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Medlive Technology Co., Ltd. Interim / Quarterly Report 2015

Aug 27, 2015

50436_rns_2015-08-27_99f529dc-3398-4cdb-bc39-0f43a9464c1c.pdf

Interim / Quarterly Report

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED

海信科龍電器股份有限公司

(A joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 00921)

2015 INTERIM RESULTS ANNOUNCEMENT

The Board of Directors (the “Board”) of Hisense Kelon Electrical Holdings Company Limited (the “Company”) hereby announces the unaudited interim results of the Company and its subsidiaries (collectively referred to as the “Group”) for the six months ended 30 June 2015 (the “Reporting Period”) together with comparative figures for the corresponding period in 2014. This interim results announcement has been reviewed by the Company’s Audit Committee.

FINANCIAL INFORMATION PREPARED IN ACCORDANCE WITH CHINA ACCOUNTING STANDARDS FOR BUSINESS ENTERPRISES

(Unless otherwise specified, all amounts are denominated in RMB)

Consolidated Balance Sheet

Item Note 30 June 2015 31 December 2014
Assets
Current assets
Cash at bank and on hand 879,033,377.53 870,663,755.12
Financial assets at fair value through profit or loss for the
currentperiod
45,885,145.11 162,460.00
Notes receivable 2,022,652,896.39 991,796,937.82
Accounts receivable 5 3,127,840,926.65 1,984,291,386.93
Prepayments 446,248,452.29 498,209,306.68
Others receivables **446,884,703.32 ** 493,051,526.66
Inventories **3,352,817,562.84 ** 2,915,921,775.81
Other current assets 308,416,803.24 287,019,824.65
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Total current assets **10,629,779,867.37 ** 8,041,116,973.67
Non-current assets
Financial assets available-for-sale 3,900,000.00 4,000,000.00
Long-term equity investments 1,119,864,899.12 1,216,043,770.20
Investmentproperties 30,208,771.74 31,459,416.41
Fixed assets **3,390,359,539.97 ** 2,932,039,091.41
Construction inprogress **185,543,441.52 ** 251,551,873.15
Disposal of fixed assets 7,857,686.83 134,612.95
Intangible assets 661,702,034.19 670,944,657.29
Long-term prepaid expenses 11,505,346.17 12,690,220.43
Deferred tax assets 137,880,384.70 106,813,348.23
Total non-current assets 5,548,822,104.24 5,225,676,990.07
Total assets **16,178,601,971.61 ** 13,266,793,963.74
Liabilities and shareholders’ equity
Current liabilities
Short-term borrowings 388,293,554.13 253,985,142.45
Financial liabilities at fair value through profit or loss for the
current period
7,391,136.66
Notespayable 2,134,358,147.40 1,528,195,526.41
Accounts payable 6 **5,282,041,539.94 ** 3,465,854,583.60
Advances from customers 445,806,561.46 765,881,375.85
Employee remunerations payable 240,279,273.50 249,664,285.98
Taxespayable 164,526,233.11 174,792,592.21
Interestspayable
Dividendspayable **37,707.02 ** 2,067.02
Otherpayables 1,618,998,324.13 1,735,584,905.78
Other current liabilities 1,026,163,690.19 680,022,633.56
Total current liabilities 11,300,505,030.88 8,861,374,249.52
Non-current liabilities
Provisions 372,659,888.08 404,411,887.77
Deferred income 58,084,575.53 60,261,598.06
Deferred tax liability 35,026.65 165,600.70
Total non-current liabilities 430,779,490.26 464,839,086.53
Total liabilities 11,731,284,521.14 9,326,213,336.05
Shareholders’ equity
Share capital 1,362,725,370.00 1,358,495,560.00
  • 2 -
Capital reserves **2,153,765,644.61 ** 2,125,930,825.88
Other comprehensive incomes 9,760,648.24 39,990,884.45
Surplus reserves 145,189,526.48 145,189,526.48
Retainedprofits 294,473,965.47 -211,243,768.43
Total equity attributable to shareholders of the Company 3,965,915,154.80 3,458,363,028.38
Minorityinterests **481,402,295.67 ** 482,217,599.31
Total shareholders’ equity 4,447,317,450.47 3,940,580,627.69
Total liabilities and shareholders’ equity **16,178,601,971.61 ** 13,266,793,963.74

Consolidated Income Statement

Consolidated Income Statement
Item Note January to June
2015
January to June
2014
Operating revenue 7 13,611,148,619.89 15,397,537,762.48
Operatingcosts 7 10,800,650,891.99 12,062,743,794.94
Business taxes and surcharges 30,886,280.24 47,442,408.04
Selling and distribution expenses **2,210,836,967.94 ** 2,290,188,924.94
General and administrative expenses 430,232,672.22 403,931,289.17
Financial expenses 8 **-24,809,869.01 ** -14,986,556.54
Impairment losses on assets 20,873,327.47 7,056,482.02
Gain from changes in fair value 53,113,821.77 -90,475,246.57
Investmentgain 9 **290,512,875.51 ** 186,760,167.37
Including: Share of profit of associates and joint ventures 127,811,784.18 141,589,179.58
Operating profits **486,105,046.32 ** 697,446,340.71
Non-operatingincome 101,692,390.83 47,756,186.98
Including:Gainson non-current assets 1,040,721.35 1,639,741.48
Non-operatingexpenses 9,347,599.79 3,675,820.69
Including: Losses on disposal of non-current assets 7,334,966.96 2,496,560.42
Totalprofits 578,449,837.36 741,526,707.00
Less: Income tax expenses 10 **64,380,329.92 ** 103,110,741.21
Netprofits 514,069,507.44 638,415,965.79
Net profits of consolidated parties prior to consolidation
  • 3 -
Net profit attributable to shareholders of the parent 505,717,733.90 609,769,686.14
Profit and loss of minority interests **8,351,773.54 ** 28,646,279.65
Earnings per share
Basic earningsper share 13 **0.37 ** 0.45
Diluted earningsper share 13 **0.37 ** 0.45
Other comprehensive income -30,230,236.21 -259,491.65
(1) Items to be reclassified into profit and loss in subsequent
accounting periods upon satisfaction of required conditions
-818,758.48 -259,491.65
(2) items not to be reclassified into profit and loss in
subsequent accounting periods
-29,411,477.73 0.00
Total comprehensive income 483,839,271.23 638,156,474.14
Total comprehensive income attributable to shareholders of
the parent
475,487,497.69 609,510,194.49
Total comprehensive income attributable to minority
interests
**8,351,773.54 ** 28,646,279.65

Note:

1. General information

Hisense Kelon Electrical Holdings Company Limited (the “Company”) is a joint stock limited company incorporated in the People’s Republic of China (the “PRC”) on 16 December 1992. The Company’s overseas listed public shares (the “H Shares”) were listed on The Stock Exchange of Hong Kong Limited on 23 July 1996, whereas the Company’s domestic shares (the “A Shares”) were listed on the Shenzhen Stock Exchange on 13 July 1999.

On 29 January 2007, a share reform scheme (the “Reform of Non-tradable Shares Scheme”) was formulated and the scheme was approved in the A shares general meeting, and further approved by Ministry of Commerce PRC on 22 March 2007. After completion of the Reform of Non-tradable Shares Scheme, the Company’s non-freely transferable domestic legal person shares were converted into freely transferable A shares (“Transferable Shares”).

On 31 August 2009, the Company constituted a major asset reorganization and entered into conditional sale and purchase agreement regarding the acquisition of the white goods assets and business (the “White Goods Business”) of Hisense Air-Conditioning(the “Acquisition”). The Acquisition was approved by the CSRC (PRC’s China Securities Regulatory Commission) on 23 March 2010. On 10 June 2010, the Company allotted and

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issued 362,048,187 A shares to Hisense Air-Conditioning for the Acquisition.

On 23 May 2014, the conditions for exercising the options of the first exercise period of the first share option incentive scheme of the Company were satisfied. The Shenzhen branch of China Securities Depository and Clearing Corporation Limited has approved the registration and the listing of the 4,440,810 new shares.

On 19 Jun 2015, the conditions for exercising the options of the second exercise period of the first share option incentive scheme of the Company were satisfied. The Shenzhen branch of China Securities Depository and Clearing Corporation Limited has approved the registration and the listing of the 4,229,810 new shares. As at 30 June 2015, the total number of issued shares of the Company was 1,362,725,370 and the registered capital of the Company was RMB1,362,725,370.00, of which Hisense Air-Conditioning held 612,316,909 shares, representing 44.93% of the Company’s total issued share capital and continued to be the immediate controlling shareholder.

In the opinion of the directors of the Company, as at 30 June 2015, Hisense Company Limited (“Hisense Group”), a state-owned enterprise incorporated in the PRC, is regarded as the ultimate controlling shareholder.

The English names by which some of the companies are referred to in these financial statements represent management’s best efforts in translating their Chinese names as no English names have been registered for these companies. The Group, comprising the Company and its subsidiaries, is principally engaged in the manufacture and sale of refrigerators and air-conditioners.

The address of the registered office and principal place of business of the Company is No. 8 Ronggang Road, Ronggui, Shunde, Foshan, the PRC.

2. Basis of preparation

These financial statements were prepared in accordance with the Accounting Standards for Business Enterprises issued by the Ministry of Finance, and the disclosure requirements under 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.

The Company is listed in 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.

3. Significant changes in accounting policies

There are no significant changes in the accounting policies, accounting estimate applied in preparing of these financial statements.

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4. Segment information

The Group manages its business by divisions which are organized by a mixture of both business lines and geography. The information is reported internally to the Group’s most senior executive management for the purpose of resource allocation and performance assessment, the Group has identified the following three reportable segments: Refrigerators and washing machines, air-conditioners, and others (including product components and other electrical household appliances).

(1) Segment information for the period ended 30 June 2015 is as follows:

Amount for current
period
Refrigerators and
Washingmachines
Air-conditioners Others Elimination Total
1. Revenue from
external sales
6,136,651,831.84 5,793,122,043.63 558,005,340.02 12,487,779,215.49
2. Revenue from
inter-segment
566,503,360.66 -566,503,360.66
3. Share of profit of
associates and joint
ventures
-34,905,811.85 162,841,037.27 -123,441.24 127,811,784.18
4. Depreciation and
amortization
197,664,510.72 92,360,362.20 45,985,763.32 336,010,636.24
5. Gain from changes
in fair value
23,117,472.33 24,524,066.45 5,472,282.99 53,113,821.77
6.Impairment losses
on assets
12,150,229.02 8,365,319.47 357,778.98 20,873,327.47
7. Total profit (total
loss)
106,105,797.34 274,655,711.17 252,174,499.30 -54,486,170.45 578,449,837.36
8. Income tax
expenses
52,917,164.89 770,306.50 10,692,858.53 64,380,329.92
9. Net profit (net loss) 53,188,632.45 273,885,404.67 241,481,640.77 -54,486,170.45 514,069,507.44
10. Total assets 12,402,487,086.05 12,421,901,717.31 3,870,706,529.19 -12,516,493,360.94 16,178,601,971.61
11.Total liabilities 8,290,649,600.96 9,921,667,497.54 2,511,371,115.46 -8,992,403,692.82 11,731,284,521.14
12.Additions to other
non-current
assets
other than long-term
equityinvestments
74,572,137.17 383,326,275.66 -38,574,427.58 419,323,985.25

Segment information for the corresponding period last year is as follows:

Amount for last
period
Refrigerators and
Washingmachines
Air-conditioners Others Elimination Total
1. Revenue from
external sales
6,287,790,801.14 7,214,897,296.28 529,721,371.69 14,032,409,469.11
2. Revenue from
inter-segment
685,139,673.40 -685,139,673.40
  • 6 -
3. Share of profit oft
in associates and joint
ventures
-13,089,815.38 154,659,214.59 19,780.37 141,589,179.58
4. Depreciation and
amortization
131,224,705.35 61,518,837.23 31,441,964.13 224,185,506.71
5. Gain from changes
in fair value
-38,508,944.11 -40,225,630.56 -11,740,671.90 -90,475,246.57
6.Impairment losses
on assets
2,007,220.40 2,523,503.54 2,525,758.08 7,056,482.02
7. Total profit (total
loss)
200,120,273.80 479,284,433.71 92,501,371.81 -30,379,372.32 741,526,707.00
8. Income tax
expenses
26,205,733.62 71,433,826.93 5,471,180.66 0.00 103,110,741.21
9. Net profit (net loss) 173,914,540.18 407,850,606.78 87,030,191.15 -30,379,372.32 638,415,965.79
10. Total assets 13,269,026,315.69 12,062,111,032.83 3,942,866,361.86 -13,679,988,407.81 15,594,015,302.57
11. Total liabilities 9,368,237,443.37 9,819,799,306.76 2,697,634,850.08 -10,159,310,691.81 11,726,360,908.40
12.Additons to other
non-current
assets
other than long-term
equityinvestments
149,221,863.60 75,641,716.07 92,368,330.07 317,231,909.74

(2) Geographical Information

Item January to June 2015 January to June 2014
Revenue from external customers -
Mainland
8,403,560,311.36 10,114,000,100.38
Revenues from external customers -
Overseas
4,084,218,904.13 3,918,409,368.73
Total 12,487,779,215.49 14,032,409,469.11
Item 30 June 2015 31 December 2014
Non-current assets - Mainland 5,535,400,276.54 5,212,995,836.79
Non-current assets - Overseas 13,421,827.70 12,681,153.28
Total 5,548,822,104.24 5,225,676,990.07

*The Company is mainly operated in Mainland China, where the majority of non-current assets are located as well,therefore no further detailed geographical information is required to be reported.

5. Trade receivables

Normal credit term of 60 days is granted to customers. The Group allows a credit term of not exceeding one year for large and well-established customers. Sales are usually settled by cash on delivery for small and new customers. Trade receivables are non-interest bearing.

  • 7 -

The aging of trade receivables is analyzed as follows:

Item 30 June 2015 31 December 2014
Within three months 3,065,255,740.70 1,939,033,166.75
Over three months but within six
months
51,559,322.61 41,524,824.98
Over six months but within one
year
32,363,591.21 15,771,755.40
Over one year 113,908,887.38 134,718,629.69
Total 3,263,087,541.90 2,131,048,376.82
Less: provision for bad debts 135,246,615.25 146,756,989.89
3,127,840,926.65 1,984,291,386.93

6. Trade payables

The aging of trade payables is analysed as follows:

Item 30 June 2015 31 December 2014
Within one year 5,114,480,221.58 3,335,201,948.30
Over one year 167,561,318.36 130,652,635.30
Total 5,282,041,539.94 3,465,854,583.60

7. Revenue and cost of sales

7. Revenue and cost of sales
Item January to June 2015 January to June 2014
Revenue from main
operations
12,487,779,215.49 14,032,409,469.11
Revenue from other
operations
1,123,369,404.40 1,365,128,293.37
Total 13,611,148,619.89 15,397,537,762.48
Item January to June 2015 January to June 2014
Cost of main
operations
9,781,224,754.56 10,797,489,654.95
Cost of other
operations
1,019,426,137.43 1,265,254,139.99
Total 10,800,650,891.99 12,062,743,794.94

8. Financial expenses

Item January to June 2015 January to June 2014
Interest expenses 5,543,081.06 3,453,788.27
less: interest income 2,896,619.54 1,995,289.97
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Gain/(loss) on Foreign Exchange -16,495,792.59 -12,598,553.46
Others -10,960,537.94 -3,846,501.38
Total -24,809,869.01 -14,986,556.54

9. Investment Income

(1) Summary of investment income

9. Investment Income
(1)Summaryof investment income
Item January to June 2015 January to June 2014
Income from long-term equity investment
- the cost method
7,410,000.00 9,500,000.00
Income from long-term equity investment
- the equitymethod
127,811,784.18 141,589,179.58
Income from disposal of long-term equity
investment
135,598,968.15
Income from disposal of financial assets
held for trading
19,692,123.18 35,670,987.79
Total 290,512,875.51 186,760,167.37

(2) Income from long-term equity investment - the cost method

Investee January to June 2015 January to June 2014
Hisense International Co., Ltd. 7,410,000.00 9,500,000.00
Total 7,410,000.00 9,500,000.00

(3) Income from long-term equity investment - the equity method:

Investee January to June 2015 January to June 2014
Huayi Compressor 5,259,786.88
Attend Logistics Co,. Ltd. -123,441.24 19,780.37
Hisense-Whirlpool -34,905,811.85 -18,349,602.26
Hisense Hitachi 162,841,037.27 154,659,214.59
Total 127,811,784.18 141,589,179.58

10. Income tax expenses

Item January to June 2015 January to June 2014
Income tax expenses 95,447,366.39 98,978,126.87
Inc: Current income tax calculated
according to tax law and related
regulationsin Mainland China
88,651,587.23 92,514,458.28
Current income tax calculated
according to tax law and related
regulationsin HongKong
6,795,779.16 6,463,668.59
Deferred tax expenses -31,067,036.47 4,132,614.34
Total 64,380,329.92 103,110,741.21
  • 9 -

Certain subsidiaries have been recognised as “high technology” companies and are entitled to a preferential tax rate of 15% (2014: 15%).Hong Kong Profits Tax is calculated at 16.5% (2014: 16.5%) of the estimated assessable profits.

Except as disclosed above, the Company and other group entities, which were established and operated in the PRC, are subject to EIT at a standard rate of 25% (2014: 25%).

11. Net Current Assets

Item 30 June 2015 31 December 2014
Current Assets(Consolidated) 10,629,779,867.37 8,041,116,973.67
Less

Current
Liabilities
(Consolidated)
11,300,505,030.88 8,861,374,249.52
Net Current Assets(Consolidated) -670,725,163.51 -820,257,275.85
Current Assets(the Company) 3,351,450,409.62 3,050,739,339.88
Less :Current Liabilities (the
Company)
2,688,762,796.92 2,894,421,008.43
Net Current Assets(the Company) 662,687,612.70 156,318,331.45

12.Total Assets Less Current Liabilities

Item 30 June 2015 31 December 2014
Total Assets(Consolidated) 16,178,601,971.61 13,266,793,963.74
Less

Current
Liabilities
(Consolidated)
11,300,505,030.88 8,861,374,249.52
Total Assets less Current Liabilities
(Consolidated)
4,878,096,940.73 4,405,419,714.22
Total Assets(the Company) 7,325,586,741.24 7,138,546,340.56
Less :Current Liabilities (the
Company)
2,688,762,796.92 2,894,421,008.43
Total Assets Less Current Liabilities
(the Company)
4,636,823,944.32 4,244,125,332.13

13. Earnings per share

(a) Basic earnings per share

The calculation of basic earnings per share is based on the consolidated net profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding:

number of ordinary shares outstanding:
Item January to June 2015 Januaryto June 2014
Consolidated net profit attributable to
ordinary shareholders of the Company
505,717,733.90 609,769,686.14
Weighted average number of ordinary
shares in issue of the Company
1,359,200,528.33 1,354,794,885.00
Basic earnings per share 0.37 0.45
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(b) Diluted earnings per share

The calculation of diluted earnings per share is based on the consolidated net profit attributable to ordinary shareholders of the Company adjusted for dilutive potential ordinary shares divided by the adjusted weighted average number of ordinary shares in issue of the Company. For the Reporting Period and the corresponding period ended 30 June 2014, there were no dilutive potential ordinary shares, and therefore the diluted earnings per share were same as the basic earnings per share.

INTERIM DIVIDEND

The Board does not recommend the payment of an interim dividend for the six months ended 30 June 2015. No interim dividend was paid for the corresponding period last year.

MANAGEMENT DISCUSSION AND ANALYSIS.ANALYSIS OF THE COMPANY’S OPERATION

1. Overall operation of the Company during the Reporting Period

During the Reporting Period, the white goods industry continued with the weak development trend in 2014. There was insufficient demand within the domestic market and there was sluggish growth or even contraction. Affected by these circumstances, the whole industry continued to suffer from declines in both sales volumes and values. According to the statistics of China Market Monitor Company Limited (CMM), as at June 2015, the cumulative retail volume of the refrigerator industry recorded a year-on-year decrease of 7.58%, and its cumulative retail value decreased by 2.12% year-on-year; whereas the cumulative retail volume of the air-conditioner industry recorded a year-on-year decrease of 4.68%, and its cumulative retail value decreased by 9.03% year-on-year. As for the export business, the overall demand in the overseas market was weak. According to the Customs Statistics, the export volume in the first half of 2015 for the refrigeration industry recorded a year-on-year increase of 6.3%, and the export volume for the air-conditioning industry recorded a year-on-year decrease of 5.6%.

During the Reporting Period, the Company has been revolving around the operating directions of “building product advantage, enhancing sales capability, improving service quality, uplifting system performance and ensuring production scale and efficiency” formulated in the beginning of the year in implementing various tasks. However, due to factors such as insufficient demand in the market, slow improvement in the qualities of the Company’s channel and inadequate product mix optimization, the effects of economies of scale of the Company declined. The Company recorded an operating revenue of RMB13611 million and principal operating revenue of RMB12488 million, representing a year-on-year decrease of 11.01%. Among these, the revenue from the refrigerator and washing machine business accounted for 49.14% of the principal operating revenue, representing a year-on-year decrease of 2.4%; revenue from the air-conditioner business accounted for 46.39% of the principal operating revenue, representing a year-on-year decrease of 19.71%;the domestic sales business recorded a principal operating revenue of RMB8404 million, representing a year-on-year decrease of 16.91%, whereas the export sales business recorded a principal operating revenue of RMB4084 million, representing a year-on-year increase of 4.23%. During the Reporting Period, the Company achieved a net profit attributable to shareholders of the Listed Company of RMB506 million, representing a year-on-year decrease of 17.06% and the earnings per share was RMB0.37.

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2. Refrigerators and washing machines

While facing an external environment of increasing complexity of the industry during the Reporting Period, the Company actively implemented the foundation works of “reducing costs and improving efficiency” in the refrigerator and washing machine business. The gross profit margin of the domestic refrigerators and washing machines increased by 3.04 percentage points year-on-year. In terms of production efficiency, the average standard of output per worker increased by 34% year-on-year with the decrease in production scale, and the labour cost per unit improved by 21% year-on-year. In terms of technology, the Company has been committed to fulfilling its social responsibility by implementing “green energy” through procurement of innovative technology. The Company and Honeywell agreed to an in-depth strategic cooperation in which they would jointly promote the wide spread use of Solstice liquid blowing agent (LBA) in the refrigeration products, so as to further enhance the energy efficiency rating of its refrigeration products, and strengthen the Company’s leading position in energy saving for refrigeration products. In terms of products, the Company insisted on uplifting the level of intelligence in products and enhancing user experience, by actively implementing work in respect of high-end products and launching upgraded products such as the “Ronshen Shishangpai(食尚派) Series” and the “Hisense Beiduofen(倍多分) Series”. In the 2015 China Refrigerator Industry Summit Forum, with its technical innovations in fresh-keeping and moisturizing, “Ronshen” refrigerator won the grand award of the “Leading Brand in Fresh-keeping Technology in refrigerator industry”;with its innovative structural design and advanced innovative technology, the “Ronshen” 618 litres cross-design four-door intelligent refrigerator won the unique award of “Cross-design four-door leading product” in the industry; the “Hisense” 612 litres side-by-side refrigerator was awarded the “High-end Variable Frequency Product in Refrigerator Industry” because of its differential advantages such as good cooling effect, strong fresh-keeping capabilities as well as low power consumption.

In the area of export business, the Company has actively expanded its scale of export to make up for the contracted domestic demand. According to the Customs Statistics, the Company’s export volume of refrigeration products in the first half of 2015 increased by 16.4% year-on-year, representing a growth rate higher than the industry level of 6.3%.

3. Air-conditioner business

During the Reporting Period, the air-conditioner industry in general demonstrated low business at the time of peak season due to the factors including the general downturn of the air-conditioner industry, high volume of inventories and relatively cooler summer. According to the CMM statistics, the air-conditioning industry’s cumulative retail volume in May and June 2015, being the traditional peak season, recorded year-on-year decrease of 5.13% and 4.68% respectively. Coupled with the impact of a price war, the air-conditioner manufacturing enterprises were facing a difficult business environment. During the first half of the year, the scale of the Company’s air-conditioner business contracted, coupled with the impact of the price war, the gross profit margin fell by 3.33 percentage points year-on-year and there was a decline in profitability. Despite the difficult situation, the Company has been persistent inits strategy of “product is king” and “focus on refined products”. The Company introduced Hisense Air-conditioner’s Apple Cloud Series T, model Yuanzhuang ( “ 炫转” )air-conditioner. With its brilliant performance in five areas including “intelligence, energy efficiency, healthy living,

  • 12 -

aesthetics and quietness”, Hisense Yuanzhuang (“炫转”)air-conditioner won the “Chinese Home Electrical Appliance Design Award” in the Chinese Home Electrical Appliances Expo.

4. Outlook

Looking ahead to the second half of the year, the Company will strive to accomplish the following tasks for the maintenance of steady business operation.

In terms of product promotion: the promotion of high-end products will be strengthened, and the proportion of high-end products will be increased to improve the structure of the sales of the products and improve the gross profit margins of products.

In terms of channel management : the construction of core channels will be expedited, and the channels will be flattened to achieve the downward delegation of authority and improvement in market responsiveness; trainings will be strengthened, and mechanisms will be introduced to improve the enthusiasm of the marketing team and the execution power of the branch offices; the input-output ratio of the stores will be enhanced and the points of distribution network will be optimised.

In terms of system efficiency: non-performing models will be eliminated, production of under-performing models will be reduced and efficiencies of products will be improved; production efficiency will be uplifted by continuation in exploring rooms for profit improvement from manufacturing processes; further implementation in workflow enhancement such as process optimisation, automation and digitization will be continued to uplift management efficiency.

In terms of costs control: costs control capability will be strengthened to further improve the costs-to-production ratio.

In term of cash flow acceleration: the turnovers of inventories and receivables will be expedited by relentless clearance of overdue account receivables and abnormal accumulation of inventories; capital efficiency will be improved by increasing the application of electronic commerce.

. ANALYSIS TO PRINCIPAL FINANCIALS DURING THE REPORTING PERIOD () 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 √No

Increase or
decrease as
Corresponding compared to
Items Reporting Period
period last year corresponding
period last
year (%)
Operatingrevenue(RMB) 13,611,148,619.89 15,397,537,762.48 -11.60
Net profits attributable to shareholders of listed
505,717,733.90
609,769,686.14
-17.06
company (RMB)
  • 13 -
Net profits after deducting non-recurring profit and loss
287,527,945.85 573,969,809.70 -49.91
attributable to shareholders of listed company (RMB)
Net cash flow from operatingactivities(RMB) -199,164,845.29 100,286,224.09 -298.60
Basic earningsper share(RMB/share) 0.37 0.45 -17.78
Diluted earningsper share(RMB/share) 0.37 0.45 -17.78
Weighted average rate of return on net assets(%) 13.66 19.85 -6.19
Increase or
decrease as
End of the Reporting
Items End of last year compared to
Period
end of last
year (%)
Total assets(RMB) 16,178,601,971.61 13,266,793,963.74 21.95
Net assets attributable to shareholders of listed company
3,965,915,154.80
3,458,363,028.38
14.68
(RMB)

() NON-RECURRING PROFIT AND LOSS ITEMS AND AMOUNTS

Unit: RMB Unit: RMB Unit: RMB
Item Amount Description
Profits or losses from disposal of non-current assets (including the part written off

129,254,722.54
for provision for impairment on assets)
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

95,745,088.44
with fixed percentage based on unified standards promulgated by government)
Other non-operatingincome and expenses other than the aforementioned items 2,893,948.21
Less:Effect of income tax 7,335,504.15
Effect of minorityinterests(after tax) 2,368,466.99
Total 218,189,788.05 --

()ANALYSIS OF PRINCIPAL BUSINESS

Changes of major financial information as compared to corresponding period in previous year

Unit:RMB

Item Reasons for change
Closing balance Opening balance change
%
()
Financial assets
measured at fair value
where changes in fair
value are accounted
for as gain or loss of
the period
45,885,145.11 162,460.00 28,143.96 Mainly due to changes in exchange rates
for undue forward transactions at the end
of the Reporting Period.
Notes receivable 2,022,652,896.39 991,796,937.82 103.94 Mainly due to the increase in notes
repayment and decrease in endorsement of
notes receivable at the end of the
ReportingPeriod.
Accounts receivable 3,127,840,926.65 1,984,291,386.93 57.63 Mainly due to the end of the Reporting
Period being the peak season, increased
sales resulted in increased accounts
receivable. The trend of year-on-year
change in accounts receivable corresponds
to the trend of year-on-year change in
sales volume.
  • 14 -
Short term borrowing 388,293,554.13 253,985,142.45 52.88 Mainly due to increase in factoring
accounts receivable during the current
period.
Notes payable 2,134,358,147.40 1,528,195,526.41 39.67 Mainly due to increase in billing and notes
payable at the end of the ReportingPeriod.
Accounts payable 5,282,041,539.94 3,465,854,583.60 52.40 Mainly due to the end of the Reporting
Period being the peak season, increased
sales resulted in increased accounts
payable. The trend of year-on-year change
in accounts payable corresponds to the
trend of year-on-year change of sales
volume.
Advances from
customers
445,806,561.46 765,881,375.85 -41.79 Mainly due to the end of the Reporting
Period being the peak season, increased
sales resulted in decreased advances from
customers.
Other current
liabilities
1,026,163,690.19 680,022,633.56 50.90 Mainly due to increased sales which
resulted in an increase in corresponding
amounts payable.
Other comprehensive
income
9,760,648.24 39,990,884.45 -75.59 Mainly due to the disposal of equity rights
of Huayi Compressor during the Reporting
Period
and
the
transfer
of
other
comprehensive income recognized in the
previous year.
Item Amount for Reasons for change
Amount for
corresponding change
current period period last year (%)
Operating revenue 13,611,148,619.89 15,397,537,762.48 -11.60 No major change.
Operating costs 10,800,650,891.99 12,062,743,794.94 -10.46 No major change.
Business taxes and
surcharges
30,886,280.24 47,442,408.04 -34.90 Mainly due to the changes in tax payable
which
resulted
in
the
changes
in
corresponding taxes and surcharges.
Selling and
distribution expenses
2,210,836,967.94 2,290,188,924.94 -3.46 No major change.
General and
administrative
expenses
430,232,672.22 403,931,289.17 6.51 No major change.
Financial expenses -24,809,869.01 -14,986,556.54 N/A Mainly due to the increase in foreign
exchange gain.
Impairment losses on
assets
20,873,327.47 7,056,482.02 195.80 Mainly due to the increase in provision for
bad debt and impairment loss of fixed
assets in the current period.
Gain from changes in
fair value
53,113,821.77 -90,475,246.57 N/A Mainly due to changes in undue forward
transactions and changes in settlement for
due transactions.
Investment income 290,512,875.51 186,760,167.37 55.55 Mainly due to the disposal of equity rights
of Huayi Compressor during the current
period which resulted in increase in
recognized investment income.
Non-operating income 101,692,390.83 47,756,186.98 112.94 Mainly due to the increase in government
grants received during the current period.
Income tax expenses 64,380,329.92 103,110,741.21 -37.56 Mainly due to the changes in deferred tax
of the companies.
  • 15 -
Tax rebates received 443,199,992.26 309,467,203.75 43.21 Mainly due to the increase in the scale of
export business which resulted in the
increase in the corresponding export tax
refund.
Cash paid for other
operatingactivities
2,073,479,177.64 1,420,106,965.74 46.01 Mainly due to the increase in fees payable.
Net cash flows from
operatingactivities
-199,164,845.29 100,286,224.09 N/A Mainly due to the increase in fees payable.
Cash received from
recovery of
investments
330,278,145.68 88,200,000.00 274.47 Mainly due to the disposal of equity rights
of Huayi Compressor which resulted in
the increase in the amount recovered from
investment.
Cash received from
capital contribution
32,358,046.50 48,566,371.50 -33.37 Mainly due to the change in amounts
received from exercising of share options
inthe current period.
Net cash flows from
investingactivities
49,081,314.67 -182,603,279.14 N/A Mainly due to the increase in cash
received from investments.
Cash paid for
repayment of
borrowings
799,523,193.18 494,790,463.77 61.59 Mainly due to the increase in factoring
accounts receivable business in the current
period.
Net cash flows from
financing activities
158,200,198.03 349,192,218.98 -54.70 Mainly due to the changes in factoring
accounts receivable business in the current
period.
Net increase in cash
and cash equivalents
8,110,622.41 266,990,347.58 -96.96 Mainly due to the decrease in net cash
flow from operating and investment
activities.

() DESCRIPTION OF PRINCIPAL BUSINESS SEGMENTS

Unit: RMB Unit: RMB Unit: RMB Unit: RMB Unit: RMB Unit: RMB Unit: RMB
Increase or Increase or
Increase or
decrease in decrease in
decrease in
revenue from costs of
Gross gross profit
Revenue from operating operating
Costs of operating profit margin as
Item operating businesses
businesses as

businesses as
businesses margin compared to
compared to compared to
(%) corresponding
corresponding corresponding
period last
period last year period last
year (%)
(%) year (%)
By industry
Home
appliances

manufacturing

12,487,779,215.49
9,781,224,754.56 21.67 -11.01 -9.41 -1.38
industry
By product
Refrigerators and
6,136,651,831.84 4,759,023,251.48 22.45 -2.40 -3.63 0.98
washing machines
Air-conditioners 5,793,122,043.63 4,597,727,838.07 20.63 -19.71 -16.19 -3.33
Others 558,005,340.02 424,473,665.01 23.93 5.34 13.68 -5.58
By region
Mainland 8,403,560,311.36 6,141,490,802.42 26.92 -16.91 -15.60 -1.14
Overseas 4,084,218,904.13 3,639,733,952.14 10.88 4.23 3.38 0.74
  • 16 -

.CORE COMPETITIVENESS ANALYSIS

1. Technological advantages

The Company adheres to its operating philosophy of “technology orientation” and focuses on “energy-saving by inverter technology” and “green and environmental friendliness” to build its core competitiveness through continual 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, and an industry-leading research and development team with thousands of technical personnel. The Company is always committed to enhance its self-driven innovation capacity, strives to enhance the performance and level of intelligentization of its products, in order to improve 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 refrigerator and air-conditioner products of the Company, namely “Hisense”, “Ronshen” and “Kelon”, have 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.

.MAJOR SUBSIDIARIES AND COMPANIES IN WHICH THE COMPANY HAS EQUITY INTEREST

Operating Operating Net
Major Total assets Net assets
Name of
Company
Registered
revenue

profit
profits
Industry product or (RMB ten (RMB ten
company
type
capital (RMB ten (RMB ten (RMB ten
service thousand) thousand)
thousand) thousand) thousand)
A company Production

in which the
Home and sale of
Hisense US$46
Company appliances commercial 341,310.93 200,903.22 218,330.30
40,965.44
34,695.12
Hitachi million
has equity industry air-conditio
interest ners

LIQUIDITY AND SOURCES OF CAPITAL

Net cash generated from operating activities of the Group was approximately RMB -199 million for the six months ended 30 June 2015(for the six months ended 30 June 2014: RMB 100 million).

As at 30 June 2015, the Group had bank deposits and cash (including pledged bank balances) amounting to approximately RMB 879 million (as at 30 June 2014: RMB 740 million) and bank loans amounting to approximately RMB 388 million (as at 30 June 2014: RMB 502 million).

  • 17 -

Total capital expenditures of the Group for the six months ended 30 June 2015 amounted to approximately RMB 289 million (for the six months ended 30 June 2014: RMB 283 million).

GEARING RATIO

As at 30 June 2015, the Group’s gearing ratio (calculated according to the formula: total liabilities divided by total assets) was 73% (as at 30 June 2014: 75%).

TRUST DEPOSITS

As at 30 June 2015, 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 2015, the Group had approximately 33,470 employees, mainly comprising 4,704 technical staff, 15,886 sales representatives, 563 financial staff, 940 administrative staff and 11,377 production staff. The Group had 6 employees with a doctorate degree, 323 with a master’s degree and 3,807 with a bachelor’s degree. There were 429 employees who occupied mid-level positions or above in the Group according to the national standards. For the six months ended 30 June 2015, the Group’s staff payroll amounted to RMB1,362 million (corresponding period in 2014 amounted to RMB1,267 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 2015, the Group’s property, plant and equipment (including leasehold land held for own use) and investment properties and trade receivables of approximately RMB 417 million (31 December 2014: RMB 557 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

  • 18 -

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 2015, the share capital structure of the Company was as follows:

Class of shares Number of shares Percentage to the total
issued share capital
H shares 459,589,808 33.73%
A shares 903,135,562 66.27%
Total 1,362,725,370 100.00%

TOP TEN SHAREHOLDERS

As at 30 June 2015, there were 32,184 shareholders of the Company (the “Shareholders”) in total, of which the top ten Shareholders were as follows:

Percentage
No. of
Percentag
to the shares
e to the
relevant held
total
Nature of No. of class of subject
Name of Shareholder issued
Shareholder shares held
issued
to
shares of

shares of
trading
the

the
morator
Company

Company
um
Qingdao
Hisense
Air-conditioning
CompanyLimited
State-owned legal
person
612,316,909 44.93% 67.80% 0
HKSCC Nominees LimitedNote1 Foreign legal
person
459,120,768 33.69% 99.90% 0
Wang WenxueNote2 Domestic natural
person
7,532,470 0.55% 0.83% 0
Wen BinNote2 Domestic natural
person
7,323,407 0.54% 0.81% 0
Zhang Shaowu Domestic natural
person
7,230,000 0.53% 0.80% 0
Zhao ZhiluNote2 Domestic
natural
person
6,696,088 0.49% 0.74% 0
Huang LiNote2 Domestic
natural
person
6,620,566 0.49% 0.73% 0
Ni LonghaiNote2 Domestic
natural
person
4,370,444 0.32% 0.48% 0
Tao XiaomingNote2 Domestic
natural
person
4,249,218 0.31% 0.47% 0
Zou JianxiongNote2 Domestic
natural
person
2,400,955 0.18% 0.27% 0

Notes:

1.The shares held by HKSCC Nominees Limited are held on behalf of a number of its

  • 19 -

account participants, among which, Hisense (Hong Kong) Company Limited, a party acting in concert with the controlling shareholder of the Company, purchased 1,095,000 H shares during the Reporting Period, representing 0.08% of the total number of shares of the Company. Hisense (Hong Kong) Company Limited is the holder of 65,964,000 H shares in total at the end of the Reporting Period, representing 4.84 % of the total number of shares of the Company.

2.The 7,532,370 shares of the Company held by Mr. Wang Wenxue, a shareholder of the Company, were held through a guaranteed security account for customer credit trading of China Securities Company Limited. The 7,323,407 shares of the Company held by Wen Bin, a shareholder of the Company, were held through a guaranteed security account for customer credit trading of Fortune Securities and Shares Company Limited. The 6,688,388 shares of the Company held by Zhao Zhilu, a shareholder of the Company, were held through a guaranteed security account for customer credit trading of Fortune Securities Company Limited. The 6,620,566 shares of the Company held by Huang Li, a shareholder of the Company, were held through a guaranteed security account for customer trading of Huarong Securities Company Limited. The 4,370,444 shares of the Company held by Ni Longhai, a shareholder of the Company, were held through a guaranteed security account for customer trading of Huarong Securities Company Limited. The 4,249,218 shares of the Company held by Tao Xiaoming, a shareholder of the Company, were held through a guaranteed security account for customer trading of Shanxi Securities Company Limited. The 2,400,855 shares of the Company held by Zou Jianxiong, a shareholder of the Company, were held through a guaranteed security account for customer credit trading of Guosen Securities Company Limited.

SHAREHOLDINGS OF THE TOP TEN SHAREHOLDERS OF TRADABLE SHARES

Name of Shareholders Number of
tradable shares
held
Class of shares
Qingdao Hisense Air-conditioning Company Limited 612,316,909 RMB ordinary
shares
HKSCC Nominees Limited 459,120,768 Overseas listed
foreignshares
Wang Wenxue 7,532,470 RMB ordinary
shares
Wen Bin 7,323,407 RMB ordinary
shares
Zhang Shaowu 7,230,000 RMB ordinary
shares
Zhao Zhilu 6,696,088 RMB ordinary
shares
Huang Li 6,620,566 RMB ordinary
shares
Ni Longhai 4,370,444 RMB ordinary
shares
Tao Xiaoming 4,249,218 RMB ordinary
shares
Zou Jianxiong 2,400,955 RMB ordinary
shares
  • 20 -

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 2015, 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:

Long position or short position in the shares of the Company

Name of
shareholder
Capacity Type of
shares
Number of
shares held
Percenta
ge of the
respectiv
e type of
shares
Percentag
e of the
total
number
of shares
in issue
Qingdao Hisense
Air-conditioning
Company Limited
Note1
Beneficialowner Ashares 612,316,909(L) 67.80% 44.93%
Qingdao Hisense
Electric Holdings
Company Limited
Note 1
Interest of controlled
corporation
Ashares 612,316,909(L) 67.80% 44.93%
Hisense Company
Limited Note 1
Interest of controlled
corporation
Ashares 612,316,909(L) 67.80% 44.93%
Hisense (Hong
Kong) Company
Limited_Note 1_
Beneficialowner Hshares 64,869,000 (L) 14.11% 4.76%
Qingdao Hisense
Electric Holdings
Company Limited
Note 1
Interest of controlled
corporation
Hshares 64,869,000 (L) 14.11% 4.76%
Hisense Company
Limited Note 1
Interest of controlled
corporation
Hshares 64,869,000 (L) 14.11% 4.76%
Prime Capital
Management
Company Limited
Note 2
Investmentmanager Hshares 57,886,691(L) 12.60% 4.25%
Citigroup Inc.Note3 Person having security
interests in shares and
custodian corporation/
approved lending
agent
Hshares 30,181,081(L)
172,000(S)
7,150,918(P)
6.56%
0.03%
1.55%
2.21%
0.01%
0.52%
  • 21 -

The letter “L” denotes a long position, the letter “S” denotes a short position and the letter “P” denotes lending pool.

Notes:

1. 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 32.36% by Hisense Company Limited and is accustomed or obliged to act in accordance with the directions or instructions of 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

2. Prime Capital Management Company Limited was interested in a total of 57,886,691H shares in the capacity of an investment manager by virtue of the SFO.

3. By virtue of the SFO, Citigroup Inc. was interested in these H shares, in which Citigroup Global Markets Limited was interested in the long position of 22,858,163 H shares; Citigroup Global Markets Hong Kong Limited was interested in the long position of 172,000 H shares and the short position of 172,000 H shares and Citibank N.A. was interested in the long position of 7,150,918 H shares. Among such interests in the H shares, Citigroup Inc. was interested in the long position of 22,857,165 H shares as person having security interests, the long position of 7,150,918 H shares as custodian corporation or approved lending agent and the long position of 172,998 H shares and the short position of 172,000 H shares as interest of controlled corporation.

Save as disclosed above, as at 30 June 2015, 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 2015, save as disclosed below and 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.

Long position in the shares of the Company

  • 22 -
Name of
Director
Nature of interest Number of shares
held
Percentage to
the total issued
shares of the
Company
Percentage to the
relevant class of
issued shares of
the Company
TangYe Guo Beneficialowner 831,600 A Shares
(Note 1)
0.06% 0.09%
Jia Shao Qian Beneficialowner 539,060 A Shares
(Note 2)
0.04% 0.06%

Notes:

1. In addition to the 831,600 A Shares, Mr. Tang Ye Guo was also interested in share options to subscribe for 428,400 A Shares of the Company (representing approximately 0.03% of the total issued share capital of the Company and approximately 0.05% of the total issued A shares of the Company as at the 30 June 2015).

2. In addition to the 539,060 A Shares, Mr. Jia Shao Qian was also interested in share options to subscribe for 288,940 A Shares of the Company (representing approximately 0.02% of the total issued share capital of the Company and approximately 0.03% of the total issued A shares of the Company as at the 30 June 2015).

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 for the period ended 30 June 2015.

THE FIRST SHARE OPTION INCENTIVE SCHEME

(1) Movements of the share options during the Reporting Period

N
o
.

Name
Position Outstanding
share options as
at 1 January
2015 (’0000
shares)
Number of
share options
exercised
during the
Reporting
Period
(’0000
shares)
Number of
share options
lapsed
during the
Reporting
Period
(’0000
shares)
Number of
share options
cancelled
during the
Reporting
Period
(’0000
shares)
Outstandin
g share
options as
at 30 June
2015 (’0000
shares)
1
Tang Ye
Guo
Chairman 84.42 41.58 - 42.84
2
Jia Shao
Qian
Director,
Vice-President
56.994 28.10 - - 28.894
3
Xiao Jian
Lin
Former Director,
former President

55.476
(Note2)
N/A - - N/A
4
Mid
level
management
staff and key
personnel
730.254 353.301 126.841 126.841 250.112
Total 871.668 422.981 126.841 126.841 321.846
  • 23 -

Notes:

1. All share options available for issue under the first share option incentive scheme have been granted.

2. Mr. Xiao Jian Lin has resigned from his positions as director and president on 17 March 2015.

(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.

(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.

  • 24 -

According to the calculation by the Black-Scholes option pricing model, the Company recognized an expense of RMB -293,400 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.

PUBLICATION OF INTERIM REPORT ON THE INTERNET WEBSITES OF THE STOCK EXCHANGE OF HONG KONG LIMITED AND THE COMPANY

An interim report containing all information as required by Appendix 16 of the Listing Rules will be published on the website of The Stock Exchange of Hong Kong Limited (http://www.hkex.com.hk) and the Company’s website (http://www.kelon.com) in due course.

By order of the Board of Hisense Kelon Electrical Holdings Company Limited Tang Ye Guo Chairman

Foshan City, Guangdong, the PRC, 27 August 2015

As at the date of this announcement, the Company’s directors are Mr. Tang Ye Guo, Ms. Yu Shu Min, Mr. Lin Lan, Mr. Tian Ye, Mr. Liu Hong Xin and Mr. Jia Shao Qian; and the Company’s independent non-executive directors are Mr. Xu Xiang Yi, Mr. Wang Xin Yu and Mr. Wang Ai Guo.

Supplementary information as required by The Stock Exchange of Hong Kong Limited in relation to the Company’s A shares interim results announcement

.MATERIAL LITIGATIONS AND ARBITRATIONS OF THE COMPANY

√ Applicable □ Not applicable

Whether a Execution of
Amount Results and
liability is the judgment
General status of the litigation involved Progress of the litigation effects of the
expected of the
(arbitration) (RMB ten (arbitration) litigation
to be litigation
thousand) (arbitration)
incurred (arbitration)
A
series
of
related
party
On 26 January 2015, the Progress of the
As at the date

transactions and unusual cash


relevant subsidiaries of the
litigation will not
hereof,
the
flows
occurred
between
the
Company
received
the
affect the profits
Company has


Greencool Companies and the
72,541.44

No

execution
judgments
of
and losses for the

not
yet

Company during the period from


(2009) Fo Zhong Fa Zhi Zi
current period.
received

October 2001 to July2005. In


No. 236 and(2010)Fo
execution
- 25 -
addition, during the period, the











Zhong Fa Zhi Zi No. 32 judgment for
Greencool Companies, through from
the
Foshan
1
case
certain
specific
third
party
Intermediate
Court.
involving
companies such as Tianjin Lixin Pursuant to the execution Greencool
Commercial
Trading
judgments, the execution Companies.
Development Company Limited, procedure of the 2 above
were involved in a series of mentioned cases have been
unusual cash flow with the concluded in accordance
Company. The Company has with the law.
instituted proceedings against the
Greencool Companies for such
transactions and unusual cash
flows as well as the suspected
fund embezzlements.

.SHAREHOLDINGS IN OTHER LISTED COMPANIES HELD BY THE COMPANY

Stock
code
Initial investment Shareholding
percentage in
the company
Carrying
amount at
the end of
the period
Profit and
loss for the
Reporting
Period
(RMB ten
thousand)
Changes in
ownership
interests for the
Reporting
Period
(RMB ten
thousand)
cost (RMB ten
Stock abbreviation thousand)
(%)
(RMB ten
thousand)
000404 Huayi Compressor

In order to better leverage on the shares of Huayi Compressor held by the Company, the Company reduced the shareholding of Huayi Compressor by disposing a total of 20,928,506 shares during the Reporting Period. The corresponding cost of long-term equity investment of RMB81,890,700 was released and an investment gain of RMB135,549,000 was recognised. After the present disposal, the Company no longer holds shares in Huayi Compressor.

.PARTICULARS OF CONNECTED TRANSACTIONS IN RELATION TO ORDINARY BUSINESS OCCURRED 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 Electric Purchase Finishedgoods Agreedprice 5.2 -
Hisense
-Whirlpool
Purchase Finished goods Agreedprice 7,961.83 0.74
Hisense Hitachi Purchase Finishedgoods Agreedprice 15.72 -
Hisense Electric Purchase Materials Agreedprice 163.19 0.02
Hisense Group Purchase Materials Agreedprice 404.46 0.04
Hisense
-Whirlpool
Purchase Materials Agreedprice 155.08 0.01
Hisense Hitachi Purchase Materials Agreedprice 243.86 0.02
Hisense Electric Receipt of
services
Receipt of services Agreedprice 530.79 0.05
  • 26 -
Hisense Group Receipt of
services
Receipt of services Agreed price 20,305.73 1.88
Hisense Hong
Kong
Receipt of
purchase
financing
agency
services
Receipt of purchase
financing agency
services
Agreed price 13,361.75 1.24
Hisense Group Sale Finishedgoods Agreedprice 124,059.09 9.11
Hisense Hitachi Sale Finishedgoods Agreedprice 6,511.77 0.48
Hisense Group Sale Materials Agreedprice 752.38 0.06
Hisense Hitachi Sale Materials Agreedprice 121.58 0.01
Hisense Electric Sale Moulds Marketprice 3,763.15 0.28
Hisense Group Sale Moulds Marketprice 6,985.45 0.51
Hisense Hitachi Sale Moulds Marketprice 807.41 0.06
Hisense Group Provision of
services
Provision of services Agreed price 141.97 0.01
Hisense
-Whirlpool
Provision of
services
Provision of services Agreed price 96.07 0.01

As at the end of the Reporting Period, the Company and its subsidiaries had the balance of deposit of RMB643,905,200 and interest income received of RMB2,351,100, the actual balance of loan of RMB0, balance of electronic bank acceptance bill of RMB1,019,464,200, interest payment for discounted notes of RMB0 and the handling fee for opening accounts for electronic bank acceptance bill of RMB605,400 with Hisense Finance. The actual amount of discounted interest for the provision of draft discount services was RMB0, the actual amount involved for the provision of settlement and sale of foreign exchange services was US$132,869,500 and the actual service fee paid for the provision of agency services such as settlement services for receipt and payment of funds was RMB170,800.

.PARTICULARS OF GUARANTEES

Unit: RMB ten thousand

External guarantee given by the Company (excluding guarantees for its subsidiaries) External guarantee given by the Company (excluding guarantees for its subsidiaries) External guarantee given by the Company (excluding guarantees for its subsidiaries) External guarantee given by the Company (excluding guarantees for its subsidiaries) External guarantee given by the Company (excluding guarantees for its subsidiaries) External guarantee given by the Company (excluding guarantees for its subsidiaries) External guarantee given by the Company (excluding guarantees for its subsidiaries) External guarantee given by the Company (excluding guarantees for its subsidiaries) External guarantee given by the Company (excluding guarantees for its subsidiaries)
The guaranteed party Date of Limit on Actual effective
Actual
Type of Period of Complete Whether
disclosure guaranteed
date (date of
guaranteed guarantee guarantee d or not the
of relevant amount agreement) amount guarantee
announce is given
ment in for any
relation to connected
the limit party
on the
guaranteed
amount
Nil
Total limit on the amount of Actual amount of external
external guarantees approved during guarantees during the

0
0
the Reporting Period (A1) Reporting Period (A2)
Total limit on the amount of Total balance of actual amount
external guarantees which has been 0 of external guarantees at the 0
approved at the end of the end of the Reporting Period

ReportingPeriod(A3)

(A4)
  • 27 -
Guarantees given by the Company for its subsidiaries
The guaranteed Date of Guaranteed
Actual
Actual Type of Period of guarantee Comp Whet
party disclosure of amount effective guarantee guarantee leted her
relevant date (date d amount or not the
announcemen of guara
t in relation agreement) ntee is
to the limit on given
the for
guaranteed any
amount conne
cted
party
Guangdong 22 November 60,000 Joint liability
2014-3-5 9.44 2014.03.05-2015.01.31 Yes No
Refrigerator 2013 guarantee;
Guangdong 22 November 60,000 Joint liability
2015-3-9 9.61 2015.03.09-2016.01.31 No No
Refrigerator 2013 guarantee
Guangdong 22 November 60,000 Joint liability
2014-7-7 55.58 2014.07.07-2015.01.09 Yes No
Refrigerator 2013 guarantee
Guangdong 22 November 60,000 Joint liability
2014-7-7 109.42 2014.07.07-2015.07.02 No No
Refrigerator 2013 guarantee;
Guangdong 03 December 30,000 Joint liability
2015-5-13 133.72 2015.05.13-2016.01.15 No No
Air-conditioner 2014 guarantee
Kelon 22 November 30,000 Joint liability
2014-5-5 160.00 2014.05.05-2015.12.31 No No
Air-conditioner 2013 guarantee
Kelon 22 November 30,000 Joint liability
2015-4-8 74.83 2015.04.08-2015.08.30 No No
Air-conditioner 2013 guarantee;
Kelon 22 November 30,000 Joint liability
2014-10-10 416.74 2014.10.10-2015.05.21 Yes No
Air-conditioner 2013 guarantee
Home Appliances 22 November Joint liability
5,000 2014-6-23 125.30 2014.06.23-2015.05.30 Yes No
Co 2013 guarantee
Home Appliances 22 November Joint liability
5,000 2014-6-20 60.00 2014.06.20-2016.06.11 No No
Co 2013 guarantee;
Home Appliances 22 November Joint liability
5,000 2015-1-16 525.36 2015.01.16-2015.06.15 Yes No
Co 2013 guarantee
Home Appliances 22 November Joint liability
5,000 2015-5-28 390.99 2015.05.28-2015.09.14 No No
Co 2013 guarantee
Yangzhou 22 November Joint liability
10,000 2013-5-14 75.86 2013.05.14-2015.01.14 Yes No
Refrigerator 2013 guarantee;
22 November Joint liability
Ronsheng Plastic 6,000 2015-1-12 1086.40 2015.01.12-2015.06.23 Yes No
2013 guarantee
22 November Joint liability
Ronsheng Plastic 6,000 2015-4-28 620.80 2015.04.28-2015.09.25 No No
2013 guarantee
Total limit on the amount of
guarantees for subsidiaries Actual amount of

approved during the Reporting
30,000 guarantees for subsidiaries 3,854.05

Period (B1)
during the Reporting Period
(B2)
Total limit on the amount of
guarantees for subsidiaries which Total balance of actual

has been approved at the end of
213,000 amount of guarantees for 1,559.37

the Reporting Period (B3)
subsidiaries at the end of the
Reporting Period (B4)
Guarantees given by the subsidiaries for its subsidiaries
The guaranteed party Date of Limit on Actual effective
Actual
Type of Period of Complete Whether
disclosure guaranteed
date (date of
guaranteed guarantee guarantee d or not the
of relevant
amount
agreement) amount guarantee
announce is given
ment in for any
relation to connected
the limit party
on the
guaranteed
amount
  • 28 -
Nil
Total limit on the amount of
guarantees for subsidiaries Actual amount of guarantees
approved during the Reporting
0
for subsidiaries during the
0
Period (C1) Reporting Period (C2)
Total limit on the amount of
guarantees for subsidiaries which Total balance of actual amount

has been approved at the end of the
0 of guarantees for subsidiaries 0

Reporting Period (C3)
at the end of the Reporting
Period (C4)
Total guaranteed amount of the Company (being the sum of the previous three major items)
Total limit on the amount of
guarantees approved during the Actual amount of guarantees

Reporting Period (A1+B1+C1)
30,000 during the Reporting Period 3,854.05
(A2+B2+C2)
Total limit on the amount of
Total balance of actual amount
guarantees which has been approved
of guarantees at the end of the
at the end of the Reporting Period 213,000
1,559.37
Reporting Period (A4+B4+C4)
(A3+B3+C3)
Proportion of actual amount of guarantees (being A4+B4+C4) to 0.39%
the net assets of the Company
Including:
Guaranteed amount provided for shareholders, beneficial 0
controlling parties and their connectedparties(D)
Guaranteed amount provided directly or indirectly for the 368.55
guaranteedpartywithgearingratio over 70%(E)
Totalguaranteed amount over 50% of the net asset (F) 0
Sum of the above threeguarantees (D+E+F) 368.55
Statement on possibility to assume joint liabilities for guarantees Nil
which have not expired
Description of provision of external guarantee in violation of Nil
prescribedprocedures

.DERIVATIVES INVESTMENT

Unit: RMB (in ten thousand)

Name of operators Connection Whether or Type of Initial investment Effective Expiry Date Investment at Amoun Investment at Proportio Actual
of derivatives not a derivatives amount of Date the beginning t of the end of the n of amount of
investment connected investment derivatives of the period provisi period investme profit and
transaction investment on for nt to the loss during
impair net asset the
ment (if of the reporting
any) Company period
at the end
of the
reporting
period
(%)
Forward
foreign 1 January 30
Bank No No 221,160.98 221,160.98 176,068.76 44.40 7,280.59
exchange 2015 June 2015
contracts
Source of derivatives investment funding Export trade payment
Litigation involved (if applicable) Not applicable
Date of the announcement disclosing the 26 March 2015
approval of derivatives investment by the
Board (if any)
  • 29 -
Date of the announcement disclosing the 26 June 2015
approval of derivatives investment during
shareholders’ meeting (ifany)
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.
Risk analysis of positions in derivatives
during the reporting period and explanations
The Company has formulated the “Management Measures for the Foreign
of risk control measures (including but not
Exchange Capital Business” and “the Internal Control System for Forward Foreign
limited to market risk, liquidity risk, credit
Exchange Capital Transactions”. The measures specifically regulate the basic
risk, operation risk, legal risk etc.)
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.
The assessment of the fair value of the derivatives carried out by the Company
Changes in market price or product fair
mainly represents the outstanding foreign exchange forward contracts entered into
value of invested derivatives during the by the Company and banks, which are recognized as transactional financial assets
reporting period, where specific methods or liabilities based on the difference between the quotation of the outstanding
and relevant assumptions and parameters foreign exchange forward contracts and the forward exchange rate as at the end of
used shall be disclosed in the analysis of the period. During the reporting period, the Company recognized a gain on change
derivatives’ fair value in fair value of the derivatives of RMB 53,113,800. Investment gain amounted to
RMB19,692,100, resulting in a total profits or losses of RMB72,805,900.
Explanations of any significant changes in

the Company’s accounting policies and
During the reporting period, there were no material changes in the accounting
specific accounting and auditing principles policy and specific accounting and auditing principles for the Company’s
on derivatives between the reporting period derivatives business as compared to last reporting period.
and thelastreporting period
Opinion of independent directors: Commencement of foreign exchange derivatives
business by the Company was beneficial to the Company in the prevention of
Specific opinions of independent Directors
exchange rate fluctuation risks. The Company has devised the Internal Control
on the derivatives investment and risk
System for Forward Foreign Exchange Capital Transactions to strengthen internal
control of the Company
control and enhance the management of foreign exchange risks by the Company,
and the targetedriskcontrol measures adopted were practicable.

This announcement 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 announcement, 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.
  • 30 -
“Hisense Finance” Hisense Finance Company Limited
“Hisense International” Hisense International Co., Ltd.
“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” Hisense (Guangdong) Air-Conditioner Co., Ltd.
“Kelon Air-conditioner” Guangdong Kelon Air-Conditioner Co., Ltd.
“Home Appliances Co” GuangDong Hisense Home Appliances Co.,Ltd.. Its former name
is Guangdong Kelon Fittings Co., Ltd., which has been changed
since 10 April 2014
“Yangzhou Refrigerator” Hisense Ronshen (Yangzhou) Refrigerator Co., Ltd.
“Ronsheng Plastic” Foshan Shunde Rongsheng Plastic Co., Ltd
“Huayi Compressor” Huayi Compressor Company Limited
“Foshan Intermediate Court” Intermediate People’s Court of Foshan City, Guangdong Province
“RMB” Renminbi
“Hong Kong Stock Exchange” The Stock Exchange of Hong Kong Limited
  • 31 -