State tax laws.
- (2) Kelon (Japan) Ltd, a subsidiary of the Company, is a legal representative in Japan and is involved in all major categories of taxations (including corporate tax, corporate inhabitant tax and corporate business tax), consumption tax and fixed asset tax. The bases and rate of each type of taxes are as follows:
| Type of taxes | Tax Basis | Tax rate |
|---|---|---|
| Corporation tax | Based on the audited profits for the period | In accordance with the applicable local tax rate |
| Corporate inhabitant tax (local tax) |
A fixed tax rate on the legal representative itself and proportional tax rate on it's earned income |
In accordance with the applicable local tax rate |
| Corporate business tax (local tax) |
The total amount of income, value surcharge and capital for the period |
In accordance with the applicable local tax rate |
| Consumption tax | The difference between the total sales amount and the total purchase amount of the tax payer |
In accordance with the applicable local tax rate |
| Fixed asset tax | Value of lands, buildings and depreciable assets |
In accordance with the applicable local tax rate |
Half year of 2013
4. Business combination and consolidated financial statements
Unless otherwise expressly stated, all amounts in the following table are denominated in RMB'0000.
(1) Major subsidiaries
1. Subsidiaries acquired from establishment or investment
| Name of subsidiary | Type of subsidiary |
Place of registration |
Nature of Business |
Registered | capital Entity type | Scope of business | Actual investment at the end of the Period |
Direct | Shareholding (%) Indirectly |
% of voting |
rights Consolidated held or not |
Minority interest |
Amount of minority interest used to set off loss attributable to minority interest |
minority share of the subsidiary offset by ownership of the parent company over share of ownership by minority interest in the subsidiary as at the beginning of the year |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Hisense Ronshen (Guangdong) Refrigerator Co., Ltd. ("Guangdong Refrigerator") |
Wholly-owned subsidiary |
Foshan | Industrial | US\$26,800,000 Limited liability company |
Manufacture and sale of refrigerators |
20,513.45 | 70% | 30% | 100% Yes | |||||
| Guangdong Kelon Air-conditioner Co., Ltd. ("Guangdong Air conditioner")* 1 |
Subsidiary | Foshan | Industrial | US\$36,150,000 Limited liability company |
Manufacture and sale of air-conditioners |
28,100.00 | 60% | 100% Yes | ||||||
| Hisense Ronshen ("Guangdong) Freezer Co., Ltd. ("Guangdong Freezer") |
Wholly-owned subsidiary |
Foshan | Industrial | 23,700.00 Limited liability company |
Manufacture and sale of freezers |
3,550.16 | 44% | 56% | 100% Yes | |||||
| Shunde Kelon Household Electrical Appliance Co., Ltd. ("Kelon HEA") |
Wholly-owned subsidiary |
Foshan | Industrial | 1,000.00 Limited liability company |
Manufacture and sale of household appliances |
250.00 | 25% | 75% | 100% Yes | |||||
| Guangdong Kelon Fittings Co., Ltd. ("Kelon Fittings") |
Wholly-owned subsidiary |
Foshan | Industrial | US\$5,620,000 Limited liability company |
Manufacture and sale of spare parts for refrigerators and air conditioners |
4,302.97 | 70% | 30% | 100% Yes | |||||
| Foshan Shunde Rongsheng Plastic Co., Ltd. ("Rongsheng Plastic") |
Subsidiary | Foshan | Industrial | US\$15,827,400 Limited liability company |
Manufacture of plastic parts |
8,213.05 | 44.92% | 25.13% | 70.05% Yes | 8,116.40 | ||||
| Guangdong Kelon Mould Co., Ltd. ("Kelon Mould") |
Subsidiary | Foshan | Industrial | US\$15,056,100 Limited liability company |
Manufacture of mould | 7,807.46 | 40.22% | 29.89% | 70.11% Yes | 4,754.19 | ||||
| Guangdong Huaao Electronics Co., Ltd. ("Huaao Electronics")* 1 |
Subsidiary | Foshan | Industrial | 1,000.00 Limited liability company |
Research and development, production and sale of electronic products |
700.00 | 70% | 100% Yes | ||||||
| Guangdong Foshan Shunde Kelon Property Service Co., Ltd. ("Kelon Property") |
Wholly-owned subsidiary |
Foshan | Service | 500.00 Limited liability company |
Corporate consultancy management, catering, household decoration design |
492.78 | 100% | 100% Yes | ||||||
| Foshan Shunde Wangao Import & Export Co., Ltd. ("Wangao I&E") |
Wholly-owned subsidiary |
Foshan | Commercial | 300.00 Limited liability company |
Import and export | 300.00 | 20% | 80% | 100% Yes |
Excess of loss of the period attributable to
Half year of 2013
4. Business combination and consolidated financial statements — Continued
Unless otherwise expressly stated, all amounts in the following table are denominated in RMB'0000. — Continued
Excess of loss of the period
(1) Major subsidiaries — Continued
1. Subsidiaries acquired from establishment or investment — Continued
| Name of subsidiary | Type of subsidiary |
Place of registration |
Nature of Business |
Registered | capital Entity type | Scope of business | Actual investment at the end of the Period |
Direct | Shareholding (%) Indirectly |
% of voting |
rights Consolidated held or not |
Minority interest |
Amount of minority interest used to set off loss attributable to minority interest |
attributable to minority share of the subsidiary offset by ownership of the parent company over share of ownership by minority interest in the subsidiary as at the beginning of the year |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Foshan Shunde Kelon Jiake Electronics Co., Ltd. ("Kelon Jiake") |
Wholly-owned subsidiary |
Foshan | Industrial | 6,000.00 Limited liability company |
IT and communication technology, and micro-electronics technology development |
6,000.00 | 70% | 30% | 100% Yes | |||||
| Guangdong Kelon Weili Electrical Appliances Co., Ltd. ("Kelon Weili") |
Subsidiary | Zhongshan | Industrial | 20,000.00 Limited liability company |
Production of intelligent washing machines, intelligent air-conditioners and after-sale maintenance services and technology consultation for other products |
55% | 25% | 80% Yes | (436.50) | |||||
| Hisense Ronshen ("Yingkou) Refrigerator Co., Ltd. ("Yingkou Refrigerator") |
Subsidiary | Yingkou | Industrial | 20,000.00 Limited liability company |
Manufacture and sale of refrigerators |
14,251.06 | 42% | 36.79% | 78.79% Yes | 1,331.14 | ||||
| Jiangxi Kelon Industrial Development Co., Ltd. ("Jiangxi Kelon") |
Wholly-owned subsidiary |
Nanchang | Industrial | US\$29,800,000 Limited liability company |
Manufacture and sale of household and commercial air-conditioners, refrigerators, freezers and small household appliances |
24,033.16 | 60% | 40% | 100% Yes | |||||
| Jiangxi Kelon Combine Electrical Appliances Co., Ltd. ("Jiangxi Combine")* 2 |
Subsidiary | Nanchang | Industrial | 2,000.00 Limited liability company |
Research and development, production and sale of household and commercial air-conditioners, refrigerators, freezers and small household appliances |
1,100.00 | 55% | 55% No | ||||||
| Hangzhou Kelon Electrical Co., Ltd. ("Hangzhou Kelon") |
Wholly-owned subsidiary |
Hangzhou | Industrial | 2,400.00 Limited liability company |
Research and development and production of high efficiency, energy saving and environmental friendly refrigerators, technology for environmental friendly refrigerators, information consultation, warehousing, and sale of the Company's products |
2,400.00 | 100% | 100% Yes |
Half year of 2013
4. Business combination and consolidated financial statements — Continued
Unless otherwise expressly stated, all amounts in the following table are denominated in RMB'0000. — Continued
(1) Major subsidiaries — Continued
1. Subsidiaries acquired from establishment or investment — Continued
| Name of subsidiary | Type of subsidiary |
Place of registration |
Nature of Business |
Registered | capital Entity type | Scope of business | Actual investment at the end of the Period |
Direct | Shareholding (%) Indirectly |
% of voting |
rights Consolidated held or not |
Minority interest |
Amount of minority interest used to set off loss attributable to minority interest |
attributable to minority share of the subsidiary offset by ownership of the parent company over share of ownership by minority interest in the subsidiary as at the beginning of the year |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Hisense Ronshen ("Yangzhou) Refrigerator Co., Ltd. ("Yangzhou Refrigerator") |
Wholly-owned subsidiary |
Yangzhou | Industrial | US\$44,447,900 Limited liability company |
Production and sale of energy saving, environmental friendly refrigerators and other energy saving cooling electrical appliances |
32,324.31 | 74.33% | 25.67% | 100% Yes | |||||
| Shangqiu Kelon Electrical Co., Ltd. ("Shangqiu Kelon") |
Wholly-owned subsidiary |
Shangqiu | Industrial | 15,000.00 Limited liability company |
Research and development, manufacture and sale of household and commercial air-conditioners, refrigerators, freezers and small household appliances and parts and accessories, and provision of relevant information and technical consultancy services |
15,000.00 | 100% | 100% Yes | ||||||
| Zhuhai Kelon Electrical Industrial Development Co., Ltd. ("Zhuhai Kelon") |
Wholly-owned subsidiary |
Zhuhai | Industrial | US\$29,980,000 Limited liability company |
Research and development and manufacture of refrigerators, air conditioners, freezers, small household appliances and related accessories |
23,628.17 | 75% | 25% | 100% Yes | |||||
| Shenzhen Kelon Purchase Co., Ltd. ("Shenzhen Kelon") |
Wholly-owned subsidiary |
Shenzhen | Commercial | 10,000.00 Limited liability company |
Domestic business, material supply and marketing (excluding franchise, control and monopoly of goods); import and export; provision of warehousing, information consultation |
10,000.00 | 95% | 5% | 100% Yes | |||||
| Pearl River Electric Refrigerator Co., Ltd. ("Pearl River Refrigerator") |
Wholly-owned subsidiary |
Hong Kong | Commercial | HK\$400,000 Limited liability company |
Sale of raw materials and accessories |
31.87 | 100% | 100% Yes | ||||||
| Kelon Development Co., Ltd. ("Kelon Development") |
Wholly-owned subsidiary |
Hong Kong | Investment | HK\$5,000,000 Limited liability company |
Investment holding | 1,120.00 | 100% | 100% Yes | ||||||
| Kelon (Japan) Limited ("Kelon Japan") |
Wholly-owned subsidiary |
Japan | Commercial | JPY 1,100,000,000 |
Limited liability company |
Technical research and trading in electrical household appliances |
2,429.16 | 100% | 100% Yes |
Excess of loss of the period
Half year of 2013
4. Business combination and consolidated financial statements — Continued
Unless otherwise expressly stated, all amounts in the following table are denominated in RMB'0000. — Continued
(1) Major subsidiaries — Continued
1. Subsidiaries acquired from establishment or investment — Continued
| Name of subsidiary | Type of subsidiary |
Place of registration |
Nature of Business |
Registered | capital Entity type | Scope of business | Actual investment at the end of the Period |
Direct | Shareholding (%) Indirectly |
% of voting |
rights Consolidated held or not |
Minority interest |
Amount of minority interest used to set off loss attributable to minority interest |
Excess of loss of the period attributable to minority share of the subsidiary offset by ownership of the parent company over share of ownership by minority interest in the subsidiary as at the beginning of the year |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Kelon International Incorporation ("KII") |
Wholly-owned subsidiary |
British Virgin Islands |
Commercial | US\$50,000 Limited liability company |
Investment holding and sale of household appliances |
0.0006 | 100% | 100% Yes | ||||||
| Hisense (Chengdu) Refrigerator Co., Ltd. ("Chengdu Refrigerator") |
Wholly-owned subsidiary |
Chengdu | Industrial | 5,000.00 Limited liability company |
Manufacture of household appliances and refrigeration equipment, sale of the Company's products, and provision of related after-sale services |
5,000.00 | 100% | 100% Yes | ||||||
| Hisense (Shandong) Refrigerator Co., Ltd. ("Shandong Refrigerator") |
Wholly-owned subsidiary |
Qingdao | Industrial | 10,000.00 Limited liability company |
Manufacture of energy saving and environmental friendly refrigerators, freezers and other household energy saving cooling appliances; sale of self-manufactured products of the Company; design and development of new products in the area of energy saving and environmental friendly refrigerators, freezers and energy saving cooling appliances |
27,500.00 | 100% | 100% Yes |
Half year of 2013
4. Business combination and consolidated financial statements
- (1) Major subsidiaries. Continued
- 2. Subsidiaries acquired from business combination involving entities under common control.
| Name of subsidiary | Type of subsidiary |
Registered place |
Nature of Business |
Registered | capital Entity type | Scope of business | Actual investment at the end of the Period |
Shareholding (%) Direct |
Indirectly | % of voting |
rights Consolidated held or not |
Minority interest |
Amount of minority interest used to set off loss attributable to minority interest |
of the period attributable to minority share of the subsidiary offset by ownership of the parent company over share of ownership by minority interest in the subsidiary as at the beginning of the year |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Hisense (Beijing) Electric Co., Ltd. ("Beijing Refrigerator") |
Subsidiary | Beijing | Industrial | 8,571.00 Limited liability company |
Manufacture of refrigerator products and other household appliances; sale of self-produced products; import and export of goods and technologies, and provision of import and export agency services |
9,210.12 | 55% | 55% Yes | 8,790.72 | |||||
| Hisense (Shandong) Air-conditioning Co., Ltd. ("Shandong Air conditioning") |
Wholly-owned subsidiary |
Qingdao | Industrial | 50,000.00 Limited liability company |
Research and development, manufacture and sale of air conditioning products and injection moulds, and provision of after-sale maintenance services |
56,717.55 | 100% | 100% Yes | ||||||
| Hisense (Zhejiang) Air-conditioning Co., Ltd. ("Zhejiang Air conditioning") |
Subsidiary | Huzhou | Industrial | 11,000.00 Limited liability company |
Production of air conditioners, manufacture and sale of other household appliances, provision of related technical services, and import and export of goods and technologies |
5,452.36 | 51% | 51% Yes | 4,906.13 | |||||
| Qingdao Hisense Mould Co., Ltd. ("Hisense Mould") |
Subsidiary | Qingdao | Industrial | 2,764.20 Limited liability company |
Design and manufacture of moulds, machine processing, design and manufacture of jigs, plastic injection, painting/ brushing and processing etc. |
12,162.80 | 78.70% | 78.70% Yes | 4,863.01 | |||||
| Hisense (Nanjing) Electric Co., Ltd. ("Nanjing Refrigerator") |
Subsidiary | Nanjing | Industrial | 12,869.15 Limited liability company |
Research and development, manufacture and sale of fluorine free refrigeration products and other household appliances. Import and export of various goods and technologies self manufactured and distributed |
7,721.49 | 60% | 60% Yes | 6,975.30 |
- *1 The Company holds 60% equity interests in Guangdong Air-conditioner and 70% equity interests in Huaao Electronics, however as the Company has committed to provide financial support to these companies and bear 100% of their losses, therefore the long-term equity investment was accounted for 100% shareholding.
- *2 The Company holds 55% equity interests in Jiangxi Combine. As Jiangxi Combine has declared in liquidation and reorganization, therefore it has not been consolidated in the financial statements.
Excess of loss
Half year of 2013
4. Business combination and consolidated financial statements. — Continued
(1) Major subsidiaries. — Continued
3. Changes in scope of business combination
During the Reporting Period, there was no change in the scope of consolidated financial statements.
4. Exchange rate for major items in the financial statements of overseas operating entities
| Major items in the financial statements |
Currency | Balances in foreign exchange |
Exchange rate | Balances in RMB |
|---|---|---|---|---|
| Cash at bank and on hand |
HKD | 29,374,356.44 | 0.7965 | 23,396,674.90 |
| Net accounts receivable | HKD | 637,336,807.74 | 0.7965 | 507,638,767.36 |
| Accounts payables | HKD | 749,055,974.51 | 0.7965 | 596,623,083.70 |
| Other payables | HKD | 730,233,430.22 | 0.7965 | 581,630,927.17 |
| Revenue from principal operations |
HKD | 1,568,513,052.07 | 0.8038 | 1,260,770,791.25 |
| General and administrative expenses |
HKD | 1,284,462.22 | 0.8038 | 1,032,450.73 |
Note to the exchange rate:
Within the scope of consolidation, overseas operating entities that are accounted in foreign currency include Pearl River Refrigerator, Kelon Development, KII and Japan Kelon. On the date of consolidation, the Company has translated the items using spot exchange rate for assets and liabilities on the balance sheet date, whereas items under equity (except unallocated profits) were translated using historic exchange rate, and items under profit and loss were translated using average exchange rate. The difference between assets and liabilities and net assets was reflected in "Difference on translation of foreign currency financial statement" and was stated separately under shareholder's equity in the balance sheet.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Opening balances refer to balances as at 1 January 2013, whereas closing balances refer to balances as at 30 June 2013, and the current period refers to January to June 2013, whereas the previous period refers to January to June 2012)
1. Cash at bank and on hand
| Closing balance | Opening balance | |||||
|---|---|---|---|---|---|---|
| Item | Foreign currency | Exchange rate | RMB | Foreign currency | Exchange rate | RMB |
| Cash: | ||||||
| RMB | 5,161.83 | 1 | 5,161.83 | 6,818.62 | 1 | 6,818.62 |
| USD | 0.75 | 6.2855 | 4.72 | |||
| JPY | 1200 | 0.073 | 87.66 | |||
| Others | 0.06 | |||||
| Subtotal of cash: | 5,161.83 | 6,911.06 | ||||
| Bank deposits: | ||||||
| RMB | 323,527,290.74 | 1 | 323,527,290.74 | 415,593,988.42 | 1 | 415,593,988.42 |
| HKD | 7,244,547.34 | 0.7965 | 5,770,281.96 | 699,256.80 | 0.8108 | 566,957.73 |
| USD | 22,324,434.23 | 6.1787 | 137,935,981.75 | 14,650,362.17 | 6.2855 | 92,084,851.41 |
| JPY | 95,762.62 | 0.0626 | 5,994.74 | 145,261.00 | 0.073 | 10,611.17 |
| EUR | 1,536,680.85 | 8.0536 | 12,375,812.91 | 526,331.88 | 8.3176 | 4,377,817.96 |
| Others | 13,325.80 | 156,024.90 | 1,020,238.78 | |||
| Subtotal of bank deposits: |
479,628,687.90 | 513,654,465.47 | ||||
| Other cash at bank and on hand: |
||||||
| RMB | 2,404,098.09 | 1 | 2,404,098.09 | 2,404,091.43 | 1 | 2,404,091.43 |
| Subtotal of other cash at bank |
||||||
| and on hand: | 2,404,098.09 | 2,404,091.43 | ||||
| Total | 482,037,947.82 | 516,065,467.96 |
Particulars of cash at bank and on hand:
Other cash at bank and on hand mainly represented guarantee deposits for letter of credit.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
1. Cash at bank and on hand — Continued
Details of restricted cash are listed as follows:
| Item | Closing balance | Opening balance | |
|---|---|---|---|
| Guarantee deposits for letter of credit | 2,404,098.09 | 2,404,091.43 | |
| Total | 2,404,098.09 | 2,404,091.43 |
2. Financial assets held-for-trading
(1) Financial assets held-for-trading
| Item | Closing balance | Opening balance |
|---|---|---|
| Derivative financial assets | 46,422,791.91 | 10,678,293.47 |
| Total | 46,422,791.91 | 10,678,293.47 |
(2) Particulars of financial assets held-for-trading
- ① There was no material restriction for realizing the financial assets held-for-trading as at the end of the period.
- ② Derivative financial assets mainly represented the undue foreign exchange forward contracts entered into by the Company and banks, which was recognized as the financial assets or liabilities based on the difference between the quotation of the undue foreign exchange contracts and the future foreign exchange rate as at 30 June 2013.
3. Notes receivable
(1) Classification of notes receivable
| Category | Closing balance | Opening balance |
|---|---|---|
| Bank acceptance notes | 2,827,262,237.76 | 1,529,113,685.60 |
| Trade acceptance notes | 55,316,433.50 | 29,652,507.01 |
| Total | 2,882,578,671.26 | 1,558,766,192.61 |
(2) As at the end of the period, notes receivable pledged to Hisense Finance amounted to RMB 1,265,336,620.53.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
-
- Notes receivable Continued
- (3) As at the end of the period, there was no discounted notes receivable.
- (4) As at the end of the period, there were no notes receivable that are reclassified to trade receivable due to inability of the issuers.
As at the end of the period, notes endorsed to other parties but not matured amounted to RMB4,066,834,323.00 (31 December 2012: RMB3,809,337,554.60), with the particulars of the top five amounts as follows:
| Issuer | Date of issuance | Due date | Amount |
|---|---|---|---|
| Suning procurement center of Suning | |||
| Yun Commercial Group Co., Ltd. | 28 May 2013 | 28 November 2013 | 13,115,198.65 |
| Sichuan Suning Appliance Co., Ltd. | 24 January 2013 | 24 July 2013 | 10,291,800.00 |
| Shanghai Suning Yun Commercial | |||
| Trading Co., Ltd. | 6 June 2013 | 6 December 2013 | 10,000,000.00 |
| Shanghai Suning Yun Commercial | |||
| Trading Co., Ltd. | 6 June 2013 | 6 December 2013 | 10,000,000.00 |
| Shanghai Suning Yun Commercial | |||
| Trading Co., Ltd. | 6 June 2013 | 6 December 2013 | 10,000,000.00 |
(6) Please see note 6 for details of notes receivables from related parties as at the end of the period.
4. Accounts receivable
(1) Accounts receivable by category:
| Closing balance | |||||||
|---|---|---|---|---|---|---|---|
| Category | Carrying amount | Provision for bad debts | |||||
| Amount | Percentage(%) | Amount | Percentage(%) | ||||
| Individually significant and subject to separate provision |
|||||||
| Ageing analysis | 2,911,730,987.43 | 98.69 | 162,197,582.11 | 5.57 | |||
| Greencool Companies | 38,689,983.28 | 1.31 | 22,726,941.64 | 58.74 | |||
| Subtotal of the category | 2,950,420,970.71 | 100.00 | 184,924,523.75 | 6.27 | |||
| Individually insignificant but subject to separate provision |
|||||||
| Total | 2,950,420,970.71 | 100.00 | 184,924,523.75 | 6.27 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
(4) Accounts receivable — Continued
(1) Accounts receivable by category: — Continued
Continued from above table
| Opening balance | |||||||
|---|---|---|---|---|---|---|---|
| Category | Carrying amount | Provision for bad debts | |||||
| Amount | Percentage(%) | Amount | Percentage(%) | ||||
| Individually significant and subject to separate provision |
|||||||
| Aging analysis | 1,607,402,974.16 | 97.65 | 167,483,810.31 | 10.43 | |||
| Greencool Companies | 38,689,983.28 | 2.35 | 22,726,941.64 | 58.74 | |||
| Subtotal of the category | 1,646,092,957.44 | 100.00 | 190,210,751.95 | 11.56 | |||
| Individually insignificant but subject to separate provision |
|||||||
| Total | 1,646,092,957.44 | 100.00 | 190,210,751.95 | 11.56 |
Accounts receivable in the category provided bad debts by using ageing method:
| Closing balance | Opening balance | |||||
|---|---|---|---|---|---|---|
| Provision for | Provision for | |||||
| Age | Carrying amount | bad debts | Carrying amount | bad debts | ||
| Amount | Percentage(%) | Amount | Percentage(%) | |||
| Within three months | 2,747,802,363.96 | 93.14 | — | 1,432,725,055.88 | 87.04 | |
| Over three months but | ||||||
| within six months | 1,280,483.71 | 0.04 | 128,048.37 | 1,612,142.13 | 0.10 | 161,214.21 |
| Over six months but | ||||||
| within one year | 1,157,212.04 | 0.04 | 578,606.02 | 11,486,360.10 | 0.70 | 5,743,180.05 |
| Over one year | 161,490,927.72 | 5.47 | 161,490,927.72 | 161,579,416.05 | 9.81 | 161,579,416.05 |
| Total | 2,911,730,987.43 | 98.69 | 162,197,582.11 | 1,607,402,974.16 | 97.65 | 167,483,810.31 |
Accounts receivable in the category provided bad debts as for Greencool Companies:
| Company name | Closing balance | Opening balance | |||
|---|---|---|---|---|---|
| Amount | Provision for bad debts |
Amount | Provision for bad debts |
||
| Hefei Weixi Electrical Appliance Co., Ltd. ("Hefei Weixi") |
18,229,589.24 | 7,805,094.62 | 18,229,589.24 | 7,805,094.62 | |
| Wuhan Changrong Electrical Appliance Co., Ltd. ("Wuhan |
|||||
| Changrong") | 20,460,394.04 | 14,921,847.02 | 20,460,394.04 | 14,921,847.02 | |
| Total | 38,689,983.28 | 22,726,941.64 | 38,689,983.28 | 22,726,941.64 |
Half year of 2013
5. Notes to the consolidated financial statements — Continued
4. Accounts receivable — Continued
(2) Movements in provision for accounts receivable
| Decrease for the year | |||||
|---|---|---|---|---|---|
| Year | Opening balance | Provision for the year |
Reversal | Write-off | Closing balance |
| January to June 2013 | 190,210,751.95 | 1,361,414.88 | 6,566,734.45 | 80,908.63 | 184,924,523.75 |
(3) Accounts receivable written off
| Company | Nature of accounts receivable |
Amount written off |
Reason for write off | Arising from related party transactions or not |
|---|---|---|---|---|
| Unrelated parties | Loans | 80,908.63 | Not recoverable due to long outstanding |
No |
| Total | — | — |
(4) As at 30 June 2013, there was no accounts receivable from shareholder who holds 5% or more (including 5%) shares of the voting rights of the Company. As at 31 December 2012, there was no accounts receivable from shareholder who holds 5% or more (including 5%) shares of the voting rights of the Company.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
4. Accounts receivable — Continued
(5) Top five accounts receivable
End of the period
| Relationship with the |
Percentage of the total accounts receivable amount |
||
|---|---|---|---|
| Company | Amount | Ageing | (%) |
| Unrelated party | 590,416,276.98 | Within three months | 20.01 |
| Unrelated party | 510,078,902.29 | Within three months | 17.29 |
| Related party | 262,576,758.33 | Within three months | 8.9 |
| Related party | 218,329,724.32 | Within three months | 7.4 |
| Unrelated party | 99,842,871.84 | Within three months | 3.38 |
| — | 1,681,244,533.76 | — | 56.98 |
Beginning of the period
| Relationship with the |
Percentage of the total accounts receivable amount |
|||
|---|---|---|---|---|
| No. | Company | Amount | Ageing | (%) |
| Top 1 | Unrelated party | 238,358,502.63 | Within three months | 14.48 |
| Top 2 | Unrelated party | 201,274,092.16 | Within three months | 12.23 |
| Top 3 | Related party | 151,758,526.68 | Within three months | 9.22 |
| Top 4 | Related party | 103,756,948.62 | Within three months | 6.30 |
| Top 5 | Related party | 86,931,073.83 | Within three months | 5.28 |
| Total | — | 782,079,143.92 | — | 47.51 |
(6) Please see note 6 for details of accounts receivable from related parties at the end of the period.
(7) As at the end of the period, accounts receivable amounted to RMB103,579,600 were used for factoring and securing borrowings amounted to RMB82,800,600.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
5. Prepayments
(1) Prepayments by ageing
| Age | Closing balance | Opening balance | ||
|---|---|---|---|---|
| Amount | Percentage (%) | Amount | Percentage (%) | |
| Within one year | 354,135,620.88 | 99.82 | 303,832,959.24 | 99.85 |
| One to two years | 178,700.00 | 0.05 | 0 | |
| Two to | ||||
| three years | 0 | 3,429.34 | 0 | |
| Over three years | 465,213.00 | 0.13 | 465,213.00 | 0.15 |
| Total | 354,779,533.88 | 100.00 | 304,301,601.58 | 100.00 |
(2) Top five prepayments
End of the period
| Relationship with | Reason of | |||
|---|---|---|---|---|
| No. | the Company | Amount | Ageing | unsettlement |
| Top 1 | Unrelated party | 56,093,996.19 | Within one year | Normal settlement |
| Top 2 | Unrelated party | 37,739,607.30 | Within one year | Normal settlement |
| Top 3 | Unrelated party | 33,931,053.02 | Within one year | Normal settlement |
| Top 4 | Unrelated party | 14,654,417.02 | Within one year | Normal settlement |
| Top 5 | Unrelated party | 12,714,700.00 | Within one year | Normal settlement |
| Total | 155,133,773.53 | — |
Beginning of the period
| Relationship with | Reason of | ||
|---|---|---|---|
| the Company | Amount | Ageing | unsettlement |
| Unrelated party | 110,605,760.12 | Within one year | Normal settlement |
| Unrelated party | 50,595,506.27 | Within one year | Normal settlement |
| Unrelated party | 36,624,182.25 | Within one year | Normal settlement |
| Unrelated party | 21,092,306.73 | Within one year | Normal settlement |
| Unrelated party | 10,558,637.05 | Within one year | Normal settlement |
| 229,476,392.42 | — | ||
(3) As at 30 June 2013, there was no prepayments due from shareholder who holds 5% or more (including 5%) shares of the voting rights of the Company. As at 31 December 2012, there was no prepayments due from shareholder who holds 5% or more (including 5%) shares of the voting rights of the Company.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
6. Other receivables
(1) Other receivables by category:
| Closing balance | ||
|---|---|---|
| Provision for bad debts | ||
| Percentage(%) Amount |
Percentage(%) | |
| 16.11 40,289,294.15 |
34.31 | |
| 83.89 342,516,669.69 |
56.01 | |
| 100.00 382,805,963.84 |
52.51 | |
| 100.00 382,805,963.84 |
52.51 | |
Continued from above table
| Opening balance | |||||||
|---|---|---|---|---|---|---|---|
| Category | Carrying amount | Provision for bad debts | |||||
| Amount | Percentage(%) | Amount | Percentage(%) | ||||
| Individually significant and subject to separate provision |
|||||||
| Ageing analysis | 114,494,489.83 | 15.77 | 40,794,652.88 | 35.63 | |||
| Greencool Companies | 611,538,997.88 | 84.23 | 342,516,669.69 | 56.01 | |||
| Subtotal of the category | 726,033,487.71 | 100.00 | 383,311,322.57 | 52.80 | |||
| Individually insignificant but subject to separate provision |
|||||||
| Total | 726,033,487.71 | 100.00 | 383,311,322.57 | 52.80 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
6. Other receivables — Continued
(1) Other receivables by category: — Continued
Other receivables in the category provided bad debts by using ageing analysis:
| Closing balance | Opening balance | |||||
|---|---|---|---|---|---|---|
| Age | Carrying amount | Provision for bad debts |
Carrying amount | Provision for bad debts |
||
| Amount | Percentage (%) | Amount | Percentage(%) | |||
| Within three | ||||||
| months | 75,311,441.08 | 10.33 | — | 72,331,742.43 | 9.96 | |
| Over three months but within six |
||||||
| months | 1,506,549.66 | 0.21 | 150,654.97 | 621,139.95 | 0.09 | 62,114.00 |
| Over six months but within |
||||||
| one year | 951,313.20 | 0.13 | 475,656.60 | 1,618,137.15 | 0.22 | 809,068.58 |
| Over one year | 39,662,982.58 | 5.44 | 39,662,982.58 | 39,923,470.30 | 5.50 | 39,923,470.30 |
| Total | 117,432,286.52 | 16.11 | 40,289,294.15 | 114,494,489.83 | 15.77 | 40,794,652.88 |
Other receivables in the category provided bad debts as for Greencool Companies:
| Closing balance | Opening balance | ||||
|---|---|---|---|---|---|
| Company name | Amount | Provision for bad debts |
Amount | Provision for bad debts |
|
| Guangdong Greencool Hainan Greencool Environmental |
13,754,600.00 | 7,962,961.47 | 13,754,600.00 | 7,962,961.47 | |
| Protection Engineering Co., Ltd. ("Hainan Greencool") Jiangxi Kesheng Trading Co., Ltd. |
12,289,357.71 | 11,313,119.16 | 12,289,357.71 | 11,313,119.16 | |
| ("Jiangxi Kesheng") Jinan San Ai Fu Chemical Co., Ltd. |
27,462,676.72 | 21,390,370.86 | 27,462,676.72 | 21,390,370.86 | |
| ("Jinan San Ai Fu") Tianjin Xiangrun Trading Development |
121,496,535.45 | 64,813,858.20 | 121,496,535.45 | 64,813,858.20 | |
| Co., Ltd. ("Tianjin Xiangrun") Tianjin Lixin Greencool Technology Development |
96,905,328.00 89,600,300.00 |
48,706,110.00 44,800,150.00 |
96,905,328.00 89,600,300.00 |
48,706,110.00 44,800,150.00 |
|
| (Shenzhen) Co., Ltd. ("Shenzhen Greencool Technology") Greencool Environmental Engineering Shenzhen Co., Ltd. ("Shenzhen |
32,000,000.00 | 32,000,000.00 | |||
| Greencool Environmental") Jiangxi Keda Plastic Technology Co., |
33,000,000.00 | 33,000,000.00 | |||
| Ltd. ("Jiangxi Keda") Zhuhai Longjia Refrigerating Plant Co., |
13,000,200.00 | 6,500,100.00 | 13,000,200.00 | 6,500,100.00 | |
| Ltd. ("Zhuhai Longjia") Zhuhai Defa Air-conditioner Fittings Co., |
28,600,000.00 | 14,300,000.00 | 28,600,000.00 | 14,300,000.00 | |
| Ltd. ("Zhuhai Defa") Wuhan ChangrongElectrical Appliance |
21,400,000.00 | 10,700,000.00 | 21,400,000.00 | 10,700,000.00 | |
| Co., Ltd. ("Wuhan Changrong") Beijing Deheng Solicitors ("Deheng |
20,000,000.00 | 10,000,000.00 | 20,000,000.00 | 10,000,000.00 | |
| Solicitors") Finance Bureau of Yangzhou Economic |
4,000,000.00 | 4,000,000.00 | 4,000,000.00 | 4,000,000.00 | |
| Development Zone Shangqiu Bingxiong Freezing Facilities |
40,000,000.00 | 40,000,000.00 | 40,000,000.00 | 40,000,000.00 | |
| Co., Ltd. ("Shangqiu Bingxiong") | 58,030,000.00 | 58,030,000.00 | 58,030,000.00 | 58,030,000.00 | |
| Total | 611,538,997.88 | 342,516,669.69 | 611,538,997.88 | 342,516,669.69 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
6. Other receivables — Continued
(2) Movements in provision for other receivables
| Provision | Decrease for the year | |||||
|---|---|---|---|---|---|---|
| Year | Opening balance | for the year | Reversal | Write-off | Ending balance | |
| January to June 2013 | 383,311,322.57 | 0.00 | 285,949.03 | 219,409.70 | 382,805,963.84 |
(3) Other receivables that are written off
| Company | Nature of receivable |
Amount written off |
Reason for write off |
Arising from related transactions or not |
|---|---|---|---|---|
| Unrelated party | Debt | 219,409.70 | Not recoverable due to long outstanding |
No |
| Total | — | — |
(4) As at 30 June 2013, there was no other receivables from shareholder that holds 5% or more (including 5%) shares of the voting rights of the Company. As at 31 December 2012, there was no other receivable from shareholder that holds 5% or more (including 5%) shares of the voting rights of the Company.
(5) Top five other receivables (no changes from the end of 2012)
| Relationship with the |
Percentage of the total other receivables |
|||
|---|---|---|---|---|
| No. | Company | Amount | Ageing | amount (%) |
| Top 1 | "Specific third party" | 121,496,535.45 | Over three years | 16.67 |
| Top 2 | "Specific third party" | 96,905,328.00 | Over three years | 13.29 |
| Top 3 | "Specific third party" | 89,600,300.00 | Over three years | 12.29 |
| Top 4 | "Specific third party" | 58,030,000.00 | Over three years | 7.96 |
| Top 5 | "Specific third party" | 40,000,000.00 | Over three years | 5.49 |
| Total | 406,032,163.45 | — | 55.70 |
The term "specific third party" is the abbreviation of the Greencool Companies controlled by the former beneficiary controller through the above companies, with whom the Company had a series of unusual cash flows.
(6) Please see note 6 for details of other receivables from related parties as at the end of the period.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
7. Inventories
(1) Classification of inventories
| Closing balance | Opening balance | |||||||
|---|---|---|---|---|---|---|---|---|
| Provision for declines in value |
Provision for declines in value |
|||||||
| Item | Carrying amount | of inventories | Carrying value | Carrying amount | of inventories | Carrying amount | ||
| Raw materials | 352,857,470.52 | 29,293,076.19 | 323,564,394.33 | 311,880,441.53 | 30,368,703.52 | 281,511,738.01 | ||
| Work in progress | 167,088,420.27 | 8,643,831.77 | 158,444,588.50 | 133,492,738.57 | 8,643,831.77 | 124,848,906.80 | ||
| Finished goods | 1,705,057,789.70 | 56,262,252.81 | 1,648,795,536.89 | 1,379,352,498.90 | 47,272,033.56 | 1,332,080,465.34 | ||
| Total | 2,225,003,680.49 | 94,199,160.77 | 2,130,804,519.72 | 1,824,725,679.00 | 86,284,568.85 | 1,738,441,110.15 |
(2) Provision for declines in value of inventories
| Decrease for the period | |||||
|---|---|---|---|---|---|
| Inventory Category | Opening balance |
Current period addition |
Reversal | Write-off | Ending balance |
| Raw materials | 30,368,703.52 | 1,075,627.33 | 29,293,076.19 | ||
| Work in progress | 8,643,831.77 | 8,643,831.77 | |||
| Finished goods | 47,272,033.56 | 9,084,685.95 | 94,466.70 | 56,262,252.81 | |
| Total | 86,284,568.85 | 9,084,685.95 | 0.00 | 1,170,094.03 | 94,199,160.77 |
8. Other current assets
| 5,949,628.02 | 3,309,064.74 |
|---|---|
| 5,949,628.02 | 3,309,064.74 |
Particulars of other current assets: other current assets mainly represented prepaid rent and others.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
9. Investments in jointly controlled entities and associates
(1) Investments in jointly controlled entities
| Unit: RMB'0000 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name of investee | Entity type | Registered place |
Legal representative |
Business nature |
Registered capital |
% of shareholding |
% of voting rights |
Total assets at end of the period |
Total liabilities at end of the period |
Total net assets at end of the period |
Total operating revenue for the current period |
Net profit or the current period |
| Hisense Whirlpool (Zhejiang) Electric Appliances Co., Ltd. ("Hisense Whirlpool") |
Limited company |
Zhejiang | BORRA BARBARA |
Industrial | 45,000.00 | 50.00 | 50.00 | 80,187.26 | 39,304.89 | 40,882.36 | 56,627.96 | (1,331.87) |
| Hisense Hitachi | Limited company |
Shandong | Qing Shan Gong |
Industrial | US\$46 million | 49.00 | 49.00 | 186,553.91 | 85,187.18 | 101,366.73 | 148,503.10 | 25,449.88 |
(2) Investments in associates
| Unit: RMB'0000 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name of investee | Entity type | Registered place |
Legal representative |
Business nature |
Registered capital |
% of shareholding |
% of voting rights |
Total assets at end of the period |
Total liabilities at end of the period |
Total net assets at end of the period |
Total operating revenue for current period |
Net profit for current period |
| Huayi Compressor Holdings Co., Ltd. ("Huayi Compressor")3 |
Joint stock company |
Jiangxi | Liu Ti Bin | Industrial | 55,962.40 | 3.74 | 3.74 | 648,908.43 | 405,482.82 | 243,425.61 | 415,550.39 | 15,676.38 |
| Attend Logistics Co., Ltd. ("Attend") | Limited company |
Guangzhou | Ye Wei Long | Logistics | 1,000.00 | 20.00 | 20.00 | 2,184.45 | 514.96 | 1,669.49 | 460.12 | 26.56 |
Particulars of investments in jointly controlled entities and associates:
-
- There was no significant difference between the significant accounting policies and accounting estimates of the jointly controlled entities and associates and the significant accounting policies and accounting estimations of the Company.
-
- Evidence for joint control in jointly controlled entities: as required in the articles of associations of the joint venture, the production and operation of the enterprise shall be under joint management by the parties.
-
- The Company has assigned representatives in the board of directors of Huayi Compressor to participate in its decision making processes and has major transactions with Huayi Compressor. Accordingly, the Board of the Company is of the opinion that the Company has significant influence over Huayi Compressor and continued to recognize Huayi Compressor as an associate.
10. Long-term equity investment
| Investee | Accounting treatment | Investmen cost | Opening balance |
Increase for the period |
Decrease for the period |
Closing balance |
% Equity interest held |
% Voting rights held |
Provision for impairment |
Impairment provided in the current period |
Cash dividend | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1. Investment in jointly controlled entities Hisense Whirlpool Hisense Hitachi |
Equity method Equity method |
225,000,000.00 332,821,597.45 |
209,818,988.58 484,476,011.09 |
(6,247,656.28) 121,979,146.56 |
73,500,000.00 | 203,571,332.30 532,955,157.65 |
50.00 49.00 |
50.00 49.00 |
73,500,000.00 | |||
| 2. Investment in associates Huayi Compressor Attend |
Equity method Equity method |
24,171,468.64 2,000,000.00 |
50,344,878.42 3,285,850.81 |
43,893,175.61 53,125.03 |
21,156,788.44 | 73,081,265.59 3,338,975.84 |
3.74 20.00 |
3.74 20.00 |
||||
| 3. Other long-term equity investment Combine*1 Xinjiang Hisense Kelon Electrical Sales Co., Ltd. ("Xinjiang Kelon") Fujian Kelon Air-condition Sales Co., Ltd. ("Fujian Kelon") Qingdao Hisense International Marketing |
Cost method Cost method Cost method Cost method |
11,000,000.00 100,000.00 100,000.00 3,800,000.00 |
11,000,000.00 100,000.00 100,000.00 3,800,000.00 |
11,000,000.00 100,000.00 100,000.00 3,800,000.00 |
55.00 2.00 2.00 12.67 |
55.00 2.00 2.00 12.67 |
11,000,000.00 | 4,750,000.00 | ||||
| Total | Co., Ltd. ("Hisense International Marketing") |
598,993,066.09 | 762,925,728.90 | 159,677,790.92 | 94,656,788.44 | 827,946,731.38 | 11,000,000.00 | 78,250,000.00 |
*1 As Jiangxi Combine, a subsidiary of the Company, has declared in liquidation and reorganization, it has not been consolidated in the financial statements and the investment cost in it has been fully impaired.
* Apart from Huayi Compressor, associates and joint ventures of the Company are unlisted companies.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
11. Investment properties
(1) Investment properties by cost-method
| Reductions | |||||
|---|---|---|---|---|---|
| Opening | Additions in the | in the | Closing | ||
| Item | balance | current period | current period | balance | |
| 1. | Total cost | 68,676,129.02 | 68,676,129.02 | ||
| 1.Buildings | 68,676,129.02 | 68,676,129.02 | |||
| 2. | Total accumulated depreciation and | ||||
| amortization | 32,229,526.93 | 1,250,147.67 | 33,479,674.60 | ||
| 1.Buildings | 32,229,526.93 | 1,250,147.67 | 33,479,674.60 | ||
| 3. | Total net book value | 36,446,602.09 | 35,196,454.42 | ||
| 1.Buildings | 36,446,602.09 | 35,196,454.42 | |||
| 4. | Total accumulated provision for | ||||
| impairment | |||||
| 1.Buildings | |||||
| 5. | Total carrying amount | 36,446,602.09 | 35,196,454.42 | ||
| 1.Buildings | 36,446,602.09 | 35,196,454.42 |
(2) Particulars of investment properties
- ① The depreciation expense charged for the Reporting Period was RMB1,250,147.67, and the depreciation expense charged for last year was RMB1,225,379.67.
- ② As at 30 June 2013, the investment properties with cost of RMB33,102,500.00 and carrying amount of RMB14,528,800.00 were pledged. Please see note 9 for details.
- ③ As at 30 June 2013, investment properties with cost of RMB13,794,500.00, accumulated depreciation of RMB6,623,700.00 and net carrying amount of RMB7,170,800.00 have not obtained ownership certificate.
- ④ As at 30 June 2013, the Company has not identified any investment properties with the recoverable amount lower than its carrying amount and therefore has not made any provision for impairment.
- ⑤ Amongst the investment properties, all buildings were located in the Mainland China with useful lives between 20 to 50 years.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
12. Fixed assets
(1) Particulars of fixed assets
| Item | Opening balance | Additions in the current period |
Reductions in the current period |
Closing balance | |
|---|---|---|---|---|---|
| 1. | Total cost: | 4,892,280,149.31 | 186,215,140.59 | 87,130,594.57 | 4,991,364,695.33 |
| Including: Buildings | 1,559,206,748.82 | 21,937,341.32 | — | 1,581,144,090.14 | |
| Machinery and equipment | 2,322,199,486.68 | 66,188,936.36 | 68,814,826.85 | 2,319,573,596.19 | |
| Furniture, fixtures and | |||||
| office equipment | 319,081,072.38 | 13,470,024.79 | 6,028,648.31 | 326,522,448.86 | |
| Motor vehicles | 22,553,670.03 | 2,447,864.03 | 505,911.86 | 24,495,622.20 | |
| Moulds | 669,239,171.40 | 82,170,974.09 | 11,781,207.55 | 739,628,937.94 | |
| 2. T | otal accumulated depreciation: | 2,855,049,979.14 | 165,996,348.69 | 73,780,296.78 | 2,947,266,031.05 |
| Including: Buildings | 727,391,533.79 | 32,643,481.36 | — | 760,035,015.15 | |
| Machinery and equipment | 1,409,531,544.34 | 62,426,407.01 | 60,830,956.20 | 1,411,126,995.15 | |
| Furniture, fixtures and | |||||
| office equipment | 224,449,707.82 | 11,233,067.46 | 4,866,085.20 | 230,816,690.08 | |
| Motor vehicles | 12,522,598.04 | 1,270,225.68 | 446,449.42 | 13,346,374.30 | |
| Moulds | 481,154,595.15 | 58,423,167.19 | 7,636,805.96 | 531,940,956.38 | |
| 3. T | otal net amount of fixed assets | 2,037,230,170.17 | 2,044,098,664.28 | ||
| Including: Buildings | 831,815,215.03 | 821,109,075.00 | |||
| Machinery and equipment | 912,667,942.34 | 908,446,601.04 | |||
| Furniture, fixtures and | |||||
| office equipment | 94,631,364.56 | 95,705,758.78 | |||
| Motor vehicles | 10,031,071.99 | 11,149,247.90 | |||
| Moulds | 188,084,576.25 | 207,687,981.56 | |||
| 4. T | otal provision for impairment | 127,397,721.24 | 127,296,424.76 | ||
| Including: Buildings | 34,216,249.60 | 34,216,249.60 | |||
| Machinery and equipment | 87,410,935.04 | 86,709,619.35 | |||
| Furniture, fixtures and | |||||
| office equipment | 1,459,778.55 | 1,412,343.19 | |||
| Motor vehicles | 1,052,691.63 | 1,052,691.63 | |||
| Moulds | 3,258,066.42 | 3,905,520.99 | |||
| 5. T | otal carrying amount of fixed assets | 1,909,832,448.93 | 1,916,802,239.52 | ||
| Including: Buildings | 797,598,965.43 | 786,892,825.40 | |||
| Machinery and equipment | 825,257,007.30 | 821,736,981.69 | |||
| Furniture, fixtures and | |||||
| office equipment | 93,171,586.01 | 94,293,415.59 | |||
| Motor vehicles | 8,978,380.36 | 10,096,556.27 | |||
| Moulds | 184,826,509.83 | 203,782,460.57 |
For the Reporting Period, the fixed asset transferred from construction in progress amounted to RMB110,007,717.51 (Corresponding period last year: RMB87,307,166.17).
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
-
- Fixed assets Continued
- (2) Depreciation expenses for the Reporting period amounted to RMB165,996,348.69, and RMB170,418,619.15 for the corresponding period last year.
- (3) As at the end of the period, no fixed asset was idle transitorily.
- (4) As at the end of the period, no fixed asset was held under finance lease.
- (5) As at the end of the period, no fixed asset was rented out under operating lease.
- (6) As at the end of the period, no fixed asset was held for sale.
- (7) As at the end of the period, no fixed asset has not obtained the ownership certificate.
- (8) As at the end of the period, the buildings with cost of RMB662,830,800.00 and net carrying amount of RMB265,628,700.00 were pledged (please see note 9 for details).
13. Constructions in progress
(1) Summary of constructions in progress
| Closing balance | Opening balance | |||||||
|---|---|---|---|---|---|---|---|---|
| Carrying | Provision for | Net carrying | Carrying | Provision for | Net carrying | |||
| Item | amount | Impairment | amount | amount | Impairment | amount | ||
| Yangzhou Refrigerator | 23,353,698.98 | 23,353,698.98 | 20,227,599.56 | 20,227,599.56 | ||||
| Chengdu Refrigerator | 1,978,823.06 | 1,978,823.06 | 4,079,463.99 | 4,079,463.99 | ||||
| Shangdong Refrigerator | 133,525,798.83 | 133,525,798.83 | ||||||
| Others | 69,970,944.73 | 11,325,835.67 | 58,645,109.06 | 55,363,025.70 | 11,325,835.67 | 44,037,190.03 | ||
| Total | 228,829,265.60 | 11,325,835.67 | 217,503,429.93 | 79,670,089.25 | 11,325,835.67 | 68,344,253.58 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
13. Constructions in progress — Continued
(2) Movements in significant construction in progress
| Name of project | Budget | Opening balance | Additions in the current period |
Transferred to fixed assets |
Other reductions |
% contribution in budget |
Progress | Source of fund |
Closing balance |
|---|---|---|---|---|---|---|---|---|---|
| New south entrance and | |||||||||
| dormitory reconstruction of Yangzhou Refrigerator |
1,600,000.00 | 2,442,843.00 | 4,042,843.00 | 100.00 | Completed | Self-funding | — | ||
| Spray painting line and natural gas pipeline works of |
|||||||||
| Rongsheng Plastic | 3,647,228.00 | To be completed | Self-funding | 3,647,228.00 | |||||
| Production line of Shangqiu | |||||||||
| Kelon | 7,770,917.67 | To be completed | Self-funding | 7,770,917.67 | |||||
| Factory of Shandong | |||||||||
| Refrigerator | 103,693,577.80 | 95,030,978.81 | 91.65 | To be completed | Self-funding | 95,030,978.81 | |||
| Equipment of Shandong | |||||||||
| Refrigerator | 62,353,766.00 | 38,494,820.04 | 61.74 | To be completed | Self-funding | 38,494,820.04 | |||
| Others | 66,651,943.58 | 123,198,252.01 | 105,964,874.51 | To be completed | Self-funding | 83,885,321.08 | |||
| Total | 166,047,343.80 | 79,670,089.25 | 259,166,893.86 | 110,007,717.51 | — | — | — | 228,829,265.60 |
Particulars of movements in constructions in progress:
- ① During the period, movements in constructions in progress mainly represented increase and decrease in the production lines of the Company's subsidiaries.
- ② During the period, there was no capitalization of interests for constructions in progress.
(3) Provision for impairment of constructions in progress
| Item | Opening balance |
Additions in the current period |
Reductions in the current period |
Closing balance |
Reasons for provision |
|---|---|---|---|---|---|
| Spray painting line and natural gas pipeline works of Rongsheng |
|||||
| Plastic Production line of |
3,554,918.00 | 3,554,918.00 | |||
| Shangqiu Kelon | 7,770,917.67 | 7,770,917.67 | |||
| Total | 11,325,835.67 | 11,325,835.67 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
14. Intangible assets
(1) Particulars of intangible assets
| Additions | Reductions | |||||
|---|---|---|---|---|---|---|
| Opening | in the | in the | Closing | |||
| Item | balance | current period | current period | balance | ||
| 1. | Total cost | 1,238,313,124.90 | 1,071,910.65 | 970,563.21 | 1,238,414,472.34 | |
| (1) | Land use rights | 607,159,874.40 | 607,159,874.40 | |||
| (2) | Trademarks | 524,409,198.95 | 524,409,198.95 | |||
| (3) | Know-how | 69,633,122.63 | 69,633,122.63 | |||
| (4) | Others | 37,110,928.92 | 1,071,910.65 | 970,563.21 | 37,212,276.36 | |
| 2. | Total accumulated amortization | 406,222,839.61 | 10,914,036.77 | 970,563.21 | 416,166,313.17 | |
| (1) | Land use rights | 195,428,416.88 | 6,113,093.15 | 201,541,510.03 | ||
| (2) | Trademarks | 134,130,255.55 | 134,130,255.55 | |||
| (3) | Know-how | 44,504,152.41 | 2,917,362.98 | 47,421,515.39 | ||
| (4) | Others | 32,160,014.77 | 1,883,580.64 | 970,563.21 | 33,073,032.20 | |
| 3. | Total net amount of intangible assets | 832,090,285.29 | 822,248,159.17 | |||
| (1) | Land use rights | 411,731,457.52 | 405,618,364.37 | |||
| (2) | Trademarks | 390,278,943.40 | 390,278,943.40 | |||
| (3) | Know-how | 25,128,970.22 | 22,211,607.24 | |||
| (4) | Others | 4,950,914.15 | 4,139,244.16 | |||
| 4. | Total provision for impairment | 336,593,406.80 | 336,593,406.80 | |||
| (1) | Land use rights | 50,012,843.19 | 50,012,843.19 | |||
| (2) | Trademarks | 286,061,116.40 | 286,061,116.40 | |||
| (3) | Know-how | — | — | |||
| (4) | Others | 519,447.21 | 519,447.21 | |||
| 5. | Total carrying amount of intangible assets 495,496,878.49 | 485,654,752.37 | ||||
| (1) | Land use rights | 361,718,614.33 | 355,605,521.18 | |||
| (2) | Trademarks | 104,217,827.00 | 104,217,827.00 | |||
| (3) | Know-how | 25,128,970.22 | 22,211,607.24 | |||
| (4) | Others | 4,431,466.94 | 3,619,796.95 | |||
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
14. Intangible assets — Continued
(2) Particulars of intangible assets:
- ① For the Reporting Period, amortization of intangible assets amounted to RMB10,914,036.77. For the corresponding period last year, amortization of intangible assets amounted to RMB11,182,131.24.
- ② As at the end of the period, the land use rights with cost of RMB256,558,000.00 and net carrying amount of RMB142,085,400.00 were pledged (please see note 9 for details).
- ③ Owing to uncertainty of the useful lives of the trademarks, they were not amortized and no provision for impairment was provided for trademarks after an impairment test.
15. Long-term prepaid expenses
| Item | Opening balance |
Additions in the current period |
Amortization in the current period |
Other reductions |
Closing balance |
Reasons of other reductions |
|---|---|---|---|---|---|---|
| Other | 827,939.58 | 150,534.47 | 677,405.11 | |||
| Total | 827,939.58 | 150,534.47 | 677,405.11 |
16. Deferred tax assets and deferred tax liabilities
Net amount of deferred tax assets and deferred tax liabilities after offsetting:
(1) Deferred tax assets or tax liabilities after offsetting and corresponding deductible or taxable temporary differences after offsetting
| Deferred | Deductible | ||
|---|---|---|---|
| tax assets | or taxable | Deferred | |
| or liabilities | temporary | tax assets or | |
| after offsetting | differences | liabilities after | |
| at the | after offsetting | offsetting at | |
| beginning of the | at the end of | the end of | |
| reporting | the reporting | the reporting | |
| Item | |||
| Deferred tax assets: | |||
| Provision for assets | |||
| 5,009,313.49 | 33,170,037.26 | 5,229,086.15 | impairment |
| Financial assets held | |||
| 20,853.33 | (11,603,200.00) | (1,740,480.00) | for-trading |
| 2,264,521.20 | 17,712,298.94 | 2,656,844.84 | Other |
| 7,294,688.02 | 39,279,136.20 | 6,145,450.99 | Subtotal |
| period | period | period |
(2) Summary for offsetting of deferred tax assets and deferred tax liabilities
| Amount set off |
Amount | |
|---|---|---|
| Item | for current period |
set off for previous period |
| Financial assets held-for-trading | (1,740,480.00) | 20,853.33 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
16. Deferred tax assets and deferred tax liabilities — Continued
(3) Summary of taxable temporary differences and deductible temporary differences
| Item | Amount |
|---|---|
| Financial assets held-for-trading | (11,603,200.00) |
| Provision for bad debts on accounts receivable | 1,773,016.76 |
| Provision for bad debts on other receivables | 0.00 |
| Provision for declines in values of inventories | 307,770.65 |
| Impairment provision for fixed assets | 31,089,249.85 |
| Other | 17,712,298.94 |
| Total | 39,279,136.20 |
17. Provision for asset impairment
| Opening | Addition in | |||
|---|---|---|---|---|
| balance | the current period | Reversal | Write-off | Closing balance |
| 573,522,074.52 | 1,361,414.88 | 6,852,683.48 | 300,318.33 | 567,730,487.59 |
| 86,284,568.85 | 9,084,685.95 | 0.00 | 1,170,094.03 | 94,199,160.77 |
| 11,000,000.00 | 11,000,000.00 | |||
| 127,397,721.24 | 3,094,945.14 | 3,196,241.62 | 127,296,424.76 | |
| 11,325,835.67 | 11,325,835.67 | |||
| 336,593,406.80 | 336,593,406.80 | |||
| 1,146,123,607.08 | 13,541,045.97 | 6,852,683.48 | 4,666,653.98 | 1,148,145,315.59 |
| Current period reduction |
18. Short-term borrowings
(1) Classification of short-term borrowings:
| Item | Closing balance | |
|---|---|---|
| Secured borrowings*1 | 82,800,589.12 | 30,309,453.94 |
| Total | 82,800,589.12 | 30,309,453.94 |
Particulars of classification of short-term borrowings
- *1 The secured borrowings represented secured borrowings from the factoring accounts receivable of the Company's subsidiaries..
- (2) As at the end of the period, the Company had no short-term borrowings that are due but have not been repaid.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
19. Held-for-trading financial liabilities
| Closing balance | Opening balance |
|---|---|
| 164,231.22 | |
| 0.00 | 164,231.22 |
Particulars of held-for-trading financial liabilities:
This mainly represented undue foreign exchange forward contracts entered into by the Company with banks that were recognized as financial assets or liabilities held-for-trading based on the difference between the quotation of the undue foreign exchange contracts and the future foreign exchange rate as at 30 June 2013.
20. Notes payable
| Closing balance | Opening balance |
|---|---|
| 1,628,277,168.94 | 1,270,078,312.63 |
| 195,364,509.95 | 162,773,897.45 |
| 1,823,641,678.89 | 1,432,852,210.08 |
Particulars of notes payable:
- ① As at 30 June 2013, there was no amount due to shareholders holding 5% or more (including 5%) of the voting shares of the Company in the balance of notes payable. As at 31 December 2012, there was no amount due to shareholders holding 5% or more (including 5%) of the voting shares of the Company in the balance of notes payable.
- ② Please see note 6 for details of amount due to related parties in the balance of notes payable as at the end of the period.
21. Accounts payable
(1) Ageing analysis of accounts payable
| Ageing | Closing balance | Opening balance | |
|---|---|---|---|
| Within one year | 4,205,189,334.19 | 2,197,488,131.14 | |
| Over one year | 147,143,777.91 | 137,937,805.33 | |
| Total | 4,352,333,112.10 | 2,335,425,936.47 |
- (2) As at 30 June 2013, there was no amount due to shareholders holding 5% (including 5%) or more of the voting shares of the Company in the balance of accounts payable. As at 31 December 2012, there was no amount due to shareholders holding 5% (including 5%) or more of the voting shares of the Company in the balance of accounts payable.
- (3) Please see note 6 for details of amount due to related parties in the balance of accounts payable as at the end of the period.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
22. Advances from customers
(1) Age analysis of advances from customers
| Ageing | Closing balance | Opening balance |
|---|---|---|
| Within one year | 447,121,570.66 | 780,456,731.80 |
| Over one year | 57,943,805.08 | 56,609,039.79 |
| Total | 505,065,375.74 | 837,065,771.59 |
- (2) As at 30 June 2013, there was no amount due to shareholders holding 5% (including 5%) or more of the voting shares of the Company in the balance of advance from customers. As at 31 December 2012, there was no amount due to shareholders holding 5% (including 5%) or more of the voting shares of the Company in the balance of advances from customers.
- (3) Please see note 6 for details of amount due to related parties in the balance of advances from customers as at the end of the period.
23. Employee benefits payables
| Additions in the | Reductions in the | ||
|---|---|---|---|
| Opening balance | current period | current period | Closing balance |
| 214,850,180.36 | 857,178,835.29 | 860,323,073.22 | 211,705,942.43 |
| 4,885,988.44 | 41,985,109.01 | 40,523,765.52 | 6,347,331.93 |
| 1,956,760.93 | 83,696,541.60 | 84,884,582.00 | 768,720.53 |
| 137,904.85 | 17,908,135.84 | 17,810,220.58 | 235,820.11 |
| 1,778,148.96 | 7,201,916.02 | 6,341,495.38 | 2,638,569.60 |
| 53,701.02 | 1,073,743.40 | 1,019,418.01 | 108,026.41 |
| 223,662,684.56 | 1,009,044,281.16 | 1,010,902,554.71 | 221,804,411.01 |
Particulars of employee benefits payables:
(1) There were no defaulted payables included in employee benefits payables.
(2) Arrangements in respect of expected payout time and amount for employee benefits: calculated in the current month and paid in the following month.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
24. Taxes payable
| Tax item | Closing balance | Opening balance |
|---|---|---|
| Value-added tax | (102,945,203.44) | (87,895,577.02) |
| Business tax | 95,147.87 | 401,621.41 |
| Enterprise income tax | 2,176,617.97 | 2,021,491.04 |
| Individual income tax | 4,503,384.70 | 2,237,608.84 |
| City maintenance and construction tax | 5,612,930.01 | 4,218,708.41 |
| Real estate tax | 4,853,960.87 | 8,637,222.75 |
| Land use tax | 2,752,026.68 | 4,443,808.55 |
| Education surcharges | 3,484,304.44 | 2,844,675.81 |
| Urban area embankment maintenance fee | 2,575,980.94 | 2,194,774.55 |
| Other | 45,359,362.02 | 11,900,847.30 |
| Total | (31,531,487.94) | (48,994,818.36) |
| nterests payable | ||
| Item | Closing balance | Opening balance |
| Interests payable for short-term borrowings | 202,930.49 | |
| Total | 0.00 | 202,930.49 |
| ividends payable | ||
| Name | Closing balance | Opening balance |
| Yingleng (Group) Co., Ltd. | 2,067.02 | 2,067.02 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
27. Other payables
(1) Ageing analysis of other payables
| Ageing | Closing balance | Opening balance |
|---|---|---|
| Within one year | 1,530,511,451.55 | 1,336,620,886.45 |
| Over one year | 251,884,143.23 | 244,673,606.36 |
| Total | 1,782,395,594.78 | 1,581,294,492.81 |
- (2) As at 30 June 2013, there was no amount due to shareholders holding 5% (including 5%) or more of the voting shares of the Company in the balance of other payables. As at 31 December 2012, there was no amount due to shareholders holding 5% (including 5%) or more of the voting shares of the Company in the balance of other payables.
- (3) Please see note 6 for details of amount due to related parties in the balance of other payables as at the end of the period.
- (4) Particulars of significant other payables with age of over one year
| Name | Amount | Reasons for being outstanding |
Remark |
|---|---|---|---|
| Tianjin Taijin Yunye Company Limited ("Tianjin Taijin") |
65,000,000.00 | Current account | Specific third party Company amount |
| Zhuhai Longjia | 28,316,425.03 | Current account | Specific third party Company amount |
| Zhuhai Defa | 21,400,000.00 | Current account | Specific third party Company amount |
| Jiangxi Greencool | 13,000,000.00 | Current account | Greencool Companies |
28. Other current liabilities
| Item | Closing balance | Opening balance | Reasons for the balance |
|---|---|---|---|
| Installation fees | 270,404,157.18 | 161,354,404.01 | Installation fee provided for but not yet paid in relation to goods sold |
| Sales discounts | 317,997,498.22 | 255,481,161.65 | Incurred but not yet settled |
| Transportation fees | 22,941,447.27 | 2,907,099.51 | Incurred but not yet settled |
| Audit fees | 3,615,986.18 | 3,392,034.86 | Annual audit fee |
| Marketing fees | 56,734,533.89 | 47,851,709.13 | Incurred but not yet settled |
| Amounts payable | 40,930,430.61 | 23,177,516.32 | Incurred but not yet settled |
| Other | 67,262,365.09 | 72,242,870.44 | Incurred but not yet settled |
| Total | 779,886,418.44 | 566,406,795.92 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
29. Provisions
| Item | Opening balance | Additions in the current year |
Reductions in the current year |
Closing balance |
|---|---|---|---|---|
| Pending litigation | 4,664,309.56 | 789,552.07 | 5,453,861.63 | |
| Provision for warranties* | 307,198,172.98 | 800,819.92 | 307,998,992.90 | |
| Total | 311,862,482.54 | 1,590,371.99 | 0.00 | 313,452,854.53 |
* Provision for warranties represented the estimated product quality guarantee fund. During the warranty period, the Company will offer a free warranty service to the customers concerned. According to the industry's experience and past data, the warranty costs were calculated and provided based on the remaining years of offered warranty and the average repair fee per unit.
30. Other non-current liabilities
| Item | Closing balance | Opening balance |
|---|---|---|
| Deferred income | 54,785,214.26 | 56,872,390.49 |
| Total | 54,785,214.26 | 56,872,390.49 |
| Particulars of deferred income are as follows: | ||
| Item | Closing balance | Opening balance |
| State debenture projects for technical advancement and industry upgrade |
21,450,000.00 | 21,450,000.00 |
| Production technology reform project for energy-saving household SBS large-size refrigerator |
2,150,000.00 | 2,375,000.00 |
| Acceptance of equipment donation from the United Nations in December 2006 |
1,769,286.44 | 2,022,041.66 |
| Other | 29,415,927.82 | 31,025,348.83 |
Total 54,785,214.26 56,872,390.49
For particulars of other non-current liabilities, please see note 5.41 for details.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
31. Share capital
Current Reporting period
| Additions in the |
Reductions in the |
|||
|---|---|---|---|---|
| Categories of shares | Opening balance | current period | current period | Closing balance |
| Shares with restriction of trading Including: State-owned legal |
612,316,909.00 | 612,316,909.00 | 0.00 | |
| person shares | 612,316,909.00 | 612,316,909.00 | 0.00 | |
| Shares without restriction | ||||
| of trading | 741,737,841.00 | 612,316,909.00 | 1,354,054,750.00 | |
| Including: RMB Ordinary shares | 282,148,033.00 | 612,316,909.00 | 894,464,942.00 | |
| Foreign shares listed out of PRC | 459,589,808.00 | 459,589,808.00 | ||
| Total number of shares | 1,354,054,750.00 | 612,316,909.00 | 612,316,909.00 | 1,354,054,750.00 |
2012
| Additions in the |
Reductions in the |
|||
|---|---|---|---|---|
| Categories of shares | Opening balance | current period | current period | Closing balance |
| Shares with restriction of trading Including: State-owned |
612,316,909.00 | 612,316,909.00 | ||
| legal person shares | 612,316,909.00 | 612,316,909.00 | ||
| Shares without restriction | ||||
| of trading | 741,737,841.00 | 741,737,841.00 | ||
| Including: RMB Ordinary shares | 282,148,033.00 | 282,148,033.00 | ||
| Foreign shares listed out of PRC | 459,589,808.00 | 459,589,808.00 | ||
| Total number of shares | 1,354,054,750.00 | 1,354,054,750.00 |
32. Capital reserve
(1) Changes in capital reserve
Current Reporting period
| Additions in the |
Reductions in the |
|||
|---|---|---|---|---|
| Item | Opening balance | current period | current period | Closing balance |
| Share premium | 1,968,114,175.93 | 1,968,114,175.93 | ||
| Other capital reserve | 133,536,211.03 | 1,965,244.26 | 4,375,731.06 | 131,125,724.23 |
| Total | 2,101,650,386.96 | 1,965,244.26 | 4,375,731.06 | 2,099,239,900.16 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
32. Capital reserve — Continued
(1) Changes in capital reserve — Continued
2012
| Item | Opening balance | Additions in the current period |
Reductions in the current period |
Closing balance |
|---|---|---|---|---|
| Share premium | 1,968,114,175.93 | 1,968,114,175.93 | ||
| Other capital reserve | 128,814,882.33 | 4,721,328.70 | 133,536,211.03 | |
| Total | 2,096,929,058.26 | 4,721,328.70 | 2,101,650,386.96 |
(2) Particulars of capital reserve:
Additions in the current period represented the transfer of equity incentive of RMB1,965,244.26 into the capital reserve; and the reductions in the current period represented change in other equity of Huayi Compressor.
33. Surplus reserve
Current Reporting Period
| Additions in the |
Reductions in the |
|||
|---|---|---|---|---|
| Item | Opening balance | current period | current period | Closing balance |
| Statutory surplus reserve | 145,189,526.48 | 145,189,526.48 | ||
| Total | 145,189,526.48 | 145,189,526.48 | ||
| 2012 |
| Item | Opening balance | Additions in the current period |
Reductions in the current period |
Closing balance |
|---|---|---|---|---|
| Statutory surplus reserve | 145,189,526.48 | 145,189,526.48 | ||
| Total | 145,189,526.48 | 145,189,526.48 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
34. Undistributed profits
Current Reporting Period
| Item | Ratio for appropriation or distribution |
Amount for current period |
Amount for previous period |
|---|---|---|---|
| Undistributed profits at the end of previous period Add: Adjustment of undistributed profits at the beginning of the year |
(2,099,392,002.85) | (2,817,156,683.25) | |
| Undistributed profits at the beginning of the | |||
| period | (2,099,392,002.85) | (2,817,156,683.25) | |
| Add: Net profits for the period attributable to the | |||
| shareholders of Company | 706,812,577.45 | 379,870,618.69 | |
| Less: Appropriation of statutory surplus reserve Ordinary shares dividends payable |
|||
| Undistributed profits at the end of the period | (1,392,579,425.40) | (2,437,286,064.56) |
2012
| Item | Ratio for appropriation or distribution |
Amount for current period |
Amount for previous period |
|---|---|---|---|
| Undistributed profits at the end of previous period Add: Adjustment of undistributed profits at the beginning of the year |
(2,817,156,683.25) | (3,044,171,810.12) | |
| Undistributed profits at the beginning of the period |
(2,817,156,683.25) | (3,044,171,810.12) | |
| Add: Net profits for the period attributable to the shareholders of Company |
717,764,680.40 | 227,015,126.87 | |
| Less: Appropriation of statutory surplus reserve Ordinary shares dividends payable |
|||
| Undistributed profits at the end of the period | (2,099,392,002.85) | (2,817,156,683.25) |
35. Operating revenue and operating costs
(1) Operating revenue and operating costs
| Item | Amount for current period |
Amount for previous period |
|---|---|---|
| Revenue from principal operations | 11,790,015,569.98 | 9,046,697,029.94 |
| Revenue from other operations | 1,202,854,454.50 | 921,029,736.99 |
| Total operating revenue | 12,992,870,024.48 | 9,967,726,766.93 |
| Costs of principal operations | 9,138,714,099.92 | 7,148,843,737.01 |
| Costs of other operations | 1,111,510,807.63 | 833,282,758.51 |
| Total operating costs | 10,250,224,907.55 | 7,982,126,495.52 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
35. Operating revenue and operating costs — Continued
(2) Principal operations (by products)
| Operating revenue | Operating costs | Operating revenue | Operating costs |
|---|---|---|---|
| 5,310,974,333.09 | 4,054,569,852.70 | 4,266,279,741.67 | 3,302,001,862.92 |
| 5,056,633,164.27 | 3,976,436,047.29 | 3,756,832,970.87 | 3,040,154,370.30 |
| 1,422,408,072.62 | 1,107,708,199.93 | 1,023,584,317.40 | 806,687,503.79 |
| 11,790,015,569.98 | 9,138,714,099.92 | 9,046,697,029.94 | 7,148,843,737.01 |
| Amount for current period | Amount for previous period |
(3) Principal operations (by regions)
| Amount for current period | Amount for previous period | |||
|---|---|---|---|---|
| Region | Operating revenue | Operating costs | Operating revenue | Operating costs |
| Domestic | 8,226,727,331.31 | 5,937,393,787.53 | 5,893,113,321.84 | 4,308,427,288.57 |
| Overseas | 3,563,288,238.67 | 3,201,320,312.39 | 3,153,583,708.10 | 2,840,416,448.44 |
| Total | 11,790,015,569.98 | 9,138,714,099.92 | 9,046,697,029.94 | 7,148,843,737.01 |
(4) Operating revenue from the top five customers
| No. | Amount for current period |
Percentage of the total revenue from principal operations of the Company (%) |
|---|---|---|
| Top 1 | 1,288,897,651.89 | 9.92 |
| Top 2 | 980,982,691.60 | 7.55 |
| Top 3 | 744,963,867.04 | 5.73 |
| Top 4 | 639,518,665.79 | 4.92 |
| Top 5 | 347,526,943.77 | 2.67 |
| Total | 4,001,889,820.09 | 30.79 |
| No. | Amount for current period |
Percentage of the total revenue from principal operations of the Company (%) |
| Top 1 | 973,453,229.23 | 9.77 |
| Top 2 | 704,011,621.02 | 7.06 |
| Top 3 | 463,777,359.60 | 4.65 |
| Top 4 | 162,132,376.25 | 1.63 |
| Top 5 | 153,848,824.51 | 1.54 |
| Total | 2,457,223,410.61 | 24.65 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
36. Business tax and surcharges
| Item | Basis of calculation | Amount for current period |
Amount for previous period |
|---|---|---|---|
| Business tax | 5% | 498,946.07 | 1,023,224.62 |
| City maintenance and construction tax | 1%-7% | 30,241,525.26 | 17,533,937.50 |
| Education surcharges | 3% | 18,845,510.88 | 13,830,387.60 |
| Total | 49,585,982.21 | 32,387,549.72 |
37. Financial expenses
| Item | Amount for current period |
Amount for previous period |
|---|---|---|
| Interest expenses* | 326,455.49 | 19,474,229.65 |
| Less: Interest incomes | 1,437,999.50 | 1,420,787.63 |
| Loss on foreign exchange | 35,447,916.96 | 805,245.62 |
| Other | (21,723,716.73) | 6,439,344.65 |
| Total | 12,612,656.22 | 25,298,032.29 |
* Interest expenses for 2012 and 2011 were interests on bank borrowings wholly repayable within five years.
38. Asset impairment losses
| Item | Amount for current period |
Amount for previous period |
|---|---|---|
| 1. Bad debt loss | (5,491,268.60) | 8,424,102.39 |
| 2. Decline in value of inventories | 9,084,685.95 | (5,079,462.28) |
| 3. Impairment loss on fixed assets | 3,094,945.14 | 0.00 |
| Total | 6,688,362.49 | 3,344,640.11 |
39. Gain arising from changes in fair value
| Sources of gain | Amount for current period |
Amount for previous period |
|---|---|---|
| Financial assets held-for-trading Including: Gain from changes in fair value of derivative financial |
35,744,498.44 | (20,729,077.30) |
| instruments | 35,744,498.44 | (20,729,077.30) |
| Held-for-trading financial liabilities | 164,231.22 | 6,636,121.77 |
| Total | 35,908,729.66 | (14,092,955.53) |
Particulars of gain arising from changes in fair value:
This mainly represented undue foreign exchange forward contracts entered into by the Company with banks for the Reporting period. The amount is calculated based on the difference between the quotation of the undue foreign exchange contracts and the future foreign exchange rate as at 30 June 2013.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
40. Investment income
(1) Summary of investment income
| Item | Amount for current period |
Amount for previous period |
|---|---|---|
| Income from long-term equity investment — the cost method | 4,750,000.00 | 3,800,000.00 |
| Income from long-term equity investment — the equity method |
119,561,283.99 | 76,114,854.35 |
| Income from disposal of long-term equity investment* | 23,335,449.55 | — |
| Income from disposal of financial assets held-for-trading | 6,409,296.93 | 20,192,179.11 |
| Total | 154,056,030.47 | 100,107,033.46 |
* Investment income from disposal of long-term equity investment for the period represented dilution of the Company's shareholding caused by the seasoned offering of Huayi Compressor, a subsidiary.
(2) Income from long-term equity investment — the cost method
| Investee | Amount for current period |
Amount for previous period |
|---|---|---|
| Hisense International Marketing | 4,750,000.00 | 3,800,000.00 |
| Total | 4,750,000.00 | 3,800,000.00 |
(3) Income from long-term equity investment — the equity method:
| Amount for | Amount for | |
|---|---|---|
| Investee | current period | previous period |
| Huayi Compressor | 3,776,668.68 | 2,154,188.99 |
| Hisense Whirlpool | (6,247,656.28) | 2,935,819.51 |
| Attend | 53,125.03 | 50,887.51 |
| Hisense Hitachi | 121,979,146.56 | 70,973,958.34 |
| Total | 119,561,283.99 | 76,114,854.35 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
41. Non-operating income and non-operating expenses
Non-operating income
| Item | Amount for current period |
Amount for previous period |
|---|---|---|
| Total gain from disposal of non-current assets | 932,494.93 | 1,866,042.65 |
| Including: Gain from disposal of fixed assets | 932,494.93 | 1,866,042.65 |
| Government grants | 9,955,361.60 | 6,924,917.27 |
| Other | 3,091,649.39 | 2,797,494.95 |
| Total | 13,979,505.92 | 11,588,454.87 |
Details of government grants during the year are as follows:
| Item | Amount for current period |
Amount for previous period |
|---|---|---|
| 1. Government grants related to assets |
||
| Production technology reform project for energy-saving household SBS large-size refrigerator*1 Acceptance of equipment donation from the United Nations in |
(225,000.00) | (225,000.00) |
| December 2006*2 | (252,755.22) | (252,755.22) |
| Government grants related to other assets | (1,609,421.01) | 1,213,920.00 |
| Subtotal | (2,087,176.23) | 736,164.78 |
| 2. Government grants related to income |
||
| Production technology reform project for energy-saving household SBS large-size refrigerator Acceptance of equipment donation from the United Nations in |
225,000.00 | 252,755.22 |
| December 2006 | 252,755.22 | 252,755.22 |
| Other government grants | 9,477,606.38 | 6,419,406.83 |
| Subtotal | 9,955,361.60 | 6,924,917.27 |
| Total | 7,868,185.37 | 7,661,082.05 |
*1 The government grants represented the project award of RMB3,000,000.00 granted to the subsidiary of the Company Guangdong Refrigerator by the Financial Bureau of Foshan, Shunde under "Circulating the Circular of Guangdong Provincial Support for Technology Renovation Tender Projects and Supplementary Projects in 2007" (Fo Jing Mao [2007] No. 391), and the project award of RMB1,500,000.00 granted to the subsidiary of the Company Guangdong Refrigerator by the Economic and Trade Bureau of Foshan, Shunde under "Reply by the Office of the People's Government of Shunde, Foshan on Consenting to Grant Regional Subsidy for Science and Technology Outlay to Enterprises Including Guangdong Xinbao Electrical Appliances Holdings Co., Ltd. in 2007" (Shun Fu Ban Han [2008] No. 114). The project was commenced from October 2007 and ended in October 2009. In April and May 2008, Guangdong Refrigerator has recognized deferred income after receiving the project government grants of RMB3,000,000.00 and RMB1,500,000.00 respectively from the Company, and the amounts received were accounted for in the books of Guangdong Refrigerator as non-operating income over a period of 10 years. In 2008, Guangdong Refrigerator has recognized income in the amount of RMB325,000.00. In 2009, income in the amount of RMB450,000.00 was recognized. In 2010, income in the amount of RMB450,000.00 was recognized. In 2011, income in the amount of RMB450,000.00 was recognized. In 2012, income in the amount of RMB450,000.00 was recognized. In January to June 2013, income in the amount of RMB225,000.00 was recognized, and the remaining amount of RMB2,150,000.00 was recognized as deferred income.
*2 The amount represented equipment donated made by United Nations Industrial Development Organization on 11 May 2005 to Beijing Refrigerator pursuant to Montreal Protocol. The amount has been recognized by the Company as deferred income and recognized as non-operating income over a period of 10 years. As at 30 June 2013, the balance of RMB1,769,286.44 was pending to be recognized as deferred income.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
41. Non-operating income and non-operating expenses — Continued
Non-operating expenses
| Amount for current period |
Amount for previous period |
|---|---|
| 1,436,232.09 | 1,985,884.72 |
| 1,436,232.09 | 1,985,884.72 |
| 3,022,123.95 | 2,724,866.86 |
| 4,458,356.04 | 4,710,751.58 |
42. Income tax expenses
| Item | Amount for current period |
Amount for previous period |
|---|---|---|
| Current income tax | 18,746,060.17 | 6,650,269.20 |
| Including: PRC enterprise income tax Hong Kong profit tax |
18,746,060.17 | 6,650,269.20 |
| Deferred tax expenses | 1,149,237.03 | (1,029,081.21) |
| Total | 19,895,297.20 | 5,621,187.99 |
43. Calculation of basic and diluted earnings per share
| Item | Amount for current period |
Amount for previous period |
|
|---|---|---|---|
| Net profits attributable to ordinary shareholders of the | |||
| Company of the reporting period Non-recurring item attributable to ordinary shareholders of the Company of the reporting |
P1 | 706,812,577.45 | 379,870,618.69 |
| period | F | 30,048,947.99 | 5,240,684.73 |
| Net profits after non-recurring item attributable to ordinary shareholders of the Company of the |
|||
| reporting period Effect of dilutive events on net profits attributable to |
P2=P1-F | 676,763,629.46 | 374,629,933.96 |
| ordinary shareholders of the Company | P3 | ||
| Effect of dilutive events on net profits after non recurring item attributable to ordinary shareholders |
|||
| of the Company | P4 | ||
| Weighted average number of ordinary shares Add: Additional weighted average number of ordinary shares assuming conversion of all dilutive |
S | 1,354,054,750.00 | 1,354,054,750.00 |
| potential ordinary shares to ordinary shares Weighted average number of ordinary shares in the |
X1 | ||
| calculation of diluted earnings per share Basic earnings per share attributable to ordinary |
X2=S+X1 | 1,354,054,750.00 | 1,354,054,750.00 |
| shareholders of the Company | Y1=P1/S | 0.5220 | 0.2805 |
| Basic earnings per share attributable to ordinary shareholders of the Company after non-recurring |
|||
| items | Y2=P2/S | 0.4998 | 0.2767 |
| Diluted earnings per share attributable to ordinary | |||
| shareholders of the Company | Y3=(P1+P3)/X2 | 0.5220 | 0.2805 |
| Diluted earnings per share attributable to ordinary shareholders of the Company after non-recurring |
|||
| items | Y4=(P2+P4)/X2 | 0.4998 | 0.2767 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
44. Other comprehensive incomes
| Amount for previous period |
Amount for current period |
Item | |
|---|---|---|---|
| 0.00 | (76,932.92) | Recognition of share of other comprehensive incomes of the investee based on equity method Less: Income tax effect arising from recognition of share of other |
1. |
| — | 4,298,798.14 | comprehensive incomes of the investee based on equity method |
|
| Add: Net amount accounted for as other comprehensive incomes in the previous period and transferred to profit and loss in the current period |
|||
| 0.00 | (4,375,731.06) | Subtotal | |
| (104,803.89) | (43,809.30) | Difference on translation of foreign currency financial statements Less: Net amount transferred to gain/(loss) upon disposal of foreign operations in the current period |
2. |
| (104,803.89) | (43,809.30) | Subtotal | |
| Other Less: Income tax effect arising from other items under other comprehensive income Net amount of other items under other comprehensive income of previous period transferred in the current period |
3. | ||
| Subtotal | |||
| (104,803.89) | (4,419,540.36) | Total |
45. Notes to cash flows statement
(1) Cash received relating to other operating activities
| Item | Amount for current period |
Amount for previous period |
|---|---|---|
| Interest incomes | 1,437,999.50 | 1,420,787.63 |
| Government grants | 7,868,185.37 | 7,661,082.05 |
| Other | 498,919,362.51 | 105,716,248.44 |
| Total | 508,225,547.38 | 114,798,118.12 |
(2) Cash paid relating to other operating activities
| Item | Amount for current period |
Amount for previous period |
|---|---|---|
| Cash payments for general and administrative expenses | 186,051,564.93 | 143,446,171.48 |
| Cash payments for selling and distribution expenses | 639,068,655.13 | 586,127,194.29 |
| Bank charges | 3,221,788.47 | 5,715,263.01 |
| Other | 297,136,631.74 | 144,854,137.87 |
| Total | 1,125,478,640.27 | 880,142,766.65 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
46. Supplementary information on cash flows statement
(1) Supplementary information on cash flows statement
| Amount for | Amount for | |
|---|---|---|
| Supplementary information | current period | previous period |
| 1. R econciliation of net profit to cash flows from operating |
||
| activities: | ||
| Net profit | 745,126,902.33 | 401,841,967.56 |
| Add: Provision for assets impairment | 6,688,362.49 | 3,344,640.11 |
| Depreciation of fixed assets, depletion of oil and gas assets | ||
| and depreciation of productive biological assets | 167,246,496.36 | 171,643,998.82 |
| Amortization of intangible assets | 10,914,036.77 | 11,182,131.24 |
| Amortization of long-term prepaid expenses | 150,534.47 | 0.00 |
| Loss on disposals of fixed assets, intangible and other long | ||
| term assets (Gain denoted in "bracket") | 503,737.16 | 119,842.07 |
| Loss on scrapping of fixed assets | ||
| (Gain denoted in "bracket") | 0.00 | |
| Loss on change in fair value | ||
| (Gain denoted in "bracket") | (35,908,729.66) | 14,092,955.53 |
| Financial expenses (Gain denoted in "bracket") Investment loss (Gain denoted in "bracket") |
10,828,867.25 (154,056,030.47) |
19,474,229.65 (100,107,033.46) |
| Decrease in deferred tax assets | ||
| (Increase denoted in "bracket") | 1,149,237.03 | (1,029,081.21) |
| Increase in deferred tax liabilities (Decrease denoted in "bracket") |
0.00 | |
| Decrease in inventory (Increase denoted in "bracket") | (400,278,001.48) | (249,300,967.32) |
| Decrease in operating receivables | ||
| (Gain denoted in "bracket") | (2,681,556,220.91) | (1,823,477,446.70) |
| Increase in operating payables | ||
| (Decrease denoted in "bracket") | 2,408,381,843.75 | 1,583,759,726.89 |
| Others | ||
| Net cash flows from operating activities | 79,191,035.09 | 31,544,963.18 |
| 2. Significant investing and financing activities not involving |
||
| cash receipts and payment: | ||
| Liabilities converted into equity | ||
| Convertible company debentures due within one year | ||
| Fixed assets under finance leases | ||
| 3. N et movement in cash and cash equivalents: |
||
| Cash at the end of the period | 479,633,849.73 | 460,026,006.66 |
| Less: Cash at the beginning of the period | 513,661,376.53 | 396,814,919.98 |
| Add: Cash equivalents at the end of the period | ||
| Less: Cash equivalents at the beginning of the period | ||
| Net increase in cash and cash equivalents | (34,027,526.80) | 63,211,086.68 |
(2) Information on disposal of subsidiaries and other operating units during the reporting period
Nil.
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
46. Supplementary information on cash flows statement — Continued
(3) Details of cash and cash equivalents
| Item | Closing balance | Opening balance | |
|---|---|---|---|
| 1. | Cash | ||
| Including: Cash on hand | 5,161.83 | 6,911.06 | |
| Bank deposit that are readily available for payment | 479,628,687.90 | 513,654,465.47 | |
| Other cash that are readily available for payment | |||
| 2. | Cash equivalents | ||
| Including: Bond investments due within three months | |||
| 3. | Cash and cash equivalents as at the end of the period | 479,633,849.73 | 513,661,376.53 |
47. Net current assets
| Item | Closing balance | Opening balance |
|---|---|---|
| Current assets (Consolidated) | 9,014,234,860.13 | 5,930,166,101.14 |
| Less: Current liabilities (Consolidated) | 9,516,397,759.16 | 6,958,391,755.74 |
| Net current Assets (Consolidated) | (502,162,899.03) | (1,028,225,654.60) |
| Current assets (the Company) | 6,785,532,249.21 | 4,730,456,072.49 |
| Less: Current liabilities (the Company) | 7,597,492,051.01 | 5,672,829,625.08 |
| Net current assets (the Company) | (811,959,801.80) | (942,373,552.59) |
48. Total assets less current liabilities
| Item | Closing balance | Opening balance |
|---|---|---|
| Total assets (Consolidated) | 12,494,040,247.44 | 9,200,334,640.73 |
| Less: Current liabilities (Consolidated) | 9,516,397,759.16 | 6,958,391,755.74 |
| Total assets less current liabilities (Consolidated) | 2,977,642,488.28 | 2,241,942,884.99 |
| Total assets (the Company) | 10,559,291,042.42 | 8,278,917,143.79 |
| Less: current liabilities (the Company) | 7,597,492,051.01 | 5,672,829,625.08 |
| Total assets less current liabilities (the Company) | 2,961,798,991.41 | 2,606,087,518.71 |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
49. Segment information
The Group manages its business by divisions which are organized by a mixture of both business lines and geographical locations. For the purpose of resource allocation and performance assessment, the management manages the operating results of each business segment separately, and the segment results are assessed based on the profits of the reporting segments.
(1) Segment profit or loss and assets and liabilities
| Total | Inter-segment elimination |
Others | Air-conditioners | Refrigerators | Amount for current period | |
|---|---|---|---|---|---|---|
| 11,790,015,569.98 | 1,422,408,072.62 | 5,056,633,164.27 | 5,310,974,333.09 | Revenue from external sales | 1. | |
| — | (418,300,423.53) | 418,300,423.53 | Revenue from Inter-segment | 2. | ||
| Gain from investment in associates and jointly |
3. | |||||
| 119,561,283.99 | 53,125.03 | 121,979,146.56 | (2,470,987.60) | controlled entities | ||
| 178,160,533.13 | 41,390,385.48 | 51,701,398.96 | 85,068,748.69 | Depreciation and amortization | 4. | |
| 35,908,729.66 | 2,124,342.00 | 17,229,470.87 | 16,554,916.79 | Gain from changes in fair value | 5. | |
| 6,688,362.49 | 4,242,434.97 | (9,510,584.38) | 11,956,511.90 | Impairment losses on assets | 6. | |
| 765,022,199.54 | (27,233,524.73) | 170,302,847.72 | 307,783,454.94 | 314,169,421.61 | Total profit (Total loss) | 7. |
| 19,895,297.20 | 0.00 | 2,827,255.71 | 2,892,139.46 | 14,175,902.03 | Income tax expenses | 8. |
| Net profit (net loss) | 9. | |||||
| 745,126,902.34 | (27,233,524.73) | 167,475,592.01 | 304,891,315.48 | 299,993,519.58 | (including minority interests) | |
| 12,494,040,247.45 | (9,334,685,900.92) | 4,155,705,343.07 | 7,865,318,736.17 | 9,807,702,069.13 | Total assets | 10. |
| 9,884,635,827.94 | (6,076,238,814.64) | 3,043,524,454.00 | 6,271,972,667.65 | 6,645,377,520.93 | Total liabilities | 11. |
| Additions to other non-current assets other than long-term |
12. | |||||
| 144,615,845.24 | — | (153,211.74) | (9,421,775.75) | 154,190,832.73 | equity investments |
Continued from above table
| Amount for last period | Refrigerators | Air-conditioners | Others | Inter-segment elimination |
Total | |
|---|---|---|---|---|---|---|
| 1. | Revenue from external sales | 4,266,279,741.67 | 3,756,832,970.87 | 1,023,584,317.40 | — | 9,046,697,029.94 |
| 2. | Revenue from inter-segment | 0 | 0 | 297,586,244.28 | (297,586,244.28) | — |
| 3. | Gain from investment in associates and jointly |
|||||
| controlled entities | 5,090,008.50 | 70,973,958.34 | 50,887.51 | 0 | 76,114,854.35 | |
| 4. | Depreciation and amortization | 86,810,799.69 | 60,015,847.27 | 35,999,483.10 | 0 | 182,826,130.06 |
| 5. | Gain from changes in fair value | 0.00 | 0.00 | (14,092,955.53) | 0 | (14,092,955.53) |
| 6. | Impairment losses on assets | 1,278,358.84 | (2,494,454.87) | 4,560,736.13 | 0 | 3,344,640.10 |
| 7. | Total profit (Total loss) | 212,840,495.81 | 139,639,464.49 | 79,199,810.15 | (24,216,614.91) | 407,463,155.54 |
| 8. | Income tax expenses | 0.00 | 0.00 | 5,621,187.99 | 0.00 | 5,621,187.99 |
| 9. | Net profit (net loss) (including | |||||
| minority interests) | 212,840,495.81 | 139,639,464.49 | 73,578,622.16 | (24,216,614.90) | 401,841,967.56 | |
| 10. | Total assets | 9,806,768,033.17 | 6,280,156,296.35 | 4,185,809,253.34 | (10,483,875,978.47) | 9,788,857,604.39 |
| 11. | Total liabilities | 7,136,336,152.06 | 5,201,670,930.50 | 3,254,649,945.87 | (7,366,909,363.55) | 8,225,747,664.88 |
| 12. | Additions to other non-current assets other than long-term |
|||||
| equity investments | 29,748,556.73 | (29,324,433.16) | (40,285,239.62) | — | (39,861,116.05) | |
Half year of 2013
5. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — Continued
49. Segment information — Continued
(2) Geographic Information
| Item | Amount for current period |
Amount for last period |
|---|---|---|
| Revenue from external customers — Mainland | 8,226,727,331.31 | 5,893,113,321.84 |
| Revenues from external customers — Overseas | 3,563,288,238.67 | 3,153,583,708.10 |
| Total | 11,790,015,569.98 | 9,046,697,029.94 |
| Non-current assets — Mainland | 3,070,002,608.89 | 2,853,489,324.27 |
| Non-current assets — Overseas | 409,802,778.42 | 416,679,215.32 |
| Total | 3,479,805,387.31 | 3,270,168,539.59 |
The Company is mainly operated in Mainland China, where the majority of non-current assets are located, Therefore the further detailed regional information is unnecessarily to be reported.
Half year of 2013
6. Related parties and related pARTY transactions
1. Particulars of the parent company (Unit: RMB'0000)
| Name of parent company |
Relationship | Category of enterprise |
Registration Address |
Legal representative |
Business nature |
|---|---|---|---|---|---|
| Qingdao Hisense Air-conditioning |
Controlling shareholder |
Foreign-sino joint venture |
Qingdao | Tang Ye Guo | Manufacture of air-conditioners, moulds and provision of after sale services |
| Hisense Group | Ultimate holding shareholder |
State wholly-owned Qingdao | Zhou Hou Jian | Entrusted operation of state owned assets; manufacture and sales of household appliances, communication products and |
services
Continued from above table
| Name of parent company |
Registered capital |
Equity interest (%) | Voting rights (%) | Ultimate Holding Company |
Organization code |
|---|---|---|---|---|---|
| Qingdao Hisense Air conditioning |
67,479 | 45.22% | 45.22% | State-owned Assets Supervision and Administration Commission of Qingdao Municipal |
61430651-4 |
| Hisense Group | 80,617 | State-owned Assets Supervision and Administration Commission of Qingdao Municipal |
16357877-1 |
- For information on the subsidiaries, associates and joint ventures of the Company, please see note 4, note 5(9) and note 5(10).
3. Greencool Companies
| Name of related parties of Greencool Companies | Relationship with the Company | ||
|---|---|---|---|
| Guangdong Greencool | Former controlling shareholder of the Company |
||
| Shenzhen Greencool Environmental | Related party of Guangdong Greencool | ||
| Shenzhen Greencool Technology | Related party of Guangdong Greencool | ||
| Greencool Procurement (Shenzhen) Co., Ltd. | Related party of Guangdong Greencool | ||
| ("Greencool Procurement") | |||
| Hainan Greencool | Related party of Guangdong Greencool | ||
| Jiangxi Greencool Electrical Appliance Co., Ltd. ("Jiangxi Greencool") |
Related party of Guangdong Greencool |
Half year of 2013
6. Related parties and related pARTY transactions — Continued
4. Other related parties of the Company
| Other related parties | ||
|---|---|---|
| Relationship with | ||
| Name of other related parties | the Company | Institution code |
| Hisense Finance Co., Ltd. ("Hisense Finance") | Subsidiary of ultimate holding company |
71788291x |
| Qingdao Hisense Electric Co., Ltd. | Subsidiary of ultimate | 26462882-x |
| ("Hisense Electrical Appliances") | holding company | |
| Shunde Yunlong Consultancy Service Limited | Minority shareholder of | |
| ("Shunde Yunlong Consultancy") | Huaao Electronics | |
| Beijing Xuehua Group Company Limited | Minority shareholder of | |
| ("Xuehua Group") | Beijing Refrigerator | |
| Beijing Embraco Snowflake compressor Co., Ltd. | Subsidiary of Xuehua Group | |
| ("Embraco") | ||
| Hisense International (HK) Co., Ltd. | Subsidiary of ultimate | |
| ("Hisense Hong Kong") | holding company |
5. The Greencool Companies had a series of transactions or unusual cash flows through the following "Specific Third Party Companies"
| Name of related party | Relationship with the Company | ||
|---|---|---|---|
| Jiangxi Kesheng | Specific Third Party Company | ||
| Jinan San Ai Fu | Specific Third Party Company | ||
| Tianjin Xiangrun | Specific Third Party Company | ||
| Tianjin Lixin | Specific Third Party Company | ||
| Jiangxi Keda | Specific Third Party Company | ||
| Hefei Weixi | Specific Third Party Company | ||
| Zhuhai Longjia | Specific Third Party Company | ||
| Zhuhai Defa | Specific Third Party Company | ||
| Wuhan Changrong | Specific Third Party Company | ||
| Tianjin Taijin | Specific Third Party Company | ||
| Deheng Solicitors | Specific Third Party Company | ||
| Shangqiu Bingxiong | Specific Third Party Company | ||
| Finance Bureau of Yangzhou Economic Development Zone | Specific Third Party Company |
Half year of 2013
6. Related parties and related pARTY transactions — Continued
(6) Related party transactions
(1) Purchase of goods/receipt of services
| Amount for current period | Amount for previous period | |||||
|---|---|---|---|---|---|---|
| Related party | Particulars of related parties transactions |
Pricing and decision-making procedures of related parties transactions |
Amount | Percentage to similar transaction (%) |
Amount | Percentage to similar transaction (%) |
| Hisense Electrical Appliances and its subsidiaries Hisense Whirlpool |
Purchase of finished goods Purchase of |
Agreed price Agreed price |
4,273.50 | 0.00 | 70,450.42 | |
| finished goods | 169,344,107.94 | 1.65 | 209,985,170.21 | 2.63 | ||
| Subtotal of purchase of finished goods |
169,348,381.44 | 1.65 | 210,055,620.63 | 2.63 | ||
| Hisense Electrical Appliances and its subsidiaries |
Purchase of raw materials |
Agreed price | 8,581,592.25 | 0.08 | 8,828,237.97 | 0.11 |
| Hisense Group and its subsidiaries |
Purchase of raw materials |
Agreed price | 4,707,790.92 | 0.05 | 2,016,523.86 | 0.03 |
| Hisense Whirlpool | Purchase of raw materials |
Agreed price | 2,292,058.17 | 0.02 | 2,872,802.47 | 0.04 |
| Hisense Hitachi | Purchase of raw materials |
Agreed price | 7,580,088.26 | 0.07 | 2,916,803.97 | 0.04 |
| Huayi Compressor and its subsidiaries Embraco |
Purchase of raw materials Purchase of raw |
Agreed price Agreed price |
453,156,961.54 | 4.42 | 396,280,145.09 | 4.96 |
| materials | 26,545,013.68 | 0.26 | 13,529,918.80 | 0.17 | ||
| Subtotal of purchase of raw materials |
502,863,504.82 | 4.90 | 426,444,432.16 | 5.35 | ||
| Hisense Electrical Appliances and its subsidiaries |
Receipt of services |
Agreed price | 2,762,769.65 | 0.03 | 3,109,919.40 | 0.04 |
| Hisense Group and its subsidiaries |
Receipt of services |
Agreed price | 123,517,530.99 | 1.21 | 101,295,054.95 | 1.27 |
| Xuehua Group | Receipt of services |
Agreed price | 12,448,010.95 | 0.12 | 11,852,038.13 | 0.15 |
| Subtotal of receipt of services | 138,728,311.59 | 1.36 | 116,257,012.48 | 1.46 | ||
| Hisense Hong Kong | Purchase financing agency |
Agreed price | 84,138,891.32 | 0.82 | 48,924,559.05 | 0.61 |
| Subtotal of financing purchase | 84,138,891.32 | 0.82 | 48,924,559.05 | 0.61 | ||
| Hisense Electrical Appliances and its subsidiaries |
Purchase of fixed assets |
Agreed price | 2,683.76 | — | ||
| Hisense Group and its subsidiaries |
Purchase of fixed assets |
Agreed price | 143,005.00 | — | ||
| Subtotal of purchase of fixed assets |
145,688.76 | — |
Half year of 2013
6. Related parties and related pARTY transactions — Continued
(6) Related party transactions — Continued
(1) Purchase of goods/receipt of services — Continued
The Company and Hisense Group have entered into a business cooperation framework agreement on 6 December 2012. During the effective term of the agreement, the transaction with the Company being the purchaser and recipient of service and the related transactions was subject to a total cap (exclusive of tax) of RMB138,750,000.
The Company and Hisense Electrical Appliances have entered into a business cooperation framework agreement on 6 December 2012. During the effective term of the agreement, the transaction with the Company being the purchaser and recipient of service and the related transactions was subject to a total cap (exclusive of tax) of RMB50,570,000.
The Company and Hisense Whirlpool have entered into a business cooperation framework agreement 2 on 6 December 2012. During the effective term of the agreement, the transaction with the Company being the purchaser and recipient of service and the related transactions was subject to a total cap (exclusive of tax) of RMB868,560,000.
The Company and Huayi Compressor have entered into a Compressors Purchase Framework Agreement on 6 December 2012. During the effective term of the agreement, the transaction with the Company being the purchaser and the related transactions was subject to a total cap (exclusive of tax) of RMB1,180,000,000.
The Company and Hisense Hitachi have entered into a business cooperation framework agreement 1 on 6 December 2012. During the effective term of the agreement, the transaction with the Company being the purchaser and the related transactions was subject to a total cap (exclusive of tax) of RMB7,690,000.
The Company and Embraco have entered into Compressors Purchase Framework Agreement on 6 December 2012. During the effective term of the agreement, the transaction with the Company being the purchaser and the related transactions was subject to a total cap (exclusive of tax) of RMB106,840,000.
The Company and Xuehua Group have entered into a property services framework on 6 December 2012. During the effective term of the agreement, the transaction with the Company entrusting Xuehua Group to provide property service was subject to a total cap (exclusive of tax) of RMB32,000,000.
The Company and Hisense Hong Kong have entered into a purchase financing agency framework agreement on 6 December 2012. During the effective term of the agreement, the transaction in which the Company entrusts Hisense Hong Kong for purchase financing agency service was subject to a total cap (exclusive of tax) of US\$36,000,000.
The Company and Hisense International Marketing have entered into an export agency for white goods framework agreement on 6 December 2012. During the effective term of the agreement, the transaction in which the Company entrusts Hisense Marketing to provide agency services for export of white goods and related parts was subject to a total cap (exclusive of tax) of RMB280,000,000. The above agreements were considered and approved at the sixth interim meeting of the Company's eighth session of the board of directors in 2012 convened on 6 December 2012.
Half year of 2013
6. Related parties and related pARTY transactions — Continued
(6) Related party transactions — Continued
(2) Sale of goods/rendering of service
| Amount for current period | Amount for previous period | ||||||
|---|---|---|---|---|---|---|---|
| Pricing policies | Percentage | Percentage | |||||
| Particulars of | and procedures | to similar | to similar | ||||
| related parties | for decision | transaction | transaction | ||||
| Name of related party | transactions | making | Amount | (%) | Amount | (%) | |
| Hisense Group and its | Sale of finished | Agreed price | |||||
| subsidiaries | goods | 1,728,382,797.10 | 13.30 | 1,244,720,449.41 | 12.49 | ||
| Hisense Whirlpool | Sale of finished | Agreed price | |||||
| goods | 118,964.96 | 0.00 | — | — | |||
| Hisense Hitachi | Sale of finished | Agreed price | |||||
| goods | 25,377,120.10 | 0.20 | 26,796,830.82 | 0.27 | |||
| Subtotal of sales amount of | |||||||
| finished product | 1,753,878,882.16 | 13.50 | 1,271,517,280.23 | 12.76 | |||
| Hisense Electrical Appliances | Sale of raw | Agreed price | |||||
| and its subsidiaries | materials | 2,819,936.95 | 0.02 | 6,920.76 | — | ||
| Hisense Group and its | Sale of raw | Agreed price | |||||
| subsidiaries | materials | 5,165,884.71 | 0.04 | 26,483,602.86 | 0.27 | ||
| Hisense Whirlpool | Sale of raw | Agreed price | |||||
| materials | 5,854,478.13 | 0.05 | 15,666,123.08 | 0.16 | |||
| Hisense Hitachi | Sale of raw | Agreed price | |||||
| materials | 331,418.30 | 0.00 | 25,771.24 | — | |||
| Subtotal of sales amount of | |||||||
| raw materials | 14,171,718.09 | 0.11 | 42,182,417.94 | 0.42 | |||
| Hisense Electrical Appliances | Sale of mould | Market price | |||||
| and its subsidiaries | 40,106,837.61 | 0.31 | 27,826,536.17 | 0.28 | |||
| Hisense Group and its | Sale of mould | Market price | |||||
| subsidiaries | 86,002,677.14 | 0.66 | 74,117,573.22 | 0.74 | |||
| Hisense Whirlpool | Sale of mould | Market price | 5,037,705.98 | 0.04 | — | — | |
| Subtotal of sales amount of | |||||||
| moulds | 131,147,220.73 | 1.01 | 101,944,109.39 | 1.02 | |||
| Hisense Electrical Appliances and its subsidiaries |
Rendering of service |
Agreed price | — | — | 231,000.00 | — | |
| Hisense Group and its | Rendering of | Agreed price | |||||
| subsidiaries | service | 1,193,884.39 | 0.01 | 1,165,859.39 | 0.01 | ||
| Hisense Whirlpool | Rendering of | Agreed price | |||||
| service | 1,155,083.02 | 0.01 | |||||
| Attend | Rendering of | Agreed price | |||||
| service | 2,905.80 | 0.00 | 2,905.80 | — | |||
| Subtotal of rendering of | |||||||
| service | 2,351,873.21 | 0.02 | 1,399,765.19 | 0.01 |
Half year of 2013
6. Related parties and related pARTY transactions — Continued
(6) Related party transactions — Continued
(2) Sale of goods/rendering of service — Continued
The Company and Hisense Group have entered into a business cooperation framework agreement on 6 December 2012. During the effective period of the agreement, the transaction with the Company being the supplier and service provider was subject to an upper limit (exclusive of tax) of RMB3,197,400,000.
The Company and Hisense Electrical Appliances have entered into a business cooperation framework agreement on 6 December 2012. During the effective period of the agreement, the transaction with the Company being the supplier and service provider was subject to an upper limit (exclusive of tax) of RMB91,920,000.
The Company and Hisense Whirlpool have entered into a business cooperation framework agreement 2 on 6 December 2012. During the effective period of the agreement, the transaction with the Company being the supplier and service provider was subject to an upper limit (exclusive of tax) of 39,390,000.
The Company and Hisense Hitachi have entered into a business cooperation framework agreement 1 on 6 December 2012. During the effective period of the agreement, the transaction with the Company being the supplier and service provider was subject to an upper limit (exclusive of tax) of 118,600,000.
The above agreements were considered and approved at the sixth interim meeting of the Company's eighth session of the board of directors in 2012 convened on 6 December 2012.
(3) Particulars of related party guarantees
| Guarantor | Guaranteed party |
Amount (RMB'0000) |
Effective date of guarantee |
Expiry date of guarantee |
Nature of Guarantee |
Guarantee Completed |
|---|---|---|---|---|---|---|
| Hisense Group | The Company | 1,405.30 | 2012.12.31 | 2013.6.30 | Bank acceptance notes | No |
| Hisense Group | The Company | 2,355.89 | 2013.1.30 | 2013.7.26 | Bank acceptance notes | No |
| Hisense Group | The Company | 3,085.63 | 2013.3.21 | 2013.9.21 | Bank acceptance notes | No |
| Hisense Group | The Company | 56.48 | 2013.1.24 | 2013.7.24 | Commercial acceptance | No |
| Hisense Group | The Company | 924.51 | 2013.1.29 | 2013.7.29 | Bank acceptance notes | No |
| Hisense Group | The Company | 4,064.00 | 2013.4.25 | 2013.7.25 | Bank acceptance notes | No |
| Hisense Group | The Company | 3,094.40 | 2013.6.25 | 2013.9.25 | Bank acceptance notes | No |
| Hisense Group | The Company | 179.63 | 2013.6.25 | 2013.12.25 | Bank acceptance notes | No |
| Subtotal of bank acceptance |
||||||
| notes | 15,165.84 | |||||
| Hisense Group | Guangdong Refrigerator |
96.44 | 2013.5.24 | 2013.8.22 | Import letter of credit | No |
| Hisense Group | Rongsheng Plastic |
433.82 | 2013.4.12 | 2013.9.9 | Import letter of credit | No |
| Hisense Group | Shandong Refrigerator |
1,613.51 | 2013.4.25 | 2014.3.31 | Import letter of credit | No |
| Hisense Group | Shandong Refrigerator |
991.81 | 2013.4.25 | 2013.11.30 | Domestic letter of credit | No |
| Subtotal of commercial |
||||||
| acceptance | 3,135.58 | |||||
| Hisense Group | Guangdong Refrigerator |
192.83 | 2012.12.10 | 2013.12.12 | Trade finance | No |
| Subtotal of trade finance |
192.83 |
Half year of 2013
6. Related parties and related pARTY transactions — Continued
(6) Related party transactions — Continued
(3) Particulars of related party guarantees — Continued
Particulars of related party guarantee:
In February 2012, the Company and Hisense Group Finance have entered into Hai Xin Shou Xin Zi No. 037 Consolidated Credit Contract, pursuant to which, the Company might apply to Hisense Group Finance for the utilization of a maximum credit limit of RMB600,000,000 from 24 February 2012 to 21 March 2013. To ensure the settlement of the liabilities under the credit contract, Hisense Group and Hisense Group Finance have entered into a Maximum Guarantee Contract Hai Xin Gao Bao Zi No. 019 to provide guarantee for the repayment of debts by the Company on 24 February 2012.
In October 2012, Ronshen Refrigerator and the Shunde Branch of HSBC have entered into a letter of credit, pursuant to which, Ronshen Refrigerator might apply to the Shunde Branch of HSBC for the utilization of a maximum credit limit of US\$20,000,000 from 19 October 2012 to 19 November 2013. To ensure the settlement of the liabilities under the letter of credit, Hisense Group has issued to a letter of guarantee to the Shunde Branch of HSBC to provide guarantee securities for the repayment of debts by Ronshen Refrigerator on 30 November 2012.
In January 2012, Hisense Group and the Foshan branch of Bank of Communications have entered into a Fo Jiao Yin Zui Bao Fei E Zi No. 2012106014 Maximum Guarantee Contract, pursuant to which the Foshan branch of Bank of Communications would provide guarantee securities for a series of credits of the maximum credit limit of RMB165,000,000 to the Company and Ronshen Plastic during the period from 27 December 2011 to 27 December 2013.
In April 2013, Hisense Group and the Banking Department of Qingdao Shandong Road branch of Agricultural Bank have entered into a Maximum Guarantee Contract No. 84100520130002413, pursuant to which the Banking Department of Qingdao Shandong Road branch of Agricultural Bank would provide guarantee securities for a series of credits of the maximum credit limit of RMB100,000,000 to Shandong Refrigerator during the period from 25 April 2013 to 23 April 2014.
Pursuant to the financial services agreement entered into between the Company and Hisense Finance, the Company might proceed with financial businesses of deposit services, loan services and draft discount services with Hisense Finance during 2013 (please refer to the Financial Services Agreement entered into by the Company and Hisense Finance Co., Ltd. on 29 November 2011 for details). As at 30 June 2013, the Company has balance of loans of RMB0, balance of deposit of RMB83,722,300, interest expenses of RMB0, interest income of RMB1,361,600, balance of electronic bank acceptance bill of RMB1,358,690,200, interest expenses for draft discount of RMB225,500, and handling fees for electronic bank acceptance bill of RMB729,400.
Half year of 2013
6. Related parties and related pARTY transactions — Continued
(7) Receivables from and payables to related parties
(1) Receivables from related parties
| Closing balance | Opening balance | ||||
|---|---|---|---|---|---|
| Carrying | Provision for | Carrying | Provision for | ||
| Item | Related party | amount | bad debts | amount | bad debts |
| Accounts receivable | Hisense Electrical | ||||
| Appliances | |||||
| and its subsidiaries | 26,282,296.72 | 4,111,613.09 | |||
| Accounts receivable | Hisense Group | ||||
| and its subsidiaries | 628,711,295.54 | 863,752.76 | 341,067,486.70 | 863,752.76 | |
| Accounts receivable | Hisense Whirlpool | 10,512,925.77 | 11,685,289.52 | ||
| Accounts receivable | Hisense Hitachi | 2,220,602.09 | 100,000.00 | ||
| Subtotal | 667,727,120.12 | 863,752.76 | 356,964,389.31 | 863,752.76 | |
| Notes receivable | Hisense Electrical | ||||
| Appliances | |||||
| and its subsidiaries | 5,675,100.00 | ||||
| Hisense Electrical | |||||
| Appliances | |||||
| and its subsidiaries | 47,481,333.50 | 28,452,507.01 | |||
| Subtotal | 53,156,433.50 | 0.00 | 28,452,507.01 | ||
| Other receivables | Shunde Yunlong | ||||
| Consultancy | 4,455,375.57 | 4,455,375.57 | 4,455,375.57 | 4,455,375.57 | |
| Other receivables | Hisense Electrical | ||||
| Appliances | |||||
| and its subsidiaries | 200,000.00 | ||||
| Other receivables | Hisense Group | ||||
| Other receivables | and its subsidiaries Hisense Whirlpool |
183,864.33 2,225,871.18 |
22,760.00 | ||
| Subtotal | 7,065,111.08 | 4,455,375.57 | 4,478,135.57 | 4,455,375.57 | |
| Prepayments | Hisense Group and | ||||
| its subsidiaries | 485,526.78 | ||||
| Prepayments | Huayi Compressor | ||||
| and its subsidiaries | 17,308,950.15 | 5,852,060.18 | |||
| Subtotal | 17,794,476.93 | 0.00 | 5,852,060.18 |
Half year of 2013
6. Related parties and related pARTY transactions — Continued
(7) Receivables from and payables to related parties — Continued
(2) Payables to related parties
| Item | Related party | Closing balance | Opening balance |
|---|---|---|---|
| Notes payable | Huayi Compressor and its | ||
| subsidiaries | 15,000,000.00 | ||
| Subtotal | — | 15,000,000.00 | |
| Accounts payable | Huayi Compressor and its | ||
| subsidiaries | 324,685,006.19 | 176,551,619.44 | |
| Accounts payable | Embraco | 12,200,073.24 | 14,975,319.81 |
| Accounts payable | Hisense Group and its subsidiaries | 50,972,251.55 | 12,404,602.33 |
| Accounts payable | Hisense Whirlpool | 73,347,633.04 | 55,750,858.43 |
| Accounts payable | Hisense Hitachi | 1,350,628.68 | 292,761.19 |
| Subtotal | 462,555,592.70 | 259,975,161.20 | |
| Other payables | Hisense Group and its subsidiaries | 710,800.84 | 368,738.49 |
| Other payables | Huayi Compressor and its | ||
| subsidiaries | 500,000.00 | 300,000.00 | |
| Other payables | Embraco | 100,000.00 | 100,000.00 |
| Other payables | Combine | 5,099,880.00 | 5,099,880.00 |
| Other payables | Hisense Whirlpool | 13,452.61 | |
| Subtotal | 6,410,680.84 | 5,882,071.10 | |
| Advances from | Hisense Hitachi | ||
| customers | 1,739,453.00 | 1,551,940.98 | |
| Advances from | Hisense Group and its subsidiaries | ||
| customers | 880,880.31 | 6,006,903.93 | |
| Subtotal | 2,620,333.31 | 7,558,844.91 |
Half year of 2013
6. Related parties and related pARTY transactions — Continued
(8) Transactions with "specific third party companies"
| Related parties | Closing carrying balance |
Opening carrying balance |
|---|---|---|
| 18,229,589.24 | ||
| 20,460,394.04 | ||
| 38,689,983.28 | 38,689,983.28 | |
| Hefei Weixi | 465,213.00 | 465,213.00 |
| 465,213.00 | 465,213.00 | |
| Jiangxi Kesheng | 27,462,676.72 | 27,462,676.72 |
| Jinan San Ai Fu | 121,496,535.45 | 121,496,535.45 |
| Tianjin Xiangrun | 96,905,328.00 | 96,905,328.00 |
| Tianjin Lixin | 89,600,300.00 | 89,600,300.00 |
| Jiangxi Keda | 13,000,200.00 | 13,000,200.00 |
| Zhuhai Longjia | 28,600,000.00 | 28,600,000.00 |
| Zhuhai Defa | 21,400,000.00 | 21,400,000.00 |
| Wuhan Changrong | 20,000,000.00 | 20,000,000.00 |
| Deheng Solicitors | 4,000,000.00 | 4,000,000.00 |
| 40,000,000.00 | ||
| Shangqiu Bingxiong | 58,030,000.00 | 58,030,000.00 |
| 520,495,040.17 | 520,495,040.17 | |
| Zhuhai Longjia | 28,316,425.03 | 28,316,425.03 |
| Zhuhai Defa | 21,400,000.00 | 21,400,000.00 |
| Tianjin Taijin | 65,000,000.00 | 65,000,000.00 |
| 114,716,425.03 | 114,716,425.03 | |
| Hefei Weixi Wuhan Changrong Finance Bureau of Yangzhou Economic Development Zone |
18,229,589.24 20,460,394.04 40,000,000.00 |
(9) Transactions with Greencool Companies
| Item | Related parties | Closing carrying balance |
Opening carrying balance |
|---|---|---|---|
| Other receivables | Guangdong Greencool | 13,754,600.00 | 13,754,600.00 |
| Shenzhen Greencool | |||
| Environmental | 33,000,000.00 | 33,000,000.00 | |
| Shenzhen Greencool | |||
| Technology | 32,000,000.00 | 32,000,000.00 | |
| Hainan Greencool | 12,289,357.71 | 12,289,357.71 | |
| Subtotal of other receivables | 91,043,957.71 | 91,043,957.71 | |
| Other payables | Jiangxi Greencool | 13,000,000.00 | 13,000,000.00 |
| Subtotal of other payables | 13,000,000.00 | 13,000,000.00 |
Half year of 2013
7. Share-based payment
1. General information about share-based payments
| Item | Amount for current period |
|---|---|
| Total equity instruments granted during the period Total equity instruments exercised during the period Total equity instruments expired during the period |
1,965,244.26 |
| Range of exercise price of share option outstanding and remaining term of contract as the end of the period |
Exercise price of share option was RMB7.65, with a remaining term of contract term of 1,095 days |
| Range of exercise price of other equity instruments and remaining term of contract as at the end of the period |
2. Equity settled share-based payments
| Item | Amount for current period |
|---|---|
| Determination on fair value of equity instruments | Fair value of share options under |
| as the date of grant | the Scheme calculated by using |
| the Black-Scholes option pricing model | |
| Determination on the best estimate of quantity of | Determined by the number of |
| exercisable equity instruments | incentive objects, expected gain |
| of share option and performance | |
| assessment of incentive | |
| objects, etc | |
| Reasons for significant discrepancies between estimate of current and previous period |
Nil |
| Accumulated amount of equity settled share-based payments in capital reserve |
8,173,696.26 |
| Total expense recognized for equity settled share-based payments | 8,173,696.26 |
3. Share-based services
| Item | Accumulated amount |
|---|---|
| Total amount of employee services as a result of the share-based | |
| payments Total amount of other services as a result of the share-based payments |
8,173,696.26 |
4. Shares granted
| Category | Exercise price |
Outstanding as at 1 January 2013 |
Transferred from other categories during the year |
Granted during the year |
Exercised during the year |
Expired during the year |
Outstanding as at 30 June 2013 |
|---|---|---|---|---|---|---|---|
| Directors | RMB7.65 | 2,808,000 | 2,808,000 | ||||
| Senior management | RMB7.65 | 2,484,000 | 2,484,000 | ||||
| Other management | RMB7.65 | 14,218,000 | 14,218,000 | ||||
| Total | 19,510,000 | 19,510,000 |
Half year of 2013
7. Share-based payment — Continued
4. Shares granted — Continued
The Board has completed the registration for the grant of share options under the First Share Option Incentive Scheme of Hisense Kelon Electrical Holdings Company Limited under the authorization granted at the general meeting of the Company on 28 September 2011, the basic information as follows:
-
- Date of grant: 31 August 2011
-
- Exercise price: RMB7.65 per share.
-
- Option abbreviation: Hisense JLC1
-
- Option code: 037018
-
- The share options valid for five years from the date of grant, subject to a restriction period of 2 years. The incentive participants may exercise their options in equal installments within 3 years from the third year of the date of grant, with 33%, 33% and 34% of the total options granted being exercisable each year.
-
- The incentive participants may include: the directors of the Company excluding of the independent directors and external directors who are not officers of the Hisense Group and its subsidiaries (other than the Company and its subsidiaries), senior management (including president, vice president, financial controller, Board secretary, company secretary and other officers which are regarded as senior management under the Articles of Association) of the Company, mid-level management staff of the Company and its subsidiaries, and technical backbone determined by the Board.
-
- The fund to be used for exercise of share options by the participants shall be raised by themselves and the Company does not provide borrowings or any other kind of financial assistance to the participants under the Scheme (including guarantee for their borrowings).
-
- The share option scheme has been examined and approved by the SASAC of Qingdao, filed with the SASAC of the State Council and filed with the CSRC with no objections.
Half year of 2013
8. CONTINGENCIES
1. Contingent liabilities arising from pending litigations and their financial impact
As at 30 June 2013, the pending litigations involving the Company are summarized as follows:
(1) Cases with the Company as the plaintiff
| Plaintiff | Defendant | Causes | Total amount involved |
|---|---|---|---|
| The Company | Beijing Diamond Advertising Co., Ltd. |
Dispute over advertising contract |
5,000,000.00 |
| Kelon Jiake | Shunde Yunlong Consultancy | Dispute over debts | 4,455,375.57 |
| Rongsheng Plastic | Shenzhen Fudong Industrial Equipment Co., Ltd., Zhang Yong, Yang Lanruo, Shenzhen Yonghecheng Blower Industry Co., Ltd. |
Dispute over processing and outsourcing contract |
4,287,600.00 |
| The Company and its subsidiaries |
Others | 6,210,000.00 | |
| Total | 19,952,975.57 |
(2) Cases with the Company as the defendant
| Plaintiff | Defendant | Cause | Total amount involved |
|---|---|---|---|
| Supplier of raw materials | The Company | Dispute over sale and purchase contract and processing contract |
9,075,695.60 |
| Other | The Company | Labor dispute and others | 8,783,521.35 |
| Total | 17,859,216.95 |
(3) Cases for which the judgment was in favor of the Company and become effective but was not yet executed
Greencool case
| Plaintiff | Defendant | Cause | Total amount involved |
|---|---|---|---|
| The Company* | Greencool and Gu Chu Jun |
Fraud in purchase; capital infringement |
725,414,350.00 |
| Total | 725,414,350.00 |
* As at 12 August 2009, the Company had received civil judgment, namely (2009) Yuegaofaliminzhongzi Nos. 238, 171, 172 and 116 and (2008) Yue Gao Fa Li Min Zhong Zi Nos. 439, 465, 441, 466, 440, 471, 396, 318, 319 and 206 from the Higher People's Court of Guangdong Province (the "Guangdong Higher Court"), being the final judgments in respect of the litigations instituted by the relevant controlling subsidiaries of the Company against Gu Chu Jun, the Greencool Companies and the specific third parties. It was judged that civil judgments namely (2006)Fo Zhong Fa Min Er Chu Zi Nos. 11, 12, 13, 10, 14, 153, 184, 185, 180, 154, 175, 181, 182 and 186 from the Foshan Intermediate Court become effective from the date of delivery of the final civil judgment from the Guangdong Higher Court mentioned above, and the judgments were in favor of the Company.
Half year of 2013
8. CONTINGENCIES — Continued
-
- Contingent liabilities arising from pending litigations and their financial impact Continued
- (3) Cases for which the judgment was in favor of the Company and become effective but was not yet executed — Continued
Greencool case — Continued
On 9 June 2008, the Company received the civil judgment, namely (2008) Yue Gao Fa Li Min Zhong Zi No. 190 and No. 191 from the Guangdong Higher Court, being the final judgments in respect of the litigations instituted by the Company against Gu Chu Jun, the Greencool Companies and the specific third parties, which stated the civil judgments numbered (2006) Fo Zhong Fa Min Er Chu Zi Nos. 93 and 94 from the Foshan Intermediate Court become effective from the date of delivery of the final civil judgment from the Guangdong Higher Court mentioned above, and the judgments were in favor of the Company.
On 15 August 2008, the Company received a notice from the Foshan Intermediate Court, stating that as the defendants had not appealed within the prescribed period under the law, the civil judgment, namely (2006) Fo Zhong Fa Min Er Chu Zi No. 179 and (2007) Fo Zhong Fa Min Er Chu Zi No. 56 from the Foshan Intermediate Court became effective, and the judgments were in favor of the Company.
On 9 January 2009, the Company received the civil judgment, namely (2006) Fo Zhong Fa Min Er Chu Zi No. 183 from the Foshan Intermediate Court, being the judgments in respect of the litigations instituted by the Company against Gu Chu Jun, the Greencool Companies and the specific third parties. The institution of legal proceedings was dismissed due to insufficiency of evidence submitted by the Company.
On 2 March 2009, the Company received the paper of civil judgment, namely (2006) Fo Zhong Fa Min Er Chu Zi i No. 178 from the Foshan Intermediate Court, being the judgments in respect of the litigations instituted by the Company against Gu Chu Jun, the Greencool Companies and the specific third parties. The Court agreed to the withdraw by the Company of the institution of legal proceedings due to insufficiency of evidence.
On 21 December 2012, the Company received the notices of resumption of execution of (2008) Fo Zhong Fa Zhi Zi No. 853, (2009) Fo Zhong Fa Zhi Zi No. 113, 114, 115, 116, 118, 157, 234, 235, 236, 237, 238, 259, 502, 852, 995, 996 and (2010) Fo Zhong Fa Zhi Zi No. 32 from the Intermediate People's Court of Foshan City, Guangdong Province (the "Foshan Intermediate Court"). Regarding the application by the Company and the relevant subsidiaries in which it holds a controlling equity interest for the execution of the cases regarding the damage to their corporate interests by Guangdong Greencool Enterprises Development Company Limited and its associated companies (the "Greencool Companies") and Gu Chu Jun, the Foshan Intermediate Court has decided to resume the execution of the relevant cases based on the spirit in the notice issued by the Supreme People's Court on the resumption of execution procedures against the Greencool Companies in accordance with the law.
On 28 March 2013, the Company received a notice of execution from the Intermediate People's Court of Foshan City, Guangdong Province in relation to the cases involving the Greencool Companies, pursuant to which, the Foshan Intermediate Court would start the execution procedures of such cases in accordance with the "Notice issued by the Supreme People's Court on the resumption of execution procedures against the Greencool Companies in accordance with the law" and distribute the assets on a pro rata basis. On 13 June 2013, Yangzhou Refrigerator received from the Yangzhou Intermediate Court the sum of RMB75,770,000 in total recovered from execution of the related cases of Yangzhou Refrigerator against Yangzhou Greencool Venture Capital Company Limited.
Other cases:
| Plaintiff | Defendant | Cause | Total amount involved |
|---|---|---|---|
| The Company | Shangqiu Kelon | Purchase amount outstanding |
25,660,900.00 |
| Total | 25,660,900.00 |
It represented the request of the Company to the defendants to repay the purchase amount of goods, related interests and all the litigation fees. The civil judgment is now in effect.
Half year of 2013
9. Commitment
As at 30 June 2013, the assets of the Company and its subsidiaries used as securities for borrowings are as follows:
| RMB'0000 | ||||||
|---|---|---|---|---|---|---|
| Mortgagor | Mortgagee | Balance of finance |
Name of securities | Pledge/security contracts |
Valuation amount |
Net carrying amount of security |
| Yangzhou Refrigerator |
Buildings at Nos. 9 and 19 Hongyang Road |
GDY476400120100007 | 17,702.02 | 12,945.44 | ||
| Yangzhou Refrigerator |
Land use right of the west side of Yangzijiang South Road Yangzhou, No. 9 Hungyang Road and Fuyang Road North |
GDY476400120100008 | 26,685.03 | 4,032.77 | ||
| The Company | Shunde, Foshan B r a n c h o f T h e B a n k o f C h i n a Limited |
19,060.76 | No. 8 Ronggang Road, No. 13 Ronggang Road, No. 11 Ronggang Road and No. 29 Neighborhood Committee of Wenfeng North Road |
GDY476400120100005 | 32,727.60 | 13,920.71 |
| Kelon Fittings | Neighborhood Committee of Guangzhu Highway West (Rongqi Bridge West, side of Rongqi Bridge) |
GDY476400120100006 | 5,566.00 | 3,197.97 | ||
| Guangdong Air Conditioner |
No. 1 Rongqi Road, side of Rongqi Bridge |
GDY476400120100009 | 25,751.00 | 8,127.39 |
10. EVENTS AFTER THE BALANCE SHEET DATE
Nil.
11. OTHER SIGNIFICANT EVENTS
1. Assets and liabilities measured at fair value
| Item | Opening balance |
Amount of financial assets |
Gain/(loss) from change in fair value |
Impairment provision for the period |
Closing balance |
|---|---|---|---|---|---|
| Financial assets Derivative financial assets |
10,678,293.47 | 35,744,498.44 | 35,744,498.44 | 46,422,791.91 | |
| Subtotal of financial assets |
10,678,293.47 | 35,744,498.44 | 35,744,498.44 | 0.00 | 46,422,791.91 |
| Derivative financial liabilities |
(164,231.22) | 164,231.22 | 164,231.22 | 0.00 | |
| Subtotal of financial liabilities |
(164,231.22) | 164,231.22 | 164,231.22 | 0.00 | 0.00 |
2. Financial risk management objectives and policies
The Company's major financial instruments include: cash at bank and on hand, derivative financial instruments, notes receivable, accounts receivable, other receivables, notes payable, accounts payable, other payables, bank borrowings. Details of the financial instruments were disclosed in the relevant notes.
Risks associated with the above financial instruments include: credit risk, liquidity risk, interest rate risk and foreign currency risk.
Half year of 2013
11. OTHER SIGNIFICANT EVENTS — Continued
2. Financial risk management objectives and policies — Continued
(1) Credit risk
Credit risk is the risk exposed to the Company on financial losses arising from the failure of clients or financial instrument counterparties to fulfill contract obligations. It arises mainly from the bank balances, trade and other receivables and financial derivative.
The Company maintains substantially all of its bank balances in several major large state banks in the PRC. In strong support of the country on those banks, the Board is of the opinion that there is no significant credit risk exposed to losses associated with such assets.
The Company mitigates its exposure to risk relating to trade and other receivables by dealing with diversified customers with solid financial foundation. Certain new customers are required to place cash deposits with the Group to reduce the maximum exposure to credit risk. The Group seeks to maintain strict control over its outstanding receivables and has a credit control policy to minimize credit risk. In addition, all receivable balances are monitored on an ongoing basis and overdue balances are followed up by senior management.
The credit risk on derivative instruments is not significant as the counterparties are high creditworthy banks rated by international credit-rating agencies.
The maximum exposure to credit risk at reporting date is the carrying amount of each class of financial assets shown on the consolidated financial statements.
(2) Liquidity risk
In the management of liquidity risk, the Company monitors and maintains cash and cash equivalents at a level which is adequate, in the management's point of views, to finance the Company's operations and mitigate the effects of short-term fluctuations in cash flows. The Company's treasury department is responsible for maintaining a balance between continuity of funding and flexibility through the use of bank credit and loan in order to meet the Company's liquidity requirements.
In order to mitigate the liquidity risk, the directors have carried out a detailed review of the liquidity of the Company, including maturity profile of its trade and other payables, borrowings and availability of loan financing provided by Hisense Finance and future renewal of bank borrowings, it is concluded that adequate funding is available to fulfill the Group's short-term obligations and capital expenditure requirements.
(3) Interest rate risk
The Company is exposed to interest rate risk due to changes in interest rates of interest-bearing financial assets and liabilities. Interest-bearing financial assets are mainly deposits with banks, which are mostly short-term in nature whereas interest-bearing financial liabilities are primarily short-term bank borrowings. As at 31 December 2012, the Company's short-term bank borrowings were at fixed rate. As all the Company's borrowings were short term loans, any change in the interest rate from time to time is not considered to have significant impact on the Company's performance.
Half year of 2013
11. OTHER SIGNIFICANT EVENTS — Continued
2. Financial risk management objectives and policies — Continued
(4) Foreign currency risk
Foreign currency risk is the risk of loss due to adverse change in exchange rates relating to investments and transactions denominated in foreign currencies. The Group's monetary assets and transactions are mainly denominated in RMB, HKD, USD, JPY and EUR. The exchange rates between RMB, HKD, USD, JPY and EUR are not pegged, and there is fluctuation of exchange rates between RMB, USD, JPY and EUR.
The carrying amounts of the Company's monetary assets and monetary liabilities denominated in foreign currencies at the end of reporting period are as follows:
| Closing balance | Opening balance | |||
|---|---|---|---|---|
| Currency | Assets | Liabilities | Assets | Liabilities |
| USD | 1,077,074,899.64 | 52,743,194.66 | 583,485,858.40 | 32,183,140.67 |
| EUR | 109,356,764.84 | 3,651,334.05 | 84,088,791.97 | 4,434,575.43 |
The following table indicates the approximate effect of reasonably possible foreign exchange rate changes on the net profit, to which the Group has significant exposure at the end of reporting period:
Sensitivity analysis of change in exchange rate:
| Amount for current period Increase/Decrease |
Amount for previous period Increase/Decrease |
|
|---|---|---|
| Item | in profit after tax | in profit after tax |
| USD to RMB | ||
| Appreciates by 5% | 38,412,438.94 | 18,307,879.23 |
| Depreciates by 5% | (38,412,438.94) | (18,307,879.23) |
| EUR to RMB |
||
| Appreciates by 5% | 3,963,953.65 | 2,387,671.93 |
| Depreciates by 5% | (3,963,953.65) | (2,387,671.93) |
Sensitivity analysis of change in forward rate:
| Item | Amount for current period Increase/Decrease in profit after tax |
Amount for previous period Increase/Decrease in profit after tax |
|---|---|---|
| USD to RMB | ||
| Appreciates by 5% | (12,258,750.00) | (12,056,250.00) |
| Depreciates by 5% | 12,258,750.00 | 12,056,250.00 |
| EUR to RMB |
||
| Appreciates by 5% | (1,577,141.63) | (917,598.75) |
| Depreciates by 5% | 1,577,141.63 | 917,598.75 |
Half year of 2013
11. OTHER SIGNIFICANT EVENTS — Continued
3. Capital management
The primary objectives of the Company's capital management are to safeguard the Company's ability to continue as a going concern and to maintain healthy capital ratios in order to support its business and maximise shareholders' value.
The Group manages its capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. No changes were made in the objectives, policies or processes for managing capital during the periods ended 30 June 2013 and 31 December 2012.
The Group monitors capital using a gearing ratio, which is net debt divided by the adjusted capital plus net debt. Net debt includes bank and other borrowings, accounts payable, notes payable, other payables and debentures payables, less cash and cash equivalents. The gearing ratios as at the end of the reporting periods were as follows:
| Item | Amount for current period |
Amount for previous period |
|---|---|---|
| Total debt | 9,884,635,827.95 | 7,327,126,628.77 |
| Including: Short-term borrowings | 82,800,589.12 | 30,309,453.94 |
| Accounts payable | 4,352,333,112.10 | 2,335,425,936.47 |
| Notes payable | 1,823,641,678.89 | 1,432,852,210.08 |
| Other payables | 1,782,395,594.78 | 1,581,294,492.81 |
| Less: Cash and cash equivalents | 479,633,849.73 | 513,661,376.53 |
| Net debt | 9,405,001,978.22 | 6,813,465,252.24 |
| Equity attributable to shareholders of the parent | 2,216,400,447.84 | 1,512,042,166.49 |
| Capital and net debt | 11,621,402,426.06 | 8,325,507,418.73 |
| Gearing ratio | 80.93% | 81.84% |
4. Retirement benefit scheme
The Company contributes mainly to a defined contribution pension scheme, which is administered by the provincial government, in respect of employees of the Company and subsidiaries. According to such scheme, the Company and subsidiaries shall pay an amount, calculated at several percentages of the total salaries and wages of the employees, to a retirement fund.
The total costs charged to the profit or loss approximately of RMB83,696,500 (Corresponding period last year: RMB73,343,800) represents contributions to the scheme by the Company and subsidiaries at rates specified in the scheme.
5. Leases
(1) Different categories of leased assets of the Company are as follows:
| Unit: RMB'0000 | ||
|---|---|---|
| Closing carrying amount |
Opening carrying amount |
|
| 3,519.65 | 3,644.66 | |
| 3,519.65 | 3,644.66 | |
Half year of 2013
11. OTHER SIGNIFICANT EVENTS — Continued
5. Leases — Continued
(2) The Company as lessor under operating lease
The Company's investment properties are also leased to a number of tenants for different terms. The rental income for the period amounted to RMB5,118,300 (Corresponding period last year: RMB3,248,900).
The minimum rent receivables under non-cancellable operating leases at the end of reporting period is are follows:
| Unit: RMB'0000 | ||
|---|---|---|
| Item | Amount for current period |
Amount for previous period |
| Within one year | 302.54 | 260.12 |
| Over one year but within five years, inclusive | 260.93 | 231.89 |
| Total | 563.47 | 492.01 |
(3) The Company as lessee under operating lease
The Company leases certain leasehold land and buildings and plant and machinery under operating leases with lease terms from one to five years. The operating lease payments for the period ended 30 June 2013 was as follows:
| Operating lease payments | Amount for current period |
Unit: RMB'0000 Amount for previous period |
|---|---|---|
| Leasehold land and buildings | 1,098.58 | 538.66 |
| Plant and machinery | 374.02 | 376.09 |
| Total | 1,472.60 | 914.75 |
(4) The total future minimum lease payments under non-cancellable operating leases at the end of reporting period falling due are as follows:
| Item | Amount for current period |
Unit: RMB'0000 Amount for previous period |
|---|---|---|
| Within one year | 1,367.33 | 528.82 |
| Over one year but within five years | 1,897.33 | 440.80 |
| Total | 3,264.66 | 969.62 |
6. Capital commitment
| Item | Closing balance | Unit: RMB'0000 Opening balance |
|---|---|---|
| Commitments for the investment in subsidiaries and jointly controlled entity: — Authorized but not yet contracted for — Contracted but not provided for |
30,993.31 | 4,688.66 |
| Commitments for the acquisition of property, plant and equipment of subsidiaries: — Contracted but not provided for |
104
Half year of 2013
11. OTHER SIGNIFICANT EVENTS — Continued
7. Dividends
No dividends was paid or proposed for the period (Corresponding period last year: Nil), or reserve funds converted into capital.
12. Notes to major items of the financial statements of the COMPANY
1. Accounts receivable
(1) Disclosure of accounts receivable by categories:
| Closing balance | |||||
|---|---|---|---|---|---|
| Carrying amount | Provision for bad debts | ||||
| % of total | % of total | ||||
| Category | Amount | balance | Amount | balance | |
| Individually significant and subject to separate provision |
|||||
| Ageing analysis | 1,505,247,000.93 | 97.49 | 158,567,011.90 | 10.53 | |
| Greencool Companies | 38,689,983.28 | 2.51 | 22,726,941.64 | 58.74 | |
| Subtotal | 1,543,936,984.21 | 100.00 | 181,293,953.54 | 11.74 | |
| Individually insignificant but subject to separate provision |
|||||
| Total | 1,543,936,984.21 | 100.00 | 181,293,953.54 | 11.74 |
Continued from above table
| Opening balance | ||||||
|---|---|---|---|---|---|---|
| Carrying amount | Provision for bad debts | |||||
| Category | Amount | % of total balance |
Amount | % of total balance |
||
| Individually significant and subject to separate provision |
||||||
| Aging analysis | 803,290,236.75 | 95.40 | 165,054,919.79 | 20.55 | ||
| Greencool Companies | 38,689,983.28 | 4.60 | 22,726,941.64 | 58.74 | ||
| Subtotal | 841,980,220.03 | 100.00 | 187,781,861.43 | 22.30 | ||
| Individually insignificant but subject to separate provision |
||||||
| Total | 841,980,220.03 | 100.00 | 187,781,861.43 | 22.30 | ||
Half year of 2013
12. Notes to major items of the financial statements of the COMPANY — Continued
1. Accounts receivable — Continued
(1) Disclosure of accounts receivable by categories: — Continued
Accounts receivable in the category provided bad debts by using ageing method:
| Closing balance | Opening balance | |||||
|---|---|---|---|---|---|---|
| Carrying amount | Carrying amount | |||||
| % of total | Provision for | % of total | Provision for | |||
| Age | Amount | balance | bad debts | Amount | balance | bad debts |
| Within three months | 1,345,765,009.76 | 87.16 | — | 631,388,149.75 | 40.9 | |
| Over three months but | ||||||
| within six months | 949,753.12 | 0.06 | 94,975.31 | 1,265,442.13 | 0.08 | 126,544.21 |
| Over six months but | ||||||
| within one year | 120,402.93 | 0.01 | 60,201.47 | 11,416,538.58 | 0.74 | 5,708,269.29 |
| Over one year | 158,411,835.12 | 10.26 | 158,411,835.12 | 159,220,106.29 | 10.31 | 159,220,106.29 |
| Total | 1,505,247,000.93 | 97.49 | 158,567,011.90 | 803,290,236.75 | 52.03 | 165,054,919.79 |
(2) Movements in provision for accounts receivable
| Provision | |||||
|---|---|---|---|---|---|
| Opening | for the | Decrease for the year | |||
| balance | year | Reversal | Write-off | Closing balance | |
| Reporting Period | 187,781,861.43 | 6,487,907.89 | 181,293,953.54 |
(3) Accounts receivable that were written off
| Company name | Nature of accounts receivable |
Amount written-off |
Reason for write-off |
Arising from related party transactions or not |
|---|---|---|---|---|
| Unrelated parties | Purchase amount |
0 | No | |
| Total |
(4) As at 30 June 2013, there was no amount due from shareholders holding 5% or more (including 5%) of the voting shares of the Company in the balance of accounts receivable. As at 31 December 2012, there was no amount due from shareholders holding 5% or more (including 5%) of the voting shares of the Company in the balance of accounts receivable.
Half year of 2013
12. Notes to major items of the financial statements of the COMPANY — Continued
1. Accounts receivable — Continued
(5) Top five accounts receivable
End of Reporting Period
| Relationship with | Percentage of the total accounts receivable amount |
|||
|---|---|---|---|---|
| No. | the Company | Amount | Ageing | (%) |
| Top 1 | Third party | 585,064,362.51 | Within three months |
37.89 |
| Top 2 | Third party | 510,078,902.29 | Within three months |
33.04 |
| Top 3 | Third party | 99,842,871.84 | Within three months |
6.47 |
| Top 4 | Subsidiary | 44,829,785.25 | Within three months |
2.9 |
| Top 5 | Subsidiary | 28,014,926.96 | Within three months |
1.81 |
| Total | 1,267,830,848.85 | 82.11 |
Beginning of Reporting Period
| Relationship with | the total accounts receivable amount |
|||
|---|---|---|---|---|
| No. | the Company | Amount | Ageing | (%) |
| Top 1 | Subsidiary | 238,358,502.63 | Within three months |
28.31 |
| Top 2 | Third party | 195,596,319.17 | Within three months |
23.23 |
| Top 3 | Third party | 40,762,559.25 | Within three months |
4.84 |
| Top 4 | Subsidiary | 24,456,945.19 | Within three months |
2.90 |
| Top 5 | Subsidiary | 19,748,315.16 | Within three months |
2.35 |
| Total | 518,922,641.40 | 61.63 |
Percentage of
Half year of 2013
12. Notes to major items of the financial statements of the COMPANY — Continued
2. Other receivables
(1) Disclosure of other receivables by category:
| Closing balance | ||||||
|---|---|---|---|---|---|---|
| Carrying amount | Provision for bad debts | |||||
| Category | Amount | % of total balance |
Amount | % of total balance |
||
| Individually significant and subject to separate provision |
||||||
| Aging analysis | 916,576,709.21 | 98.31 | 23,457,470.15 | 2.56 | ||
| Greencool Companies | 15,754,600.00 | 1.69 | 9,962,961.47 | 63.24 | ||
| Subtotal Individually insignificant but subject to separate provision |
932,331,309.21 | 100.00 | 33,420,431.62 | 3.58 | ||
| Total | 932,331,309.21 | 100.00 | 33,420,431.62 | 3.58 |
Continued from above table
| Opening balance | ||||||
|---|---|---|---|---|---|---|
| Carrying amount | Provision for bad debts | |||||
| % of total | % of total | |||||
| Category | Amount | balance | Amount | balance | ||
| Individually significant and subject to separate provision |
||||||
| Ageing analysis | 1,038,532,918.70 | 98.51 | 23,743,419.18 | 2.29 | ||
| Greencool Companies | 15,754,600.00 | 1.49 | 9,962,961.47 | 63.24 | ||
| Subtotal Individually insignificant but subject to separate provision |
1,054,287,518.70 | 100.00 | 33,706,380.65 | 3.20 | ||
| Total | 1,054,287,518.70 | 100.00 | 33,706,380.65 | 3.20 |
Half year of 2013
12. Notes to major items of the financial statements of the COMPANY — Continued
2. Other receivables — Continued
(1) Disclosure of other receivables by category: — Continued
Other receivables in the category provided bad debts by using ageing analysis:
| Closing balance | Opening balance | |||||
|---|---|---|---|---|---|---|
| Carrying amount | Carrying amount | |||||
| % of total | Provision | % of total | Provision | |||
| Age | Amount | balance | for bad debts | Amount | balance | for bad debts |
| Within three months | 892,366,765.85 | 95.71 | — | 1,013,443,126.16 | 96.13 | |
| Over three months but within | ||||||
| six months | 517,018.46 | 0.06 | 51,701.85 | 610,204.95 | 0.06 | 61,020.50 |
| Over six months but within | ||||||
| one year | 574,313.20 | 0.06 | 287,156.60 | 1,594,377.82 | 0.15 | 797,188.91 |
| Over one year | 23,118,611.70 | 2.48 | 23,118,611.70 | 22,885,209.77 | 2.17 | 22,885,209.77 |
| Total | 916,576,709.21 | 98.31 | 23,457,470.15 | 1,038,532,918.70 | 98.51 | 23,743,419.18 |
(2) Movements in provision for other receivables
| Decrease for the year | |||||
|---|---|---|---|---|---|
| Opening balance |
Provision for the year |
Reversal | Write-off | Closing balance |
|
| 2012 | 33,706,380.65 | 285,949.03 | 33,420,431.62 |
(3) Other receivable that were written-off
| Nature of | Amount | Reason for | Arising from related party transactions |
|
|---|---|---|---|---|
| Company name | other receivables | written-off | write-off | or not |
| Unrelated party | Loans | 0 | No |
Total
(4) As at 30 June 2013, there was no amount due from shareholders holding 5% or more (including 5%) of the voting shares of the Company in the balance of other receivables. As at 31 December 2012, there was no amount due from shareholders holding 5% or more (including 5%) of the voting shares of the Company in the balance of other receivables.
Half year of 2013
12. Notes to major items of the financial statements of the COMPANY — Continued
2. Other receivables — Continued
(5) Top five other receivables
End of Reporting period
| Relationship with | Percentage of the total other receivables amount |
|||
|---|---|---|---|---|
| No. | the Company | Amount | Ageing | (%) |
| Top 1 | Subsidiary | 207,485,592.35 | Within three months |
22.25 |
| Top 2 | Subsidiary | 167,074,610.27 | Within three months |
17.92 |
| Top 3 | Subsidiary | 117,511,986.92 | Within three months |
12.60 |
| Top 4 | Subsidiary | 111,956,021.06 | Within three months |
12.01 |
| Top 5 | Subsidiary | 63,588,915.14 | Within three months |
6.82 |
| Total | 667,617,125.74 | — | 71.60 |
Beginning of Reporting Period
| Relationship with | total other receivables amount |
|||
|---|---|---|---|---|
| No. | the Company | Amount | Ageing | (%) |
| Top 1 | Subsidiary | 211,154,792.61 | Within three months |
20.03 |
| Top 2 | Subsidiary | 170,029,177.84 | Within three months |
16.13 |
| Top 3 | Subsidiary | 137,171,745.54 | Within three months |
13.01 |
| Top 4 | Subsidiary | 117,511,986.92 | Within three months |
11.15 |
| Top 5 | Subsidiary | 63,588,915.14 | Within three months |
6.03 |
| Total | 699,456,618.05 | — | 66.35 |
Percentage of the
Half year of 2013
12. Notes to major items of the financial statements of the COMPANY — Continued
3. Long-term equity investments
| Huayi Compressor Equity method 24,171,468.64 50,344,878.42 22,736,387.17 73,081,265.59 3.74 3.74 Attend Equity method 2,000,000.00 3,285,850.81 53,125.03 3,338,975.84 20 20 Hisense Whirlpool Equity method 225,000,000.00 209,818,988.58 (6,247,656.28) 203,571,332.30 50 50 Hisense Hitachi Equity method 332,821,597.45 484,476,011.09 48,479,146.56 532,955,157.65 49 49 Equity method Subtotal 583,993,066.09 747,925,728.90 65,021,002.48 812,946,731.38 0.00 0.00 Guangdong Cost method Refrigerator 155,552,425.85 155,552,425.85 155,552,425.85 70 70 Guangdong Cost method Air-Conditioner 281,000,000.00 281,000,000.00 281,000,000.00 60 60 59,381,641.00 Guangdong Cost method Freezer 15,668,880.00 15,668,880.00 15,668,880.00 44 44 Kelon Household Cost method Electrical Appliance 2,500,000.00 2,500,000.00 2,500,000.00 25 25 Kelon Fittings Cost method 32,634,553.70 32,634,553.70 32,634,553.70 70 70 Rongsheng Plastic Cost method 53,270,064.00 53,270,064.00 53,270,064.00 44.92 44.92 Kelon Mould Cost method 50,323,475.20 50,323,475.20 50,323,475.20 40.22 40.22 Wangao I&E Cost method 600,000.00 600,000.00 600,000.00 20 20 Kelon Jiake Cost method 42,000,000.00 42,000,000.00 42,000,000.00 70 70 Kelon Weili Cost method 0 55 55 YingKou Cost method Refrigerator 84,000,000.00 84,000,000.00 84,000,000.00 42 42 Jiangxi Kelon Cost method 147,763,896.00 147,763,896.00 147,763,896.00 60 60 Hangzhou Kelon Cost method 24,000,000.00 24,000,000.00 24,000,000.00 100 100 Yangzhou Cost method Refrigerator 252,356,998.00 252,356,998.00 252,356,998.00 74.33 74.33 Zhuhai Kelon Cost method 189,101,850.00 189,101,850.00 189,101,850.00 75 75 Shenzhen Kelon Cost method 95,000,000.00 95,000,000.00 95,000,000.00 95 95 Kelon Cost method Development 11,200,000.00 11,200,000.00 11,200,000.00 100 100 Chengdu Cost method Refrigerator 50,000,000.00 50,000,000.00 50,000,000.00 100 100 Beijing Refrigerator Cost method 92,101,178.17 92,101,178.17 92,101,178.17 55 55 Shandong Air Cost method Conditioner 567,175,477.74 567,175,477.74 567,175,477.74 100 100 Zhejiang Air Cost method Conditioner 54,523,643.83 54,523,643.83 54,523,643.83 51 51 Hisense Mould Cost method 121,628,013.09 121,628,013.09 121,628,013.09 78.7 78.7 Shandong Cost method Refrigerator 275,000,000.00 100,000,000.00 175,000,000.00 275,000,000.00 100 100 Xinjiang Kelon Cost method 100,000.00 100,000.00 100,000.00 2 2 Fujian Kelon Cost method 100,000.00 100,000.00 100,000.00 2 2 Hisense Cost method International Marketing 3,800,000.00 3,800,000.00 3,800,000.00 12.67 12.67 Subtotal by cost method 2,601,400,455.58 2,426,400,455.58 175,000,000.00 2,601,400,455.58 59,381,641.00 0.00 Total 3,185,393,521.67 3,174,326,184.48 240,021,002.48 3,414,347,186.96 59,381,641.00 0.00 |
Investee | Accounting treatment |
Investment cost | Opening balance |
Changes | Closing balance |
% Equity interest held |
% Voting rights held |
Provision for impairment |
Impairment provided in the current year |
Cash dividend in current year |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 73,500,000.00 | |||||||||||
| 73,500,000.00 | |||||||||||
| 23,930,018.20 | |||||||||||
| 4,750,000.00 | |||||||||||
| 28,680,018.20 | |||||||||||
| 102,180,018.20 |
Half year of 2013
12. Notes to major items of the financial statements of the COMPANY — Continued
4. Operating revenue and operating costs
(1) Operating revenue and operating costs
| Item | Amount for current period |
Amount for previous period |
|---|---|---|
| Revenue from principal operations | 7,770,832,217.79 | 5,544,481,852.02 |
| Revenue from other operations | 332,762,712.49 | 1,407,335,639.22 |
| Total operating revenue | 8,103,594,930.28 | 6,951,817,491.24 |
| Costs of principal operations | 6,118,736,288.70 | 4,390,872,087.61 |
| Costs of other operations | 218,721,163.17 | 1,289,648,791.26 |
| Total operating costs | 6,337,457,451.87 | 5,680,520,878.87 |
(2) Principal operations (by products)
| Amount for current period | Amount for previous period | ||||
|---|---|---|---|---|---|
| Products | Operating revenue | Operating costs | Operating revenue | Operating costs | |
| Refrigerators | 4,099,149,918.43 | 3,221,213,664.46 | 3,089,140,050.92 | 2,391,778,512.12 | |
| Air-conditioners | 3,143,405,359.29 | 2,484,912,455.70 | 2,175,641,494.06 | 1,781,386,905.39 | |
| Others | 528,276,940.07 | 412,610,168.54 | 279,700,307.04 | 217,706,670.10 | |
| Total | 7,770,832,217.79 | 6,118,736,288.70 | 5,544,481,852.02 | 4,390,872,087.61 | |
(3) Principal operations (by regions)
| Amount for current period | Amount for previous period | ||||
|---|---|---|---|---|---|
| Region | Operating revenue | Operating costs | Operating revenue | Operating costs | |
| Domestic Overseas |
7,770,832,217.79 | 6,118,736,288.70 | 5,544,481,852.02 | 4,390,872,087.61 | |
| Total | 7,770,832,217.79 | 6,118,736,288.70 | 5,544,481,852.02 | 4,390,872,087.61 |
Half year of 2013
12. Notes to major items of the financial statements of the COMPANY — Continued
4. Operating revenue and operating costs — Continued
(4) Operating revenue from the top five customers of the Company
Current period
| Amount for the | Percentage of the total revenue from principal operations of the |
|
|---|---|---|
| No. | current period | Company (%) |
| Top 1 | 1,284,398,967.25 | 15.85 |
| Top 2 | 770,619,658.65 | 9.51 |
| Top 3 | 282,100,071.47 | 3.48 |
| Top 4 | 101,319,626.17 | 1.25 |
| Top 5 | 87,018,418.18 | 1.07 |
| Total | 2,525,456,741.72 | 31.16 |
Corresponding period last year
| Amount for the current period |
Percentage of the total revenue from principal operations of the Company (%) |
|---|---|
| 674,383,895.13 | 9.7 |
| 414,869,792.03 | 5.97 |
| 86,508,351.54 | 1.24 |
| 27,527,121.53 | 0.4 |
| 21,380,446.04 | 0.31 |
| 1,224,669,606.27 | 17.62 |
Half year of 2013
12. Notes to major items of the financial statements of the COMPANY — Continued
5. Investment income
(1) Summary of investment income
| Item | Amount for current period |
Amount for previous period |
|---|---|---|
| Income from long-term equity investment — the cost method Income from long-term equity investment — the equity |
28,680,018.20 | 10,326,368.60 |
| method | 119,561,283.99 | 76,114,854.35 |
| Income from disposal of long-term equity investment | 23,335,449.55 | |
| Total | 171,576,751.74 | 86,441,222.95 |
(2) Income from long-term equity investments — the cost method
| Investee | Amount for current period |
Amount for previous period |
|---|---|---|
| Hisense Mould | 23,930,018.20 | 6,526,368.60 |
| Hisense International Marketing | 4,750,000.00 | 3,800,000.00 |
| Total | 28,680,018.20 | 10,326,368.60 |
(3) Income from long-term equity investment — the equity method
| Investee | Amount for current period |
Amount for previous period |
|---|---|---|
| Huayi Compressor | 3,776,668.68 | 2,935,819.51 |
| Hisense Whirlpool | (6,247,656.28) | 2,154,188.99 |
| Attend | 53,125.03 | 50,887.51 |
| Hisense Hitachi | 121,979,146.56 | 70,973,958.34 |
| Total | 119,561,283.99 | 76,114,854.35 |
Half year of 2013
12. Notes to major items of the financial statements of the COMPANY — Continued
6. Supplementary information on cash flows statement
| Supplementary information | Amount for current period |
Amount for previous period |
|
|---|---|---|---|
| 1. | Reconciliation of net profit to cash flows from operating activities: | ||
| Net profit | 357,862,566.42 | 205,789,134.54 | |
| Add: Provision for assets impairment | 11,093,900.92 | 1,037,167.57 | |
| Depreciation of fixed assets, depletion of oil and gas assets and | |||
| depreciation of productive biological assets | 13,332,154.82 | 19,073,334.63 | |
| Amortization of intangible assets | 4,358,626.70 | 4,811,537.00 | |
| Amortization of long-term prepaid expenses | |||
| Loss on disposals of fixed assets, intangible and other long-term | |||
| assets (Gain denoted in "bracket") | (23,314,139.49) | 39,971.06 | |
| Loss on retirement of fixed assets (Gain denoted in "bracket") | |||
| Loss from scrapping in fair value (Gain denoted in "bracket") | |||
| Financial expenses (Gain denoted in "bracket") | 8,595,430.67 | 5,443,287.63 | |
| Investment loss (Gain denoted in "bracket") | (171,576,751.74) | (86,441,222.95) | |
| Decrease in deferred tax assets (Increase denoted in "bracket") | |||
| Increase in deferred tax liabilities (Decrease denoted in "bracket") | |||
| Decrease in inventory (Increase denoted in "bracket") | (242,705,394.29) | (310,829,791.16) | |
| Decrease in operating receivable (Increase denoted in "bracket") | (2,889,236,367.02) | (1,685,182,695.30) | |
| Increase in operating payable (Decrease denoted in "bracket") | 2,864,109,476.98 | 2,026,149,271.87 | |
| Others | |||
| Net cash flows from operating activities | (67,480,496.03) | 179,889,994.89 | |
| 2. | Significant investing and financing activities not involving cash receipts and payment: |
||
| Liabilities converted into equity | |||
| Convertible company debentures due within one year | |||
| Fixed assets under finance leases | |||
| 3. | Net movement in cash and cash equivalents: | ||
| Cash at the end of the period | 200,280,089.47 | 149,171,914.44 | |
| Less: Cash at the beginning of the period | 342,912,430.57 | 98,869,779.84 | |
| Add: Cash equivalents at the end of the period | |||
| Less: Cash equivalents at the beginning of the period | |||
| Net increase in cash and cash equivalents | (142,632,341.10) | 50,302,134.60 |
Half year of 2013
13. Supplementary information
1. Summary of non-recurring profit or loss
| Item | Amount for current period |
Amount for previous period |
|---|---|---|
| Losses and profits from disposal of non-current assets | 22,831,712.38 | (119,842.07) |
| Tax return or exemption without proper authorization | ||
| Government grants recognized in the profits or losses (excluding | ||
| those government grants that are closely related to the | ||
| Company's business and are received with fixed amounts or with | ||
| fixed percentage based on unified standards promulgated by | ||
| government) | 9,955,361.60 | 6,924,917.27 |
| Interests received from entities other than financial institutions | ||
| recognized in profits or losses | ||
| Gain arising from the difference between investment cost on | ||
| subsidiaries associates and jointly controlled entities and the fair | ||
| value of the net assets attributable to the Company | ||
| Gain or loss arising from non-monetary assets exchange | ||
| Gain or loss arising from entrusted investment or entrusted asset management |
||
| Asset impairment provided in current year due to forced majeure | ||
| (e.g. natural disasters) | ||
| Gain or loss arising from debt restructuring | ||
| Corporate restructuring costs (e.g. staff replacement costs and costs | ||
| during the course of integration) | ||
| Gain or loss arising from the difference between the fair value and | ||
| transaction price in obviously unfair transactions | ||
| Net profit of subsidiaries acquired under common control from | ||
| beginning of year to the merger date | ||
| Gain or loss arising from contingencies irrelevant to the Company's normal business |
||
| Gain or loss from changes in fair values of financial assets and | ||
| liabilities held-for-trading except for hedging contracts and | ||
| disposal of financial assets and liabilities held-for-trading and | ||
| available-for-sale financial assets | ||
| Reversal of provision for bad-debts of trade receivable subject to | ||
| separate provision | ||
| Gain or loss arising from entrusted loan granted to other entities | ||
| Gain or loss arising from changes in fair value of investment | ||
| properties under the fair value model | ||
| One-off adjustments to profit or loss as required by taxation and | ||
| accounting laws and regulations | ||
| Consignment fee income arising from entrusted operations | ||
| Other non-operating income and expense other than the | ||
| aforementioned items Other profit or loss items meeting the definition of non-recurring |
69,525.44 | 72,628.09 |
| profit or loss | ||
| Total non-recurring profit or loss | 32,856,599.42 | 6,877,703.29 |
| Less: Effect of non-recurring profit or loss after taxation | 959,571.68 | 631,550.75 |
| Net non-recurring profit or loss | 31,897,027.74 | 6,246,152.54 |
| Less: Net effect of non-recurring profit or loss attributable to minority | ||
| interests (after tax) | 1,848,079.75 | 1,005,467.81 |
| Non-recurring profit or loss attributable to ordinary shareholders of | ||
| the Company | 30,048,947.99 | 5,240,684.73 |
Half year of 2013
13. Supplementary information — Continued
2. Return on net asset and earnings per share:
Current period
| Weighted average | Earnings per share | |||||
|---|---|---|---|---|---|---|
| Profit for the reporting period | of return on net assets (%) |
Basic earnings per share |
Diluted earnings per share |
|||
| Net profit attributable to ordinary shareholders of the Company |
37.92 | 0.5220 | 0.5220 | |||
| Net profit attributable to ordinary shareholders of the Company after deducting non recurring gain or loss |
36.31 | 0.4998 | 0.4998 |
Corresponding period last year
| Weighted average | Earnings per share | |||
|---|---|---|---|---|
| Profit for the reporting period | of return on net assets (%) |
Basic earnings per share |
Diluted earnings per share |
|
| Net profit attributable to ordinary shareholders of the Company |
38.13 | 0.2805 | 0.2805 | |
| Net profit attributable to ordinary shareholders of the Company after deducting non recurring gain or loss |
37.61 | 0.2767 | 0.2767 |
3. Reasons for exceptional items in the financial statements of the Company
| Closing balance or amount |
Opening balance or amount |
|||
|---|---|---|---|---|
| Statement item | for current year | for last year | % Change | Reasons for change |
| Financial assets held for trading |
46,422,791.91 | 10,678,293.47 | 334.74 | Mainly due to increase in the exchange rate for undue forward contracts as at the end of Reporting Period |
| Notes receivable | 2,882,578,671.26 | 1,558,766,192.61 | 84.93 | Mainly due to increase in receivables as at the end of the period under increase in payment for the sales peak season at the end of the Reporting Period, and decrease in notes receivable endorsed |
under promotion of electronic bill payment by the Company
Half year of 2013
13. Supplementary information — Continued
3. Reasons for exceptional items in the financial statements of the Company — Continued
| Closing balance | Opening balance or | |||
|---|---|---|---|---|
| or amount | amount | |||
| Statement item | for current year | for last year | % Change | Reasons for change |
| Accounts receivable | 2,765,496,446.96 | 1,455,882,205.49 | 89.95 | Mainly due to increase in accounts receivable for the sales peak season at the end of the Reporting Period, but the period-to-period increase and increase in amount were basically comparable |
| Construction in progress |
217,503,429.93 | 68,344,253.58 | 218.25 | Mainly due to increase in investment in a subsidiary, Shandong Refrigerator |
| Short-term borrowings | 82,800,589.12 | 30,309,453.94 | 173.18 | Mainly due to increase in factoring financing for accounts receivable at the end of the period |
| Accounts payable | 4,352,333,112.10 | 2,335,425,936.47 | 86.36 | Mainly due to increase in accounts payable under increased sales for the sales peak season at the end of the period but the period-to-period increase and increase in amount were basically comparable |
| Advances from customers |
505,065,375.74 | 837,065,771.59 | (39.66) | Mainly due to decrease in advances from customers under increased sales for the sales peak season at the end of the Reporting Period |
| Taxes payable | (31,531,487.94) | (48,994,818.36) | 35.64 | Mainly due to increase in tax payable under increased sales |
| Other current liabilities | 779,886,418.44 | 566,406,795.92 | 37.69 | Mainly due to corresponding increase in accounts payable under increased sales |
| Total operating revenue |
12,992,870,024.48 | 9,967,726,766.93 | 30.35 | Mainly due to increased sales for the Reporting Period |
| Business taxes and surcharges |
49,585,982.21 | 32,387,549.72 | 53.10 | Mainly due to increase in tax payable under increased sales |
| Selling and distribution expenses |
1,754,021,512.96 | 1,310,271,064.86 | 33.87 | Mainly due to increase in accounts payable corresponding to increased sales |
| Financial expenses | 12,612,656.22 | 25,298,032.29 | (50.14) | Mainly due to decrease in interest expenses |
| Gain from changes in fair value |
35,908,729.66 | (14,092,955.53) | (354.80) | Mainly due to changes in undue forward contracts and draw down upon maturity for the period |
| Investment income | 154,056,030.47 | 100,107,033.46 | 53.89 | Mainly due to increase in net profit of an associate, Hisense Hitachi |
| Income tax expenses | 19,895,297.20 | 5,621,187.99 | 253.93 | Mainly due to increase in the aggregate profit of all companies |
Half year of 2013
13. Supplementary information — Continued
3. Reasons for exceptional items in the financial statements of the Company — Continued
| Statement item | Closing balance or amount for current year |
Opening balance or amount for last year |
% Change | Reasons for change |
|---|---|---|---|---|
| Cash received from sales of goods and rendering of services |
5,644,887,416.81 | 3,752,286,603.70 | 50.44 | Mainly due to increase in payment under increased sales |
| Other cash received concerning operating activities |
508,225,547.38 | 114,798,118.12 | 342.71 | Mainly due to increase in energy saving subsidy received |
| Cash paid for purchases of commodities and receipt of services |
3,871,204,118.31 | 2,246,530,087.14 | 72.32 | Mainly due to increase in payments for goods for procurement under increased sales |
| Cash paid to and for employees |
1,010,902,554.71 | 747,008,600.90 | 35.33 | Mainly due to corresponding increase in staff salaries under increased sales |
| Cash paid for taxes and surcharges |
418,797,596.46 | 304,625,376.25 | 37.48 | Mainly due to increase in tax paid under increased sales |
| Cash received from returns on investment |
73,500,000.00 | 49,000,000.00 | 50.00 | Mainly due to increase in bonus to an associate, Hisense Hitachi |
| Net cash received from disposals of subsidiaries and other operation units |
0.00 | 42,534,178.70 | (100.00) | Mainly due to proceeds from disposal of subsidiary for the corresponding period, and nil for the period |
| Cash paid for acquisition of fixed assets, intangible assets and other long-term assets |
242,761,202.25 | 88,888,161.76 | 173.11 | Mainly due to increase in investment in a subsidiary, Shandong Refrigerator |
| Cash received from borrowings |
145,508,582.23 | 1,307,500,749.18 | (88.87) | Mainly due to decrease in financing activities for the period |
| Cash paid for repayment of borrowings |
92,496,008.42 | 1,262,800,257.67 | (92.68) | Mainly due to decrease in financing activities for the period |
| Cash paid for distribution of dividends, profit or interest expenses |
7,023,141.13 | 20,572,529.95 | (65.86) | Mainly due to decrease in corresponding decrease in interest expenses under decreased financing activities for the period |
14. Approval of Financial Statements
The 2013 interim financial statements and the notes to financial statements of the Company were approved for publication at the third meeting of the eighth session of the Board of the Company in 2013.
INTERIM DIVIDEND
The Board does not recommend the payment of an interim dividend for the six months ended 30 June 2013. No interim dividend was paid for the corresponding period last year.
MANAGEMENT DISCUSSION AND ANALYSIS
I. Analysis Of The Company's Operation
1. Overall operation
Subsequent to a decrease in both sales volume and value of the white goods industry in 2012, the domestic white goods market was driven by the Energy-saving Product Subsidies Policy and showed upward momentum during the Reporting Period. According to the statistics of China Market Monitor Company Limited (CMM), the retail volume of refrigerator industry increased by 14.19% on a year-to-year basis and the retail volume of air-conditioner industry increased by 16.91% on a year-to-year basis. In respect of exports, due to factors such as Europe's economy remaining inactive and slowdown of economic growth of the emerging markets, the demand from overseas markets remained relatively sluggish. Amidst the abovementioned operating environment, the Company strictly adhered to the operating strategies of "building product advantages, reforming marketing model, enhancing system efficiency, exploring the international markets and securing scale and efficiency" during the Reporting Period, in order to achieve further increases in the scale and operating efficiency through boosting product competitiveness, enhancing product structures, improving the gross profit margins of products and expediting channel development. During the Reporting Period, the Company recorded operating revenue of RMB12,993 million, representing a year-to-year increase of 30.35%, of which the revenue from its principal operating businesses amounted to RMB11,790 million, representing a yearto-year increase of 30.23%. The overall gross profit margin increased by 1.51 percentage points. The net profit attributable to equity holders of the listed company was RMB707 million, representing a year-to-year increase of 86.07%.
During the Reporting Period, the Company's revenue from the refrigerator business amounted to RMB5,311 million, accounting for 45.05% of the revenue from principal operating businesses and representing a year-toyear increase of 24.49%. Revenue from the air-conditioner business amounted to RMB5,057 million, accounting for 42.89% of the revenue from principal operating businesses and representing a year-to-year increase of 34.60%. The operating revenue from the domestic sales business was RMB8,227 million, representing a yearto-year increase of 39.60%. The operating revenue from the export sales business was RMB3,563 million, representing a year-to-year increase of 12.99%.
During the Reporting Period, the Company strengthened the coordination of production, sale and inventory, suppressed the utilization of capital in different segments and enhanced capital utilization efficiency. During the Reporting Period, finance costs significantly decreased by 50% and inventory flow further accelerated.
I. Analysis Of The Company's Operation — Continued
2. Refrigerator business
During the Reporting Period, the domestic refrigerator market showed growing momentum. However, the pace of growth slowed down upon the withdrawal of the Energy-saving Product Subsidies Policy and there was a slow growth for the export markets.
During the Reporting Period, the Company upheld "technologies, products and quality" as its core competitive strengths in the effort to enhancing the competitiveness of its refrigerator products. Leveraging on its selfdeveloped "360-degree vector inverter technology", "preservation by active water system" as well as continued innovations and enhancements in its product structure, functions and design, the "Hisense Bauna series French-door refrigerators" were awarded the China Household Electrical Appliance Refrigerator Product Prize at the China Appliance World Expo, which is well-known as the "wind vane of household electrical appliances in China". During the Reporting Period, the Company has consistently implemented the strategy of focusing on mid- to high-end products and proactively adjusted its product structure. The Company has organized "30th Anniversary Celebration cum 2013 Product Launch of Ronshen Refrigerators", at which several new products of the i feel series were launched. Hisense Refrigerator also launched a number of Bauna intelligent refrigerator series new products during the Reporting Period, which significantly enriched the portfolio of the mid- to high-end products. Sales of refrigerators business recorded swift growth in its scale and steady increments in the gross profit margin and market share as supported by the improvement of product competitiveness and enhancement in product sales structure. During the Reporting Period, the gross profit margin of refrigerator products increased by 1.05 percentage points when compared to the corresponding period last year. According to the statistics of China Market Monitor Company Limited (CMM), the retail sales volume of the refrigerator products of the two brands "Ronshen" and "Hisense" achieved a growth of 34.28% and 25.59% respectively in the first half of 2013, outrunning the overall growth of the refrigerator industry. Retail market share of the Company's refrigerators was 17.90%, representing an increase of 1.56 percentage points as compared to 2012 and securing the second position in the industry.
In respect of production capacity layout, the Company has newly invested in the construction of a base for mid- to high-end refrigerators, namely the Shandong refrigerator, during the Reporting Period, infrastructure construction completed as scheduled, while fixed asset procurement, personnel recruitment and other works have commenced as planned. It is anticipated that mass production will commence in the fourth quarter.
I. Analysis Of The Company's Operation — Continued
3. Air-conditioner business
During the Reporting Period, the domestic air-conditioner market gathered a momentum of growth under the influence of a number of factors including the recovery of the real estate market towards the end of 2012 and the Energy-saving Product Subsidies Policy. During the Reporting Period, the Company continued to capitalize on the market opportunities of "energy-efficiency enhancement" and "product upgrade". The Company persisted in improving its product standards and proactively adjusted its product structure, with the launch of new mid- to high-end products as represented by the new flagship product of the Apple Pie A8 series, namely 89 artistic series of cabinet air-conditioners and wall-mounted air-conditioners, as an effort to constantly increase the competitiveness of the Company's products and improve the brand image. At the China Appliance World Expo, the "Hisense Apple Pie A8-89 Intelligent Supreme Series cabinet air-conditioners and wall-mounted air-conditioners" were awarded the China Household Electrical Appliance Air-conditioner Product Prize. The Company persisted in channel development through substantially expanding the channel for domestic sales, strengthening the management and control of the channels, and enhancing the quality of the network points. According to the statistics of CMM, the air-conditioner products under the two brands "Hisense" and "Kelon" recorded a growth of 75.04% and 42.34% in the retail sales volume in the first half of 2013, which was more than double of the overall growth of the air-conditioner industry. The retail market share of the Company's air-conditioners increased by 1.17 percentage points as compared to 2012. The Company adhered to the strategy of "exploring the international markets" to expand its scale of export, increase the export of selfowned brand products and enhance the export structure. During the Reporting Period, the sales revenue from export of air-conditioner products increased by 21.21% on a year-to-year basis and in particular export of selfowned brands recorded a year-to-year increase of up to 55%.
The constant improvement in the product competitiveness and brand image and rapid growth in sales scale led to continual enhancements in the profitability of the air-conditioner business. During the Reporting Period, the gross profit margin of the Company's air-conditioner increased by 2.29 percentage points when compared to the corresponding period last year.
I. Analysis Of The Company's Operation — Continued
4. Outlook
Projecting into the second half of the year, the Company will continue to face a severe operating environment as due to China's macroeconomy enters into the adjustment phase, the overdraft of consumer demand by the household appliance subsidy policy and the sluggish demand in the domestic household appliance market, and, on the other hand, there is slow recovery and feeble growth of the international market. However, in the long run, the rigid demand for the long-term development of the white goods market will be secured by the new urbanization policy, enhanced consumption and product upgrade. In the second half of 2013, the Company will continue to uphold the operating strategies devised at the beginning of the year to achieve steady increase in its scale, performance and market share, through implementation of the following:
- (1) to continue enhancement of product structure; to stimulate increase in the sales scale; to promote sales team building and strengthen the sales and marketing efforts; to continue fostering the setting up of brand store, to enhance the quality of network points; to seize emerging channels and to increase the weight of eCommerce.
- (2) to prepare for coordination of production and sale between low season and high season, to strictly control its inventory structure and to prevent risk of inventory overstock.
- (3) to continue the improvement of product quality, to stringently implement quality control procedure and to nurture quality control personnel of high standards.
- (4) to continue to strengthen its efforts in the commencement of automation, informatization and unitization to enhance system efficiency, as well as to achieve reasonable cost control through technology upgrade, enhanced appearance design, enhanced procurement capability and model adjustment at the same time.
- (5) to strengthen its efforts in introduction of core personnel and personnel pooling, and to enhance personnel structure.
- (6) to continue fortification of support for the export business and the export of self-owned brand products, to increase the scale of export, and to adjust the export product structure.
II. ANALYSIS TO PRINCIPAL FINANCIALS DURING THE REPORTING PERIOD
(i) Major accounting data and financial indicators
Did the Company make retrospective adjustment to or restatement of the accounting data of prior years due to changes in accounting policies and correction of accounting errors?
Yes 3 No
| Increase or decrease as compared to corresponding |
|||
|---|---|---|---|
| Corresponding | period last year | ||
| Items | Reporting Period | period last year | (%) |
| Operating revenue (RMB) | 12,992,870,024.48 | 9,967,726,766.93 | 30.35 |
| Net profits attributable to shareholders of listed company (RMB) Net profits after deducting non-recurring profit |
706,812,577.45 | 379,870,618.69 | 86.07 |
| and loss attributable to shareholders of listed | |||
| company (RMB) | 676,763,629.46 | 374,629,933.96 | 80.65 |
| Net cash flow from operating activities (RMB) | 79,191,035.09 | 31,544,963.18 | 151.04 |
| Basic earnings per share (RMB/share) | 0.5220 | 0.2805 | 86.10 |
| Diluted earnings per share (RMB/share) Weighted average rate of return on |
0.5220 | 0.2805 | 86.10 |
| net assets (%) | 37.92 | 38.13 | (0.21) |
| Increase or decrease as |
|||
| compared to | |||
| End of the | end of last year | ||
| Items | Reporting Period | End of last year | (%) |
| Total assets (RMB) | 12,494,040,247.44 | 9,200,334,640.73 | 35.80 |
| Net assets attributable to shareholders of listed company (RMB) |
2,216,400,447.84 | 1,512,042,166.49 | 46.58 |
II. ANALYSIS TO PRINCIPAL FINANCIALS DURING THE REPORTING PERIOD — Continued
(ii) Non-recurring profit and loss items and amounts
| Items | Amount | Description |
|---|---|---|
| Profits or losses from disposal of non-current assets (including the part written off for provision for impairment on assets) |
22,831,712.38 | |
| Government grants recognized in the profits or losses (excluding government grants closely related to the Company's business and are received with fixed amounts or with fixed percentage based |
9,955,361.60 | |
| on unified standards promulgated by government) Other non-operating income and expenses other than the aforementioned items |
69,525.44 | |
| Less: Effect of income tax |
959,571.68 | |
| Effect of minority interests (after tax) | 1,848,079.75 | |
| Total | 30,048,947.99 | — |
(iii) ANALYSIS OF PRINCIPAL BUSINESS
Unit: RMB
Unit: RMB
| Corresponding | Increase or decrease as compared to corresponding period last year |
|||
|---|---|---|---|---|
| Reporting Period | period last year | (%) | Reason of changes | |
| Operating revenue | 12,992,870,024.48 | 9,967,726,766.93 | 30.35 | Mainly due to increase in sales during the reporting period |
| Operating costs | 10,250,224,907.55 | 7,982,126,495.52 | 28.41 | Mainly due to increase in costs in line with increase in sales |
| Selling and distribution expense |
1,754,021,512.96 | 1,310,271,064.86 | 33.87 | Mainly due to increase in expenses in line with increase in sales |
| General and administrative expenses |
354,200,313.53 | 299,727,610.10 | 18.17 | |
| Finance expenses | 12,612,656.22 | 25,298,032.29 | (50.14) | Mainly due to decrease in interest payment |
| Income tax expenses | 19,895,297.20 | 5,621,187.99 | 253.93 | Mainly due to increase in the total amount of profit of the companies |
| Investment in research and development |
289,051,709.12 | 235,376,565.43 | 22.80 | |
| Net cash flows from operating activities |
79,191,035.09 | 31,544,963.18 | 151.04 | Mainly due to increase in operating net cash flows caused by increase in sales and operational quality and quantity enhancement |
| Net cash flows from investing activities |
(159,207,987.91) | 7,387,565.12 | (2,255.08) | Mainly due to increase in investment in Shandong Refrigerator (a subsidiary) |
| Net cash flows from financing activities |
45,989,426.02 | 24,278,558.38 | 89.42 | Mainly due to decrease in interest payment |
| Net increase in cash and cash equivalents |
(34,027,526.80) | 63,211,086.68 | (153.83) | Mainly due to comparatively large increase in investment |
II. ANALYSIS TO PRINCIPAL FINANCIALS DURING THE REPORTING PERIOD — Continued
(iv) Description of principal business segments
Unit: RMB
| Increase or | Increase or | |||||
|---|---|---|---|---|---|---|
| decrease in | decrease | Increase or | ||||
| revenue from | in costs of | decrease in | ||||
| operating | operating | gross profit | ||||
| businesses as | businesses as | margin as | ||||
| compared to | compared to | compared to | ||||
| Gross profit | corresponding | corresponding | corresponding | |||
| margin | period last year | period last year | period last year | |||
| Item | Operating revenue | Operating Cost | (%) | (%) | (%) | (%) |
| By industry | ||||||
| Home appliances | 11,790,015,569.98 | 9,138,714,099.92 | 22.49 | 30.32 | 27.83 | 1.51 |
| manufacturing | ||||||
| industry | ||||||
| By product | ||||||
| Refrigerators | 5,310,974,333.09 | 4,054,569,852.70 | 23.66 | 24.49 | 22.79 | 1.05 |
| Air-conditioners | 5,056,633,164.27 | 3,976,436,047.29 | 21.36 | 34.60 | 30.80 | 2.29 |
| Others | 1,422,408,072.62 | 1,107,708,199.93 | 22.12 | 38.96 | 37.32 | 0.93 |
| By region | ||||||
| Mainland | 8,226,727,331.31 | 5,937,393,787.53 | 27.83 | 39.60 | 37.81 | 0.94 |
| Overseas | 3,563,288,238.67 | 3,201,320,312.39 | 10.16 | 12.99 | 12.71 | 0.23 |
III. CORE COMPETITIVENESS ANALYSIS
1. Technological advantages
The Company adheres to its operating philosophy of "technology orientation" and centers on "energysaving by inverter technology" and "green and environmental friendliness" to build its core competitiveness through innovations in technologies and products. The Company has top-notch research and development institutions including State-level enterprise technology center, enterprise post-doctoral scientific research station, State-recognized laboratory, and Guangdong Provincial Key Research and Development Center of Engineering Science, in addition to an industry-leading research and development team with thousands of technical personnels. During the Reporting Period, the Company has applied for 197 patents in total, including 37 invention patents. The Company has been granted 175 patents in total, including 14 invention patents. The Company is always committed to enhance its self-directed innovation capacity, strives to enhance the performance and level of intelligentization of its products, in order to increase its core competitiveness and its products' market competitiveness and provide strong technical support for the Company's industrial advancement.
2. Brand advantages
The three brand names used in the refrigerator and air-conditioner products of the Company, namely "Hisense", "Ronshen" and "Kelon", are Chinese Well-known Marks with good brand reputation and market base. Among these brands, the market share of "Hisense" invertor air-conditioners had ranked first in China for thirteen consecutive years, while the market share of "Ronshen" refrigerators had ranked first in China for eleven years. "High technology and high quality" reflects the Company's core brand value. At the same time, the Company gradually accelerates the progress of internationalization, and continues to promote the internationalization of its own brands.
IV. Major subsidiaries and companies in which the Company has equity interest
| Name of company |
Company type | Industry | Major product or service |
Registered capital |
Total assets (RMB ten thousand) |
Net assets (RMB ten thousand) |
Operating revenue (RMB ten thousand) |
Operating profit (RMB ten thousand) |
Net profits (RMB ten thousand) |
|---|---|---|---|---|---|---|---|---|---|
| Hisense Hitachi | A company in which the Company has equity interest |
Home appliances industry |
Production and sale of commercial air conditioners |
US\$46 million | 186,553.91 | 101,366.73 | 148,503.10 | 29,672.78 | 25,449.88 |
LIQUIDITY AND SOURCES OF CAPITAL
Net cash generated from operating activities of the Group was approximately RMB79 million for the six months ended 30 June 2013 (for the six months ended 30 June 2012: RMB32 million).
As at 30 June 2013, the Group had bank deposits and cash (including pledged bank balances) amounting to approximately RMB482 million (as at 30 June 2012: RMB462 million) and bank loans amounting to approximately RMB83 million (as at 30 June 2012: RMB1,102 million).
Total capital expenditures of the Group for the six months ended 30 June 2013 amounted to approximately RMB243 million (for the six months ended 30 June 2012: RMB89 million).
GEARING RATIO
As at 30 June 2013, the Group's gearing ratio (calculated according to the formula: total liabilities divided by total assets) was 79% (as at 30 June 2012: 84%).
TRUST DEPOSITS
As at 30 June 2013, the Group did not have any trust deposits with any financial institutions in the PRC. All of the Group's deposits have been deposited in commercial banks and other financial institutions in the PRC and Hong Kong.
HUMAN RESOURCES AND REMUNERATION POLICY
As at 30 June 2013, the Group had approximately 32,945 employees, mainly comprising 4,761 technical staff, 14,717 sales representatives, 581 financial staff, 894 administrative staff and 11,992 production staff. The Group had 4 employees with a doctorate degree, 202 with a master's degree and 3,060 with a bachelor's degree. There were 669 employees who occupied mid-level positions or above in the Group according to the national standards. For the six months ended 30 June 2013, the Group's staff payroll amounted to RMB1,011 million (corresponding period in 2012 amounting to RMB747 million).
The Company adopts a position-based remuneration policy for its staff. Staff remuneration is determined by reference to the relative importance of and responsibility assumed by the position and other performance factors.
CHARGE ON THE GROUP'S ASSETS
As at 30 June 2013, the Group's property, plant and equipment (including leasehold land held for own use) and investment properties and trade receivables of approximately RMB526 million (31 December 2012: RMB428 million) were pledged as security for the Group's borrowings.
EXPOSURE TO EXCHANGE RATE FLUCTUATION AND ANY RELATED HEDGE
Since part of the purchase and the majority of the overseas sales of the Group during the Reporting Period were denominated in foreign currency, the Group is exposed to certain risk of exchange rate fluctuation. The Group has used financial instruments such as import/export documentary bills and forward contracts for exchange rate hedging purpose.
MODEL CODE FOR SECURITIES TRANSACTIONS BY DIRECTORS
The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers ("Model Code") as set out in Appendix 10 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules") as its code for securities transaction by Directors. After having made specific enquiries to the Directors, all Directors of the Board confirmed that they had acted in full compliance with the Model Code during their term of office in the Reporting Period.
SHARE CAPITAL STRUCTURE
As at 30 June 2013, the share capital structure of the Company was as follows:
| Percentage to the total | |||
|---|---|---|---|
| Number of shares | issued share capital | ||
| 459,589,808 | 33.94% | ||
| 894,464,942 | 66.06% | ||
| 1,354,054,750 | 100.00% | ||
TOP TEN SHAREHOLDERS
As at 30 June 2013, there were 33,011 shareholders of the Company (the "Shareholders") in total, of which the top ten Shareholders were as follows:
| No. of | Percentage to the total issued shares of the |
Percentage to the relevant class of issued shares of |
No. of shares held subject to trading |
||
|---|---|---|---|---|---|
| Name of Shareholder | Nature of Shareholder | shares held | Company | the Company | moratorium |
| Qingdao Hisense Air-conditioning Company Limited |
State-owned legal person |
612,316,909 | 45.22% | 68.46% | 0 |
| HKSCC Nominees Limited Note 1 | Foreign legal person | 458,695,058 | 33.88% | 99.80% | 0 |
| China Huarong Asset Management Co., Ltd. |
State-owned legal person |
30,000,000 | 2.22% | 3.35% | 0 |
| Industrial and Commercial Bank of China — CCB Principal Selected Growth Stock-Based Securities Investment Fund |
Other | 7,565,933 | 0.56% | 0.85% | 0 |
| Zhang Shao Wu Note 2 | Domestic natural person | 6,365,400 | 0.47% | 0.71% | 0 |
| China Construction Bank — China International Growth Pioneer Stock Securities Investment Fund |
Other | 5,958,889 | 0.44% | 0.67% | 0 |
| China Construction Bank — China AMC Dividend Mixed Open-End Securities Investment Fund |
Other | 5,396,877 | 0.40% | 0.60% | 0 |
| Agricultural Bank of China — Fullgoal Tiancheng Dividend Flexible Allocation Mixed Securities Investment Fund |
Other | 4,700,700 | 0.35% | 0.53% | 0 |
| Zhong Juan Wei | Domestic natural person | 3,910,474 | 0.29% | 0.44% | 0 |
| Agricultural Bank of China — Fullgoal Tianrui Strong Area Selected Mixed Open Securities Investment Fund |
Other | 3,840,979 | 0.28% | 0.43% | 0 |
Note:
-
The shares held by HKSCC Nominees Limited are held on behalf of a number of its account participants, among which, Hisense (Hong Kong) Company Limited, a party acting in concert with the controlling shareholder of the Company, is the holder of 54 million H shares in total at the end of the Reporting Period, representing 3.99% of the total number of shares of the Company.
-
The 6,365,400 A shares of the Company are held by Mr. Zhang Shao Wu through the client's collateral securities account for margin transactions of Everbright Securities Company Limited.
SHAREHOLDINGS OF THE TOP TEN SHAREHOLDERS OF TRADABLE SHARES
| Number of tradable | ||
|---|---|---|
| Name of Shareholders | shares held | Class of shares |
| Qingdao Hisense Air-conditioning Company Limited | 612,316,909 | RMB ordinary shares |
| HKSCC Nominees Limited | 458,695,058 | Overseas listed foreign shares |
| China Huarong Asset Management Co., Ltd. | 30,000,000 | RMB ordinary shares |
| Industrial and Commercial Bank of China — CCB Principal Selected Growth Stock-Based Securities Investment Fund |
7,565,933 | RMB ordinary shares |
| Zhang Shao Wu | 6,365,400 | RMB ordinary shares |
| China Construction Bank — China International Growth Pioneer Stock Securities Investment Fund |
5,958,889 | RMB ordinary shares |
| China Construction Bank — China AMC Dividend Mixed Open-End Securities Investment Fund |
5,396,877 | RMB ordinary shares |
| Agricultural Bank of China — Fullgoal Tiancheng Dividend Flexible Allocation Mixed Securities Investment Fund |
4,700,700 | RMB ordinary shares |
| Zhong Juan Wei | 3,910,474 | RMB ordinary shares |
| Agricultural Bank of China — Fullgoal Tianrui Strong Area Selected Mixed Open Securities Investment Fund |
3,840,979 | RMB ordinary shares |
INTERESTS AND SHORT POSITIONS OF SUBSTANTIAL SHAREHOLDERS IN THE SHARES
So far as is known to any Directors, supervisors and the chief executive of the Company, as at 30 June 2013, the following persons (other than the Directors, supervisors and the chief executive of the Company) had interests or short positions in the shares or underlying shares of the Company which would fall to be disclosed to the Company under the provisions of Divisions 2 and 3 of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) ("SFO"), or which were recorded in the register required to be kept under section 336 of the SFO, or as otherwise notified to the Company and The Stock Exchange of Hong Kong Limited:
INTERESTS AND SHORT POSITIONS OF SUBSTANTIAL SHAREHOLDERS IN THE SHARES — Continued
Long Position or short position in the shares of the company
| Name of shareholder | Capacity | Type of shares | Number of shares held |
Percentage of the respective type of shares |
Percentage of the total number of shares in issue |
|---|---|---|---|---|---|
| Qingdao Hisense Air conditioning Company Limited Note |
Beneficial owner | A shares | 612,316,909(L) | 68.46% | 45.22% |
| Qingdao Hisense Electric Holdings Company Limited Note |
Interest of controlled corporation |
A shares | 612,316,909(L) | 68.46% | 45.22% |
| Hisense Company Limited Note |
Interest of controlled corporation |
A shares | 612,316,909(L) | 68.46% | 45.22% |
| Hisense (Hong Kong) Company Limited Note |
Beneficial owner | H shares | 54,000,000(L) | 11.75% | 3.99% |
| Qingdao Hisense Electric Holdings Company Limited Note |
Interest of controlled corporation |
H shares | 54,000,000(L) | 11.75% | 3.99% |
| Hisense Company Limited Note |
Interest of controlled corporation |
H shares | 54,000,000(L) | 11.75% | 3.99% |
The letter "L" denotes a long position.
Note: Qingdao Hisense Air-conditioning Company Limited is a company directly owned as to 93.33% and indirectly owned as to 6.67% by Qingdao Hisense Electric Holdings Company Limited, whereas Hisense (Hong Kong) Company Limited is a company directly owned as to 100% by Qingdao Hisense Electric Holdings Company Limited. Qingdao Hisense Electric Holdings Company Limited is in turn owned as to 47.90% by Hisense Company Limited. By virtue of the SFO, Qingdao Hisense Electric Holdings Company Limited and Hisense Company Limited were deemed to be interested in the same parcel of A shares of which Qingdao Hisense Air-conditioning Company Limited was interested and in the same parcel of H shares of which Hisense (Hong Kong) Company Limited was interested.
Save as disclosed above, as at 30 June 2013, in so far as the Directors, supervisors and chief executive of the Company are aware, there was no other interest and/or short position held by any person in the shares and underlying shares of the Company which were recorded in the register required to be kept by the Company pursuant to section 336 of the SFO.
INTERESTS OF DIRECTORS, SUPERVISORS AND CHIEF EXECUTIVES IN THE SHARES, UNDERLYING SHARES AND DEBENTURES
As at 30 June 2013, save as disclosed in the section "The First Share Option Incentive Scheme", none of the members of the Board, supervisors and the chief executive of the Company and their respective associates held any interests or short positions in any shares, underlying shares and debentures of the Company and any of its associated corporations (within the meaning of Part XV of the SFO), as recorded in the register required to be maintained by the Group pursuant to section 352 of the SFO or as otherwise notified to the Company and The Stock Exchange of Hong Kong Limited pursuant to the Model Code.
PURCHASE, SALE OR REDEMPTION OF SECURITIES
During the Reporting Period, neither the Company nor any of its subsidiaries has purchased, sold or redeemed any of the Company's listed securities.
AUDIT COMMITTEE
The Audit Committee of the Company has reviewed the interim results announcement and interim report for the period ended 30 June 2013.
THE FIRST SHARE OPTION INCENTIVE SCHEME
(1) Movements of the share options during the Reporting Period
| No. | Name | Position | Outstanding share options as at 1 January 2013 ('0000 shares) |
Number of share options exercised or cancelled during the Reporting Period ('0000 shares) |
Number of share options lapsed during the Reporting Period ('0000 shares) |
Outstanding share options as at 30 June 2013 ('0000 shares) |
|---|---|---|---|---|---|---|
| 1 | Tang Ye Guo | Chairman | 126 | — | — | 126 |
| 2 | Xiao Jian Lin | Director | 82.8 | — | — | 82.8 |
| 3 | Jia Shao Qian | Vice-President | 82.8 | — | — | 82.8 |
| 4 | Ren Li Ren | Director, President |
72 | — | — | 72 |
| 5 | Zhang Yu Qing | Vice-President | 82.8 | — | — | 82.8 |
| 6 | Wang Yun Li | Vice-President | 82.8 | — | — | 82.8 |
| 7 | Gan Yong He | Director, Vice-President |
18.1 | — | — | 18.1 |
| 8 | Zhang Jian Jun | Supervisor | 5.6 | — | — | 5.6 |
| 9 | Mid level management staff and key personnel |
1398.1 | — | — | 1398.1 | |
| Total | 1951 | — | — | 1951 |
Note: All share options available for issue under the First Share Option Incentive Scheme have been granted.
(2) The grant date and the exercise price of the share options
The grant date of the share options is 31 August 2011 and the exercise price is RMB7.65 per share.
(3) Validity period of the share options
The validity period of the share options under the grant shall be a term of 5 years commencing from the grant date.
THE FIRST SHARE OPTION INCENTIVE SCHEME — Continued
(4) Exercise Arrangement
The exercise of the share options under the grant is subject to a restriction period of 2 years, during which period the rights are not exercisable.
Subject to the fulfillment of the exercise conditions, the share options under the grant can be exercised in batches after the expiry of the 2-year period from the grant date according to the following exercise arrangement:
- i. 33% of the share options granted to each participant shall become exercisable on the trading day immediately after the second anniversary of the grant date (2 September 2013) until the trading day falling on the fifth anniversary of the grant date (31 August 2016);
- ii. another 33% of the share options granted to each participant shall become exercisable on the trading day immediately after the third anniversary of the grant date (1 September 2014) until the trading day falling on the fifth anniversary of the grant date (31 August 2016); and
- iii. the remaining 34% of the share options granted to each participant shall become exercisable on the trading day immediately after the fourth anniversary of the grant date (1 September 2015) until the trading day falling on the fifth anniversary of the grant date (31 August 2016).
Where the participant is a director or member of the senior management, share options of not less than 20% of the total share options granted to such participant can only be exercised after the participant has reached a pass grade or above in the performance appraisal for his/her employment (or office).
In addition, during the validity period of the share options, the maximum gain which the participants can obtain from the share option incentives shall not exceed 40% of their remuneration level (inclusive of the gain from the share option incentives) when the share options were granted. In the event that the gain from the share option incentive exceeds the above proportion, share options which have not been exercised will not be exercised.
According to the calculation by the Black-Scholes option pricing model, the Company recognized an expense of RMB1.9652 million in total in relation to First Share Option Incentive Scheme during the Reporting Period.
CORPORATE GOVERNANCE CODE
To the best knowledge and information of the Company, during the Reporting Period, the Company has complied with the code provisions in the Corporate Governance Code as set out in Appendix 14 to the Listing Rules.
I. Explanation given by the Board of the Company of The matters Relating to the qualified opinions in the Auditor's Report for the 2012 Annual Report
RUIHUA CERTIFIED PUBLIC ACCOUNTANTS (formerly known as Crowe Horwath China Certified Public Accountants (LLP)) issued an auditor's report with qualified opinion for the 2012 financial report of the Company. The Board of the Company has given detailed explanation on the matters relating to the auditor's opinion in the 2012 annual report, details of which can be found in the Company's 2012 annual report and the 2012 annual results announcement published on the website of the Hong Kong Stock Exchange (http://www.hkex.com.hk) on 28 March 2013. On 28 March 2013, the Company received a notice of execution from the Intermediate People's Court of Foshan City, Guangdong Province in relation to the relevant matters concerning the resumption of execution of the cases involving the Greencool Companies. Pursuant to the "Notice issued by the Supreme People's Court on the resumption of execution procedures against the Greencool Companies in accordance with the law", the Foshan Intermediate Court started the execution procedures of cases involving the Greencool Companies, details of which can be found in the announcement published on the website of the Hong Kong Stock Exchange (http://www.hkex.com.hk) on 1 April 2013. On 13 June 2013, Yangzhou Refrigerator, a wholly-owned subsidiary of the Company, received a total sum of RMB75.77 million from the Intermediate People's Court of Yangzhou City, Jiangsu Province, as a result of the execution of relevant cases concerning the litigation initiated by Yangzhou Refrigerator against Yangzhou Greencool Venture Capital Company Limited(揚州格林柯爾創業投資有限公司), details of which can be found in the announcement published on the website of the Hong Kong Stock Exchange (http://www.hkex.com.hk) on 13 June 2013. The Company will also pay attention to the progress of the cases concerning the Greencool Companies and make its best efforts to protect its rights as a creditor.
II. Material litigations and arbitrations of the Company
3 Applicable Not Applicable
| General status of the litigation (arbitration) | Amount involved (RMB ten thousand) |
Whether a liability is expected to be caused |
Progress of the litigation (arbitration) | Results and effects of the litigation (arbitration) |
Execution of the judgment of the litigation (arbitration) |
|---|---|---|---|---|---|
| A series of related party transactions and unusual cash flows occurred between the Greencool Companies and the Company during the period from October 2001 to July 2005. In addition, during the period, the Greencool Companies, through certain specific third party companies such as Tianjin Lixin Commercial Trading Development Company Limited, were involved in a series of unusual cash flow with the Company. The Company has instituted proceedings against the Greencool Companies for such transactions and unusual cash flows as well as the suspected fund embezzlements. |
72,541.44 | No | On 28 March 2013, the Company received a notice of execution from the Intermediate People's Court of Foshan City, Guangdong Province in relation to the relevant matters concerning the resumption of execution of the cases involving the Greencool Companies. Pursuant to the "Notice issued by the Supreme People's Court on the resumption of execution procedures against the Greencool Companies in accordance with the law", the Foshan Intermediate Court started the execution procedures of cases involving the Greencool Companies, and the Foshan Intermediate Court will proportionally allocate the relevant assets. On 13 June 2013, Yangzhou Refrigerator received a total sum of RMB75.77 million from the Intermediate People's Court of Yangzhou City, Jiangsu Province, as a result of the execution of relevant cases concerning the litigation initiated by Yangzhou Refrigerator against Yangzhou Greencool Venture Capital Company Limited(揚州格林柯爾創業投資有限公司). |
— | In the process of execution |
III. Particulars of external investments
| Particulars of external investments | ||
|---|---|---|
| Amount of investment for the | Amount of investment for | |
| Reporting Period (RMB) | corresponding period last year (RMB) | Change (%) |
| 175,000,000.00 | 0 | 100% |
| Particulars of the investee | ||
| Shareholding in the investee | ||
| attributable to the listed company | ||
| Name of company | Principal business | (%) |
| Shandong Refrigerator | Manufacture of energy saving and | 100% |
| environmental friendly refrigerator | ||
| and freezer products |
IV. SHAREHOLDINGS IN OTHER LISTED COMPANIES HELD BY THE COMPANY
| Carrying amount | Changes in ownership interests |
|||||||
|---|---|---|---|---|---|---|---|---|
| Initial investment cost (RMB ten |
Shareholding percentage in the |
at the end of the period |
Profit and loss for the Reporting Period |
for the Reporting Period |
||||
| Stock code | Stock abbreviation | thousand) | company (%) | (RMB ten thousand) | (RMB ten thousand) | (RMB ten thousand) | ||
| 000404 | Huayi Compressor | 2,417.14 | 3.74 | 7,308.13 | 377.67 | 369.97 |
During the Reporting Period, the placement of shares of Huayi Compressor diluted the Company's shareholding percentage and recognized revenue in the sum of RMB23,335,400 from disposal of equity investment.
V. Particulars of connected transactions during the Reporting Period
| Connected parties | Type of connected transaction |
Particulars of connected transaction |
Pricing principle of connected transaction |
Connected transaction amount (RMB ten thousand) |
Percentage of total amount of similar transactions (%) |
|---|---|---|---|---|---|
| Hisense Group | Sale | Sale of finished goods | Agreed price | 172,838.28 | 13.30 |
| Hisense — Whirlpool | Sale | Sale of finished goods | Agreed price | 11.90 | 0.00 |
| Hisense Hitachi | Sale | Sale of finished goods | Agreed price | 2,537.71 | 0.20 |
| Hisense Electric | Sale | Sale of materials | Agreed price | 281.99 | 0.02 |
| Hisense Group | Sale | Sale of materials | Agreed price | 516.59 | 0.04 |
| Hisense — Whirlpool | Sale | Sale of materials | Agreed price | 585.45 | 0.05 |
| Hisense Hitachi | Sale | Sale of materials | Agreed price | 33.14 | 0.00 |
| Hisense Electric | Sale | Sale of moulds | Agreed price | 4,010.68 | 0.31 |
| Hisense Group | Sale | Sale of moulds | Agreed price | 8,600.27 | 0.66 |
| Hisense — Whirlpool | Sale | Sale of moulds | Agreed price | 503.77 | 0.04 |
| Hisense Group | Provision of services | Provision of services | Agreed price | 119.39 | 0.01 |
| Hisense — Whirlpool | Provision of services | Provision of services | Agreed price | 115.51 | 0.01 |
| Hisense — Whirlpool | Purchase | Purchase of finished goods |
Agreed price | 16,934.41 | 1.65 |
| Hisense Electric | Purchase | Purchase of materials | Agreed price | 858.16 | 0.08 |
| Hisense Group | Purchase | Purchase of materials | Agreed price | 470.78 | 0.05 |
| Hisense — Whirlpool | Purchase | Purchase of materials | Agreed price | 229.21 | 0.02 |
| Hisense Hitachi | Purchase | Purchase of materials | Agreed price | 758.01 | 0.07 |
| Huayi Compressor | Purchase | Purchase of materials | Agreed price | 45,315.70 | 4.42 |
| Embraco | Purchase | Purchase of materials | Agreed price | 2,654.50 | 0.26 |
| Hisense Electric | Receipt of services | Receipt of services | Agreed price | 276.28 | 0.03 |
| Hisense Group | Receipt of services | Receipt of services | Agreed price | 12,351.75 | 1.21 |
| Snowflake | Receipt of services | Receipt of services | Agreed price | 1,244.80 | 0.12 |
| Hisense Hong Kong | Purchase | Purchase financing agency |
Agreed price | 8,413.89 | 0.82 |
As at the end of the Reporting Period, the balance of loan of the Company from Hisense Finance was RMB0, balance of deposit was RMB83,720,000 and interest income received was RMB1,361,600, balance of electronic bank acceptance bill was RMB1,358,960,000, interest payment for discounted notes was RMB225,500 and the handling fee for opening accounts for electronic bank acceptance bill was RMB729,400.
VI. PARTICULARS OF GUARANTEES during the Reporting Period
Unit: RMB (in ten thousand)
| Date of disclosure | ||||||||
|---|---|---|---|---|---|---|---|---|
| of relevant | Whether the | |||||||
| announcement in | guarantee is | |||||||
| relation to the limit | Limit on | Actual effective | given for any | |||||
| on the guaranteed | guaranteed | date (date of | Actual guaranteed | Completed or | connected | |||
| The guaranteed party | amount | amount | agreement) | amount | Type of guarantee | Period of guarantee | not | party |
| Nil | — | — | — | — | — | — | — | — |
| Total limit on the amount of external guarantees | 12,000 | Actual amount of external guarantees during the | 0 | |||||
| approved during the Reporting Period (A1) | Reporting Period (A2) | |||||||
| Total limit on the amount of external guarantees | 12,000 | Total balance of actual amount of external | 0 | |||||
| which has been approved at the end of the | guarantees at the end of the Reporting Period | |||||||
| Reporting Period (A3) | (A4) | |||||||
External guarantee given by the Company (excluding guarantees for its subsidiaries)
| Guarantees given by the Company for its subsidiaries | ||||||||
|---|---|---|---|---|---|---|---|---|
| The guaranteed party | Date of disclosure of relevant announcement in relation to the limit on the guaranteed amount |
Guaranteed amount |
Actual effective date (date of agreement) |
Actual guaranteed amount |
Type of guarantee | Period of guarantee | Completed or not |
Whether the guarantee is given for any connected party |
| Guangdong Refrigerator | 30 November 2011 | 90,000 | 2012.11.15 | 47.41 | Joint liability guarantee; mortgage |
2012.11.15-2013.5.21 | Yes | No |
| Guangdong Refrigerator | 30 November 2011 | 90,000 | 2012.10.10 | 44.00 | Joint liability guarantee; mortgage |
2012.10.10-2014.1.31 | No | No |
| Guangdong Air-conditioner 30 November 2011 | 30,000 | 2012.8.21 | 8154.39 | Joint liability guarantee | 2012.8.21-2013.6.25 | Yes | No | |
| Guangdong Air-conditioner 30 November 2011 | 30,000 | 2012.10.12 | 3769.81 | Joint liability guarantee | 2012.10.12-2013.8.30 | No | No | |
| Kelon Fittings | 30 November 2011 | 5,000 | 2012.10.15 | 98.55 | Joint liability guarantee; mortgage |
2012.10.15-2013.8.30 | No | No |
| Guangdong Freezer | 30 November 2011 | 5,000 | 2013.4.2 | 116.67 | Joint liability guarantee; | 2013.4.2-2013.6.21 | Yes | No |
| Yangzhou Refrigerator | 30 November 2011 | 10,000 | 2010.7.23 | 499.40 | mortgage Joint liability guarantee |
2010.7.23-2013.6.2 | Yes | No |
| Yangzhou Refrigerator | 30 November 2011 | 10,000 | 2012.1.19 | 706.95 | Joint liability guarantee | 2012.1.19-2013.8.14 | No | No |
138
VI. PARTICULARS OF GUARANTEES during the Reporting Period — Continued
| Guarantees given by the Company for its subsidiaries | ||||||||
|---|---|---|---|---|---|---|---|---|
| The guaranteed party | Date of disclosure of relevant announcement in relation to the limit on the guaranteed amount |
Guaranteed amount |
Actual effective date (date of agreement) |
Actual guaranteed amount |
Type of guarantee | Period of guarantee | Completed or not |
Whether the guarantee is given for any connected party |
| Total limit on the amount of guarantees for subsidiaries | 198,000 | Actual amount of guarantees for subsidiaries | 13,437.18 | |||||
| approved during the Reporting Period (B1) | during the Reporting Period (B2) | |||||||
| Total limit on the amount of guarantees for of the Reporting Period (B3) |
subsidiaries which has been approved at the end | 198,000 | Total balance of actual amount of guarantees for subsidiaries at the end of the Reporting Period (B4) |
4,619.31 | ||||
| Total guaranteed amount of the Company (being the sum of the previous two major items) | ||||||||
| Total limit on the amount of guarantees approved during the Reporting Period (A1+B1) |
210,000 | Period (A2+B2) | Actual amount of guarantees during the Reporting | 13,437.18 | ||||
| Total limit on the amount of guarantees which has been approved at the end of the Reporting Period (A3+B3) |
210,000 | the end of the Reporting Period (A4+B4) | Total balance of actual amount of guarantees at | 4,619.31 | ||||
| Proportion of actual amount of guarantees (being A4+B4) to the net assets of the Company | 2.08% | |||||||
| Including: | ||||||||
| connected parties (C) | Guaranteed amount provided for shareholders, beneficial controlling parties and their | 0 | ||||||
| ratio over 70% (D) | Guaranteed amount provided directly or indirectly for the guaranteed party with gearing | 3,868.36 | ||||||
| Total guaranteed amount over 50% of the net asset (E) | 0 | |||||||
| Sum of the above three guarantees (C+D+E) | 3,868.36 | |||||||
| Statement on possibility to assume joint liabilities for guarantees which have not expired | Nil | |||||||
| Description of provision of external guarantee in violation of prescribed procedures | Nil |
VII. Derivatives investment
Name of
Unit: RMB (in ten thousand) operators of derivatives investment Connection Whether or not a connected transaction Type of derivatives investment Initial investment of derivatives investment Effective Date Expiry Date Investment at the beginning of the Period Amount of provision for impairment (if any) Investment at the end of the Period Proportion of investment to the net asset of the Company at the end of the Reporting Period (%) Actual amount of profit and loss during the Reporting Period Bank No No Forward foreign exchange contracts 199,816.46 1 January 2013 30 June 2013 199,816.46 0 238,077.12 107.42 4,231.80 Source of derivatives investment funding Export trade payment Litigation involved (if applicable) Not applicable Date of the announcement disclosing the approval of derivatives investment by the Board (if any) 29 March 2013 27 June 2013
Date of the announcement disclosing the approval of derivatives investment during shareholders' meetings (if any)
Risk analysis of positions in derivatives during the Reporting Period and explanations of risk control measures (including but not limited to market risk, liquidity risk, credit risk, operation risk, legal risk etc.)
The derivatives business of the Company mainly represents the forward foreign exchange contracts used to avoid the risk of foreign exchange fluctuations related to the overseas sales receivables. The Company determines a reasonable range of foreign exchange rates to achieve the hedging purpose. The Company has formulated the "Management Measures for the Foreign Exchange Capital Business" and "the Internal Control System for Forward Foreign Exchange Capital Transactions". The measures specifically regulate the basic principles, operation rules, risk control measures and internal controls that shall be followed when engaging in the business of foreign exchange derivatives. In respect of actual business management, the Company manages the derivatives business before, during and after the operation based on the management measures for the derivatives business.
VII. Derivatives investment — Continued
Changes in market price or product fair value of invested derivatives during the Reporting Period, where specific methods and relevant assumptions and parameters used shall be disclosed in the analysis of derivatives' fair value
The assessment of the fair value of the derivatives carried out by the Company mainly represents the outstanding foreign exchange forward contracts entered into by the Company and banks, which are recognized as transactional financial assets or liabilities based on the difference between the quotation of the outstanding foreign exchange forward contracts and the forward exchange rate as at the end of the period. During the Reporting Period, the Company recognized a gain on change in fair value of the derivatives of RMB35,908,700. Investment gain amounted to RMB6,409,300, resulting in a total profits or losses of RMB42,318,000.
Explanations of any significant changes in the Company's accounting policies and specific accounting and auditing principles on derivatives between the Reporting Period and the last reporting period
Specific opinions of independent Directors on the derivatives investment and risk control of the Company During the Reporting Period, there were no material changes in the accounting policy and specific accounting and auditing principles for the Company's derivatives business as compared to last reporting period.
Opinion of independent directors: Commencement of foreign exchange derivatives business by the Company was beneficial to the Company in the prevention of exchange rate fluctuation risks. The Company has devised the Internal Control System for Forward Foreign Exchange Capital Transactions to strengthen internal control and enhance the management of foreign exchange risks by the Company, and the targeted risk control measures adopted were practicable.
This interim report is published in both English and Chinese. If there is any conflict between the English and the Chinese versions, the Chinese version shall prevail.
Definitions
In the report, unless the context requires otherwise, the following terms or expressions shall have the following meanings:
"Company", "the Company" Hisense Kelon Electrical Holdings Company Limited "Hisense Air-Conditioning" Qingdao Hisense Air-Conditioning Company Limited "Hisense Electric" Hisense Electric Co., Ltd. "Hisense Group" Hisense Company Limited "Hisense Hitachi" Qingdao Hisense Hitachi Air-Conditioning Systems Co., Ltd. "Hisense-Whirlpool" Hisense-Whirlpool (Zhejiang) Electric Appliances Co., Ltd. "Hisense Finance" Hisense Finance Company Limited "Embraco" Beijing Embraco Snowflake Compressor Co., Ltd. "Snowflake" Beijing Snowflake Electrical Appliance Group Corporation "Hisense Marketing" Qingdao Hisense International Marketing Holdings Co., Ltd. "Shandong Refrigerator" Hisense (Shandong) Refrigerator Company Limited "Hisense Hong Kong" Hisense (Hong Kong) Company Limited "Guangdong Greencool" Guangdong Greencool Enterprise Development Company Limited "Greencool Companies" Guangdong Greencool and other related parties "Guangdong Refrigerator" Hisense Ronshen (Guangdong) Refrigerator Co., Ltd. "Guangdong Air-Conditioner" Guangdong Kelon Air-Conditioner Co., Ltd. "Kelon Fittings" Guangdong Kelon Fittings Co., Ltd. "Guangdong Freezer" Hisense Ronshen (Guangdong) Freezer Co., Ltd. "Yangzhou Refrigerator" Hisense Ronshen (Yangzhou) Refrigerator Co., Ltd. "Huayi Compressor" Huayi Compressor Company Limited "Foshan Intermediate Court" Intermediate People's Court of Foshan City "RMB" Renminbi "Hong Kong Stock Exchange" The Stock Exchange of Hong Kong Limited