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RoboSense Technology Co., Ltd Interim / Quarterly Report 2018

Aug 29, 2018

50628_rns_2018-08-29_0230d8e9-1fc3-4a24-80d1-8be5a1e3d6e7.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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2018 INTERIM RESULTS ANNOUNCEMENT

1 IMPORTANT NOTICE

  • 1.1 This interim results announcement is extracted from the full text of the interim report. For details, investor are advised to read carefully the full text of the interim report which will be published simultaneously on the website of the Shanghai Stock Exchange and other websites designated by China Securities Regulatory Commission.

  • 1.2 This interim results of the Company for the six months ended 30 June 2018 are unaudited but have been reviewed and approved by the audit committee under the board of directors (the “ Board ”) of the Company.

– 1 –

1.3 Company Profile

Stock Abbreviation Luoyang Glass (A Share(s)) Luoyang Glass (H Share(s)) Stock Code 600876 01108 Listing Exchange Shanghai Stock Exchange The Stock Exchange of Hong Kong Limited Secretary to the Board Securities Affairs Representative Name Wu Zhixin Zhao Zhiming Contact address Secretary Office of the Board Secretary Office of the Board of Luoyang Glass Company of Luoyang Glass Company Limited, No. 9 Tanggong Limited, No. 9 Tanggong Middle Road, Xigong District, Middle Road, Xigong District, Luoyang City, Henan Province, Luoyang City, Henan Province, the PRC the PRC Telephone 86–379–63908588, 63908637 86–379–63908833 Facsimile 86–379–63251984 86–379–63251984 E-mail [email protected] [email protected]

2. MAJOR FINANCIAL DATA AND INFORMATION OF SHAREHOLDERS

2.1 Major financial data

Unit: Yuan Currency: RMB

Increase/decrease
Reporting period Same period last year over the same
Major accounting data
(January to June) After adjustment Before adjustment period last year
(%)
Operating income 702,362,390.74 704,459,882.70 154,969,277.04 -0.30
Net profit attributable
to shareholders of the
Company 21,977,671.03 19,733,938.23 1,177,959.02 11.37
Net profit attributable
to shareholders of the
Company after deducting
non-recurring profit or loss 3,027,972.41 -18,229,205.65 -18,229,205.65 N/A
Net cash flow from operating
activities -75,340,564.25 -253,446,524.14 -22,220,380.57 N/A

– 2 –

At the end of Increase/decrease
the reporting At the end of the previous year from the end of
period After adjustment Before adjustment the previous year
(%)
Net assets attributable
to shareholders of the
Company 1,262,704,496.44 1,131,687,647.58 559,139,146.36 11.58
Total assets 3,886,034,474.06 3,998,223,959.03 1,373,132,245.83 -2.81

The Company completed a significant asset restructuring during the reporting period, it incorporated CNBM (Hefei) New Energy Co., Ltd., CNBM(Tongcheng) New Energy Materials Co., Ltd. and CNBM (Yixing) New Energy Resources Co., Ltd. into its consolidated statements as business combinations under common control and restated its comparative figures retrospectively. All the financial figures for the beginning of the reporting period and the same period of last year were represented by the adjusted ones.

2.2 Number and shareholdings of shareholders

2.2.1 Number of shareholders

Total number of shareholders as at the end of the reporting period

54,813, including 54,767 holders of A shares and 46 holders of H shares

Total number of holders of preferred shares with restored voting rights as at the end of the reporting period

0

– 3 –

2.2.2 Shareholdings of top ten shareholders

Unit: shares

Shareholdings of top ten Shareholdings of top ten shareholders
Increase/ Number of Number
decrease shares at of shares
during the the end of held subject
Name of shareholder reporting reporting to trading Pledged or frozen Nature of
(Full name) period period Proportion moratorium Status Number shareholder
(%)
HKSCC NOMINEES 0 248,680,699 44.42 0 Unknown 0 Overseas legal
LIMITED person
China Luoyang Float Glass +10,097,588 115,115,830 20.56 25,097,588 Pledged 41,000,000 State-owned
(Group) Co., Ltd. legal person
CNBM Bengbu Design & +2,365,976 71,365,976 12.75 2,365,976 Nil 0 State-owned
Research Institute for Glass legal person
Industry Co., Ltd.
Triumph Technology Group +7,508,991 7,508,991 1.34 7,508,991 Nil 0 State-owned
Co., Ltd. legal person
Anhui Huaguang +6,377,490 6,377,490 1.14 6,377,490 Nil 0 State-owned
Photoelectricity Materials legal person
Technology Group Co.,
Ltd.
Hefei Gaoxin Development +3,029,276 3,029,276 0.54 3,029,276 Nil 0 State-owned
and Investment Group legal person
Company*
Yixing Environmental +1,877,247 1,877,247 0.34 1,877,247 Nil 0 State-owned
Technology Innovation legal person
Venture Investment Co.,
Ltd.*
GCL System Integration +1,065,338 1,065,338 0.19 1,065,338 Nil 0 Domestic non-
Technology Co., Ltd. state-owned
legal person
China Triumph International +708,610 708,610 0.13 708,610 Nil 0 Domestic non-
Engineering Co., Ltd. state-owned
legal person
Hong Kong Securities -157,715 442,575 0.08 0 Unknown 0 Overseas legal
Clearing Co., Ltd. person

– 4 –

Shareholdings of top 10 shareholders not subject to trading moratorium Shareholdings of top 10 shareholders not subject to trading moratorium Shareholdings of top 10 shareholders not subject to trading moratorium Shareholdings of top 10 shareholders not subject to trading moratorium
Number of Type and number of shares
circulating shares
not subject to
Name of shareholder
trading moratorium Type Number
HKSCC NOMINEES 248,680,699 Overseas listed 248,680,699
LIMITED foreign shares
China Luoyang Float Glass 90,018,242 Ordinary shares 90,018,242
(Group) Co., Ltd. denominated in RMB
CNBM Bengbu Design & 69,000,000 Ordinary shares 69,000,000
Research Institute for Glass denominated in RMB
Industry Co., Ltd.
Hong Kong Securities 442,575 Ordinary shares 442,575
Clearing Co., Ltd. denominated in RMB
CHUK YEE MEN LIZA U/D 374,000 Overseas listed 374,000
foreign shares
Liu Bibo 300,000 Ordinary shares 300,000
denominated in RMB
Yin Tierong 286,000 Ordinary shares 286,000
denominated in RMB
Zhao Shengqi 284,100 Ordinary shares 284,100
denominated in RMB
Jin Ruiming 280,294 Ordinary shares 280,294
denominated in RMB
Zhao Yueling 278,800 Ordinary shares 278,800
denominated in RMB

Explanation on related relationship or action acting in concert among the aforesaid shareholders

Among the top 10 shareholders of the Company, China Luoyang Float Glass (Group) Co., Ltd. and CNBM Bengbu Design & Research Institute for Glass Industry Co., Ltd., Anhui Huaguang Photoelectricity Materials Technology Group Co., Ltd., Triumph Technology Group Co., Ltd. and China Triumph International Engineering Co., Ltd. are related parties or persons acting in concert as defined under the Regulations for Disclosure of Changes in Shareholding of Listed Companies (《上市公司股 東持股變動信息披露管理辦法》). The Company is not aware of any parties acting in concert or any related relationship among other holders of circulating shares.

Notes:

  1. Shares held by HKSCC NOMINEES LIMITED are held on behalf of various customers.

  2. The ordinary shares dominated in Renminbi held by Hong Kong Securities Clearing Co., Ltd. are held on behalf of overseas investors who held these shares via Northbound Trading in the Shanghai-Hong Kong Stock Connect.

– 5 –

Number of shares held by top 10 holders of shares subject to trading moratorium and trading moratorium

Unit: share

Shares subject to trading
moratorium available for
listing and trading
Number of
Number additional
of shares shares
held subject available for
Name of holders of shares to trading Time available for
listing and
Trading
No. subject to trading moratorium moratorium listing and trading trading moratorium
1 China Luoyang Float Glass 25,097,588 29 December 2018 15,000,000 Non-transferable
(Group) Co., Ltd. 17 April 2021 10,097,588 within 36
months from the
completion date
of the issuance
2 Triumph Technology Group Co., 7,508,991 17 April 2021 7,508,991 Non-transferable
Ltd. within 36
months from the
completion date
of the issuance
3 Anhui Huaguang Photoelectricity 6,377,490 17 April 2021 6,377,490 Non-transferable
Materials Technology Group within 36
Co., Ltd. months from the
completion date
of the issuance
4 Hefei Gaoxin Development and 3,029,276 17 April 2019 3,029,276 Non-transferable
Investment Group Company* within 12
months from the
completion date
of the issuance
5 CNBM Bengbu Design & 2,365,976 17 April 2021 2,365,976 Non-transferable
Research Institute for Glass within 36
Industry Co., Ltd. months from the
completion date
of the issuance

– 6 –

Shares subject to trading
moratorium available for
listing and trading
Number of
Number additional
of shares shares
held subject available for
Name of holders of shares to trading Time available for
listing and
Trading
No. subject to trading moratorium moratorium listing and trading trading moratorium
6 Yixing Environmental 1,877,247 17 April 2021 1,877,247 Non-transferable
Technology Innovation Venture within 36
Investment Co., Ltd.* months from the
completion date
of the issuance
7 GCL System Integration 1,065,338 17 April 2021 1,065,338 Non-transferable
Technology Co., Ltd. within 36
months from the
completion date
of the issuance
8 China Triumph International 708,610 17 April 2021 708,610 Non-transferable
Engineering Co., Ltd. within 36
months from the
completion date
of the issuance

Explanation on related relationship or action acting in concert among the aforesaid shareholders

China Luoyang Float Glass (Group) Co., Ltd. and CNBM Bengbu Design & Research Institute for Glass Industry Co., Ltd., Anhui Huaguang Photoelectricity Materials Technology Group Co., Ltd., Triumph Technology Group Co., Ltd. and China Triumph International Engineering Co., Ltd. are related parties or persons acting in concert as defined under the Regulations for Disclosure of Changes in Shareholding of Listed Companies (《 上市公司股東持股變動信息披露管理辦法》).

– 7 –

3. MANAGEMENT DISCUSSION AND ANALYSIS

3.1 Discussion and analysis of operations of the Company during reporting period

During the reporting period, the Company continued following the management principles of “integration and optimization, quality improvement and benefit increase” and insisted on operation policies of “price stabilization, quantity assurance, cost reduction, receivables collection, inventory control, adjustment”. On this basis, the Company maintained stable production and operation with progresses so as to achieve the goals and tasks of the year.

The Company successfully completed assets acquisition by issuance of shares, which diversified the product structure and broadened the scope of business. On 15 March 2018, the assets acquisition by issuance of shares and supporting funds raising (related party transaction) by the Company were approved by the CSRC. The Company completed the delivery of the assets in the assets acquisition by issuance of shares and the issuance of new shares in April 2018. Through this restructuring, the Company increased photovoltaic glass business on the basis of its existing information display glass business. The successful implementation of the restructuring broadened the scope of application of the Company’s new glass products, diversified product categories and customer base. With the expansion of the size of and the improvement of the quality of the assets of the Company, it is expected to further enhance the stability and sustainability of future business development, and enhance profitability and overall competitiveness.

The Company proactively coped with competitions in the ultrathin glass market, improved weak links, and carried out production line transformation and technological upgrading project. During the reporting period, the Company stably implemented the technological transformation and upgrading of the ultra-thin electronic glass production line of Longhai Electronic Glass, a subsidiary of the Company. The completion of a new generation of information display ultra-thin glass substrate production line will further optimize and improve production technology and core equipment of the Company. It is expected that the project will be completed and put into production within the year.

– 8 –

The Company expanded new energy materials business and sped up in the construction of the ultra-white solar thermal materials project. At present, domestic glass manufacturers haven’t engaged in the production of ultra-white solar thermal materials. In order to closely follow the development trend of the solar thermal industry and expand the product line, the Company focused on advancing the Ultra-White Solar Thermal Material Project in Puyang County. The project has obtained a subsidy of RMB100 million from the central government on special technology transformation programs of the NDRC and great support from the government of Puyang County. The construction of the project is expected to complete within the year.

Through new product R&D and quality improvement projects, the Company consistently carried out “improving efficiency, cutting expenditures and reducing costs” and the production and operation remained stable with progresses. The Company’s operating revenue amounted to RMB702,362,390.74, representing year-on-year decrease of 0.30%; operating profit amounted to RMB37,815,921.75, representing a year-onyear increase of 19.72%; net profit attributable to the shareholders of the Company amounted to RMB21,977,671.03, representing a year-on-year increase of 11.37%; and basic earnings per share attributable to shareholders of the Company amounted to RMB0.0395. Gearing ratio was 64.93%, representing a decrease of 1.40 percentage points from the beginning of the reporting period.

– 9 –

3.2 Analysis of principal operating activities

3.2.1 Analysis of changes in relevant items in the financial statements

Unit: Yuan Currency: RMB

Amount for
Amount for corresponding
Item the period period last year Change
(%)
Operating revenue 702,362,390.74 704,459,882.70 -0.30
Operating costs 518,623,907.37 548,925,924.41 -5.52
Cost of sales 21,923,965.83 28,053,678.63 -21.85
Administrative expenses 46,521,293.38 45,271,254.41 2.76
Financial expenses 39,740,414.80 34,959,536.18 13.68
Net cash flow from operating
activities -75,340,564.25 -253,446,524.14 N/A
Net cash flow from
investment activities -100,402,554.79 -748,185.99 N/A
Net cash flow from financing
activities 54,547,568.00 150,365,351.63 -63.72
R&D expenses 38,443,281.67 28,683,561.88 34.03
Other income 7,120,982.47 22,925,533.47 -68.94
Credit impairment losses -4,173,671.55 -100.00

Reasons for change in operating revenue: basically the same as compared with that of the corresponding period last year.

Reasons for change in operating costs: a decrease in operating costs as a result of the enhancement of cost management and optimisation of product mix in the reporting period.

Reasons for change in cost of sales: a decrease in transportation costs in the reporting period.

Reasons for change in administrative expenses: an increase in staff remuneration in the reporting period.

Reasons for change in financial expenses: an increase in interests of discounted bills in the reporting period.

– 10 –

Reasons for change in net cash flow from operating activities: an increase in cash received from sales of goods or rendering of services in the reporting period.

Reasons for change in net cash flow from investment activities: an increase in project investments in the reporting period.

Reasons for change in net cash flow from financing activities: a yearon-year decrease in net proceeds from financing activities in the reporting period.

Reasons for change in R&D expenses: more investment in research and development in the reporting period.

Reasons for change in other income: a year-on-year decrease in government subsidies received in the reporting period.

Reasons for change in credit impairment losses: a reversal of provision for expected credit losses in the reporting period.

– 11 –

3.2.2 Others

  • (1) Explanations for other substantial changes in the composition of profits or source of profits of the Company

Inapplicable

  • (2) Analysis of principal operations by business or product

Unit: Yuan Currency: RMB

Principal operations by industry operations by industry
Year-on-year Year-on-year Year-
increase/ increase/ on-year
decrease in decrease increase/
Revenue from Costs of Gross revenue from in costs of decrease in
principal principal profit principal principal gross profit
By industry operations operations margin operations operations margin
(%) (%) (%) (%)
New 677,653,373.40 494,773,813.82 26.99 0.09 -5.66 Increased
materials by 4.45
percentage
points
Principal operations by product operations by product
Year-on-year Year-on-year Year-
increase/ increase/ on-year
decrease in decrease increase/
Revenue from Costs of Gross revenue from in costs of decrease in
principal principal profit principal principal gross profit
By product operations operations
margin operations operations margin
(%) (%) (%) (%)
Information 163,048,829.34 117,783,730.61 27.76 6.67 5.99 Increased
display by 0.46
glass percentage
point
New energy 514,604,544.06 376,990,083.21 26.74 -1.83 -8.80 Increased
glass by 5.60
percentage
points

– 12 –

3.3 Analysis of investments

3.3.1 Overall analysis of external equity investment

  • (1) Significant equity investment

During the reporting period, the Company completed a significant asset restructuring. It acquired 100% equity interest in CNBM (Hefei) New Energy Co., Ltd., 100% equity interest in CNBM (Tongcheng) New Energy Materials Co., Ltd. and 70.99% equity interest in CNBM (Yixing) New Energy Resources Co., Ltd. held by eight counterparties including CLFG by means of issuance of shares to develop photovoltaic glass business on the basis of the ultra-thin glass substrate business.

  • (2) Analysis of major controlled and investee companies
Major
products or Registered
Company name Industry services capital Total assets Net assets Net profit
CLFG Longhai New Information 100,000,000.00 187,208,051.04 160,014,204.27 -5,833,580.15
Electronic Glass materials display
Limited glass
CLFG Longmen New Information 20,000,000.00 133,754,145.57 -546,026,862.11 1,011,935.41
Glass Co. Ltd. materials display
glass
Bengbu China New Information 632,764,300.00 975,007,900.73 773,920,935.72 11,422,871.99
National Building materials display
Materials glass
Information
Display Materials
Co., Ltd.
CNBMG (Puyang) New New energy 240,000,000.00 292,429,254.49 181,859,410.66 667,625.00
Photoelectric materials glass
Material Co., Ltd.
CNBM (Hefei) New New New energy 130,000,000.00 1,173,917,787.63 224,546,355.23 17,178,910.39
Energy Co., Ltd. materials glass
CNBM (Tongcheng) New New energy 133,388,980.00 498,885,342.49 245,000,532.44 11,067,925.69
New Energy materials glass
Materials Co.,
Ltd.
CNBM (Yixing) New New energy 313,700,000.00 949,331,661.97 345,138,666.28 10,582,092.83
New Energy materials glass
Resources Co.,
Ltd

– 13 –

3.3.2 Others

  • (1) Bank borrowings and other loans

Short-term loans: as at the end of this reporting period, the balance of short-term loans was RMB813,234,000.00, including secured loans of RMB38,500,000.00 and guaranteed loans of RMB774,734,000.00.

Long-term loans: the balance of long-term loans was RMB511,427,821.76 (including the balance of long-term loans due within one year amounting to RMB197,080,091.76), of which: the balance of bank loans of RMB350,743,175.76 and the balance of secured loans from non-bank financial institutions of RMB160,684,646.00.

  • (2) Liquidity and capital resources

As at 30 June 2018, the Group had cash and cash equivalents of RMB77,602,290.74, including US dollar deposits of RMB2,245,942.33 (31 December 2017: RMB7,638,541.49), HK dollar deposits of RMB6,041.02 (31 December 2017: RMB5,989.20) and Euro deposits of RMB0.38 (31 December 2017: RMB111,635.78), representing a decrease of RMB121,195,497.34 compared with the total amount of RMB198,797,788.08 as at 31 December 2017.

Cash inflows of the Group in the reporting period mainly came from sales revenue and financial borrowings, which were mainly used for production and operation and for repayment of bank loans.

– 14 –

(3) Gearing ratio

Gearing ratio is calculated based on the total liabilities at the end of the reporting period less the balance of cash and cash equivalents and divided by net assets attributable to the parent. The gearing ratio of the Group calculated under this formula was 193.68% as at 30 June 2018, compared to 216.78% as at 31 December 2017.

(4) Contingent liabilities

As at 30 June 2018, the Group has no material contingent liabilities.

  • (5) Risk of exchange rate fluctuations

The Group’s assets, liabilities and transactions are denominated in Renminbi. Therefore, fluctuations in foreign exchange rates do not have any material impact on the Group.

(6) Employees of the Company

As at 30 June 2018, the number of employees listed on the payroll register of the Group was 2,227, of which 1,561 were production staff, 405 were sales, finance and technical staff, and 261 were administrative staff.40.64% of the Group’s staff were college graduates or above.

4. MATTERS RELATING TO FINANCIAL REPORT

4.1 Change in the accounting policies during the reporting period

Since March 2017, the Ministry of Finance successively made amendments to Accounting Standards for Business Enterprises No. 22 – Recognition and Measurement of Financial Instruments (Cai Kuai [2017] No. 7), Accounting Standards for Business Enterprises No. 23 – Transfer of Financial Assets (Cai Kuai [2017] No. 8) and Accounting Standards for Business Enterprises No. 24 – Hedge Accounting (Cai Kuai [2017] No. 9) since 31 March 2017, and released the revised Accounting Standards for Business Enterprises No. 37 – Presentation of Financial Instruments (Cai Kuai [2017] No. 14) on 2 May 2017 (the four standards above are collectively referred to as “New FI Standards”), and on 5 July 2017 released the revised Accounting Standard for Business Enterprises No. 14 – Revenue (Cai Kuai [2017] No. 22) (hereafter referred to as “New Revenue Standard”).

– 15 –

In 2018, the Ministry of Finance newly issued the Notice on Revising and Issuing the Format of Financial Statements of General Enterprises for the year 2018 (Cai Kuai [2018] No. 15) (hereinafter referred to as the “Presentation Adjustments”).

The Company has applied the above-mentioned new revenue standards and four new financial standards since 1 January 2018 and made amendments to accounting policies relating to revenue and financial instruments. It also prepared its financial statements in accordance with the required format of financial statements under Cai Kuai [2018] No. 15.

(1) New Revenue Standard

The New Revenue Standard replaces Accounting Standards for Business Enterprises No. 14 – Revenue and Accounting Standards for Business Enterprises No. 15 – Construction Contracts issued by the Ministry of Finance in 2006 (collectively referred to as the “old revenue standards”).

Under the old revenue standards, the Company recognised revenue when the risks and rewards had passed to the customers. The Company’s revenue from sales of goods was recognised when the following conditions were met: the significant risks and rewards of ownership of the goods had been transferred to the customer, the amount of revenue and related costs could be reliably measured, the relevant economic benefits would probably flow to the Company and the Company retained neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold. Revenue from rendering of services and revenue from construction contracts were recognised by reference to the stage of completion of the transaction at the balance sheet date.

– 16 –

Under the New Revenue Standard, revenue is recognised when the Company transfers the control over goods or services to the customers: Revenue is recognised when the Company satisfies the performance obligation in the contract by transferring the control over relevant goods or services to the customers. The Company determines a performance obligation as to be satisfied over time if certain criteria is met; or otherwise, a performance obligation is satisfied at a point in time. Where a contract has two or more performance obligations, the Company determines the stand-alone selling price at contract inception of the distinct good or service underlying each performance obligation in the contract and allocates the transaction price in proportion to those stand-alone selling prices. The Company recognises as revenue the amount of the transaction price that is allocated to each performance obligation. The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer, excluding amounts collected on behalf of third parties. The transaction price recognised by the Group does not exceed the amount in the accumulated revenue is likely not to be significantly reversed when the relevant uncertainty is eliminated. Where there are significant financing components in the contract, the Group determines the transaction price based on the amount payable assumed to be paid by the client in cash the moment the latter takes control of the goods or services. The difference between the amount of promised consideration and the cash selling price is amortised using an effective interest method over the contract term.

The Company adjusted relevant accounting policies pursuant to the requirements regarding special events or transactions as specified under the New Revenue Standard. In accordance with the requirements of the New Revenue Standard, the Company presents contract assets or contract liabilities in the balance sheet based on the relationship between the performance of obligations and the payment by customers.

The Company assessed the impact of the New Revenue Standard on its financial statements based on a review of its revenue sources and performance process of contracts with customers. Since the Company derives its revenue mainly from sales of products under sales contracts entered into with customers, revenue is recognized when the control of the products is transferred to relevant customer. The adoption of the New Revenue Standard has no material impact on the financial statements of the Company.

– 17 –

(2) New FI Standards

The New FI Standards classify financial assets into three basic categories: (1) financial assets at amortized cost; (2) financial assets at fair value through other comprehensive income; and (3) financial assets at fair value through profit or loss. Under the New FI Standards, the classification of financial assets is determined based on the business model of the Company’s management of financial assets and the contractual cash flow characteristics of the assets. The New FI Standards remove the three categories of held-to-maturity investments, loans and accounts receivables and available-for-sale financial assets as defined in the original financial instruments standards. The adoption of the New FI Standards has no significant impact on the accounting policies of the Company regarding the financial liabilities.

The New FI Standards replace the “loss incurred” model in the original financial instrument standard with the “expected credit loss” model. The “expected credit loss” model requires continuous assessment of the credit risk involved in financial assets. Therefore, under the New FI Standards, the credit loss of the Company is recognized earlier than that under the original financial instrument standard.

In accordance with the New FI Standards, the Company made retrospective adjustments to the classification and measurement of financial instruments (including impairment) besides certain specific circumstances, thereby the difference between the original book value of financial instruments and the new book value as at the implementation date of the New FI Standards (i.e. 1 January 2018) is included in the retained earnings as at the beginning of 2018. At the same time, the Company did not adjust the data in the comparative financial statement.

– 18 –

(3) Impact of amendments to the accounting standards and Cai Kuai [2018] No. 15 on the presentation of financial statements

Impact on items of the consolidated balance sheet and the balance sheet of the Company is summarized as follows:

Unit: Yuan Currency: RMB

Balance as at 31 Balance as
December 2017 at 1 January
prior to the 2018 following
Items of the changes in Impact of the Impact of the Impact of the changes
consolidated accounting New Revenue New FI the Presentation in accounting
balance sheet policies Standard Standards Adjustments policies
Assets:
Notes receivable 490,712,129.45 -490,712,129.45
Accounts receivable 531,850,536.95 -531,850,536.95
Notes and accounts
receivable -15,394,947.77 1,022,562,666.40 1,007,167,718.63
Other receivables 90,685,860.01 -1,802,629.38 88,883,230.63
Available-for-sale
financial assets 0.00
Other investments in
equity instruments 0.00 0.00
Deferred income tax
assets 2,504,761.54 2,782,426.31 5,287,187.85
Construction in
progress 282,004,319.33 13,980.58 282,018,299.91
Engineering materials 13,980.58 -13,980.58
Liabilities:
Notes payable 139,568,673.34 -139,568,673.34
Accounts payable 572,025,989.83 -572,025,989.83
Notes and accounts
payable 711,594,663.17 711,594,663.17
Payments received in
advance 21,475,187.43 -21,475,187.43
Contract liabilities 21,475,187.43 21,475,187.43
Interest payable 3,418,456.33 -3,418,456.33
Other payables 373,590,908.16 3,418,456.33 377,009,364.49
Shareholders’ equity
Retained earnings -1,338,290,605.36 -11,706,971.58 -1,349,997,576.94
Minority interest 214,501,306.52 -2,708,179.26 211,793,127.26

– 19 –

Balance as at 31 Balance as
December 2017 at 1 January
prior to the Impact of 2018 following
Item of the change in the the New Impact of Impact of the change
balance sheet of accounting Revenue the New FI the Presentation in accounting
the Company policies Standard Standards Adjustments policies
Assets:
Notes receivable 7,469,611.05 -7,469,611.05
Accounts receivable 204,327,727.83 -204,327,727.83
Notes and accounts
receivable -156,945.53 211,797,338.88 211,640,393.35
Other receivables 31,131,296.66 -310,594.67 30,820,701.99
Available-for-sale
financial assets 0.00
Other investments in
equity instruments 0.00 0.00
Liabilities:
Accounts payable 5,062,801.26 -5,062,801.26
Notes and accounts
payable 5,062,801.26 5,062,801.26
Payments received in
advance 7,813,062.37 -7,813,062.37
Contract liabilities 7,813,062.37 7,813,062.37
Interest payable 472,432.69 -472,432.69
Other payables 465,380,879.74 472,432.69 465,853,312.43
Shareholders’ equity
Retained earnings -1,396,267,053.32 -467,540.20 -1,396,734,593.52

Impact of Cai Kuai [2018] No. 15 on the items of the 2017 interim consolidated income statement of the Company is as follows:

Items of the Amounts Amounts
consolidated before Adjusted after
income statement adjustment amounts adjustment
Administrative
expenses 73,954,816.29 -28,683,561.88 45,271,254.41
Research and
development
expenses 28,683,561.88 28,683,561.88

– 20 –

  • 4.2 Retrospective restatement of material accounting errors during the reporting period.

Nil

  • 4.3 Change in the scope of consolidation as compared with the latest annual report.

Three subsidiaries were added into the consolidation scope of the Company due to the business combination under common control during the reporting period, namely CNBM (Hefei) New Energy Company Limited ( 中建材 (合肥)新能源有限公司 ), CNBM (Tongcheng) New Energy Materials Company Limited ( 中國建材桐城新能源材料有限公司 ) and CNBM (Yixing) New Energy Company Limited (中建材(宜興)新能源有限公司), among which, CNBM (Hefei) New Energy Company Limited and CNBM (Tongcheng) New Energy Materials Company Limited were held as to 100% by the Company, and CNBM (Yixing) New Energy Company Limited was held as to 70.99% by the Company.

4.4 Financial Statements

Consolidated Balance Sheet

30 June 2018 Prepared by: Luoyang Glass Company Limited*

Item
Current assets:
Cash and cash equivalents
Notes and accounts
receivables
Prepayments
Other receivables
Inventories
Contract assets
Assets held for sale
Non-current assets due
within one year
Other current assets
Total current assets
Unit: Yuan Currency: RMB
Closing Balance
Opening Balance
179,161,146.31
204,245,757.54
772,458,749.92
1,022,562,666.40
26,031,059.93
20,321,794.16
35,319,051.98
90,685,860.01
261,049,375.38
180,924,918.81
38,492,497.72
41,988,762.45
1,312,511,881.24
1,560,729,759.37
Unit: Yuan Currency: RMB
Closing Balance
Opening Balance
179,161,146.31
204,245,757.54
772,458,749.92
1,022,562,666.40
26,031,059.93
20,321,794.16
35,319,051.98
90,685,860.01
261,049,375.38
180,924,918.81
38,492,497.72
41,988,762.45
1,312,511,881.24
1,560,729,759.37
1,560,729,759.37

– 21 –

Closing Balance Opening Balance

Item

Non-current assets:

Long-term receivables 55,000,000.00 55,000,000.00 Long-term equity investments Available-for-sale financial assets Other equity instrument investment Other non-current financial assets Investment properties Fixed assets 1,705,333,363.47 1,766,535,573.58 Construction in progress 443,066,812.69 282,018,299.91 Intangible assets 359,130,243.89 317,529,993.66 Long-term deferred expenses 4,176,191.65 5,539,138.34 Deferred income tax assets 4,437,422.74 2,504,761.54 Other non-current assets 2,378,558.38 8,366,432.63 Total non-current assets 2,573,522,592.82 2,437,494,199.66 Total assets 3,886,034,474.06 3,998,223,959.03 Current liabilities: Short-term borrowings 813,234,000.00 812,509,000.00 Held-for-trading financial liabilities Financial liabilities at fair value through profit or loss Derivative financial liabilities Notes and accounts payables 738,300,969.77 711,594,663.17 Receipts in advance 21,475,187.43 Contract liabilities 17,078,230.96 Employee compensation payable 18,046,154.98 21,985,112.19 Taxes payable 24,875,091.43 31,525,000.52 Other payables 292,721,258.65 377,009,364.49 Liabilities held for sale Non-current liabilities due within one year 197,080,091.76 196,946,248.22 Total current liabilities Total current liabilities 2,101,335,797.55 2,173,044,576.02

– 22 –

Closing Balance Opening Balance

Item

Non-current liabilities:
Long-term borrowings 314,347,730.00 370,796,745.65
Deferred income 107,521,722.98 108,193,683.26
Deferred tax liabilities
Other non-current
liabilities
Total non-current liabilities
421,869,452.98
478,990,428.91
Total Liabilities 2,523,205,250.53 2,652,035,004.93
Owners’ equity
Share capital 559,797,391.00 526,766,875.00
Capital reserve 1,979,561,502.31 1,891,845,868.90
Special reserve
Surplus reserve 51,365,509.04 51,365,509.04
Undistributed profit -1,328,019,905.91 -1,338,290,605.36
Total equity attributable
to owners of the parent
company 1,262,704,496.44 1,131,687,647.58
Minority interests 100,124,727.09 214,501,306.52
Total owners’ equity 1,362,829,223.53 1,346,188,954.10
Total liabilities and
owners’ equity 3,886,034,474.06 3,998,223,959.03
Person in charge of
Person in charge of
Legal representative: accounting:
accounting department:
Zhang Chong Ma Yan Chen Jing

– 23 –

Balance Sheet of the Company 30 June 2018

Prepared by: Luoyang Glass Company Limited*

Item
Current Assets:
Cash and cash equivalents
Held-for-trading financial
assets
Derivative financial assets
Notes and accounts
receivables
Prepayments
Other receivables
Inventories
Contract assets
Assets held for sale
Non-current assets due
within one year
Other current assets
Total current assets
Unit: Yuan Currency: RMB
Closing Balance
Opening Balance
58,626,381.07
52,744,789.07
208,834,799.30
211,797,338.88
48,970.54
30,238.87
19,440,208.59
31,131,296.66
489,663.39
286,950,359.50
296,193,326.87
Unit: Yuan Currency: RMB
Closing Balance
Opening Balance
58,626,381.07
52,744,789.07
208,834,799.30
211,797,338.88
48,970.54
30,238.87
19,440,208.59
31,131,296.66
489,663.39
286,950,359.50
296,193,326.87
296,193,326.87

– 24 –

Closing Balance Opening Balance

Item

Non-current assets:
Debt investment
Other debt investment
Long-term receivables
Long-term equity
investments
Available-for-sale
financial assets
Other equity instrument
investment
Other non-current
financial assets
Investment properties
Fixed assets
Construction in progress
Intangible assets
Long-term deferred
expenses
Deferred income tax assets
Other non-current assets
Total non-current assets
Total assets
55,000,000.00
1,690,841,658.35
2,333,775.55
34,806,717.25
108,000.00
1,783,090,151.15
2,070,040,510.65
55,000,000.00
868,986,593.99
2,508,762.95
63,612,709.86
162,000.00
990,270,066.80
1,286,463,393.67

– 25 –

Item Closing Balance Opening Balance

Current liabilities:
Short-term loans
Held-for-trading financial
liabilities
Derivative financial
liabilities
Notes and accounts
payables
Receipts in advance
Contract liabilities
Employee compensation
payable
Taxes payable
Other payables
Liabilities held for sale
Non-current liabilities due
within one year
Other current liabilities
Total current liabilities
Non-current liabilities:
Long-term borrowings
Deferred income
Deferred tax liabilities
Other non-current
liabilities
Total non-current liabilities
Total Liabilities
240,234,000.00
84,381,266.17
9,190,171.11
4,973,834.12
2,779,353.69
511,849,198.35
793,175.76
854,200,999.20
854,200,999.20
347,509,000.00
5,062,801.26
7,813,062.37
8,089,982.67
566,122.59
465,853,312.43
404,406.94
835,298,688.26
606,605.65
606,605.65
835,905,293.91

– 26 –

Closing Balance Opening Balance

Item

Owners’ equity: Share capital 559,797,391.00 526,766,875.00 Capital reserve 1,958,137,769.14 1,268,692,769.04 Special reserve Surplus reserve 51,365,509.04 51,365,509.04 Undistributed profit -1,353,461,157.73 -1,396,267,053.32 Total owners’ equity 1,215,839,511.45 450,558,099.76 Total liabilities and owners’ equity 2,070,040,510.65 1,286,463,393.67

Total liabilities and owners’ equity

Person in charge of Person in charge of Legal representative: accounting: accounting department: Zhang Chong Ma Yan Chen Jing

– 27 –

Consolidated Income Statement January–June 2018

Unit: Yuan Currency: RMB

Amount for Amount for
Item current period previous period
I. Operating revenue 702,362,390.74 704,459,882.70
Less: Operating costs 518,623,907.37 548,925,924.41
Taxes and surcharges 10,712,485.92 9,179,632.20
Selling expenses 21,923,965.83 28,053,678.63
Administration expenses 46,521,293.38 45,271,254.41
Research and development
expenses 38,443,281.67 28,683,561.88
Finance expenses 39,740,414.80 34,959,536.18
Including: Interest
expenses 32,742,684.84 31,890,768.84
Interest income 299,301.46 723,069.67
Impairment losses of assets 6,849.19 807,634.48
Impairment losses of credit -4,173,671.55
Add: Other income 7,120,982.47 22,925,533.47
Investment income (loss is
represented by “-”)
Gain on disposal of assets
(loss is represented by
“-”) 131,075.15 83,418.35
II. Operating profit (loss is represented
by “-”) 37,815,921.75 31,587,612.33
Add: Non-operating income 1,775,280.73 2,277,775.59
Less: Non-operating expense 211,374.72 236,378.61
III. Total profit (total loss is
represented by “-”) 39,379,827.76 33,629,009.31
Less: Income tax expenses 11,139,879.23 9,351,246.98

– 28 –

Amount for Amount for
Item current period previous period
IV. Net profit (net loss is represented
by “-”) 28,239,948.53 24,277,762.33
(I) Classified on going concern basis
1.
Net profit from continued
operation (Net loss is
represented by “-”) 28,239,948.53 24,277,762.33
2.
Net profit from discontinued
operation (Net loss is
represented by “-”)
(II) Classified by ownership
1.
Net profit attributable to the
owners of the Company 21,977,671.03 19,733,938.23
2.
Profit or loss attributable
to minority interests 6,262,277.50 4,543,824.10
V. Other comprehensive income net of
tax
VI. Total comprehensive income 28,239,948.53 24,277,762.33
Total comprehensive income
attributable to owners of the
Company 21,977,671.03 19,733,938.23
Total comprehensive income
attributable to minority interests 6,262,277.50 4,543,824.10
VII. Earnings per share:
(I) Basic earnings per share
(RMB/share) 0.0395 0.0356
(II) Diluted earnings per share
(RMB/share) 0.0395 0.0356

The net profit realized by the the parties being absorbed prior to the business combinations under common control was RMB20,491,900.89 during the period and RMB23,099,803.31 for the previous period.

Person in charge of Person in charge of
Legal representative: accounting: accounting department:
Zhang Chong Ma Yan Chen Jing

– 29 –

Income Statement of the Company January–June 2018

Unit: Yuan Currency: RMB

Amount for Amount for
Item current period previous period
I. Operating revenue 95,220,475.78 72,438,752.95
Less: Operating costs 93,268,219.61 72,252,825.33
Taxes and surcharges 1,808,074.05 401,276.30
Selling expenses 289,822.76 218,657.97
Administration expenses 7,831,861.37 -1,139,169.58
Finance expenses 15,262,010.17 11,070,786.45
Including: interest
expenses 15,876,387.44 11,624,028.23
Interest
income 690,274.80 710,664.50
Impairment losses of
assets 600,521.20
Impairment losses of
credit -614,549.07
Add: Other income
Investment income (loss
is represented by “-”) 64,557,772.91 5,515,364.92
Gain on disposal of
assets (loss is
represented by “-”) 1,181,645.71
II. Operating Profit (losses are
represented by “-”) 43,114,455.51 -5,450,779.80
Add: Non-operating income 211,035.14 1,036,395.35
Less: Non-operating
expenses 52,054.86 200,506.12
III. Total profit (total loss is
represented by “-”) 43,273,435.79 -4,614,890.57
Less: Income tax expenses

– 30 –

Amount for Amount for Amount for
Item current period previous period
IV. Net profit (net loss is
represented by “-”) 43,273,435.79 -4,614,890.57
1. Net profit from continued
operation (Net loss is
represented by “-”) 43,273,435.79 -4,614,890.57
2. Net profit from discontinued
operation (Net loss is
represented by “-”)
V. Other comprehensive income
net of tax
VI. Total comprehensive income 43,273,435.79 -4,614,890.57
VII. Earnings per share
(I) Basic earnings per share
(RMB/share)
(II) Diluted earnings per share
(RMB/share)
Person in charge of Person in charge of
Legal representative: accounting: accounting department:
Zhang Chong Ma Yan Chen Jing

– 31 –

Consolidated Cash Flow Statement January–June 2018

Unit: Yuan Currency: RMB
Amount for Amount for
Item current period previous period
I. Cash flows from operating
activities:
Cash received from sale
of goods or rendering of
services 505,851,432.02 182,391,041.41
Tax refunds received 2,669,017.17
Other cash received from
activities related to
operation 8,641,685.83 15,840,180.22
Subtotal of cash inflows from
operating activities 517,162,135.02 198,231,221.63
Cash paid for purchase
of goods and services
rendered 442,219,267.54 305,273,932.19
Cash paid to and on behalf of
employees 93,074,618.07 87,503,010.17
Tax payments 40,094,190.76 32,572,578.33
Other cash paid for activities
related to operation 17,114,622.90 26,328,225.08
Sub-total of cash outflow
from operating activities 592,502,699.27 451,677,745.77
Net cash flow from operating
activities -75,340,564.25 -253,446,524.14

– 32 –

Amount for Amount for
Item current period previous period
II. Cash flow from investment
activities:
Cash from recovery of
investment
Cash received from return of
investment
Net cash received from
disposal of fixed assets,
intangible assets and other
long-term assets 2,348,600.00
Net cash received from
disposal of subsidiaries
and other operating units
Other cash received from
investment activities 18,117,140.63 23,798,268.89
Subtotal of cash inflows from
investment activities 18,117,140.63 26,146,868.89
Cash paid for the acquisition
and construction of fixed
assets, intangible assets,
and other long-term assets 118,519,695.42 26,895,054.88
Cash paid for investment
Other cash payments related
to investment activities
Subtotal of cash outflows
from investment activities 118,519,695.42 26,895,054.88
Net cash flow from
investment activities -100,402,554.79 -748,185.99

– 33 –

Amount for Amount for Amount for
Item current period previous period
III. Cash flows from financing
activities:
Cash received from
investment
Including: cash received
by subsidiaries from
investments of minority
interests
Proceeds from loans 455,500,000.00 736,404,000.00
Cash received from issuing
bonds
Other cash received related
to financing activities 213,210,823.26 326,257,432.90
Subtotal of cash inflows from
financing activities 668,710,823.26 1,062,661,432.90
Cash paid for repayments of
borrowings 495,781,773.73 586,899,266.99
Cash payment for distribution
of dividends and profits or
repayment of interest 32,215,589.37 24,236,814.28
Other cash payments related
to financing activities 86,165,892.16 301,160,000.00
Subtotal of cash outflows
from financing activities 614,163,255.26 912,296,081.27
Net cash flow from financing
activities 54,547,568.00 150,365,351.63
IV. Effect of exchange rate
changes on cash and cash
equivalents 53.70 -195.39
V. Net increase in cash and
cash equivalents -121,195,497.34 -103,829,553.89
Add: Opening balance of cash
and cash equivalents 198,797,788.08 191,575,911.27
VI. Closing balance of cash and
cash equivalents 77,602,290.74 87,746,357.38
Person in charge of Person in charge of
Legal representative: accounting: accounting department:
Zhang Chong Ma Yan Chen Jing

– 34 –

Cash Flow Statement of the Company January–June 2018

Unit: Yuan Currency: RMB

Amount for Amount for
Item current period previous period
I. Cash flows from operating
activities:
Cash received from sale
of goods or rendering of
services 53,148,277.00 37,301,455.04
Tax refunds received
Other cash received from
activities related to
operation 39,883,041.15 37,206,581.02
Sub-total of cash inflow from
operating activities 93,031,318.15 74,508,036.06
Cash paid for goods
purchased and services
rendered 86,900.00
Cash paid to and on behalf of
employees 8,175,903.64 6,977,169.55
Tax payments 2,543,491.32 686,886.91
Other cash paid for activities
related to operation 36,646,792.98 83,702,867.49
Sub-total of cash outflow
from operating activities 47,366,187.94 91,453,823.95
Net cash flow from operating
activities 45,665,130.21 -16,945,787.89

– 35 –

Amount for Amount for
Item current period previous period
II. Cash flow from investment
activities:
Cash from recovery of
investment
Cash received from return of
investment
Net cash received from
disposal of fixed assets,
intangible assets and other
long-term assets 400,000.00
Other cash received from
investment activities 18,117,140.63 43,164,222.88
Subtotal of cash inflows from
investment activities 18,117,140.63 43,564,222.88
Cash paid for the acquisition
and construction of fixed
assets, intangible assets,
and other long-term assets 3,360,200.60
Cash paid for investment 70,000,000.00 80,000,000.00
Other cash payments related
to investment activities
Subtotal of cash outflows
from investment activities 70,000,000.00 83,360,200.60
Net cash flow from
investment activities -51,882,859.37 -39,795,977.72

– 36 –

Amount for Amount for Amount for
Item current period previous period
III. Cash flows from financing
activities:
Cash received from
investment
Proceeds from loans 235,084,000.00 235,904,000.00
Cash received from issuing
bonds
Other cash received related
to financing activities 469,544,537.84 534,383,680.49
Subtotal of cash inflows from
financing activities 704,628,537.84 770,287,680.49
Cash paid for repayment of
borrowings 342,561,214.41 290,582,396.18
Cash payment for distribution
of dividends and profits or
interest repayment 6,087,032.33 5,815,847.75
Other cash payments related
to financing activities 381,081,023.64 441,240,000.00
Subtotal of cash outflows
from financing activities 729,729,270.38 737,638,243.93
Net cash flow from financing
activities -25,100,732.54 32,649,436.56
IV. Effects of changes in
exchange rate on cash and
cash equivalents 53.70 -195.39
V. Net increase in cash and
cash equivalents -31,318,408.00 -24,092,524.44
Add: Opening balance of cash
and cash equivalents 51,344,789.07 64,837,249.29
VI. Closing balance of cash and
cash equivalents 20,026,381.07 40,744,724.85
Person in charge of Person in charge of
Legal representative: accounting: accounting department:
Zhang Chong Ma Yan Chen Jing

– 37 –

Consolidated Statement of Changes in Owners’ Equity January–June 2018

Unit: Yuan Currency: RMB

Item
I.
Balance at the end of last
year
Add: Changes in accounting
policies
Effects of correction of
prior period errors
Business combination
under common control
Others
II. Balance at the beginning of
the year
III. Change for the period
(decrease is indicated by “-”)
(I)
Total comprehensive
income
(II)
Owners’ contribution
and decrease in
capital
1. Ordinary
shares paid by
shareholders
2. Capital contributed
by holders
of other equity
instruments
3. A mount of
share-based
payments
recognised in
owners’ equity
4. Others
(III) Profit distribution
(IV) Internal carry-forward
of owners’ equity
(V)
Special reserve
(VI) Others
IV. Balance at the end of the
period
Current Period
Attributable to owners of the Parent Company
Minority interests
Total
owners’
equity
Other equity instruments
Capital
reserve
Less: Treasury
stock
Other
comprehensive
income
Special
reserve
Surplus
reserve
General risk
provisions
Undistributed
profit
Preferential
shares
Perpetual bonds
Others
1,488,406,708.39
51,365,509.04
-1,507,399,946.07
559,139,146.36
-11,706,971.58
-2,708,179.26
-14,415,150.84
403,439,160.51
169,109,340.71
214,501,306.52
787,049,807.74
1,891,845,868.90
51,365,509.04
-1,349,997,576.94
211,793,127.26
1,331,773,803.26
87,715,633.41
21,977,671.03
-111,668,400.17
31,055,420.27
21,977,671.03
6,262,277.50
28,239,948.53
87,715,633.41
-117,930,677.67
2,815,471.74
84,900,161.67
-117,930,677.67
2,815,471.74
2,815,471.74
1,979,561,502.31
51,365,509.04
-1,328,019,905.91
100,124,727.09
1,362,829,223.53
Share capital
526,766,875.00
526,766,875.00
33,030,516.00
33,030,516.00
33,030,516.00
559,797,391.00

– 38 –

==> picture [482 x 405] intentionally omitted <==

----- Start of picture text -----

Last Period
Equity attributable to owners of the Parent Company
Other equity instruments Less: Other Total
Preferential Perpetual Capital Treasury comprehensive Special Surplus General risk Undistributed Minority owner’s
Item Share capital shares bonds Others reserve stock income reserve reserve provisions profit interest equity
I. Balance at the end of last
year 526,766,875.00 1,473,105,039.50 51,365,509.04 -1,527,968,006.58 523,269,416.96
Add: Changes in accounting
policies
Effects of correction of
prior period errors
Business combination
under common control 403,439,160.51 102,005,138.39 197,085,680.58 702,529,979.48
Others
II. Balance at the beginning of
the year 526,766,875.00 1,876,544,200.01 51,365,509.04 -1,425,962,868.19 197,085,680.58 1,225,799,396.44
III. Change for the period
(decrease is indicated by “-”) 19,733,938.23 4,543,824.10 24,277,762.33
(I) Total comprehensive
income 19,733,938.23 4,543,824.10 24,277,762.33
(II) Owners’ contribution
and decrease in
capital
(III) Profit distribution
(IV) Internal carry-forward
of owners’ equity
(V) Special reserve
IV. Balance at the end of the
period 526,766,875.00 1,876,544,200.01 51,365,509.04 -1,406,228,929.96 201,629,504.68 1,250,077,158.77
Person in charge of Person in charge of
Legal representative: accounting: accounting department:
Zhang Chong Ma Yan Chen Jing
----- End of picture text -----

– 39 –

Statement of Changes in Owners’ Equity of the Company January – June 2018

Unit: Yuan Currency: RMB

Item
I.
Balance at the end of last year
Add: Changes in accounting policies
Effects of correction of prior
period errors
Others
II.
Balance at the beginning of the
year
III.
Change for the period (decrease is
indicated by “-”)
(I) Total comprehensive income
(II) Owners’ contribution and
decrease in capital
1. Ordinary shares paid by
shareholders
2. Capital contributed by
holders of other equity
instruments
3. A mount of share-based
payment recognised in
owners’ equity
4. Others
(III) Profit distribution
(IV) Internal carry-forward of
owners’ equity
(V) Special reserve
IV.
Balance at the end of the period
Current Period
Other equity instruments
Capital reserve
Less:
Treasury
stock
Other
comprehensive
income
Special
reserve
Surplus
reserve
Undistributed
profit
Total
owner’s
equity
Preferential
shares
Perpetual
bonds
Others
1,268,692,769.04
51,365,509.04
-1,396,267,053.32
450,558,099.76
-467,540.20
-467,540.20
1,268,692,769.04
51,365,509.04
-1,396,734,593.52
450,090,559.56
689,445,000.10
43,273,435.79
765,748,951.89
43,273,435.79
43,273,435.79
689,445,000.10
722,475,516.10
686,629,528.36
719,660,044.36
2,815,471.74
2,815,471.74
1,958,137,769.14
51,365,509.04
-1,353,461,157.73
1,215,839,511.45
Share capital
526,766,875.00
526,766,875.00
33,030,516.00
33,030,516.00
33,030,516.00
559,797,391.00

– 40 –

==> picture [483 x 326] intentionally omitted <==

----- Start of picture text -----

Last Period
Other equity instruments Less: Other Total
Preferential Perpetual Capital Treasury comprehensive Special Surplus Undistributed owner’s
Item Share capital shares bonds Others reserve stock income reserve reserve profit equity
I. Balance at the end of last year 526,766,875.00 1,253,391,100.15 51,365,509.04 -1,399,150,574.12 432,372,910.07
Add: Changes in accounting policies
Effects of correction of prior
period errors
Others
II. Balance at the beginning of the
year 526,766,875.00 1,253,391,100.15 51,365,509.04 -1,399,150,574.12 432,372,910.07
III. Change for the period (decrease is
indicated by “-”) -4,614,890.57 -4,614,890.57
(I) Total comprehensive income -4,614,890.57 -4,614,890.57
(II) Owners’ contribution and
decrease in capital
(III) Profit distribution
(IV) Internal carry-forward of
owners’ equity
(V) Special reserve
(VI) Others
IV. Balance at the end of the period 526,766,875.00 1,253,391,100.15 51,365,509.04 -1,403,765,464.69 427,758,019.50
Person in charge of Person in charge of
Legal representative: accounting: accounting department:
Zhang Chong Ma Yan Chen Jing
----- End of picture text -----

– 41 –

NOTES TO THE FINANCIAL STATEMENTS

Interim report for the half year ended 30 June 2018 (Expressed in Renminbi)

I. BACKGROUND OF THE COMPANY

Luoyang Glass Company Limited* (the “Company”) was incorporated in the People’s Republic of China (the “PRC”) as a joint stock limited company. The Company and its subsidiaries (collectively the “Group”) are engaged in manufacture and sales of information display glass and new energy glass.

II. SIGNIFICANT ACCOUNTING POLICIES

1. Basis of preparation of financial statements

The financial statements of the Company have been prepared on a going concern basis in respect of the actual transactions and events in accordance with the requirements of the Accounting Standards for Business Enterprises, the Application Guidelines for Accounting Standards for Business Enterprises, the Interpretations of the Accounting Standards for Business Enterprises and other regulations issued by the Ministry of Finance, and based on the following significant accounting policies and estimates.

2. Accounting period

Accounting year of the Company is the calendar year from 1 January to 31 December.

3. Functional currency

The Company’s functional currency is the Renminbi (“RMB”).

4. Preparation method of consolidated financial statements

Subsidiaries and special purpose entities under the de facto control of the Company are incorporated into the consolidated financial statements.

The consolidated financial statements of the Company are prepared in accordance with the “Accounting Standards for Business Enterprises No. 33 – Consolidated Financial Statements” and relevant provisions, and all significant intra-group transactions and balances are eliminated. Interests in subsidiaries that are not attributable to owners of parent company are presented separately as minority interest in the consolidated financial statements.

– 42 –

Adjustments to subsidiaries’ financial statements in accordance with the accounting policies or accounting period of the Company are needed when preparing consolidated financial statements if the subsidiaries’ accounting policies or accounting period are different from those of the Company.

For subsidiaries acquired not under common control combinations, when preparing consolidated financial statements, such subsidiaries’ financial statements should be adjusted on the basis of the fair value of identifiable net assets on the date of acquisition. For subsidiaries acquired under common control combinations, the assets, liabilities, operating results and cash flows of acquired subsidiaries should be included in consolidated financial statements from the beginning of the year of acquisition as if the combination had taken place at the beginning of the year.

III. SEGMENT REPORTING

For management purposes, the Company has two operating segments. The management of the Company regularly reviews the financial information of each segment to make decisions about resources to be allocated to the segment and to assess its performance.

The operating segments of the Company include the information display glass segment and the new energy glass segment.

Segment assets exclude deferred income tax assets, and segment liabilities exclude deferred income tax liabilities.

Inter-segment transfers are measured by reference to sales to third parties.

– 43 –

1. Segment information for the half year ended 30 June 2018 is set out as follows:

Information New Unallocated
Item display glass energy glass items Offset Total
1. Revenue from external
customers 163,502,480.94 538,859,909.80 702,362,390.74
2. Revenue from
inter-segment
transactions 2,255,580.86 -2,255,580.86
3. Interest income 43,142.55 196,596.07 690,274.80 -630,711.96 299,301.46
4. Interest expenses 10,660,858.82 21,174,930.08 15,876,387.44 -14,969,491.50 32,742,684.84
5. Impairment losses of
assets and
impairment
losses of credit -97,691.09 -3,454,582.20 -614,549.07 -4,166,822.36
6. Depreciation expenses
and amortization
expenses 24,077,499.78 39,510,097.13 948,425.72 -1,969.41 64,534,053.22
7. Total profit (loss is
represented by “-”) 11,344,953.95 48,088,300.06 41,321,179.62 -61,374,605.87 39,379,827.76
8. Income tax expenses 2,548,133.08 8,591,746.15 11,139,879.23
9. Net profit (loss is
represented by “-”) 8,796,820.87 39,496,553.91 41,321,179.62 -61,374,605.87 28,239,948.53
10. Total assets 1,502,917,348.81 2,902,448,822.81 1,865,594,163.55 -2,384,925,861.11 3,886,034,474.06
11. Total liabilities 1,001,633,256.74 1,908,404,762.57 760,629,561.92 -1,147,462,330.70 2,523,205,250.53

– 44 –

2. Segment information for the half year ended 30 June 2017 is set out as follows:

Information New Unallocated
Item display glass energy glass items Offset Total
1. Revenue from external
customers 154,969,277.04 549,490,605.66 704,459,882.70
2. Revenue from
inter-segment
transactions
3. Interest income 4,761,655.00 303,247.93 710,664.50 -5,052,497.76 723,069.67
4. Interest expenses 10,661,329.83 20,173,273.46 11,624,028.23 -10,567,862.68 31,890,768.84
5. Impairment losses
of assets -604,842.56 811,955.84 600,521.20 807,634.48
6. Depreciation expenses
and amortization
expenses 24,710,592.22 37,901,028.74 817,678.51 63,429,299.47
7. Total profit (loss is
represented by “-”) 10,908,504.27 27,772,574.56 -4,800,818.19 -251,251.33 33,629,009.31
8. Income tax expenses 4,430,457.12 4,920,789.86 9,351,246.98
9. Net profit (loss is
represented by “-”) 6,478,047.15 22,851,784.70 -4,800,818.19 -251,251.33 24,277,762.33
10. Total assets 1,579,026,709.81 2,620,050,340.65 1,050,121,218.27 -1,485,245,352.04 3,763,952,916.69
11. Total liabilities 1,061,782,116.71 1,737,324,015.42 750,007,574.91 -1,114,127,454.88 2,434,986,252.16

– 45 –

3. Geographic information

The following table sets out information about the geographical location of the Company’s revenue from external customers and the Company’s non-current assets (excluding deferred income tax assets). The geographical location of customers is stated as the location at which goods were delivered to customers. The geographical location of fixed assets, construction in progress and lease prepayments under non-current assets is determined as the physical location of the assets; the geographical location of intangible assets and exploration and evaluation assets is determined as the location of relevant operations; and the geographical location of interests in associates and other investments is determined as the location of their respective operations.

Item
China
Overseas
Total
Revenue from external customers
January–
June 2018
January–
June 2017
677,234,348.38
692,985,336.96
25,128,042.36
11,474,545.74
702,362,390.74
704,459,882.70
Non-current assets
30 June
2018
31 December
2017
2,569,085,170.08
2,434,989,438.12
2,569,085,170.08
2,434,989,438.12
Non-current assets
30 June
2018
31 December
2017
2,569,085,170.08
2,434,989,438.12
2,569,085,170.08
2,434,989,438.12
2,434,989,438.12

4. Major customers

The Company has a diversified customer base. From January to June 2018, the transaction amount of two customers exceeds 50% of the Company’s revenue.

IV. TURNOVER

Turnover represents revenue from the invoiced value of goods sold to customers, after deduction of any trade discounts and net of value-added tax and surcharges, an analysis of which is as follows:

(1) Details of operating revenue

Item
Revenue from principal operations
Revenue from other operations
Total
Amount for
current period
677,653,373.40
24,709,017.34
702,362,390.74
Amount for
previous period
677,059,416.85
27,400,465.85
704,459,882.70

– 46 –

(2) Details of income from principal operations by product

Products or services
Information display glass
New energy glass
Total
V.
OTHER INCOME
Item
Government subsidies
Total
VI. GAIN ON DISPOSAL OF ASSETS
Item
Gain or loss on disposal of fixed assets
Gains or loss on disposal of intangible
assets
Total
VII. NON-OPERATING INCOME
Item
Gains from debt restructuring
Government subsidies
Other gains
Total
Amount for
current period
163,048,829.34
514,604,544.06
677,653,373.40
Amount for
current period
7,120,982.47
7,120,982.47
Amount for
current period
131,075.15
131,075.15
Amount for
current period
259,661.53
1,024,500.00
491,119.20
1,775,280.73
Amount for
previous period
152,856,356.90
524,203,059.95
677,059,416.85
Amount for
previous period
22,925,533.47
22,925,533.47
Amount for
previous period
22,266.73
61,151.62
83,418.35
Amount for
previous period
1,715,899.47
451,000.00
110,876.12
2,277,775.59

– 47 –

VIII. PROFIT BEFORE INCOME TAX

Profit before income tax is arrived at after (charging)/crediting:

(1) Financial expenses

Item
Interest expense
Less: Interest income
Exchange loss (less: exchange gain)
Interests of discounted bill
Other expenses
Total
(2) Operating costs
Item
Costs of principal operations
Costs of other operations
Total
(3) Taxes and surcharges
Item
Urban construction and
maintenance tax
Education surcharges
Property tax
Land-use tax
Others
Total
Amount for
current period
32,742,684.84
299,301.46
407,753.75
5,530,410.54
1,358,867.13
39,740,414.80
Amount for
current period
494,773,813.82
23,850,093.55
518,623,907.37
Amount for
current period
1,175,289.39
839,492.44
2,332,894.94
4,609,679.86
1,755,129.29
10,712,485.92
Amount for
previous period
31,890,768.84
723,069.67
83,224.66
1,948,914.46
1,759,697.89
34,959,536.18
Amount for
previous period
524,481,322.72
24,444,601.69
548,925,924.41
Amount for
previous period
229,690.37
100,452.28
3,045,593.32
5,240,465.33
563,430.90
9,179,632.20

– 48 –

(4) Selling expenses

Item
Staff remuneration
Depreciation expenses
Transportation costs
Loading and unloading charges
Travel expenses
Other selling expenses
Total
(5) Administrative expenses
Item
Staff remuneration
Depreciation of fixed assets
Amortization of intangible asset
Intermediary engagement and
consulting fees
Repairing cost
Other expenses
Total
Amount for
current period
3,963,638.15
107,906.06
16,618,440.70
160,431.82
514,471.46
559,077.64
21,923,965.83
Amount for
current period
24,819,974.27
4,082,818.74
4,096,310.54
4,050,874.97
446,535.58
9,024,779.28
46,521,293.38
Amount for
previous period
3,719,428.48
111,401.02
22,602,321.77
276,093.80
225,994.19
1,118,439.37
28,053,678.63
Amount for
previous period
21,063,210.83
5,987,535.37
3,898,671.08
3,637,267.05
569,311.04
10,115,259.04
45,271,254.41

– 49 –

(6) Research and development expenses

Item
Ultra-thin Substrate for Information
Display
Research on the Production
Technology and Key Technology
in the Industrialization of 0.15mm
Ultra-Thin Float Electronic Glass
R&D and Application of Key
Technology in ITO Ultra-thin
Electronic Glass
Research on the Production
Technology of Industrialization of
0.2mm High Strength Electronic
Glass
Research on the Production
Technology of 3D Wear-Resistant
Glass Substrate
Research on Key Technology and
Industrialization of Ultra-thin and
Anti-reflective Photovoltaic Glass
with High Hardness and Wide
Spectrum Used in Double-glass
Modules
Production Technology Development
of 650D/T Energy-saving and
Ultra-white Rolled Glass in Oxy-
fuel Combustion
Development of New Ultra-thin
Photovoltaic Glass
Technology Research on Improving
Desulphurization Efficiency of the
Operating Desulfurizing Tower
Ultra-thin and Anti-reflective Glass
Mirrored Single-suede Glass
Silk-screen Printing in Double-glass
Back Plate Punching
R&D of Intelligent Ultra-thin Glass
R&D of Solar Photovoltaic Glass
Others
Total
Amount for
current period
1,956,653.43
10,401,109.68
11,658,652.74

4,238,078.15
2,174,420.66
1,020,287.98
1,857,602.55
3,870,789.72
1,265,686.76
38,443,281.67
Amount for
previous period
2,424,670.95
1,559,772.85
7,804,867.35
1,517,736.98
1,287,633.02
1,420,263.95
2,551,715.50
1,117,279.61
5,844,118.10
1,463,445.18
1,692,058.39
28,683,561.88

– 50 –

(7) Impairment losses of assets

Item
Impairment losses of inventories
Bad debt losses
Total
(8) Impairment losses of credit
Item
Bad debt losses
Total
(9) Non-operating expenses
Item
Indemnities, liquidated damages and
penalties
Other expenses
Total
Amount for
current period
6,849.19

6,849.19
Amount for
current period
-4,173,671.55
-4,173,671.55
Amount for
current period
201,092.46
10,282.26
211,374.72
Amount for
previous period
-698,146.41
1,505,780.89
807,634.48
Amount for
previous period


Amount for
previous period
226,243.61
10,135.00
236,378.61

– 51 –

IX. INCOME TAX EXPENSES

Item
Current income tax expenses calculated
according to tax laws and relevant
requirements
Deferred income tax expenses
Total
Amount for
current period
10,290,114.12
849,765.11
11,139,879.23
Amount for
previous period
7,596,067.12
1,755,179.86
9,351,246.98
  • Note: CLFG Longhai Electronic Glass Limited, Bengbu China National Building Materials Information Display Materials Co., Ltd., CNBM (Hefei) New Energy Co., Ltd. and CNBM (Tongcheng) New Energy Materials Co., Ltd., all being wholly-owned subsidiaries of the Company, were recognized as high-tech enterprises in 2016 and 2017, and thus enjoyed a preferential enterprise income tax rate at 15% in 2018.

X. DIVIDEND

The board of directors of the Company does not recommend declaring dividends for the six months ended 30 June 2018.

XI. BASIC EARNINGS PER SHARE

Basic earnings per share are calculated by dividing consolidated net profit attributable to ordinary shareholders of the Company by the weighted average number of the outstanding ordinary shares of the Company:

Item
Net profit attributable to ordinary
shareholders of the Company
Weighted average number of the
outstanding ordinary shares of the
Company
Basic earnings per share
Amount for
current period
21,977,671.03
556,811,460.50
0.0395
Amount for
previous period
19,733,938.23
553,825,530.00
0.0356

There were no diluted earnings per share as the Company had no potential dilutive shares as at 30 June 2018.

– 52 –

XII. ACCOUNTS RECEIVABLES AND NOTES RECEIVABLES

Item
Bills receivables
Accounts receivables
Less: provision for bad debts
Total
1.
Notes receivables
Item
Bank acceptances
Commercial acceptances
Less: provision for bad debts
Total
2.
Accounts receivables
Item
Accounts receivables
Less: provision for bad debts
Accounts receivable, net
Closing balance
260,915,704.64
582,341,935.34
70,798,890.06
772,458,749.92
Closing balance
121,707,012.71
139,208,691.93
2,784,173.83
258,131,530.81
Carrying amount
582,341,935.34
68,014,716.23
514,327,219.11
Opening balance
490,712,129.45
590,089,930.96
58,239,394.01
1,022,562,666.40
Opening balance
253,818,723.44
236,893,406.01
490,712,129.45
Opening balance
590,089,930.96
58,239,394.01
531,850,536.95

The Company generally provides credit period of 1–6 month(s) for major customers, and generally sells by receiving advances for new customers and customers with less business volume.

– 53 –

1. Aged analysis of accounts receivables by date of entry:

Aging
Within 1 year
1 to 2 years
2 to 3 years
3 to 4 years
4 to 5 years
Over 5 years
Subtotal
Less: provision for bad debts
Total
Closing balance
498,579,201.94
7,026,717.31
21,330,384.12
434,958.75
567,285.02
54,403,388.20
582,341,935.34
68,014,716.23
514,327,219.11
Opening balance
488,644,458.85
44,380,200.16
2,094,598.73
567,285.02
1,037,719.89
53,365,668.31
590,089,930.96
58,239,394.01
531,850,536.95

XIII. NOTES PAYABLE AND ACCOUNTS PAYABLE

Item
Closing balance
Notes payable
219,211,373.39
Accounts payable
519,089,596.38
Total
738,300,969.77
1.
Notes payable
Item
Closing balance
Bank acceptances
84,111,047.78
Commercial acceptances
95,100,325.61
Letter of credit
40,000,000.00
Total
219,211,373.39
2.
Aged analysis of accounts payable by date of entry:
Item
Closing balance
Within 1 year (including 1 year)
242,617,597.81
Above 1 year
276,471,998.57
Total
519,089,596.38
Opening balance
139,568,673.34
572,025,989.83
711,594,663.17
Opening balance
87,689,925.89
51,878,747.45
139,568,673.34
Opening balance
242,103,670.03
329,922,319.80
572,025,989.83

– 54 –

XIV. RESERVES

1.
Capital reserve
Item
Opening Balance
I.
Capital premium
1,819,545,395.63
II.
Other capital reserve
72,300,473.27
Total
1,891,845,868.90
2.
Surplus reserve
Item
Opening Balance
Statutory surplus reserve
51,365,509.04
Total
51,365,509.04
Increase for
the period
111,958,816.67
2,815,471.74
114,774,288.41
Increase for
the period
Decrease for
the period
Closing Balance
27,058,655.00
1,904,445,557.30
75,115,945.01
27,058,655.00
1,979,561,502.31
Decrease for
the period Closing Balance
51,365,509.04
51,365,509.04
Closing Balance
1,904,445,557.30
75,115,945.01
1,979,561,502.31
51,365,509.04

– 55 –

3. Undistributed profit

Closing Balance
Appropriation
or distribution
Item Amount proportion
Undistributed profit at the end of the
previous period before adjustment -1,507,399,946.07
Total effects of adjustments of
undistributed profits at the
beginning of the period (increase
expressed with +, and decrease
expressed with -) 157,402,369.13
Undistributed profit at the beginning
of the period after adjustment -1,349,997,576.94
Add: net profit attributable to owners
of the Company for the period 21,977,671.03
Less: Appropriation to statutory
surplus reserve
Appropriation to discretionary
surplus reserve
Dividend payable in respect of
ordinary shares
Dividend on ordinary shares as
converted into share capital
Undistributed profit at the end
of the period -1,328,019,905.91

XV. SUBSEQUENT EVENTS

Nil.

Chairman: Zhang Chong Luoyang Glass Company Limited* 29 August 2018

As at the date of this announcement, the Board comprises four executive Directors: Mr. Zhang Chong, Mr. Ni Zhisen, Mr. Wang Guoqiang and Mr. Ma Yan; one nonexecutive Director: Mr. Xie Jun; and four independent non-executive Directors: Mr. Jin Zhanping, Mr. Liu Tianni, Mr. Ye Shuhua and Mr. He Baofeng.

  • for identification purposes only

– 56 –