合肥美菱股份有限公司
HEFEI MEILING CO., LTD.
二〇一五年年度报告
Annual Report 2015
HEFEI MEILING CO., LTD. Annual Report 2015
Section I. Important Notice, Contents and Paraphrase
Board of Directors, Supervisory Committee, all directors, supervisors and senior executives of
Hefei Meiling Co., Ltd. (hereinafter referred to as the Company) hereby confirm that there are no
any fictitious statements, misleading statements, or important omissions carried in this report, and
shall take all responsibilities, individual and/or joint, for the reality, accuracy and completion of the
whole contents.
Mr. Liu Tibin, Chairman of the Company, President Mr. Li Wei, Mr. Yu Zhang Xiaolong,
person in change of accounting work and Mr. Luo Bo, person in charger of accounting organ
hereby confirm that the Financial Report of 2015 Annual Report is authentic, accurate and
complete.
The Company did not have directors, supervisors and senior executives of the Company could
not guarantee the reality, accuracy and completion of the whole contents or have objections.
All the directors attended the board meeting on discussing the Annual Report in both ways of
site and communication.
Shine Wing Certified Public Accountants Co., Ltd. issued standard unqualified Auditors‘
Report for the Company‘s Financial Report of 2014.
Major defects in internal control
□ Applicable √ Not applicable
The Company had no major defects in internal control in the reporting period.
Risk warining of concerning the forward-looking statements with future planning involved in
annual report
√ Applicable
□Not applicable
Concerning the forward-looking statements with future planning involved in the Report, they
do not constitute a substantial commitment for investors. Investors are advised to exercise caution
of investment risks.
Investors are advised to read the full text of annual report, and pay particular attention to the
following risk factors.
More details about the possible risks and countermeasures in the operation of the Company
are described in the report ―IX. Prospects for the future development of the company‖ of ―Section
1
HEFEI MEILING CO., LTD. Annual Report 2015
IV analysis and discussion by the Management Team‖, investors are advised to read the relevant
content.
Securities Times, China Securities Journal, Hong Kong Commercial Daily and Juchao
Website (www.cninfo.com.cn) are the media for information disclosure for year of 2015 that
appointed by the Company. All public information under the name of the Company disclosed on
the above said media and website shall prevail, and investors are advised to exercise caution.
Profit distribution pre-plan or capitalizing of common reserves pre-plan deliberated by the
Board in the reporting period
√ Applicable □Not applicable
Whether has capitalizing of common reserves carried out
□Yes √ No
The profit distribution plan for year of 2015 was deliberated and approved in 19th meeting of
8th session of the Board: take total shares of 763,739,205 shares as base dated 31 December 2015，
distributed 0.6 Yuan (tax included) bonus in cash for every 10-share hold by all shareholders, no
share bonus issued and no capitalizing of common reserves carried out.
Directors and senior executives of the Company respectively signed Written Confirmation
Opinions for 2015 Annual Report.
Supervisory Committee of the Company formed Written Examination Opinions for 2015
Annual Report.
2
HEFEI MEILING CO., LTD. Annual Report 2015
Contents
Section I Important Notice, Contents and Paraphrase ................................................................. 1
Section II Company Profile and Main Finnaical Indexes ............................................................. 5
Section III Summary of Company Business ................................................................................ 13
Section IV Discussion and Analysis by the Management Team ................................................. 18
Section V Important Events .......................................................................................................... 52
Section VI Changes in shares and particular about shareholders............................................. 122
Section VII Preferred Stock……………………………………………………………… ……133
Section VIII Particulars about Directors, Supervisors,Senior Executives and Employees .... 134
Section IX Corporate Governance ............................................................................................... 148
Section X Financial Report ........................................................................................................... 167
Section XII Documents available for reference ........................................................................... 303
3
HEFEI MEILING CO., LTD. Annual Report 2015
Paraphrase
Items
Refers to
Contents
Company, the Company or Meiling
Refers to HEFEI MEILING CO., LTD
Electric
Sichuan Changhong
shareholder
or
controlling
Refers to Sichuan Changhong Electric Co., LTD
Changhong Group
Refers to Sichuan Changhong Electronics Holding Group Co., Ltd.
Hong Kong Changhong
Refers to Changhong (Hong Kong) Trading Company Limited
Meiling Group
Refers to Hefei Meiling Group Holdings Limited
Xingtai Holding
Refers to Hefei Xingtai Holding Group Co., Ltd.
Shine Wing
Refers to Shine Wing Certified Public Accountants Co., Ltd.
Changhong Air-conditioner
Refers to Sichuan Changhong Air-conditioner Co., Ltd.
Zhongke Meiling
Refers to Zhongke Meiling Cryogenic Technology Co., Ltd.
Hongyun Venture Capital Fund
Refers to Sichuan Hongyun New IT Venture Capital Fund
Zhiyijia
Refers to Sichuan Zhiyijia Network Technology Co., Ltd.
Changhong Ridian
Refers to Guangdong Changhong Ridian Technology Co., Ltd.
Zhongshan Changhong
Refers to Zhongshan Changhong Electric Co., LTD
Huayi Compressor
Refers to Huayi Compressor Co., Ltd.
CSRC
Refers to China Securities Regulatory Commission
Anhui Securities Bureau
Refers to
SSE
Refers to Shenzhen Stock Exchange
China Securities Regulatory Commission, Anhui Province
Securities Regulatory Bureau
4
HEFEI MEILING CO., LTD. Annual Report 2015
Section II Company Profile and Main Finnaical Indexes
I. Company information
Short form of the stock
MEILINGDIANQI, WANMEILING-B
Short form of the Stock after
changed (if applicable)
Stock code
000521、200521
——
Stock exchange for listing
Shenzhen Stock Exchange
Name of the Company (in
Chinese)
合肥美菱股份有限公司
Short form of the Company (in
Chinese)
美菱电器
Foreign name of the Company
(if applicable)
HEFEI MEILING CO.,LTD.
Abbr. of English name of the
Company (if applicable)
——
Legal representative
Registrations add.
Liu Tibin
No. 2163, Lianhua Road, Economic and Technology Development Zone, Hefei
Code for registrations add
Offices add.
230601
No. 2163, Lianhua Road, Economic and Technology Development Zone, Hefei
Codes for office add.
230601
website
http://www.meiling.com
e-mail
info@meiling.com
II. Person/Way to contact
Secretary of the Board
Rep. of security affairs
Li Xia
Zhu Wenjie
No. 2163, Lianhua Road, Economic and
Technology Development Zone, Hefei
No. 2163, Lianhua Road, Economic and
Technology Development Zone, Hefei
Tel.
0551-62219021
0551-62219021
Fax.
0551-62219021
0551-62219021
lixia@meiling.com
wenjie.zhu@meiling.com
Name
Contact add.
e-mail
III. Information disclosure and preparation place
5
HEFEI MEILING CO., LTD. Annual Report 2015
Newspaper appointed for information
disclosure
Securities Times, China Securities Journal, Hong Kong
Commercial Daily
Website for annual report publish appointed
by CSRC
Juchao website: http://www.cninfo.com.cn
Preparation place for annual report
Room of secretary of the Board, 2/F , administrative center,
Office building of the Company
IV. Registration changes of the Company
-
Initial
registration
Date for registration
1992-12-31
Place for
registration
Registration NO.
for enterprise legal
license
Hefei
Administration
For
14908430-2
Industry&Comme
rce
Registration at
end of report
2013-01-31
period
Anhui
Administration
For
Industry&Comme
rce
Changes of main business since
listing
No changes
No. of taxation
registration
Organization
code
GSWZi
No.:340104520113 14918555-X
014
Unified social credit code: 9134000014918555XK
1. In October 1993, after initial listing, controlling shareholder of the
Company-- Hefei Meiling Industrial Corp. (named Hefei Meiling Group
Co., dated 23 May 1994), executing controlling rights of the Company and
management right of the state-owned assets on behalf of Hefei
State-owned Assets Management Office, named at that time;
Previous changes for controlling
shareholders
2. From November 1997 to May 2003, controlling shareholder of the
Company was Hefei Meiling Group Holding Co., Ltd. (established base on
former Meiling Group Co.,, ―Meiling Group‖ for short), an enterprise
solely owned by the State; mainly operating the state-owned capital in
authorized from State-owned Assets Management Commission of Hefei
City, ensuring the maintenance and appreciation of state-owned assets;
3. On 29 May 2003, Meiling Group entered into ―Equity Transfer
Agreement‖ with Shunde GreenKel Enterprise Development Co., ltd.
(―GreenKel‖), the 82,852,683 state-owned shares held by the Company
was transfer to GreenKel. After transferring, GreenKel comes to the first
largest shareholder of the Company.
4. According to the spirit of ―Bulletin of Treatment Opinions on GreenKel
Company purchasing State-owned Assets Shares of Listed Company‖
6
HEFEI MEILING CO., LTD. Annual Report 2015
(GZFCQ[2006] No.: 44) jointly issued from SASAC and Ministry of
Finance in April 2006, Meiling Group took back the Meiling Electric
82,852,683 shares from GreenKel by procedures, which has been
transferred. In September 2006, relevant equity transfer agreement signed
between the Meiling Group and GreenKel is invalid, which was confirmed
by the ―Award‖ ((2006) HZZ No.: 104) issued from arbitration
commission of Hefei; the state-owned legal person‘s 82,852,683 shares,
held by GreenKel, should return to Meiling Electric, and relevant equity
consideration will pay to GreenKel by Meiling Group . On 29 December
2006, the 82,852,683 shares of Meiling Electric were transfer to Meiling
Group by GreenKel, and Meiling Group becomes the controlling
shareholder of Meiling Electric again.
5. On 18 May 2006 and 11 January 2007, Meiling Group entered into
―Equity Transfer Agreement of Meiling Electric‖ and ―Supplementary
Agreement of Equity Transfer of Meiling Electric‖ respectively with
Sichuan Changhong and Changhong Group, among the 123,396,375
shares held by Meiling Group, 82,852,683 shares were transferred
respectively to Sichuan Changhong and Changhong Group according to
the transfer way regulated in agreement; of this transferring, 45,000,000
shares (10.88% of total share capital of the Company) were transferred to
Sichuan Changhong, the first largest shareholder of the Company while
37,852,683 shares (9.15% of total share capital of the Company) were
transferred to Changhong Group, the third largest shareholder of the
Company.
6. On 29 October 2008, Changhong Group and Sichuan Changhong
entered into ―Equity Transfer Agreement of Hefei Meiling Co., Ltd.‖, the
32078846 restricted circulations A shares of Meiling Electric held by
Changhong Group were transferred by agreement to Sichuan Changhong.
On 23 December 2008, the aforesaid equity transfer was approved by
―Reply on Matters of Equity held by State-owned Shareholders of Hefei
Meiling Co., Ltd.‖ (GZCQ(2008) No.: 1413) from SASAC; on 21 January
2009, the aforesaid transfer was registered for ownership transfer in
Shenzhen Branch of China Securities Depository and Clearing
Corporation Limited.
7. Ended as 31 December 2014, Sichuan Changhong and its concerted
action Changhong HK totally holds 189,994,153 shares of the Company, a
24.88% in total share capital of the Company; Sichuan Changhong directly
holds 164,828,330 A-share of the Company, a 21.58% in total share capital
of the Company while Changhong HK holds circulation B-share of the
Company amounting as 25,165,823 shares, a 3.30% in total share capital
of the Company.
7
HEFEI MEILING CO., LTD. Annual Report 2015
V. Other relevant information
(I) CPA engaged by the Company
Name of CPA
Shine Wing Certified Public Accountants Co., Ltd. (LLP)
Offices add. for CPA
9/F, Block A, Fu Hua Mansion No.8 Chao Yang Men Bei da jie, Dong Cheng
District, Beijing, P.R.C
Signing Accountants
He Yong, Xia Cuiqiong
(II) Sponsor engaged by the Company for performing continuous supervision duties in
reporting period
□ Applicable
√ Not applicable
(III) Financial consultant engaged by the Company for performing continuous supervision
duties in reporting period
□ Applicable
√ Not applicable
VI. Main accounting data and financial indexes
Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy
changed and accounting error correction or not
□Yes √ No
2015
Changes over
last year
2014
2013
10,415,829,226.48
10,764,808,259.00
-3.24%
10,538,933,941.29
Net profit attributable to shareholders
of the listed company(RMB)
26,496,345.34
294,508,518.37
-91.00%
274,068,195.60
Net profit attributable to shareholders
of the listed company after deducting
non-recurring gains and losses(RMB)
93,951,365.12
245,759,705.69
-61.77%
250,520,460.41
Net cash flow arising from operating
activities(RMB)
211,468,056.21
165,462,930.48
27.80%
538,992,153.64
0.0347
0.3856
-91.00%
0.3589
0.0347
0.3856
-91.00%
0.3589
0.78%
8.88%
8.10 percent
point down
8.91%
Operating income (RMB)
Basic
earnings
(RMB/Share)
per
share
Diluted
earnings
(RMB/Share)
per
share
Return on Equity
End of 2015
End of 2014
Changes over
end of last
End of 2013
8
HEFEI MEILING CO., LTD. Annual Report 2015
year
Total assets (RMB)
9,066,223,601.14
9,009,014,201.70
0.64%
8,522,171,841.34
Net assets attributable to shareholder
of listed company (RMB)
3,384,574,993.19
3,422,746,664.67
-1.12%
3,187,330,516.90
Total share capital of the Company up to a trading day before disclosure:
Total share capital of the Company up to a trading
day before disclosure (Share)
763,739,205
Fully diluted earnings per share calculated with the
latest share capital (RMB/Share)
0.0347
Whether have corporate bonds or not
□Yes √ No
Whether the company exist the continuous loss in the last two years
□ Yes√ No □ Not applicable
(I) Difference of the net profit and net assets disclosed in financial report, under both IAS (International
Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable
√ Not applicable
The Company has no difference of the net profit and net assets disclosed in financial report, under both IAS
(International Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles) in
reporting period.
(II) Difference of the net profit and net assets disclosed in financial report, under both foreign accounting
rules and Chinese GAAP (Generally Accepted Accounting Principles)
√ Applicable □Not applicable
In RMB
Net profit attributable to shareholders of
listed company
Amount in this
period
Chinese GAAP
26,496,345.34
Amount in last period
Net assets attributable to shareholders of
listed company
Amount at
period-end
Amount at
period-begin
294,508,518.37 3,384,574,993.19 3,422,746,664.67
Items and amount adjusted by foreign accounting rules
Foreign accounting rules
26,496,345.34
294,508,518.37 3,384,574,993.19 3,422,746,664.67
The Company had no difference of the net profit or net assets disclosed in financial report, under either
foreign accounting rules or Chinese GAAP (Generally Accepted Accounting Principles) in the period.
9
HEFEI MEILING CO., LTD. Annual Report 2015
(III) Reasons for the differences of accounting data under accounting rules in and out of
China
√ Applicable
□Not applicable
The ―Notice of Relevant Issues of Audit for Company with Domestically Foreign Shares Offering‖ was
issued from CSRC dated 12 September 2007, since the day issuing, cancel the previous ―dual audit‖ requirement
for companies who offering domestically listed foreign shares (B-share enterprise) while engaging securities
practice qualification CPA for auditing. The Company did not compile financial report under foreign accounting
rules since 2007, the financial report of the Company is complying on the ―Accounting Standard for Business
Enterprise‖ in China, and therefore, there are no differences of accounting data under accounting rules in and out
of China at period-end.
VIII. Quarterly main financial index
In RMB
First quarter
Operating income
Second quarter
Third quarter
Fourth quarter
1,942,291,649.54 2,046,620,287.69
2,690,420,998.10
3,736,496,291.15
Net profit attributable to
shareholders of the listed
company
54,960,953.89
103,408,812.79
3,532,646.05
-135,406,067.39
Net profit attributable to
shareholders of the listed
company after deducting
non-recurring gains and losses
54,838,638.93
93,730,935.17
4,446,182.64
-59,064,391.62
Net cash flow arising from
operating activities
-126,760,952.62
470,171,939.65
636,260,407.76
-768,203,338.58
Whether there are significant differences between the above-mentioned financial index or its total number
and the relevant financial index disclosed in the company‘s quarterly report and semi-annual report
□Yes √ No
IX. Items and amounts of extraordinary profit (gains)/loss
√Applicable □ Not applicable
In RMB
Item
Gains/losses from the disposal of
non-current asset (including the
write-off that accrued for
impairment of assets)
2015
-4,315,502.74
2014
-431,173.22
2013
Note
Found in
―Non-operating
-2,823,805.23 income and
expenditure‖ of
Notes of Financial
10
HEFEI MEILING CO., LTD. Annual Report 2015
accounting report
Governmental subsidy reckoned
into current gains/losses (not
including the subsidy enjoyed in
quota or ration according to national
standards, which are closely
relevant to enterprise‘s business)
Gain/loss from debt restructure
Held transaction financial asset,
gains/losses of changes of fair
values from transaction financial
liabilities, and investment gains
from disposal of transaction
financial asset, transaction financial
liabilities and financial asset
available for sales, exclude the
effective hedging business relevant
with normal operations of the
Company
Other non-operating income and
expenditure except for the
aforementioned items
Less: impact on income tax
Impact on minority shareholders‘
equity (post-tax)
Total
29,285,357.05
41,165,417.52
Found in
―Non-operating
29,142,603.41 income‖ of Notes
of Financial
accounting report
--
955,413.10
1,496,798.34 Without payment
378,330.00
Found in
―Investment
income‖ and
―Changes in fair
0
value
gains/losses‖ of
Notes of Financial
accounting report
-103,646,326.02
10,535,869.24
Found in
―Non-operating
income and
2,225,794.55
expenditure‖ of
Notes of Financial
accounting report
-9,078,920.45
3,576,592.95
5,796,449.34 --
171,435.87
278,451.01
697,206.54 --
-67,455,019.78
48,748,812.68
2,313,967.35
23,547,735.19
--
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information
Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items
defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A
Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --Extraordinary Profit/loss, explain reasons
√ Applicable □Not applicable
Item
Non-operatin
g income
Involved amount
(RMB)
Reason
During the reporting period, the wholly owned subsidiary - Mianyang
Meiling Software Technology Co., Ltd. has received VAT refunds of software
7,558,226.97
products according to "Notice about VAT policy of software products by
Ministry of Finance & State Administration of Taxation" CS No. [2011] 100
11
HEFEI MEILING CO., LTD. Annual Report 2015
document, and adequately disclosed the company's business situation, in
accordance with relevant provisions in the third article of the second item of
CSRC "No. 1 explanatory announcement about information disclosure of the
company publicly issues securities - non-recurring profit and loss (2008)",
the public subsidies which are closely related to the company's business,
conform to the national policies and regulations and continue to be enjoyed
according to a certain standard rating or quantity should be included in the
company's recurring gains and losses.
12
HEFEI MEILING CO., LTD. Annual Report 2015
Section III Summary of Company Business
I. Main businesses of the company in the reporting period
(I) Main businesses of the company
The company is one of the major appliance manufacturers in China, the company has always
been elaborately building the core competitiveness with technological innovation and product
innovation for 30 years. During the reporting period, the company has mainly engaged in the
research & development, production and sales of white household appliances like refrigerators,
freezers, air conditioners, and washing machines.
Meiling refrigerator, the company‘s leading product, is the national export product exempt
from customs examination. The company has set up the first RoHS Public Test Centre and
National Enterprise Technical Center in Anhui Province which has helped Meiling constantly make
breakthroughs in energy saving, frost-free, deep cooling, and intelligence, and research and
develop hundreds of refrigerators with different models to meet consumer demand at different
levels. Among them, two-door and multi-door Athena series of high-end refrigerators, 0.1 degree
inverter refrigerators series and CHiQ intelligent refrigerators have led the trend of industry
development.
In recent years, the home appliance industry has set off a new wave of "Intelligentization" and
"Networking" transformation development with the rapid development of new generation of
information technology such as Internet, cloud computing, and big data. In face of the new
changes in industry development, the company has proposed "Double Three One Core" strategy. In
early 2014, the company has successively released CHiQ refrigerators by taking "cloud image
recognition" technology as the core and CHiQ air conditioning based on "perception of body state"
technology. By the end of 2015, the company has carried out one of the company's raised funds
investment projects of non-public offering of shares - "Smart Life Project", the company shall
move from smart home to smart society and explore new approaches for enterprise development.
By the landing of a series of CHiQ smart products and the construction of fresh business platform
for future Meiling smart life O2O community, the company is gradually improving home internet
layout, accelerating the home appliances intelligentization process, forming a double growth
engine of "hardware + services", driving the transformation and upgrading of the company‘s profit
model, exploring new models for value-added services of household electrical appliance
enterprises, welcoming the new pattern of industry competition, and realizing the sustainable and
stable development of its own. At the same time, in March 2015, the company has taken the lead in
launching "national exchange of inverter air conditioner" activity, announced to comprehensively
weed out fixed-frequency refrigerators, and become the first enterprise to stop production of
fixed-frequency refrigerators with large volume in the industry. This action made the company‘s
frequency conversion products rank second in the industry with the differentiation competitive
advantages. By the "national exchange of inverter air conditioner" activity, the company has
achieved the contrarian growth with the leading 0.1 degree frequency conversion technology in
13
HEFEI MEILING CO., LTD. Annual Report 2015
2015.
In manufacturing, the company has four domestic manufacturing bases for white home
appliance products in Hefei, Mianyang, Zhongshan and Jingdezhen, oversea manufacturing bases
for refrigerator, freezer, and air conditioning in Pakistan, etc., and has multiple production lines for
refrigerator, freezer, and air conditioning. In marketing, the company has established the fairly
complete sales network and service system, made balanced development in various channels
including chain, wholesale, e-commerce and so on, actively carried out the construction of
Changhong – Meiling exclusive shops, promoted the construction of showrooms for smart
products, and attached importance to the emerging e-commerce channels; meanwhile, the company
has actively explored overseas markets and exported products to more than 130 countries and
regions.
In the reporting period, the main income came from refrigerator and air conditioner, and total
income is RMB 9,432.6894
million, accounting for 90.56% of operating income.
(II) Conditions of the industry the company involved
In 2015, the economic operation in China has been smooth and steady, but the economic
downward pressure and difficulties still exist. In the "New Normal" economical situation, the
household appliance industry the company involved has been influenced by the depression of real
estate market and sluggish demand of domestic market, the domestic sales continued to show a
shocking and bottoming trend. Meanwhile, with the advent of the Internet era, new business
models and new product forms emerge one after another, the industry‘s aggressiveness growth
trend becomes more apparent and the competition further intensifies, the main competitors in
home appliance industry has extended from the original traditional household electrical appliance
enterprises to the internet enterprises.
As a well-known refrigerator manufacturer in China, the company has always been taking the
forefront in the refrigerator industry and leading the development direction of refrigerator industry
since "181 effect" triggered China's refrigerator industry in 1989. The market share of the
company‘s refrigerators leaps into the front ranks with huge user group at home, and years of
market accumulation significantly enhance the company's brand awareness, the company has a
high position in the industry.
By 2015, under the influence of unfavorable factors such as weak macroeconomic growth and
intensifying industry competition, the company‘s refrigerator and freezer have won in both
domestic and overseas industry markets, its market position has been further consolidated and
improved, and has become a white household appliance brand with fast growth in both domestic
and international markets in recent years. According to CMM‘s survey and statistics, in 2015, the
market share of the company‘s refrigerator retail sales volume ranked fourth; the market share of
the company‘s freezer retail sales volume ranked third.
14
HEFEI MEILING CO., LTD. Annual Report 2015
II. Major changes in main assets
(I) Major changes in main assets
Major assets
Note of major changes
Equity assets
Mainly because of the new increased investment of associate Companies
and new increased investment in part associate Companies in the period.
Fixed assets
No major changes.
Intangible assets
No major changes.
Construction in progress
No major changes.
(II) Main overseas assets
√ Applicable
□Not applicable
Foreign
assets
Reason for
Oper Control measure to
accounted
Content of assets
the
Asset size Location ation ensure the security Income (RMB)
for net
formation
mode
of assets
asssets of
the
Company
Whether
exist
significant
impairment
risk
60% equity of
Investment
USD
Changhong Ruba establishme
3600000
Trading Company nt
Details of risks
control measures
have been
disclosed by the
Company by way
Manu
of announcement
Pakistan factur
1,471,616.42
(No. 2011-028, No.
e
2011-032, No.
2014-023 and No.
2014-026) on 28
May 2011 and 19
April 2014.
0.64%
No
40% equity of
Changhong Ruba Investment
USD
Electric
establishme
6,524,000
Company(Private) nt
Ltd.
Details of risks
control measures
have been
-2,537,744.9
disclosed by the
Pakistan Sales
3
Company by way
of announcement
(No. 2011-028, No.
2011-032, No.
0.88%
No
15
HEFEI MEILING CO., LTD. Annual Report 2015
2014-023 and No.
2014-026) on 28
May 2011 and 19
April 2014.
Other notes
N/A
III. Core Competitiveness Analysis
1. Brand capacity
The Company is one of the famous home appliances manufacturers in the PRC, owns several
product lines such as refrigerator, freezing box and air conditioner. Meiling trademark is listed as
one of the most valuable brands in the PRC. The trademark ―Athena‖ in refrigerator, freezer
(services) of the Company was recognized as the famous mark in Anhui Province. In order to
enhance the brand image and further expand the market influence of the brand, the company held a
conference for "New LOGO release and offline of the 10th million set of frequency conversion
products" in October 2015, comprehensively updated LOGO "
", and launched the
new brand proposition of "Meiling, let the good come". Along with the release of new LOGO,
Meiling will also implement a brand strategy of "Good Trilogy", including the direct sensory
experience of ―experience the good", the spirit soul enjoyment of ―enjoy the good‖, and the
lifestyle faith of ―believe in the good‖. The new LOGO has earned high praises from both the
consumer markets at home and abroad and the partners.
2.Product capacity
In 30 years, the company has been focusing on the refrigeration industry, has developed a
variety of different types of refrigerator products that lead the industry development trend,
including two-door and multi-door Athena series of high-end refrigerators, top-level energy-saving
refrigerators with daily power consumption of only 0.23 degrees, CHiQ refrigerator taking "cloud
image recognition 'technology as the core, and CHiQ air conditioning CHiQ air conditioning based
on "perception of the body state" technology. The Company owned advanced development and
quality assurance systems, and received certification of ISO9001, ISO14000 and OHSAS18001
from domestic and overseas authorities. The products of the Company have good quality and
reliable capacities. As for technology development, the Company owned national technology
centers, and advanced core technologies in energy-saving, air cooling, intelligence and copious
cooling. As for product development, combine with technology development trend and
characteristics of demand from upgrades in consumers, the Company, in 2015, will focus on
development of CHiQ intelligent products and frequency conversion products with obvious
upgrading in product structure. The company will promote the products to transform to high-end,
continue to adhere to the product strategy of intelligent and frequency conversion products,
establish the leading advantages of smart products, and further promote the follow-up research and
development, promotion and technical updates of smart products, increase the research and
development efforts of 0.1 degrees inverter technology and the marketing of products, and
maintain the leading position of technology. Furthermore, the company shall continue to improve
16
HEFEI MEILING CO., LTD. Annual Report 2015
the product line of home appliances, arrange the small household electrical appliances, and create a
comprehensive home appliances enterprise.
3. Operation capacity
The Company carried out superior management activity and enhanced its fundamental
management. The Company established healthy internal control system, strengthened management
control, promoted standardized management through information and prevented operation risks. In
2015, the Company carried out enhancements in personnel, capital and materials; continues to
hoisting capacity of internal management, and enhance the competitiveness of enterprises.
4. Marketing capacity
The Company established healthy sales network and service system, continued to intensify
construction of marketing team, and realized balanced development in various channels including
chain, wholesale and e-business, etc. also, construction of Changhong-Meiling outlet is being
progressed well, promote establishment of the experience store for intelligent products, more eyes
on emerging electrical business channel. Meanwhile, the Company expanded into overseas markets
with products exported to more than 130 countries and regions around the world.
17
HEFEI MEILING CO., LTD. Annual Report 2015
Section IV Discussion and Analysis by the Management Team
1. Introduction
In 2015, China's economic growth has slowed down, the annual GDP has a year-on-year
growth of 6.9%, China's economy has continued the slowdown, transformation and upgrading of
industrial structure has been difficult; at the same time, the household consumption level has
continued to improve, products have entered a rapid upgrading period. Influenced by the
slowdown of macro economy, the continuous depression of real estate market, the gradual exiting
of stimulating consumption policy, and the advance overdraft of market demand, the sales of
domestic home appliance industry in 2015 has continued to show the shocking and bottoming
trend, brand competition in the industry has further intensified, thereinto, refrigerator industry has
overall declined, freezer industry has continued to decline, and air-conditioning industry has
terminated the growth trend lasted for many years and has had an intense price war. Meanwhile,
the threshold of industrial competition has been further promoted along with the comprehensive
promotion and use of new energy-efficiency label. In addition, in recent years, along with the
gradual popularization of computers, internet and mobile communication devices, people's lifestyle
is undergoing profound changes, intelligent home appliances gradually walk into the homes of
ordinary people, the domestic household electrical appliance enterprises have also promoted smart
home planning and related products based on internet, cloud computing, and big data to conform to
the development trend of the times, and proposed the strategic transformation of embracing
internet and promoting intelligentization.
In 2015, under the strategic guide of "Meiling Dream" and "Double Three One Core", the
company has adhered to the management policy of "lead by products, transform the marketing,
improve management efficiency", with joint efforts of all staff, the company has overcome the
negative factors such as macroeconomic growth fatigue and continuous decline of industry
markets, refrigerator and freezer sales in domestic market has won the industry markets,
e-commerce business has greatly increased, market position of export refrigerators and freezer has
been promoted. In 2015, the company has achieved operating income of RMB 10.416 billion, a
slight decline of 3.24%; net profit attributable to parent company is RMB 26.4963 million, a
decline of 91.00%.
II. Main Business Analysis
(I) Overview
Shows no difference with the summary disclosed in Report of the Board of Director
√Yes □No
During the reporting period, in face of the adverse situation of continuous decline of industry
markets, the company has overcome the pressure to further enhance the domestic market position
of refrigerator and freezer, maintained a rapid growth momentum for export business, and become
18
HEFEI MEILING CO., LTD. Annual Report 2015
a white home appliances brand with rapid growth in home and abroad markets in recent years.
In 2015, refrigerator and freezer business achieved revenue of approximately RMB 6.017
billion, decreasing 0.39% y-o-y; air-conditioning business achieved revenue of approximately
RMB 3.416 billion, decreasing 8.01% y-o-y; While washing machine business achieve revenue
around RMB 0.311 billion, with year-on-year growth of 3.46 % for 2015.
Among them, the company's refrigerator and freezer sales in domestic market has won the
industry markets, market position has been further consolidated and enhanced. According to
CMM‘s data, the retail sales of refrigerator industry have declined by 0.52% on a year-on-year
basis; but the retail sales of the company's refrigerators have increased by 4.77% on a year-on-year
basis; the retail sales of freezer industry have declined by 2.03% on a year-on-year basis; but the
retail sales of the company's freezers have increased by 7.30% on a year-on-year basis. In the
e-commerce channels, sales of the company‘s on-line refrigerators have been further enlarged,
according to AVC‘s data, the sales have risen by 88.59% on a year-on-year basis. According to
CMM‘s data, the market share of retail sales of the company's refrigerators has reached 7.86%, an
increase of 0.35% for the prior-year period; the market share of retail sales of the company's
freezers has reached 8.83%, an increase of 0.66% for the prior-year period; the market share of
retail sales of the washing machine has risen on a year-on-year basis; the market share of retail
sales of the air conditioning has slightly declined.
At the same time, the company's export businesses of refrigerators, freezers, and air
conditioners have continued to maintain the rapid growth momentum of previous years. According
to customs statistics, the amount of exports of the refrigerator industry has declined by 3.07% on a
year-on-year basis, the amount of exports of the company has risen by 9.13% on a year-on-year
basis; the amount of exports of the freezer industry has declined by 1.72% on a year-on-year basis,
the amount of exports of the company has risen by 20.07% on a year-on-year basis; the amount of
exports of the air conditioning industry has declined by 6.13% on a year-on-year basis, the amount
of exports of the company‘s air conditioning has increased by 65.44% on a year-on-year basis; the
export growth of refrigerator, freezer and air conditioning have exceeded the industries. In the
market shares, the company‘s refrigerator exports market share has reached 5.21%, an increase of
0.59% on a year-on-year basis, ranking fourth; the company‘s freezer exports market share has
reached 2.82%, an increase of 0.51% on a year-on-year basis.
2. Progress of the company's development strategy and business plan during the
reporting period
In face of the multiple impacts of macroeconomic downturn, industry decline, fierce
competition and transboundary internet companies, during the report period, the company has
deployed the annual business plan and arranged the production and management according to the
development strategy and the business policy of "lead by products, transform the marketing,
improve management efficiency" in 2015, and mainly launched following work:
(1) Lead by products – launch intelligent and frequency conversion products
The company has vigorously promoted "Intelligent" and "Frequency conversion" product
strategy. In frequency conversion products, the company has announced on the launch ceremony of
19
HEFEI MEILING CO., LTD. Annual Report 2015
"national exchange of inverter air conditioner" activity held on March 9, 2015 that the production
of fixed-frequency refrigerators over 260L shall be stopped in the first place. The market share of
the company‘s frequency conversion products has been greatly increased, nearly accounting for
30% of the overall sales of the company‘s refrigerators, the annual shipment amount of frequency
refrigerators has increased by more than 50% on a year-on-year basis, ranking second in the sales
of domestic frequency refrigerator brands.
The company‘s intelligent refrigerator and intelligent air conditioning are in a leading position
in the industry, which not only have on-line sales to let the consumers directly touch our intelligent
products and imagine the future smart life, but also establish over 1500 off-line intelligent
experience zones at the same time so that the intelligent products can really walk into thousands of
households. In the future, the company will successively launch CHiQ 2nd generation products and
refrigerators of the internet of things.
(2) Sales transformation – Double breakthroughs at home and abroad
During the reporting period, the company has achieved breakthroughs in sales transformation.
Domestic marketing has realized the strategy transformation from the overstock style led and
driven by policies to the mode driven by terminal retail, and established the terminal retail sales
data system so that the terminal information can obtain rapid response; in the channel
transformation, the sales of core channels and new channels have increased. Overseas marketing
transformation have achieved breakthroughs in customers, products, operations and
internationalization, among which the sales volume of six core customers of refrigerator (freezer)
has increased by 21.5%, the shipment amount of high-end refrigerators has increased by 38.3%,
and shipment amount of refrigerator (freezer) self-owned brands has increased by13.8%.
(3) Improve management efficiency – Continue to improve efficiency of people and
things, rebuild brand allegation, and enhance brand image
During the reporting period, the company has made great progress in improving the
management efficiency. The efficiency of people and things has been improved to some extent;
manufacturing quality of products, especially the quality of high-end refrigerators has been greatly
improved; in performance and culture, KPI evaluation system has been further improved; in talent
construction, the company has implemented Hundred People plan, and built reserve talent teams;
the company has strengthened cost management, and all cost reduction work has achieved the
expectation.
In 2015, the company successfully held the new LOGO launch press conference, and rebuilt
the brand advocates of "Meiling, let the good come", interpreted Meiling‘s brand connotation of
embracing internet, embracing consumers, and embracing good life, greatly promoted Meiling‘s
brand competency and brand value. In the future, the company will increase investment in brand
promotion, broaden the channels of communication, keep a strong momentum of the spread of
high altitude and ground combination, and constantly upgrade the terminal image, in the next 2--3
years, the company will continue to invest 0.3-0.5 billion yuan to open about 20000 brand new
terminal stores across the country, realize face changing of terminal, let the consumers enjoy the
visual perception and product experience brought by new Meiling, and create a new brand
communication system, so that new Meiling can be seen, heard, and remembered.
20
HEFEI MEILING CO., LTD. Annual Report 2015
(II) Revenue and cost
1. Constitute of operation revenue
In RMB
2015
Ratio in operation
revenue
Amount
Total
operation
revenue
2014
Amount
Increase/d
Ratio in operation ecrease
y-o-y
revenue
of
10,415,829,226.48
100%
10,764,808,259.00
100%
-3.24%
According to industries
Manufacture of
household
appliances
9,984,929,643.90
95.86%
10,235,295,432.94
95.08%
-2.45%
Other operating
430,899,582.58
4.14%
529,512,826.06
4.92%
-18.62%
According to products
Refrigerator,
freezer
6,016,962,165.33
57.77%
6,040,444,418.68
56.11%
-0.39%
Air-conditionin
g
3,415,727,210.45
32.79%
3,713,322,713.63
34.50%
-8.01%
Wash machine
311,253,231.93
2.99%
300,842,410.21
2.79%
3.46%
Other product
240,987,036.19
2.31%
180,685,890.42
1.68%
33.37%
Other operating
430,899,582.58
4.14%
529,512,826.06
4.92%
-18.62%
Domestic
8,223,930,365.36
78.96%
8,881,157,352.99
82.50%
-7.40%
Foreign
2,191,898,861.12
21.04%
1,883,650,906.01
17.50%
16.36%
According to region
(2) About the industries, products, or regions accounting for over 10% of the company’s
operating income or operating profit
√Applicable □ Not applicable
In RMB
Operating revenue
Operating cost
Increase/decr
Gross Increase/decrea Increase/decrea
ease of gross
profit se of operating se of operating
profit ratio
ratio revenue y-o-y
cost y-o-y
y-o-y
According to industries
Manufacture of
9,984,929,643.90 7,933,155,345.44 20.55%
-2.45%
1.99%
-3.45%
21
HEFEI MEILING CO., LTD. Annual Report 2015
household
appliances
According to products
Refrigerator,
freezer
6,016,962,165.33 4,635,965,951.91 22.95%
-0.39%
1.43%
-1.38%
Air-conditionin
g
3,415,727,210.45 2,844,833,539.24 16.71%
-8.01%
1.05%
-7.47%
According to region
Domestic
7,796,580,823.06 5,969,660,156.80 23.43%
-6.71%
-1.98%
-3.69%
Foreign
2,188,348,820.84 1,963,495,188.64 10.28%
16.51%
16.28%
0.18%
Under circumstances of adjustment in reporting period for statistic scope of main business
data, adjusted main business based on latest one year‘s scope of period-end
□ Applicable √ Not applicable
3. Income from physical sales larger than income from labors
√ Yes □ No
10 thousand pieces/set
Industries
Manufacture
of household
appliances
industry
Item
Increase/decrease
y-o-y (%)
2015
2014
Sales volume
792.89
729.86
8.64%
Production
785.12
724.23
8.41%
Inventory
111.96
119.73
-6.49%
Reasons for y-o-y relevant data with over 30% changes
□ Applicable
√ Not applicable
4. Fulfillment of the company’s signed significant sales contracts up to this reporting
period
□ Applicable
√ Not applicable
5. Constitute of operation cost
Industry classification
In RMB
2015
Industries
Item
Amount
Manufacture of
Raw
household
7,159,517,406.99
2014
Ratio in
operation cost
90.25%
Amount
7,105,918,614.91
Ratio in
operation cost
91.35%
Increase/d
ecrease
y-o-y
-1.10%
22
HEFEI MEILING CO., LTD. Annual Report 2015
appliances
industry
material
6. Whether the changes in the scope of consolidation in Reporting Period
√ Yes □ No
More details can be seen in the report ―VII. Changes in the scope of the merger‖ and ―VIII.
Interests in other entities‖ of ―Section X Financial Report‖.
7. Major changes or adjustment in business, product or service of the Company in
Reporting Period
□ Applicable √ Not applicable
8. Major sales and main suppliers
Major sales client of the Company
3,516,390,298.47
Total top five clients in sales (RMB)
33.76%
Proportion in total annual sales volume for top five clients
Information of top five clients of the Company
□ Applicable
Serial
√ Not applicable
Name
Sales (RMB)
Proportion in total
annual sales
1,576,496,369.46
15.14%
Client II
819,297,111.24
7.87%
3
Client III
420,904,643.88
4.04%
4
Client IV
381,628,522.97
3.66%
5
Client V
318,063,650.92
3.05%
3,516,390,298.47
33.76%
1
Client I
2
Total
--
Other situation of main clients
□ Applicable √ Not applicable
Main suppliers of the Company
Total purchase amount from top five suppliers
(RMB)
1,195,104,530.83
Proportion in total annual purchase amount for top
five suppliers
17.11%
Information of top five suppliers of the Company
√ Applicable
□Not applicable
23
HEFEI MEILING CO., LTD. Annual Report 2015
Serial
Name
Sales (RMB)
Proportion in total annual sales
1
Supplier I
420,383,202.30
6.02%
2
Supplier II
350,050,461.04
5.01%
3
Supplier III
146,247,240.30
2.09%
4
Supplier IV
141,844,916.83
2.03%
5
Supplier V
136,578,710.36
1.96%
1,195,104,530.83
17.11%
Total
--
Other notes of main suppliers of the Company
□ Applicable
√ Not applicable
(III) Expenses
In RMB
2015
Sales expense
Management expense
Financial expense
Income tax expenses
2014
Increase/decre
ase y-o-y
Note of major changes
1,557,328,000.54
1,770,150,215.75
-12.02%
--
419,688,882.98
468,258,865.37
-10.37%
--
-101,537,560.53
-100,881,397.01
0.65%
--
11,226,998.22
66,998,094.57 -83.24%
The payable income tax from
the company decreased in the
Period
(IV) R&D expenses
√ Applicable
□Not applicable
In 2015, the Company vigorously implements the strategy of CHiQ series intelligent
refrigerator and intelligent air conditioning. In aspect of refrigerator, we build the core
competitiveness around the core technology (smartness, frequency, energy saving and air cooling).
0.1 ℃ frequency series refrigerators are promoted along with variable frequency spreading action.
All these significantly enhance market share of frequency conversion refrigerator. Technology
development mainly focus on three years of technology planning and core technology of the
Company, carrying out research on cloud image recognition technology, preservation technology,
odor detection technology, intelligent fault diagnosis technology, 0.1 degree precise frequency
conversion technology, integration of frequency conversion technology, and air duct design
technology.
In the air-conditioning, the company has adhered to the intelligent strategy based on the
technology roadmap of air-conditioning‘s core technology development planning, gone into the
24
HEFEI MEILING CO., LTD. Annual Report 2015
body sensing technology and sensor applications, focus to accomplish intelligent synergy and
wisdom air management core technology research and development; launched the research and
development of the fourth generation of intelligent and comfortable and precise temperature
control inverter technology platform, continued to carry out the internal air duct, external flow
field, heat exchangers simulations as well as vibration and noise CFD analysis and research, strived
to achieve the overall leadership in technical solutions, program costs, production efficiency, and
system reliability; focused on construction of three new platforms of S, V, K, and taken the lead in
realizing the new first-class frequency conversion and energy saving products to come into the
market.
In the aspect of deep cooling technology, the company has independently designed and
developed the refrigeration storage with ultralow temperature which adopts mixed refrigerant
single-stage oil-lubricated refrigeration technology with performance at a leading level; ultra-low
temperature refrigerator with touch screen control system has widely appeared on the market and
approved by the market. In addition, the company has developed RS485 remote monitoring system,
wireless monitoring system, LAN network monitoring system, GSM SMS alarm system, and
biological sample management system. Product lineup has continued to expand, introduce internet
+ concept to low temperature and cold chain refrigeration equipment, internet cold chain cabinet
and vehicle-mounted blood freezer have been successfully developed and sold in domestic and
foreign markets.
1. R&D investment of the Company
2015
Number of R&D (people)
2014
Change ratio
802
695
15.40%
Ratio of number of R&D
10.68%
10.02%
R&D investment (Yuan)
626,725,377.52
592,736,590.01
5.73%
R&D investment accounted
for R&D income
6.02%
5.51%
0.51 percentage up
R&D
investment
capitalization (Yuan)
64,103,620.26
15,678,086.75
308.87%
Capitalization
R&D
investment accounted for
R&D investment
10.23%
2.65%
7.58 percentage up
0.66 percentage up
The reason of great changes in the proportion of total R&D investment accounted for
operation income than last year
□ Applicable √ Not applicable
Reason for the great change in R&D investment capitalization rate and rational description
√ Applicable
□Not applicable
During the reporting period, the company ratio of invested in research and development of
intelligent refrigerators and air conditioning increased, R & D expenses capitalization increased
synchronously.
25
HEFEI MEILING CO., LTD. Annual Report 2015
(V) Cash flow
In RMB
Item
2015
2014
Y-o-y changes
Subtotal of cash in-flow
from operation activity
9,706,916,579.93
8,041,286,720.01
20.71%
Subtotal of cash out-flow
from operation activity
9,495,448,523.72
7,875,823,789.53
20.56%
211,468,056.21
165,462,930.48
27.80%
Subtotal of cash in-flow
from investment activity
538,265,449.87
165,376,855.85
225.48%
Subtotal of cash out-flow
from investment activity
1,086,713,050.62
91,611,075.62
1086.22%
-548,447,600.75
73,765,780.23
-843.50%
Subtotal of cash in-flow
from financing activity
1,705,764,746.56
1,762,197,368.33
-3.20%
Subtotal of cash out-flow
from financing activity
1,988,790,715.59
1,606,163,820.80
23.82%
-283,025,969.03
156,033,547.53
-281.39%
-592,568,863.41
406,994,880.38
-245.60%
Net cash flow
operation activity
Net cash flow
investment activity
Net cash flow
financing activity
from
from
from
Net increased amount of
cash and cash equivalent
Main reasons for y-o-y major changes in aspect of relevant data
√ Applicable
□Not applicable
Net cash from investment activity decreased 843.50% y-o-y, mainly because payment of
entrusted financial principal, which is not exist in the same period of last year.
Net cash from financing activity decreased 281.39% y-o-y, mainly because short-term loans
of the parent company paid increased y-o-y in the period.
Reasons of major difference between the cash flow of operation activity in report period and
net profit of the Company
√ Applicable
□Not applicable
In the reporting period, fixed assets of the Company is included in current profit and loss by
depreciation, which not affect net operating cash flow.
26
HEFEI MEILING CO., LTD. Annual Report 2015
III. Analysis of the non-main business
√ Applicable
□Not applicable
In RMB
Ratio in total
profit
Amount
Investment
income
Changes in fair
value
Asset
impairment
Non-operating
income
Non-operating
expense
Whether be
sustainable
Note
Mainly due to the y-o-y
-37.12% increase of the loss of joint
ventures in the period
-12,043,591.71
81,170.00
0.25%
No
--
No
Mainly because the provision
56.83% for inventories increased in the
period.
18,439,979.40
No
Mainly because default
136.17% compensation received in last
year and no result of this year.
44,182,677.87
No
The Company received the loss
of energy saving confirmed by
115,300,922.61
355.35% ―Notice of the subsidy funds
No
for clearing energy saving
appliances‖ in the period
IV. Assets and liability
(I) Major changes of assets composition
In RMB
End of 2015
Amount
End of 2014
Ratio in
total
assets
Amount
Ratio
in total
assets
Ratio
changes
Notes of major changes
Part of entrusted financial
-6.78% product of the parent
company had not expired.
Monetary fund
2,067,338,795.61 22.80%
2,665,219,013.80 29.58%
Account
receivable
1,335,857,544.39 14.73%
1,160,192,277.00 12.88%
1.85% No major changes
Inventory
1,543,920,957.97 17.03%
1,765,761,407.86 19.60%
-2.57% No major changes
14,892,795.62 0.17%
-0.01% No major changes
Investment real
estate
14,084,213.51
0.16%
27
HEFEI MEILING CO., LTD. Annual Report 2015
Long-term
equity
investment
74,239,547.01
Fix assets
Mainly because of the
new increased investment
of associate Companies
0.66% and new increased
investment in part
associate Companies in
the period.
0.82%
14,211,004.21 0.16%
1,220,827,305.50 13.47%
1,223,763,920.86 13.58%
-0.11% No major changes
62,766,707.57 0.70%
-0.08% No major changes
Construction in
progress
56,504,880.99
Short-term
loans
58,680,093.19
Long-term
loans
243,004,866.40
0.62%
0.65%
2.68%
407,508,739.07 4.52%
18,947,000.00 0.21%
Payment of short-term
-3.87% loans of the parent
company in the period.
Long-term loans of the
2.47% Company increased in the
period.
(II) Assets and liability measured by fair value
√ Applicable
□Not applicable
In RMB
Items
Accumulativ
Changes of
Devaluation
Amount at
e changes of
Amount of
fair value
of
the beginning
fair value
purchase in
gains/losses
withdrawing
period
reckoned into
the period
in this period
in the period
equity
Amount of
sale in the
period
Amount in
the end of
period
Financial liabilities
1. Financial
liabilities measured
by fair value and
whose change is
recorded in current
gains and losses
81,170.00
-81,170.00
0.00
Whether there have major changes on measurement attributes for main assets of the Company
in report period or not
□ Yes √No
28
HEFEI MEILING CO., LTD. Annual Report 2015
V. Investment
(I) Overall situation
√ Applicable
□Not applicable
Investment in the reporting (RMB)
Investment in the same period of last
year ( RMB)
62,000,000
40,950,000
Changes
51.40%
(II) The major equity investment obtained in the reporting period
√ Applicable
□Not applicable
29
HEFEI MEILING CO., LTD. Annual Report 2015
In RMB
Name of
investee
Sichuan
Zhiyijia
Network
Technolo
gy Co.,
Ltd.
Principal business
Method
of
investme
nt
Computer
software
and
hardware
development,
computer networking sales and
undertakes, import and export of
cargo and technology (projects
are prohibited by law and
regulations excluded, restrained
items should run with the
permit), advertisement design
and
production,
design,
New-esta
production and sales of pattern,
blished
development and sales of
household products, use the
internet
to
sell
general
merchandise, cloth, leatherwear,
shoes and hats, washing
products,
cosmetics,
photographic equipment, toys,
stereo system and equipment,
household
appliances,
electronics,
communication
Amount of
investment
15,000,000
Sha
reh
oldi
ng
Cap
ital
sour
ces
Self
-ow
30
ned
%
capi
tal
Partners
Sichuan
Changhong
Electronic Co.,
Ltd.
Wh
Date of
Index of
ethe
Term
Status as
Type of
Expect
Current
disclosure disclosure
of
of the
r
product
ed
investment
(if
(if
invest
balance
litig
s
return profit and loss
ment
sheet date
atio applicable applicable
n
)
)
Capital
Not
20
contributio
applica
applica -10,186,901.70 No
years
n has been
ble
ble
completed
Not
Juchao
Website:
http://ww
w.cninfo.c
2014-11-2
om.cn
5
（No.:
2014-074,
No.:
2014-075）
30
HEFEI MEILING CO., LTD. Annual Report 2015
equipment
and
device,
instrument,
lamps,
electro-mechanical equipments
and accessories, machinery
equipment and accessories,
prepackaged food, stationery,
sports goods, hotel facilities,
travel and cultural goods, gold
and silver, jewelry, value-added
telecom
service
(entrusted
operation), chemical materials
and
products
(hazardous
chemical substance excluded),
solar equipment and class-I
medical devices.
Development,
manufacture,
sales, installation and after-sales
services of the control system
for indoor air environment,
AHU, air-conditioner, negative
Sichuan
ion products, air purifier and
Tianyou
spare part; sales of the house
Guigu
New-esta
appliance, water heater of air,
Technolo
blished
solar photovoltaic equipment,
gy Co.,
mechanical
and
electrical
Ltd.
equipment, electronics and
refrigeration plant, SI and
installation
and
after-sale
services; equipment leasing and
spare part laser job shop; sales
25,000,000
Self
-ow
25
ned
%
capi
tal
Chengdu Jiaodao
Property
Development
Company,
Chengdu
Southwest Jiaotong
University Industry
Long
(Group) Co., Ltd,
-term
Mianyang
Investment
Holding (Group)
Co., Ltd, Shanghai
Zhongcheng
Xindaya Financial
Information
R&D
of
product
s relate
d to
interior
air
environ
ment
control
ling
system
Capital
Not
contributio applica
n has been
ble
completed
-2,178,803.38 No
31
HEFEI MEILING CO., LTD. Annual Report 2015
of
mental
materials,
development, sales and software
services
Hongyua
n
Ground
Energy
Heating
Pump
Technolo
gy
Compan
y
Hongyua
n
Ground
Energy
Heater
Technolo
gy
Compan
y
Manufacturing and selling of
whole set system and
components of ground energy
heating and cooling integrator
Service Company,
Jiangsu Runye
Investment Co.,
Ltd, Chengdu
Dongyu Shangmao
Co., Ltd
New-esta
blished
Technology R&D of ground
energy heater, ground energy
heating and cooling integrator
and ground energy heating pump
environment systems, system
integration, selling and
New-esta
post-selling service of single
blished
unit equipment and whole set
systems; selling, installment,
maintenance and post-selling
service of home appliances
products
25,500,000
24,500,000
Self
-ow
51
ned
%
capi
tal
Self
-ow
49
ned
%
capi
tal
The initial
capital
contributio
n of
RMB5.1
million
has been
completed
Hengyouyuan
Science &
Technology
Development
Group
ground
energy
heating
Long
and
-term
cooling
integrat
or
Hengyouyuan
Science &
Technology
Development
Group
The initial
capital
contributio Not
Not
Long applica n of
applica
-term
RMB4.9
ble
ble
million
has been
completed
-341,774.92 No
Juchao
Website:
http://ww
2015-4-18 w.cninfo.c
om.cn
（No.:
2015-016）
-854,497.32 No
Juchao
Website:
http://ww
2015-4-18 w.cninfo.c
om.cn
（No.:
2015-016）
32
HEFEI MEILING CO., LTD. Annual Report 2015
Entrepreneurship investment
business; agency for
Sichuan entrepreneurship investment
Hongyun business of other
entrepreneurship investment
New
Generati institutes or individuals;
consultation business for
on
New-esta
Informati entrepreneurship investment
provision of entrepreneurship
blished
on
Technolo management service for
enterprisesl participation in
gy
Entrepre establishment of
neurship entrepreneurship investment
Investme enterprises and entrepreneurship
nt Fund investment management
consultation institutions
40,000,000
Total
130,000,000 --
--
--
Self
-ow
16
ned
%
capi
tal
--
Sichuan Hongyun
Entrepreneurship
Equity Investment
Management Co.,
Ltd, Guotou
High-tech
Investment Co.,
Ltd, Sichuan
Technology
Transfer Center,
Sichuan
Not
Changhong
8
applica
Appliances
years
ble
Company Limited,
Chengdu Tianfu
Innovation Equity
Investment Fund
Center (limited
partnership),
Sichuan
Changhong Jiahua
Digital Technology
Co., Ltd.
--
--
--
The initial
capital
contributio Not
n of
applica
RMB12
ble
million
has been
completed
--
0 No
-13,561,977.32 --
Juchao
Website:
http://ww
2015-08-1
w.cninfo.c
2
om.cn
（No.:
2015-035）
--
--
33
HEFEI MEILING CO., LTD. Annual Report 2015
(III) The major non-equity investment doing in the reporting period
□ Applicable
√ Not applicable
(IV) Financial assets investment
1. Securities investment
□ Applicable √ Not applicable
The company had no securities investment in the reporting period.
2. Derivative investment
√ Applicable
□Not applicable
34
HEFEI MEILING CO., LTD. Annual Report 2015
In 10 thousand Yuan
Operator
Financial
institution
Relat Whethe
ed
r
relati related
onshi trade or
p
not
N/A No
Type
Forward
foreign
exchange
contract
Total
Initial
investment
Start date
End date
Amount of
Ratio of
Investme
Amount
reserve for
investment
Amount sales
nt
Investment purchased in
devaluation
amount at
Actual
in the
amount
amount at
the
of
period-end in gains/losses
reporting
at
period-begin reporting
withdrawing
net assets of the in period
period
period-e
period
(if
Company at
nd
applicable)
period-end
5,019.93 2014-07-01 2015-12-31
13,319.93
12,264.68
25,814.25
N/A
0
0
-221.523
5,019.93
13,319.93
12,264.68
25,814.25
N/A
0
0
-221.523
Capital resource(if applicable)
Self-owned capital
Lawsuit involved (if applicable)
Not applicable
--
--
Disclosure date for approval from the
Board for investment of derivatives 2014-4-19, 2015-3-26
(if applicable)
Disclosure date for approval from
board of shareholders for investment 2014-6-6, 2015-4-18
of derivatives (if applicable)
Risk analysis and controlling
measures for derivatives holdings in
the Period (including but not limited
to market risk, liquidity risk, credit
risks, operation risk and law risks
etc.)
Risk analysis:
1. Market risk: domestic and international economic situation changes may lead to exchange rate fluctuations, forward foreign exchange
transactions are under certain market risk. Forward foreign exchange business is aiming to reducing impact on corporate profits by
foreign exchange settlement and sale prices, exchange rate fluctuations. The Company will follow up the exchange fluctuation, on the
basis of target rate determined from the business, relying on the research of the foreign currency exchange rates, combined with
prediction of consignments, and burdening ability to price variations due to exchange rate fluctuations, then determine the plan of
forward foreign exchange contracts, and make dynamic management to the business, to ensure reasonable profit level.
35
HEFEI MEILING CO., LTD. Annual Report 2015
2. Liquidity risk: all foreign exchange transactions are based on a reasonable estimate of the future import and export business, to meet
the requirements of the trade authenticity. In addition, forward foreign exchange transactions are processed with bank credit, will not
affect liquidity of company funds.
3. Bank default risk: if cooperative banks collapse within the contract time, the Company will not be able to transact the original foreign
exchange contracts with contract price, which leads the risk of income uncertainty. So the Company chose Bank of China, Agricultural
Bank of China, Industrial and Commercial Bank of China, China Construction Bank and other Chinese Banks and part of the larger
foreign Banks (such as Deutsche Bank, UOB, Overseas Chinese Bank, HSBC, etc.) to conduct the trading of foreign exchange capital.
These banks share a solid strength and management whose failure and the risk of loss may bring to the Company is very low.
4. Operational risk: improper operation of the person in charge of forward foreign exchange transactions may cause related risk also. The
Company has formulated related management system which defines the operation process and responsibility to prevent and control risks.
5. The legal risks: unclear terms based in contract signed with banks for related transactions may lead legal risks when forward foreign
exchange transactions are processing. The Company will strengthen legal review, and choose good bank to carry out this kind of
business as to risk control.
Invested derivative products have
The Company determines fair value in accordance with the Chapter VII ―Determination of Fair Value‖ carried in the Accounting
changes in market price or fair value
Standards for Business Enterprises No.22 - Recognition and Measurement of Financial Instruments. Fair-value is basically obtained
in the Period, as for analysis of the
according to prices offered by bank and other pricing services. While fair-value of derivatives is mainly obtained according to the
fair value of derivatives, disclosed
balance between prices given by outstanding contracts and forward prices given by contracts signed during the reporting period with
specific applied methods and
bank. The differences are identified as trading financial assets and liabilities. During the reporting period, forward foreign exchange
correlation assumption and parameter
contracts and losses of the Company is RMB -2,215,230.
setting
Specific principle of the accounting
policy and calculation for derivatives
Not applicable
in the Period compared with last
period in aspect of major changes
Special opinion on derivative
investment and risk control by
independent directors
Upon inspection, the independent directors of the Company believes that: during the reporting period, the Company carried out its
foreign exchange forward deals in strict compliance with the standardized operation guidelines for listed issuer on main board (2015
amended) issued by Shenzhen Stock Exchange, the Articles of Association, Authorization Management of the Company, Management
System in relating to Foreign Exchange Forward Deals of Hefei Meiling Co., Ltd., and these deals were conducted within the
authorization scope under general meeting and board meeting. The Company was able to lock revenue and costs against its actual
business, thus to avoid and prevent from exchange risks and maintain steady operation. The foreign exchange forward deals conducted
36
HEFEI MEILING CO., LTD. Annual Report 2015
by the Company were closely related to its normal operation needs, which was beneficial to prevent the exchange risks exposed by
import and export business and thus met its requirement for operation development. There was no speculative operation, no break of
relevant rules and regulations and relevant business was conducted under corresponding decision-making procedures. Interests of the
Company and entire shareholders, especially minority shareholders, were not prejudiced.
37
HEFEI MEILING CO., LTD. Annual Report 2015
(V) Application of raised proceeds
√ Applicable
□Not applicable
1. Previous overall application of raised proceeds
√ Applicable
□Not applicable
38
HEFEI MEILING CO., LTD. Annual Report 2015
In 10 thousand Yuan
Year
2010
Total
Way
Total raised
capitals
Non-pub
lic
offering 117,795.4320
of
A-shares
--
117,795.4320
Cumulative
Ratio of
Total raised
raised
Total
cumulative
Total
Usage of the retained raised
Total raised
capital has capitals has
Raised capitals
accumulative
raised capitals accumulative
capitals and what is
capital used
purpose of purpose of
idle for more
raised capitals
has purpose raised capitals expected to invested with
uses changed
uses
than two years
in Period
used
of uses
unused
those capitals
in Period
changed in
changed
total
2,841.2703 90，552.3512
0
0
-
The unused raised-funds
continue to be deposited in
the company's special
accounts for raised-funds to
pay the contract balance
2,306.2455
and retention money, and
so on, the surplus funds
have been permanently
used for supplementing the
company's liquidity.
2,841.2703 90，552.3512
0
0
-
2,306.2455
--
0
0
Explanation on General usage of raised capital
All projects invested with raised funds of non-public offering by the company in 2010 have been completed and reached the production index. Up to December 31, 2015,
the Company has achieved net amount of raised funds of 1,177,954,320 yuan, total capital interests of 44,467,276 yuan, a total of 1,222,421,596 yuan. Accumulative invest
capital for investment projects is 905,523,512 yuan, the actual supplement working capital is 293,835,629 yuan. Up to December 31, 2015, account balance of raise funds is
23,062,455 yuan (of which the amount the company has not withdrawn for permanently supplementing the working funds is 134,805 yuan, and the total amount to pay the
contract and retention money is 22,927,650yuan).
39
HEFEI MEILING CO., LTD. Annual Report 2015
2. Situation of committed project of raised proceed
□ Applicable
√ Not applicable
3. The changed project of raised proceeds
□ Applicable
√ Not applicable
VI. Sales of major assets and equity
(I) Sales of major assets
□ Applicable √ Not applicable
The Company had no sales of major assets in the reporting period.
(II)Sales of major equity
□ Applicable
√ Not applicable
VII. Analysis of main holding company and stock-jointly companies
√ Applicable □Not applicable
(I) Particular about main subsidiaries and stock-jointly companies net profit over 10%
40
HEFEI MEILING CO., LTD. Annual Report 2015
Company name
Type
Main
business
Register capital
(in ten thousand
yuan)
Total assets
Net Assets
(yuan)
(yuan)
Operating
revenue(yuan)
Operating profit
Net profit
(yuan)
(yuan)
Zhongke Meiling
Low-temperature
Manufactu
Subsidiary
Technology Co.,
ring
Ltd.
6,500
134,043,399.26
100,969,521.62
92,111,076.79
6,248,406.26
Jiangxi Meiling Subsidiary Manufactu
Electric Co., Ltd.
ring
5,000
279,263,871.96
85,106,567.80
286,867,436.90
-4,915,283.79
-827,202.55
10,000
158,650,553.12
96,995,617.52
197,298,188.29
-1,225,660.38
-1,100,297.65
20,000 1,551,502,357.64
513,808,434.63 2,630,773,863.84
-39,099,621.48
-62,937,499.63
12,000
691,371,120.51
149,171,955.84 1,083,960,176.24
-11,940,445.30
-4,993,836.50
5,500
543,595,429.37
-290,230,463.16 3,356,815,782.40
-52,565,143.09
-54,024,270.98
Mianyang
Meiling
Refrigeration
Co., Ltd.
Subsidiary Manufactu
ring
Sichuan
Changhong
Air-conditioner
Co., Ltd.
Subsidiary Manufactu
ring
Zhongshan
Subsidiary Manufactu
Changhong
ring
Electronic Co.,
Ltd.
Hefei
Meiling Subsidiary
Electronic
Appliance
Marketing Co.,
Sales
6,858,233.25
41
HEFEI MEILING CO., LTD. Annual Report 2015
Ltd.
Hefei
Meiling
Group Holding Subsidiary
Co., Ltd.
Sales
Mianyang
Sales and
Meiling Software
developme
Subsidiary
Technology Co.,
tn of
Ltd.
software
8,000
386,540,564.61
78,064,835.26
588,141,845.26
22,870,420.23
22,828,850.96
500
76,116,909.03
72,999,351.13
54,591,024.17
41,604,277.51
49,167,860.93
42
HEFEI MEILING CO., LTD. Annual Report 2015
(II) Notes of holding and shareholding companies
√ Applicable
□Not applicable
Company Name
Neijiang MeiLing Appliance
Marketing Co., Ltd.
The method of obtaining and
handling subsidiaries during the
report period
The influence to the whole production and
performance
Liquidation cancellation
A little effect on the overall production and
operation and performance of the company
Hengyang MeiLing Appliance
Liquidation cancellation
Marketing Co., Ltd.
A little effect on the overall production and
operation and performance of the company
Hongyuan Geothermal Enery
Technology Co. Ltd.
A little effect on the overall production and
operation and performance of the company
Investment establishment
(III) Notes of holding and shareholding companies
1. Sichuan Changhong Air Conditioner Co., Ltd.
As the development platform of the company's white home appliances industry air-conditioning industry business, Sichuan Changhong Air Conditioner Co., Ltd. (hereinafter
referred to as "Changhong Air Conditioner") has always maintained a momentum of benign
development in recent years. With the rapid development of a new generation of information
technology including internet, cloud computing, and big data, and under the impact of
"intelligentization" and "networking" transformation development and new revolution in
household appliances industry, the company has released CHiQ air conditioning based on "body
condition sensing" technology by the subsidiary Changhong Air Conditioner in early 2014.
In 2015, the overall economic environment of air conditioning industry was not good, the air
conditioning industry market has negative growth, air conditioning market has turned to stock
market from the original incremental market, and the competition among all brands have
intensified. Under the background with extrusion of premium brands, chaos of second-line brands,
impact of online business, and dilemma of traditional business model, the air-conditioning industry
has entered the reshuffle stage, and transformation is the only way. According to industry
development trends and combining with the current situation of Changhong Air Conditioner, the
company shall take "Internet +" as the background and market as the lead to drive the enterprise
transformation; take operation as the grasps to promote the efficiency of the entire value chain;
develop intelligent terminals, focus on intelligence, strengthen the terminal, expand the categories,
and open up the users.
During the reporting period, Changhong Air Conditioner has achieved operating income of
RMB 2,630,773,863.84 yuan, net profit of RMB -62,937,499.63 yuan, respectively declined by
16.88% and 166.55% compared with 2014.
The main reasons why Changhong Air Conditioner has a decline in performance are because
of the downturn of domestic macroeconomic, the sluggish of household appliances market, and the
sharp decline of air-conditioning industry market. During the reporting period, the air conditioning
market price has a fierce competition in price, resulting in a sharp decline in the sales volume and
profitability of the company's air conditioning products in 2015 compared with the last year; in
43
HEFEI MEILING CO., LTD. Annual Report 2015
addition, Changhong Air Conditioner has received "Notice on clearing the subsidy funds for the
promotion of energy-saving appliances products" issued by Mianyang Finance Bureau, hereby the
non-recurring net loss caused by energy-saving and people-benefit losses has increased on a
year-on-year basis. Affected by the above factors, net profit has declined on a year-on-year basis.
Please see the annotation of financial report in part X of this report for the specific
circumstances of other subsidiaries and associates of the company.
VIII. Structured vehicle controlled by the Company
□ Applicable √ Not applicable
IX. Future Development Prospects
(I) Competition pattern and development trend
1. Industry competitiveness intensifies
In the next few years, the sales market of domestic home appliances shall slow down the
demand, which will make the export competition fiercer. Meanwhile, trade protection and
technical barriers are also rising, currency in some countries are devaluing, economic development
is not optimistic, the international market environment is changing, export competition has become
the aggressive competition of stock which shall cause the disappearance of some enterprises in the
industry, and the market share shall be in the front rank.
The competition is more intense in the refrigerator industry. On the one hand, economic
downturn results in a drop in demand; on the other hand, the production of refrigerators has severe
overcapacity. Refrigerator industry is facing the dual pressures of economic downturn and market
decline, and facing the dual competition of peer companies and cross-border business. In the
situation that scale no longer sustains growth and overall situation is not optimistic, product
upgrading and industrial transformation is still the main line of industry development.
From the air conditioning industry, the overall economic environment is not good and the air
conditioning industry market has a negative growth. Faced with high industry inventory pressure,
to resolve the overcapacity, the constant price war in the industry and the intense competition
among brands and channels have led to terminal price downturn, significant increase of selling
expenses, and large losses in air-conditioning industry. Air-conditioning market has turned to stock
market from the original incremental market, and the competition among various brands has
intensified.
2. Upgrading of product structure and the arrival of the era of intelligent home
appliances
In our primary and secondary markets, residents have entered a peak period of replacement
demand, which brings a lot of demand reset. At the same time, along with the consumption
capacity enhancement of primary and secondary markets, the market demands have inclined to the
two-door, multi-door, high-volume, and high-end products. The acceleration of new-type
urbanization shall change the residents‘ consumption structure and life quality. At the same time,
the environmental protection pressure brought by urbanization has promoted the popularization of
44
HEFEI MEILING CO., LTD. Annual Report 2015
energy-saving and frequency conversion home appliances, as well as the popularity of middle-end
and high-end products in third and fourth markets.
With the advent of internet and intelligentization era, intelligent control technology and
information technology have been rapid developing, internet technology has gone deep into the
daily life and brought more conveniences, and intelligent household electrical appliances have
emerged. Meanwhile, with the upgrading of hardware configuration and software design,
intelligentization trend of home appliances is also escalating, and it is believed that intelligent
household electrical appliances shall be accepted by more and more consumers with the popularity
of smart terminals. Thus, the high end and intelligentization has become an inevitable choice for
the development of home appliance industry.
3. Cross-border cooperation and technology integration become the norm
Competition in intelligentization era is no longer the competition of a single product, nor the
competition among manufacturers, but the competition in the ecology. In the internet era,
cross-border cooperation within the industry becomes more and more frequent, and it shall be
shuffled and knocked out sooner or later by relying on oneself. Therefore, it‘s needed to reach out
and contact with internet enterprises and actively embrace the internet. Business model innovation
based on internet shall greatly enhance the user experience, and is expected to become an
important engine to drive a new round of rapid growth in home appliances industry.
(II) Development strategy
1. Strategic thought
In 2011, the board of directors of the company proposed the strategic guiding thoughts of
"Meiling Dream" and "Double Three Strategy", and upgraded the original "Double Three Strategy"
to "Double Three One Core Strategy", Double Three refers to three core strategies which are
product strategy, talent strategy, and cost leadership strategy and three significant strategies which
are market strategy, brand strategy, and internationalization strategy, One Core refers to
intelligentization.
In the next few years, the company will stand correctly, accurately and firmly in the draughts
of industry, market and reformation, continue to promote the six innovations so that the company
shall step forward to the direction of "Meiling Dream", and strive to create another Meiling by
2020.
2. Strategic thinking
By "two insists", "two adheres" and "two transformations" (i.e. insist on product doctrine and
technology driven, insist on cultural development and institutional innovation; adhere to domestic
and overseas markets, adhere to talent and brand strategy; transform from single to diversification,
transform from B2C to 020 and C2B), the company has strived to create another Meiling in scale,
production line and organization flow by 2020. Details include: the first is to create another
Meiling in scale, i.e. to achieve the annual sales revenue of 24 billion yuan, and double the net
assets; the second is to create another Meiling in production line, i.e. to double the market share of
main products, kitchen and toilet products, small household appliances, and washing machine
become new main products of Meiling; the third is to create another Meiling in organization flow.
45
HEFEI MEILING CO., LTD. Annual Report 2015
(III) Business plan
1. Business objective
Under the background of macro-economic downturn, decline in household appliances
industry, and dog-eat-dog brand competitive, in 2016, the company will strive to increase the
operating income by more than 10% compared with the last year and substantially increase the net
profit attributable to the parent company.
2. Business policy
The company's business policy in 2016 is "progressing against trend, innovating and
activating, industry benchmarking, benign operation".
Progressing against trend: Progressing against trend is the requirement and goal for the
company's performance growth. From the point of view of industrial competition, the industry
market has continued to decline, and the premium brands are growing, Meiling has possessed the
basis for growth and the ability for benign operation after releasing ability, recreating key ability,
and promoting the brand ability, therefore, the company requires all product lines to realize growth
in all channels and achieve corner overtaking.
Innovating and activating: Innovating and activating are the guarantee and power for the
company's performance growth. The company will strengthen KPI assessment and hierarchical
design performance share and mobilize and inspire the competitiveness of each business module
by changing the business sense and thinking model and taking value guidance as the principle.
Industry benchmarking: Industry benchmarking is the technological means for the
company's performance growth. The company will carry out the management benchmarking in
market position, market scale, R&D cycle, efficiency promotion, and quality, learn from the
outstanding ones in the industry with an open mind, and combine with its own abilities to reach or
exceed its competitors by years of efforts.
Benign operation: Benign operation is the basis and bottom-lines for the company's
performance growth. As the industry situation has not improved, the company will strictly budget
and strengthen cost control. At the same time, the company will strengthen the basis capacity
building and endeavor to avoid business risks by refining the manufacturing expenses accounting
model and refining the management accounting.
3. Market strategy
(1) Refrigerator, freezer, washing machine
Domestic market: Take ―refining terminals, deepening operations, changing breakthrough‖ as
the business thoughts, strengthen the chain, stabilize the supermarkets, enlarge G60, refine the
distribution, and continue to enhance the capacity of terminal marketing and operations
management. Take washing machine as the core point of increment in 2016, at the same time,
continue to turn the marketing mode to internet, realize online and offline promotion, innovate the
forms of promotion by internet, and achieve the continuous benign development of domestic sales.
Overseas Markets: Take ―low margin, good scale, reducing costs, protecting margin terminals;
46
HEFEI MEILING CO., LTD. Annual Report 2015
adjusting structure, creating profits‖ as the business thoughts, adhere to the dual-core strategies for
export products (cost leadership strategy for mainstream homogeneous products and differentiation
strategy for competition insufficiency products), improve the cost performance for homogenization
products, and highlight the technology and process design for differentiation products, focus on big
clients in channels, adhere to the brand structure of ―self-owned brands + OEM/ODM‖, and
continue to improve the comprehensive competitiveness of export products.
(2) Air conditioning market
Continue to adhere to the business philosophy of "good, honest and transparent", under the
guidance of business policy of ―product upgrading, team energizing, operations improving‖ and the
background of "Internet +", take the market as the lead to drive the enterprise transformation, and
take the operation as grasps to drive the efficiency improvement of entire value chain.
Grasp the transformation of core business, promote the integration, improve the efficiency,
stabilize the management, and ensure the foundations are strong; seize opportunities for emerging
business, take the platform, gather the resources, and ensure a certain scale; enlarge the scale of
export business, and control the profit and loss.
(3) Small household appliances market
At the end of 2015, the company has completed the company‘s industry chain and product
line of household appliances and built a platform for self-own kitchen and bath and small
household appliances products by bidding 98.856% stock rights of Guangdong Changhong
Household Appliances Technology Co., Ltd. In the future, under the guidance of the company‘s
intelligent development strategy, Changhong Household Appliances shall take kitchen and bath
and small household appliances as the main business, rely on the strong intelligent research and
development and innovative ability, adhere to the intelligent research and development of small
household appliances, promote the influence of its own intelligent small household appliances in
the industry, take ―keeping a foothold on kitchen and bath, developing small appliances,
innovating management, enhancing capacity‖ as the business thoughts, adhere to innovative
management, innovative marketing, and innovative models; enhance self-control capacity,
strengthen terminals, and focus on breakthrough by intelligent traction; constantly enrich product
lines, strengthen the development of qualified personnel, expand channels, strengthen marketing,
and improve product competitiveness, operations management ability and terminal marketing
ability.
(4) New business model of smart life
In face of the new changes in industry development, the company actively explores the new
model of value-added services for household appliance enterprises, leverage the capital markets,
launch non-public offering projects to raise funds to implement ―smart life projects‖ and build
fresh business platform for Meiling smart life O2O community.
Meiling smart life in intelligent community is surrounded by key elements of "community",
"fresh", "O2O", which takes community "smart fresh self pick-up cabinet" as a starting point,
adopts deep integration O2O model to carry out O2O community fresh business, takes advantage
of features of "rigid demand, high frequency, large market" to import user flows, gradually builds
47
HEFEI MEILING CO., LTD. Annual Report 2015
Meiling smart life O2O platform and promotes the transformation of enterprise to be the intelligent
community O2O service provider. On the one hand, drive the sales of the company's hardware by
promoting the formation of consumption habit of online purchase, offline experience and pick-up,
expand the hardware sales from "family" to "community", and seek profit growth points for
hardware sales; on the other hand, provide standard products or branded non-standard products by
building open O2O platform, integrate the entering operations of regional and national brand
enterprises, and finally create Meiling smart life project to be a national smart life O2O service
platform, transform to "equipment + services" model by food management, move from low
frequency hardware sales to high frequency sales service, form double growth engines of
"hardware + services", and promote the transformation and upgrading of the company's profit
model.
Above business plan and business objectives do not represent the 2016 annual profit forecast
of listed companies, which depends on many factors including changes in market conditions and
efforts of management team, there are big uncertainties, so investors should pay particular
attention.
(IV) Risks to be faced and the countermeasures
In 2016, the macroeconomic situation is still not optimistic, the competition in home
appliances market will be more intense, and the enterprises‘ living environment will be harsher. In
the future, the company shall face the risks of sluggish macroeconomic growth, severe industrial
situations, intensifying competition, labor tensions, large increase in human resources costs, new
business models and impact of the internet era.
1. Macroeconomic fluctuation risks
Household appliances market demand is greatly impacted by the macro economy and the
household consumption level. Macroeconomic fluctuations may have an impact on consumers'
income expectations, purchasing power and purchase intention. In addition, the turnover of real
estate influences the residents‘ demands for consumer electronics to some extent. If the future
economic growth continues to slow down or have recession, the demands and gross margin of
household appliances industry may be reduced, which may adversely affect the company's
profitability.
2. Fierce competition risks in the industry, impact of industry market downturn
Chinese home appliance industry is a perfect competitive industry, there are many domestic
and foreign appliance manufacturers providing products with high degree of homogeneity and the
competition is intense. In recent years, the brand pattern of domestic and foreign home appliance
industry is undergoing big upheaval and adjustment, industry transformation and upgrading has
been significantly accelerated, the industry competition is increasingly fierce, if the company
cannot accurately judge and closely follow the market dynamics, it may be eliminated. At present,
the company not only faces the competition of domestic and foreign traditional household
electrical appliance enterprises, but also the join of internet, so there will be serious challenges
from the domestic and foreign competitors and the internet enterprises in product development,
marketing, technology updating, and operating management. The era that the whole industry is
having a rapid growth has gone, and the era of micro-growth or decline has entered, and the
48
HEFEI MEILING CO., LTD. Annual Report 2015
industry has entered a phase of erosive growth. The intensifying industry competition may cause
irrational competition in the market and bring business risks to the enterprises.
3. Cross border impact of internet industry and challenge of new business models
With the arrival of internet era and smart era, new business models and new product forms in
household appliance industry emerge in endlessly, internet era pursues user experience and rapid
response, the traditional industries and emerging industries that cannot keep up with the times may
be replaced or even overturned. New rules of the game bring the enterprise strong sense of crisis
and urgency.
With the withdrawal of energy-saving subsidy policy, the industry transformation and
upgrading have significantly accelerated. Meanwhile, with the continuing impact of internet wave
and the constant flow of industry boundary spinners, the traditional home appliance enterprises are
facing severe challenges. All appliance manufacturers are actively promoting the restructuring, the
internet industry also continues to use new models and new experience to overturn and remodel the
traditional home appliance industry.
4. Human resource risks
Household appliance industry is an industry with rather intensive funds, technology, and labor.
In recent years, the company‘s development in household appliances has benefited from a number
of skilled workers, research and development talents, and marketing talents who have rich practical
experience and professional skills and the senior management personnel who are skilled in
enterprise operation and management. With the gradual expansion of business scope and scale, as
well as the arrival of intelligent home appliances and the impact of internet, the company shall
have more demands for high-level management personnel, technical personnel, and innovative
talents, talent introduction has become one of the key point of human resource management, if the
company cannot effectively enhance the company's attractiveness to highly qualified personnel in
many ways, the future development of the company will be restricted.
In face of above risks, the company will raise the awareness of risk prevention on the one
hand, and advance the layout of products, technologies, and markets. Along with the smooth
progress of the company's intelligent manufacturing, intelligent research and development, and
smart life, the company's products transform to high end and intelligence, adhere to the strategy of
intelligent and frequency products, enrich product lines, and create a comprehensive home
appliance enterprise; promote technological innovation, strengthen the developments of intelligent,
frequency conversion, air cooling, and deep cooling technologies; attach importance to the
development of overseas markets which have great potential for future development, and actively
explore the own brand building in overseas markets; steadily promote the company‘s smart life
project, choose the suitable route by creating individuation, focus on regionalization and
localization, and gradually build a community O2O fresh e-commerce business platform; improve
human resource planning.
On the other hand, under the leadership of the board of directors and the guidance of "Meiling
Dream", the company will implement the business policy of "progressing against trend, innovating
and activating, industry benchmarking, benign operation", take globalization as a platform, take
intelligent and frequency transformation as a breakthrough, constantly improve management, make
49
HEFEI MEILING CO., LTD. Annual Report 2015
technological innovations, strengthen the cooperation with outside, accelerate the implementation
of the company‘s intelligent strategy, promote the transformation and upgrading of the company,
meet the new competition pattern of the industry, and enhance the company's overall profitability.
At the same time, the company will actively explore new paths for transformation and upgrading
of household electrical appliance enterprises under the development of internet technology, take its
own hardware products as the terminal, and explore new business models by revolving around
food, air, water, laundry and other needs
X. Reception of research, communication and interview
(I) In the report period, reception of research, communication and interview
√ Applicable
Time
□Not applicable
Way
Type
Basic situation index of investigation
2015-1-20
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
2015-1-30
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
2015-2-5
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
2015-2-11
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
2015-4-2
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
2015-5-6
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
2015-5-7
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
2015-5-8
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
2015-5-13
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
2015-5-14
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
2015-5-19
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
2015-6-5
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
2015-7-2
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
2015-8-21
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
50
HEFEI MEILING CO., LTD. Annual Report 2015
2015-9-15
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
2015-11-25
Field research
Institute
http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
orSzse.do?stockcode=000521
2015-12-9
Field research
Institute and natural http://irm.cninfo.com.cn/ircs/ssgs/companyIrmF
people
orSzse.do?stockcode=000521
Reception (times)
17
Number of hospitality
34
Number of individual reception
Number of other reception
Disclosed, released or let out major
undisclosed information
2
N/A
No
51
HEFEI MEILING CO., LTD. Annual Report 2015
Section V. Iimportant Events
I. Profit distribution plan of common stock and capitalizing of common reserves plan
Formulation, Implementation and Adjustment of common stock Profit Distribution Policy
Especially Cash Dividend policy during the Reporting Period
√Applicable □ Not applicable
In 2014, in accordance with the provisions of "Company Law", "Securities Law", "Opinions
on further strengthening the protection of rights and interests of small and medium investors in the
capital market" (GBF No. [2013] 110) issued by General Office of the State Council, and
"Supervision guidelines for listed companies No. 3 - Cash dividends of listed companies" (CSRC
announcement No. [2013] 43) issued by China Securities Regulatory Commission and combining
with the actual situation, the company further normalized the listed company's cash dividend,
enhanced the transparency of cash dividends, better safeguarded the interests of investors,
especially the medium and small investors, revised and completed the contents about the
company's profit distribution policy terms in Articles of Association on June 5, 2014 after being
deliberated and passing the 36th meeting of the seventh board of directors and the 2013 annual
general meeting of stockholders. The revised profit distribution policy has better achieved
reasonable return on investments to investors and the company's sustainable development.
During the reporting period, the company has strictly executed the profit distribution policy in
accordance with the revised " Articles of Association", the formulation and implementation of the
company's cash dividend policy are in line with the provisions of "Articles of Association" and the
requirements of the resolutions of shareholders' meeting, the dividends standards and proportion
have been definite and clear,
relevant decision-making procedures and mechanisms have been
complete, the responsibilities of independent directors have been clear and have played its due role,
minority shareholders have had the opportunities to fully express their views and aspirations, and
the legitimate interests of minority shareholders have been maintained.
Implementation of profit distribution plan in reporting period:
In the reporting period, the Company implemented Profit distribution plan for year of 2014,
that is, distribute 0.6 Yuan (tax included) in cash for every 10 shares held by all shareholders of the
Company based on total share capital 763,739,205 shares dated 31 December 2014 (including
600,875,205 shares of A-share and 162,864,000 shares of B-share), cash dividend of
45,824,352.30 Yuan was distributed in total.
Special explanation on cash dividend policy
Satisfy regulations of General Meeting or requirement of Article of
Association (Y/N):
Y
Well-defined and clearly dividend standards and proportion (Y/N):
Y
52
HEFEI MEILING CO., LTD. Annual Report 2015
Completed relevant decision-making process and mechanism (Y/N):
Y
Independent directors perform duties completely and play a proper
role (Y/N):
Y
Minority shareholders have opportunity to express opinions and
demands totally and their legal rights are fully protected (Y/N):
Y
Condition and procedures are compliance and transparent while the
cash bonus policy adjusted or changed (Y/N):
Y
(II) Profit distribution plan (pre-plan) of common stock and capitalizing of common reserves
plan (pre-plan) in latest three years (including the reporting period)
1. Profit distribution plan for year of 2013
Distribute 0.6 Yuan (tax included) in cash for every 10 shares held by all shareholders of the
Company based on total share capital 763,739,205 shares dated 31 December 2013, cash dividend
of 45,824,352.30 Yuan was distributed in total.
2. Profit distribution plan for year of 2014
Distribute 0.6 Yuan (tax included) in cash for every 10 shares held by all shareholders of the
Company based on total share capital 763,739,205 shares dated 31 December 2014, cash dividend
of 45,824,352.30 Yuan was distributed in total.
3. Profit distribution plan for year of 2015
Distribute RMB 0.6 Yuan (tax included) in cash for every 10 shares held by all shareholders
of the Company based on total share capital 763,739,205 shares dated 31 December 2015, cash
dividend of RMB 45,824,352.30 Yuan was distributed in total.
The pre-plan had been deliberated and approved by the board of directors, and it need to be
submitted the annual shareholders‘ general meeting of 2015 for its consideration.
(III) Cash dividend of common stock in latest three years (including the reporting period)
In RMB
Year for bonus
shares
Net profit
Ratio in net profit
attributable to
attributable to
common stock
common stock
Amount for cash
Amount for cash
shareholders of shareholders of
bonus (tax
bonus by other
listed company in listed company
included)
ways
consolidation
contained in
statement for
consolidation
bonus year
statement
Proportion for
cash bonus by
other ways
2015
45,824,352.30
26,496,345.34
172.95%
—
—
2014
45,824,352.30
294,508,518.37
15.56%
—
—
2013
45,824,352.30
274,068,195.60
16.72%
—
—
53
HEFEI MEILING CO., LTD. Annual Report 2015
(IV)The Company gains profits in reporting period and the retained profit of common stock
shareholders provided by parent company is positive but no plan of cash dividend proposed of
common stock
□ Applicable √ Not applicable
II. Profit distribution plan and capitalizing of common reserves plan for the Period
√Applicable □ Not applicable
0
Bonus shares for every 10-share (Share)
Dividends for every 10-share (RMB) (Tax
included)
0.6
Shares added for every 10-share base
(Share)
0
763,739,205
Equity base of distribution plan (Share)
Total cash dividend(RMB) (Tax included)
45,824,352.30
Distributable profits (RMB)
64,888,992.34
Ratio of cash dividend in total profit
distribution
100%
Cash dividend:
Distribute RMB 0.6 Yuan (tax included) in cash for every 10 shares held by all shareholders of the Company
based on total share capital 763,739,205 shares dated 31 December 2015, cash dividend of 45,824,352.30 Yuan
was distributed in total.
Detail explanation on profit distribution or capitalization from capital public reserve
In accordance with the auditing of ShineWing Certified Public Accountants (LLP), the individual statements of
the parent company have achieved net profits of RMB 72,098,880.38 Yuan in 2015. According to the relevant
regulations, after the parent company‘s statements withdrawing the statutory surplus reserve of RMB
7,209,888.04 Yuan, adding the undistributed profits of RMB 767,437,070.86 Yuan in the beginning of the year,
and deducting the annual profits of RMB 45,824,352.30 Yuan distributed in 2014, the parent company‘s
individual statements has accumulated the undistributed profits of RMB 786,501,710.90 Yuan in 2015. In 2015,
the parent company‘s individual statements have accomplished the profits available for distribution of RMB
64,888,992.34 Yuan
According to the relevant laws and regulations and the provisions of "Articles of Association" and considering
the interests of the shareholders and the company's long-term development needs, the board of directors
approved the company to distribute the cash bonus of RMB 0.6 Yuan per 10 stocks (including tax) to all
shareholders on the basis of the general capital of 763,739,205 stocks of December 31, 2015, totally the cash
bonus RMB 45,824,352.30 Yuan has been distributed (Including tax, the cash bonus accounts for 70.62% of the
profit available for distribution in the individual statements of the parent company in the current year). After the
distribution, the total share capital of the company keeps the same, accumulates the remaining undistributed
54
HEFEI MEILING CO., LTD. Annual Report 2015
profits of RMB 740,677,358.60 Yuan which is to be distributed annually after carry-over
This plan has been considered and passed by the board of directors, and needs to be submitted to 2015 annual
general meeting of the company for deliberation.
III. Implementation of commitment
(I) Commitments that the company, shareholders, actual controller, offeror, directors,
supervisors, senior management or other related parties have fulfilled during the reporting
period and have not yet fulfilled by the end of reporting period
√Applicable □ Not applicable
55
HEFEI MEILING CO., LTD. Annual Report 2015
Commitment
Acceptor
Content
1. The acquirer shall not engage in refrigerator business
or activity which competes or will compete with
business of Meiling Electrical Appliances Co., Ltd.
(hereinafter referred to as the ―Meiling Electrical
Appliances‖),or that which has interest conflict with
Meiling Electrical Appliances.
2. The acquirer promises to apply shareholders‘ right on
About committed and
Sichuan
a legal and reasonable manner and shall not take any
promised in order to
Commitments Changhong
action to limit or affect the normal operation of Meiling
horizontal
made
in Electric
Co., prevent
Electrical Appliances.
competition in the
acquisition
LTD
2007-6-12
Acquisition Report of 3. For any opportunity to engage in competing business,
report
or (hereinafter
equity change referred to as Hefei Meiling Co., the acquirer will advise Meiling Electrical Appliances in
written for engaging such business or not. If Meiling
report
the
―Sichuan Ltd.
Electrical Appliances gives no clear written reply as to
Changhong‖)
whether engaging the competing business or not within
20 days after receipt of the aforesaid letter, it shall be
deemed that it will not engage in such business. The
acquirer will only engage in non-competing business
provided that Meiling Electrical Appliances confirms
not to or is deemed to not engage in such
non-competing business.
Commitment
made during Sichuan
Changhong
the
non-public
Commitment
1. It will not engage in such business or activity that
regarding to reducing competes with or has interest conflict with that of
2010-6-24
and
preventing Meiling Electrical Appliances except for the action
competition
with taken for sake of Meiling Electrical Appliances as
Date
Term
Implementatio
n
Valid
for Strictly
long term
implemented
Valid
for Strictly
long term
implemented
Valid
for Strictly
long term
implemented
Valid
for Strictly
long term
implemented
56
HEFEI MEILING CO., LTD. Annual Report 2015
offer
Meiling
Electrical required by Meiling Electrical Appliances.
Appliances
2. The Company promises to apply shareholders‘ right
on a legal and reasonable manner and shall not take any
action to limit or affect the normal operation of Meiling
Electrical Appliances.
3. In case that Meiling Electrical Appliances expects, on
the basis of its existing business, to expand its operation
scope into the business which the Company has already
operated, the Company agrees to grant pre emptive right
to Meiling Electrical Appliances regarding such
business if the same conditions are met, provided that
the Company is still the controlling shareholder or
actual controller of Meiling Electrical Appliances.
1. Measures will be adopted to prevent continued related
transaction with Meiling Electrical Appliances: as to the
related transaction that can not be prevented, it will sign
related transaction agreement with Meiling Electrical
Appliances under the market principles of ―equally paid
and mutual benefit‖, and fairly determined the
Commitment
regarding to reducing transaction price according to the market prevailing
and
standardizing standards.
related
transaction 2. Perform the necessary obligations to make related
with
Meiling directors and related shareholder abstain from voting
Electrical Appliances according to relevant regulation, and observe legal
procedure for approving related transaction and
information disclosure obligations.
2010-6-24
Valid
for Strictly
long term
implemented
3. Promise not to hurt legal interests of Meiling
Electrical Appliances and other shareholders through
related transaction.
57
HEFEI MEILING CO., LTD. Annual Report 2015
Commit to authorized Changhong Air Conditioning and Zhongshan Air
Conditioning Co., Ltd. (hereinafter referred to as the ―Zhongshan Air 2010-11-6
Conditioning‖) to use ―Changhong‖ trademark and relevant patents for free.
Valid
for Strictly
long term
implemented
1. Commit to disclose periodic reports on a truthful, accurate, complete, fair and
prompt manner, to disclose all the information that have important influences
over investors, to accept supervision under the CSRC and Shenzhen Stock
Exchange.
The Company
2. Commit to make public clarification in respect of such information that is
released from any public media and may result in misleading influences on
stock price once the Company is aware of such information.
2011-1-7
3. The directors, supervisors, senior management and core technicians of the
Company will accept opinions and criticism from the social publics, and they
will not trade the Company‘s securities, directly or indirectly, with any inside
information and other illegal methods. The Company promises that the
documents submitted to Shenzhen Stock Exchange exist no false statement or
material omission, and no relevant information will be disclosed during the
application for listing without prior content from Shenzhen Stock Exchange.
Commitment
made
in
transfer of
Sichuan
air
Changhong
conditioning
assets
property
Valid
for Strictly
long term
implemented
1. Since the property transfer didn‘t involve the buildings and land currently
used by Changhong Air Conditioning, Sichuan Changhong commits, upon the
completion of equity transfer, to continue to lease such assets to Changhong Air
Conditioning at market price.
Valid
for Strictly
long term
implemented
2. After completion of this property transfer, Sichuan Changhong commits to 2009-12-10
manage to prevent new related transaction with Meiling Electrical Appliances.
For those which can not be prevented, Sichuan Changhong commits to
determine the transaction price based on market accepted methods, so as to
ensure fairness of related transaction and protection of the interest of Meiling
Valid
for Strictly
long term
implemented
58
HEFEI MEILING CO., LTD. Annual Report 2015
Electrical Appliances.
3. Sichuan Changhong commits that it will not engage in air conditioning and
refrigerator business or activity which competes or will compete with business
of Meiling Electrical Appliances, or that which has interest conflict with
Meiling Electrical Appliances.
1. Make promise not to reduce the shares of Meiling bought in every year
during implementation of the performance incentive fund via any market ways 2013-8-15;
in the later first year, which was allowed to be reduced by 50% according to the 2014-7-3;
laws and regulations in the second year, and the remaining 50% was allowed to 2015-7-21
be reduced in the third year in accordance with the laws and regulations.
Commitments
by
Annual
performance
incentive
Some of the
fund,
Directors,
incentive
supervisors and 2. The directors, supervisors and senior management promised to manage in
objects while senior
accordance with the relevant management approaches in accordance with the
purchasing
executives of "Company Law", "Securities Law" and "The Company‘s shares held by the
stock of the the Company as directors, supervisors and senior management of the listed company and its
2013-8-15;
Company
well as other change management rules", as objects of annual performance incentive fund of
2014-7-3;
with
incentive
Meiling, including but not limited to: during his tenure, the shares transferred
2015-7-21
performance objects
each year shall not exceed 25% of the total number of shares held of the
incentive
Company; shall not sell the shares of the Company within six months after
funds
and
bought it or purchase again six months after sold it; shall not transfer the shares
owned fund
held within six months after Dismission.
Commitments Sichuan
of not to
Changhong
reducing the Electric Co.,
1. Sichuan Changhong and its concert party Changhong (Hong Kong) Trade
Co., Ltd. undertook not to reduce holding shares of ―Meiling Appliances‖ and 2015-7-9
―Wanmeiling B‖ during the future six months commencing from the date on
Three years
after current
Implementing
shares
purchased
From
the
date when
annual
incentive
fund
plan
deliberated
and
approved by
Implementing
general
meeting to 6
moths after
director,
supervisor
and senior
executives
resigned
2016-1-9
Implemented
59
HEFEI MEILING CO., LTD. Annual Report 2015
shares
LTD and
persons acting
in concert
Changhong
(Hong Kong)
Trading
Company
Limited
which Meiling Appliances released relevant announcement (9 July 2015-9
January 2016), so as to maintain stable market and protect investors‘ interest
with their actual activities;
2. Based on market conditions and as allowed by laws and rules, multiple
measures were adopted adequately to increase shareholding of Meiling
Appliances, so as to demonstrate its firm confidence on the PRC economy and
Meiling Appliances with its actual actions, maintain sound development of 2015-7-9
capital market and promote recovery of healthy market;
Valid
for Strictly
long term
implemented
3. The Company continued to support operation and development of listed
company. It is committed to bringing steady and real return to investors.
4. Sichuan Changhong has committed that Sichuan Changhong and its persons
acting in concert - Changhong (Hong Kong) Trading Co., Ltd. shall not reduce
holdings of "Meiling" and "Anhui Meiling B" within six months since January
18, 2016, if the holdings of "Meiling" and "Anhui Meiling B" increase due to 2016-1-18
Meiling bonus issue or share capital increased by transferring, the company will
still abide by the above commitment. To violate the above commitment, all
gains by reducing holdings will belong to Meiling.
2016-7-18
Implementing
Perform the commitment promptly or
√Y □N
not
If the commitments is not fulfilled on
time, shall explain the specify reason Not applicable
and the next work plan
Note: for the commitments completed and exemption for implementing in above mentioned table, the Company will not disclose in next ordinary report
60
HEFEI MEILING CO., LTD. Annual Report 2015
(II) Concerning assts or project of the Company, which has profit forecast, and reporting
period still in forecasting period, explain reasons of reaching the original profit forecast
□ Applicable √ Not applicable
IV. Non-operational fund occupation from controlling shareholders and its related party
□ Applicable √ Not applicable
No non-operational fund occupation from controlling shareholders and its related party in
period.
Disclosure date for specific
approval opinion on fund
occupation from CPA
2016-3-25
Disclosure index for specific
approval opinion on fund
occupation from CPA
Juchao
website:
www.cninfo.com.cn-Specific
Explanation
on
Non-operational fund occupation from controlling shareholders and its related
party for year of 2015 of Hefei Meiling Co., Ltd.
V. Explanation from Board of Directors, Supervisory Committee and Independent
Directors (if applicable) for “Qualified Opinion” that issued by CPA
□ Applicable √ Not applicable
VI. Particulars about the changes in aspect of accounting policy, estimates and
calculation method compared with the financial report of last year
□ Applicable √ Not applicable
No particulars about the changes in aspect of accounting policy, estimates or calculation
method in Period.
VII. Major accounting errors within reporting period that needs retrospective
restatement
□ Applicable √ Not applicable
No major accounting errors within reporting period that needs retrospective restatement for the
Company in the period.
VIII. Compare with last year’s financial report; explain changes in consolidation
statement’s scope
√Applicable □ Not applicable
The Company‘s consolidated financial statements cover 47 subsidiaries including Sichuan
Changhong Air Conditioner Co., Ltd., Zhongshan Changhong Electric Co., Ltd., and Zhongke
Meiling Cryogenics Co., Ltd. Compared with last year, the year has increased Hongyuan Earth
Energy Heat Pump Technology Co., Ltd. due to the investment of the subsidiary Sichuan
61
HEFEI MEILING CO., LTD. Annual Report 2015
Changhong Air Conditioner Co., Ltd., and reduced Neijiang Meiling Marketing Co., Ltd. and
Hengyang Meiling Marketing Co., Ltd. due to liquidation and cancellation.
More details can be seen in the report ―VII. Changes in the scope of the merger‖ and ―VIII.
Interests in other entities‖ of ―Section X Financial Report‖.
IX. Appointment and non-reappointment (dismissal) of CPA
(I) Accounting firm appointed
Name of domestic accounting firm
Shine wing Certified Public Accountants (LLP)
Remuneration for domestic accounting firm
(in 10 thousand Yuan)
105
Continuous life of auditing service for
domestic accounting firm
7-year
Name of domestic CPA
Name of foreign
applicable)
accounting
He Yong, Xia Cuiqiong
firm (if
N/A
Remuneration for foreign accounting firm
(10 thousand Yuan) (if applicable)
N/A
Continuous life of auditing service for
foreign accounting firm (if applicable)
N/A
Name of foreign CPA (if applicable)
N/A
(II) Re-appointed accounting firms in this period
□Yes √No
(III) Re-appointed accounting firms in period of auditing
□Yes √No
(IV) Practice approval procedures in changing the accounting firms
□ Yes □ No √ Not applicable
(V) Explanation on re-appointment and change of accounting firms
□ Applicable √ Not applicable
(VI) Appointment of internal control auditing accounting firm, financial consultant or sponsor
√ Applicable
□Not applicable
In reporting period, Shine wing Certified Public Accountants (LLP) was appointed as audit
institute of internal control for the Company, auditing charge for internal control amounting as
RMB 250,000.
During the reporting period, the company has launched the non-public offering of shares, and
engaged Shenwan Hongyuan Securities Underwriting Sponsor Limited Liability Company as the
62
HEFEI MEILING CO., LTD. Annual Report 2015
sponsor and lead underwriter of the company‘s non-public offering of shares.
X. Particular about suspended and delisting after annual report disclosed
□ Applicable √ Not applicable
XI. Bankruptcy reorganization
□ Applicable √ Not applicable
No bankruptcy reorganization for the Company in reporting period
XII. Significant lawsuits and arbitrations of the Company
□Applicable
√Not applicable
(I) No significant lawsuits or arbitrations occurred in the reporting period
(II) Some other significant lawsuits and arbitrations in the reporting period
To maintain the independence and integrity of "Meiling" trademark and trade name, the
company has launched a series of litigation and arbitration related to "Meiling" trademark, please
see 2014 first quarter report, 2014 semi-annual report, the 2014 annual report disclosed respectively
on April 19, 2014, August 12, 2014, and March 26, 2014 for the relevant progress. Up to now, Hefei
Meiling Household Appliances Co., Ltd., Hefei Meiling Environmental Protection Equipment
Technology Co., Ltd., Hefei Meiling Purifying Equipment Technology Co., Ltd., Hefei Meiling
Electrical Appliances Co., Ltd., Hefei Meiling Cabinet Electrical Appliance Co., Ltd., Hefei Meiling
Vehicle Industry Co., Ltd., Hefei Meiling Communication Technology Co., Ltd. have had no right
to use "Meiling" trademark. Meanwhile, the company has struck the above mentioned companies‘
illegal use of "Meiling" trademark by industry and commerce complaints, civil litigation, and crime
reports to the public security.
XIII. Penalty and rectification
□ Applicable √ Not applicable
No penalty and rectification for the Company in reporting period.
Explanation on rectification
□ Applicable
√ Not applicable
XIV. Integrity of the company and its controlling shareholders and actual controllers
□ Applicable √ Not applicable
During the reporting period, the Company and the controlling shareholders and the actual
controllers have had good reputation, and there is no large amount due unliquidated debt sentenced
63
HEFEI MEILING CO., LTD. Annual Report 2015
by the court.
XV. Implementation of the company’s stock incentive plan, employee stock ownership
plan or other employee incentives
√ Applicable □ Not applicable
Implementation for annual performance incentive fund
On August 9, 2012 and August 28, 2012, the Company considers the adoption of "Hefei
Meiling annual performance incentive fund implementation plan" (hereinafter referred to as ""
stimulus "") on the 16th meeting of the 7th board of directors and the 2012-second provisional
shareholders meeting. Details were disclosed on information disclosure media appointed by the
Company as "Securities Times", "Chinese Securities Daily", "Hong Kong Commercial Daily" and
the Juchao network (www.cninfo.com.cn) on August 10, 2012 and August 29th in the form of
announcement (No.: 2012-028, No.:2012-035).
1. Implementation about 2012 performance incentive fund provision and distribution plan
Please see the details in 1. About the implementation of provision and distribution plan of the
company‘s 2012 annual performance incentive funds" of (ii) The implementation of the company's
annual incentive funds" of "II The progress and impacts of important matters and the analysis of
solutions" at "Section three Important matters" in "2015 Third Quarter Report" of the company
disclosed on Oct. 17, 2015.
Up to the end of this reporting period, the performance incentive objects have held the
Company‘s shares purchased by the implementation of 2012 annual performance incentive plan for
two years, thereinto, the company‘s shares purchased by some 2012 annual performance incentive
objects (non directors, supervisors or senior management) with their awarded 2012 annual
performance incentive funds and own funds can all be desterilized, see below about their reducing
holding shares; the company‘s shares purchased by some 2012 annual performance incentive
objects who are current directors, supervisors or senior management with their awarded 2012
annual performance incentive funds and own funds are no reduced holding.
2. Implementation about 2013 performance incentive fund provision and distribution plan
Please see the details in 1. About the implementation of provision and distribution plan of the
company‘s 2013 annual performance incentive funds" of (ii) The implementation of the company's
annual incentive funds" of "II The progress and impacts of important matters and the analysis of
solutions" at "Section three Important matters" in "2015 Third Quarter Report" of the company
disclosed on Oct. 17, 2015.
Up to the end of this reporting period, the performance incentive objects have held the
Company‘s shares purchased by the implementation of 2013 annual performance incentive plan for
one year, thereinto, the company‘s shares purchased by some 2013 annual performance incentive
objects (non directors, supervisors or senior management) with their awarded 2013 annual
64
HEFEI MEILING CO., LTD. Annual Report 2015
performance incentive funds and own funds can be desterilized 50%, see below about their reducing
holding shares; the company‘s shares purchased by some 2013 annual performance incentive
objects who are current directors, supervisors or senior management with their awarded 2013
annual performance incentive funds and own funds are no reduced holding.
3. Implementation about 2014 performance incentive fund provision and distribution plan
According to the "incentive plan" the Company has approved, the operating results (audited in
2014) and the actual operation situation, the annual performance incentive fund has reached the
awarded conditions. Being recognized by the Board, benefited directors and supervisors withdraw
from voting, the "2014 Annual Performance Incentive Fund Provision‖ was deliberated and
approved in 6th meeting of the 8th session of the board, 4th meeting of 8th session of supervisory
committee and general meeting of 2015 dated March 24, 2015 and April 28. And, being recognized
by the Board, benefited directors and supervisors withdraw from voting, the "2014 Annual
Performance Incentive Fund Allocation Scheme‖ was deliberated and approved in 8th meeting of the
8th session of the board, 6th meeting of 8th session of supervisory committee and first extraordinary
general meeting of 2015 dated July 3, 2015 and July 21. More details are:
(1) Incentive range and number: 44 people compliance with the conditions of the incentive
objects (senior management, middle management, and core technology and business personnel).
(2) Capital resources: in line with the 32,186,700 Yuan for incentive fund from 10% of net
profit attributable to shareholder of listed company that audited for year of 2014; RMB 24,780,000
has been distributed to 44 incentive objects (senior managers, middle management, and core
technology and business personnel) that satisfied the laws, regulations and ―Incentive Plan‖. All the
incentive objects will, purchase stock of the Company in open market with all incentive funds
(income tax excluded) obtained plus no less favorable than 30 percent of the total annual
remuneration (except for performance fund; total annual remuneration after relevant tax cut and
five-insurance payment paid).
(3) Share holding: According to the "incentive plan" the company have approved, and under
the premise of the Listing Rules of Shenzhen Stock Exchange and other applicable Chinese laws
and regulations, incentive target promised within 60 working days as of receipt of the performance
incentive funds (In case of regulatory ruled the trading of shares shall not be specified, the time
extended), to purchase the Company's shares through the open market. All incentive objects have
purchased the stock of the Company and lock-up as promise up to the disclosure date. Stock
purchasing by some of the directors, supervisors and senior executives are released on appointed
media from 19 August 2015 to 27 November 2015.
(4) As for change of shareholding arising from disposal of shares by the grantees: the the
grantees purchasing the stock without disposal in the reporting period.
65
HEFEI MEILING CO., LTD. Annual Report 2015
(5)Commitment for restricted sales: According to the Implementation Program of the Annual
Performance Incentive Capital of Hefei Meiling Co., Ltd and the commitment made by all the
grantees, grantees can not reduce shareholding by any market means in respect of the Company‘s
shares purchased by them within one year upon the date of purchase; 50% of the shares can be
reduced for holding in the second year according to applicable laws and rules; and the remaining
50% can be reduced for holding in the third year according to applicable laws and rules. In addition,
certain grantees who are also directors, supervisors or senior management of the Company
undertook that they would watch out their behaviors in compliance with relevant requirements of
the Company Law, Securities Law and Management Rules on Holding Shares of the Company or
Change thereof by Director, Supervisor and Senior Management of Listed Issuer, including but not
limited to: shares transferred annually by them shall not exceed 25% of the total shares held in the
Company during their terms of office; they are not allowed to sell the shares held in the Company
within six month upon purchase or to buy back the shares within six month upon disposal; they are
not allowed to transfer the shares held in the Company within a half year upon their resignation.
Details were disclosed on information disclosure media appointed by the Company as
"Securities Times", "Chinese Securities Daily", "Hong Kong Commercial Daily" and the Juchao
website (www.cninfo.com.cn) respectively dated 26 March 2015, 18 April 2015, 4 July 2015, 22
July 2015, 20 August 2015, 26 August 2015 and 27 November 2015 in the form of announcement
(No.:2015-003, No.:2015-004, No.:2015-009, No.:2015-015, No.:2015-022, No.:2015-023,
No.:2015-025, No.:2015-029, No.:2015-036, No.:2015-037, No.:2015-056 and the Semi-annual
report of 2015 and 3Q report of 2015)
4. Up to December 31, 2015, the total number of the company‘s stock held by incentive objects
is 11,362,103 shares, accounting for 1.4877% of the company‘s total share capital, of which A stock
is 10,028,971 shares, accounting for about 1.31% of the company‘s total share capital, B stock is
1,333,132 shares, accounting for about 0.17% of the company‘s total share capital. Up to December
31, 2015, some 2012 & 2013 annual performance incentive objects (non directors, supervisors or
senior management) have cumulatively reduced holding of 2,117,353 shares from September 2014
to the end of this reporting period, accounting for 0.28% of the company‘s total share capital.
XVI. Major related transaction
(I) Related transaction with routine operation concerned
√ Applicable
□Not applicable
66
HEFEI MEILING CO., LTD. Annual Report 2015
Whethe
Se
ri
Related
party
Relationshi
p
al
Type
of
relate
d
transa
ction
Content of
related
transaction
Pricing
principl
e
Related
transaction
price (in 10
thousand
Yuan)
Related
transaction
amount
(in 10
thousand
Yuan)
Proportio
n in
similar
transactio
ns (%)
Trading
r over
limit
the
approve
approv
d (in 10
ed
thousan
limited
d Yuan)
or not
Clearin
g form
for
related
transact
ion
Available
similar
Date of
market
disclosure
Index of disclosure
price
(Y/N)
Electric
Sichuan
1
Changhon
g Electric
Co., LTD
Controlling
shareholder
and
ultimate
controller
melting,
Spot
Comm
resistors,
odity
integrated
Marketi
purcha
circuit
ng price
sed
accessory,
exchang
9,499.26
9,499.26
1.36%
100,000
No
e, Bank
2015-3-26
-
acceptan
;
2015-4-18
ce
color
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
masterbatch
Other
enterprise
Huayi
2
Compress
or Co.,
Ltd.
control
under the
same
controlling
shareholder
Comm
Settleme
odity
Compressor
Marketi
purcha
etc.
ng price
51,119.55
51,119.55
7.32%
80,000
No
sed
nt by
acceptan
2015-3-26
-
;
2015-4-18
ce
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
3
Sichuan
Changhon
g Mold
Plastic
Tech. Co.,
Other
enterprise
control
under the
Comm
odity
Plastic
Marketi
purcha
products etc.
ng price
sed
Bank
34,993.69
34,993.69
5.01%
100,000
No
acceptan
ce
2015-3-26
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
67
HEFEI MEILING CO., LTD. Annual Report 2015
Ltd.
same
controlling
shareholder
and ultimate
controller
Other
enterprise
control
4
Sichuan
Changhon
g Jijia
Fine Co.,
Ltd.
under the
same
controlling
shareholder
Comm
odity
purcha
Door shell,
baseboard etc.
Marketi
ng price
Bank
15,319.03
15,319.03
2.19%
100,000
No
sed
acceptan
2015-3-26
-
;
ce
2015-4-18
Bank
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
control
5
Sichuan
Changhon
g Package
Printing
Co., Ltd.
under the
same
controlling
shareholder
Comm
odity
purcha
Packing case,
printed matter
etc.
Marketi
ng price
3,891.28
3,891.28
0.56%
100,000
No
sed
acceptan
-
;
ce
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
6
CHANGH
enterprise
ONG(HK)
control
TRADIN
under the
GLIMITE
same
D
controlling
Comm
odity
Balck and
Marketi
purcha
white material
ng price
sed
871.32
871.32
0.12%
100,000
No
exchang
e
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
shareholder
68
HEFEI MEILING CO., LTD. Annual Report 2015
and ultimate
controller
Other
enterprise
7
Sichuan
Changhon
g
Precision
Electronic
s Tech.
Co., Ltd.
control
under the
same
controlling
shareholder
Comm
odity
purcha
PCB etc.
Marketi
ng price
Bank
450.53
450.53
0.06%
100,000
No
sed
acceptan
2015-3-26
-
;
ce
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
Sichuan
Changhon
8
g New
Energy
Technolog
y Co., Ltd.
enterprise
control
under the
same
controlling
shareholder
Comm
odity
purcha
Battery
Marketi
ng price
43.42
43.42
0.01%
100,000
No
sed
exchang
-
;
e
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
control
9
081
under the
Electronic
same
Group
controlling
shareholder
Comm
odity
purcha
sed
Transformer
Marketi
and filter
ng price
188.68
188.68
0.03%
15,000
No
exchang
e
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
69
HEFEI MEILING CO., LTD. Annual Report 2015
Other
enterprise
control
10
Mianyang
Hongrun
Electronic
Co., Ltd.
Spot
Comm
under the
odity
same
controlling
shareholder
purcha
Conductor
line etc.
Marketi
ng price
exchang
579.88
579.88
0.08%
100,000
No
e, Bank
2015-3-26
-
acceptan
sed
;
2015-4-18
ce
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
11
Guangdon
g
Changhon
g
Electronic
s Co., Ltd.
control
Comm
under the
odity
same
controlling
shareholder
purcha
Foam pieces
etc.
Marketi
ng price
Spot
437.11
437.11
0.06%
100,000
No
sed
exchang
2015-3-26
-
;
e
2015-4-18
Bank
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
Sichuan
Hongyu
12
Metal
Manufact
ure Co.,
Ltd.
enterprise
control
under
the
same
controlling
shareholder
Comm
odity
purcha
Radiator
Marketi
ng price
37.51
37.51
0.01%
100,000
No
sed
acceptan
-
;
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
ce
2015-4-18
Spot
2015-3-26
Juchao
;
Website(www.cninfo.com.cn)
2015-4-18
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
13
Guangdon
Other
g
enterprise
Changhon
control
Comm
odity
purcha
Hand piece
Marketi
ng price
187.64
187.64
0.03%
100,000
No
exchang
e
-
70
HEFEI MEILING CO., LTD. Annual Report 2015
g Digital
under the
sed
Technolog
same
y Co., Ltd.
controlling
-006,2015-015
shareholder
and ultimate
controller
Other
Guangdon
g
14
Changhon
g Electric
Technolog
y Co., Ltd.
enterprise
control
Comm
under the
same
controlling
shareholder
odity
Rice cooker
Marketi
purcha
etc.
ng price
Bank
466.10
466.10
0.07%
100,000
No
sed
acceptan
2015-3-26
-
;
ce
2015-4-18
Bank
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
Sichuan
Changhon
15
g
Electronic
Devices
Co., Ltd.
enterprise
control
under the
same
controlling
shareholder
Comm
Printed board,
odity
remote control
Marketi
and
ng price
purcha
sed
2,929.15
2,929.15
0.42%
100,000
No
acceptan
-
ce
transformer
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Sichuan
Changhon
16
g Xinrui
Technolog
y Co., Ltd
Other
Spot
enterprise
control
under
Comm
odity
the
same
controlling
purcha
sed
Air
conditioning
components
exchang
Marketi
ng price
8,375.23
8,375.23
1.20%
15,000
No
e,
commer
cial
2015-3-26
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
settleme
71
HEFEI MEILING CO., LTD. Annual Report 2015
shareholder
nt by
and ultimate
acceptan
controller
ce
Other
enterprise
Sichuan
17
Hongwei
Technolog
y Co., Ltd.
control
under the
same
controlling
shareholder
Comm
odity
Air-conditione
Marketi
purcha
r components
ng price
Spot
17.75
17.75
0.00%
100,000
No
sed
exchang
2015-3-26
-
;
e
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
control
under the
18
19
Sichuan
same
Changhon
controlling
g Lighting
shareholder
Technolog
and ultimate
y Co.,Ltd.
controller
Sichuan
Other
Jiahong
enterprise
Industrial
control
Co., Ltd.
under the
same
controlling
shareholder
Comm
odity
Light lamp,
Marketi
purcha
lamp tube etc.
ng price
4.79
4.79
0.00%
100,000
No
sed
Comm
odity
purcha
sed
Advertising
materials,
plant etc.
Marketi
ng price
3.09
3.09
0.00%
15,000
No
exchang
-
;
e
2015-4-18
Spot
2015-3-26
exchang
e
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
72
HEFEI MEILING CO., LTD. Annual Report 2015
Other
Sichuan
Changhon
20
g
Internatio
nal Hotel
Co., Ltd.
enterprise
control
under the
same
controlling
shareholder
Comm
odity
purcha
Catering
Marketi
ng price
Spot
5.74
5.74
0.00%
100,000
No
sed
exchang
2015-3-26
-
;
e
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
control
under the
21
Sichuan
same
Zhiyijia
controlling
Network
shareholder
Technolog
and ultimate
y Co., Ltd.
controller
Comm
odity
Electronic
Marketi
purcha
products
ng price
1.62
1.62
0.00%
100,000
No
sed
exchang
-
;
e
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
Other
enterprise
22
23
Sichuan
control
Changhon
under the
g
same
Communi
controlling
cation
shareholder
Technolog
and ultimate
y Co., Ltd.
controller
Sichuan
Controlling
Recei
Information
Changhon
shareholder
ving
system
g Electric
and
labor
services,
Comm
odity
purcha
sed
Telecommuni
cations
Products
Marketi
ng price
Marketi
ng price
0.16
1,353.66
0.16
1,353.66
0.00%
1.20%
100,000
5,000
No
No
exchang
-
;
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
e
2015-4-18
Spot
2015-3-26
Juchao
;
Website(www.cninfo.com.cn)
2015-4-18
No.:2015-003,2015-004,2015
exchang
e, Bank
-
-006,2015-015
73
HEFEI MEILING CO., LTD. Annual Report 2015
Co., LTD
ultimate
controller
servic
marketing fee,
es
installation
acceptan
-006,2015-015
ce
fee
Other
Sichuan
Changhon
24
g
Minsheng
Logistics
Co., LTD
enterprise
control
Recei
under the
ving
same
labor
controlling
servic
shareholder
es
Spot
Transportation
, storage,
Marketi
loading and
ng price
exchang
42,038.32
42,038.32
37.12%
50,000
No
e, Bank
2015-3-26
-
acceptan
unloading
;
2015-4-18
ce
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
25
Sichuan
enterprise
Service
control
Recei
Exp.
under the
ving
After-sales
Appliance
same
labor
maintenance
Service
controlling
servic
fee etc.
Chain Co.,
shareholder
es
Ltd.
and ultimate
Spot
Marketi
ng price
exchang
12,506.25
12,506.25
11.04%
20,000
No
e, Bank
2015-3-26
-
acceptan
;
2015-4-18
ce
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
controller
Other
enterprise
Sichuan
26
Hongwei
Technolog
y Co., Ltd.
control
Recei
under the
ving
Project
same
labor
cooperation
controlling
servic
development
shareholder
es
Marketi
ng price
Spot
96.86
96.86
0.09%
5,000
No
exchang
e
2015-3-26
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
74
HEFEI MEILING CO., LTD. Annual Report 2015
Other
Guangdon
g
27
Changhon
g
Electronic
s Co., Ltd.
enterprise
control
Recei
under the
ving
same
labor
controlling
servic
shareholder
es
Other service
Marketi
fees
ng price
Spot
11.35
11.35
0.01%
5,000
No
exchang
2015-3-26
-
;
e
2015-4-18
Bank
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
Sichuan
Changhon
28
g Mold
Plastic
Tech. Co.,
Ltd.
enterprise
control
Recei
under the
ving
same
labor
controlling
servic
shareholder
es
Processing
Marketi
fees
ng price
1.23
1.23
0.00%
5,000
No
acceptan
-
;
ce
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
29
Sichuan
control
Recei
Changhon
under the
ving
g Jijia
same
labor
Fine Co.,
controlling
servic
Ltd.
shareholder
es
Equipment
Marketi
repair
ng price
0.43
0.43
0.00%
5,000
No
exchang
-
;
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
e
2015-4-18
Spot
2015-3-26
Juchao
;
Website(www.cninfo.com.cn)
2015-4-18
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
30
Sichuan
Other
Recei
Changhon
enterprise
ving
g
control
labor
Conference
Marketi
fee
ng price
1.75
1.75
0.00%
5,000
No
exchang
e
-
75
HEFEI MEILING CO., LTD. Annual Report 2015
Internatio
under the
nal Hotel
same
Co., Ltd.
controlling
servic
-006,2015-015
es
shareholder
and ultimate
controller
Other
enterprise
Sichuan
31
Jiahong
Industrial
Co., Ltd.
control
Recei
under the
ving
same
labor
controlling
servic
shareholder
es
Advertising
Marketi
fees
ng price
Spot
2.99
2.99
0.00%
5,000
No
exchang
2015-3-26
-
;
e
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
32
CHANGH
control
Recei
ONG(HK)
under the
ving
TRADIN
same
labor
GLIMITE
controlling
servic
D
shareholder
es
Sales expense
Marketi
ng price
200.78
200.78
0.18%
5,000
No
exchang
-
;
e
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Sichuan
33
Changhon
Controlling
g
shareholder
Electronic
and ultimate
s Group
controller
Co., Ltd.
Recei
ving
labor
servic
es
Staff physical
Marketi
examination
ng price
1.29
1.29
0.00%
15,000
No
exchang
e
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
76
HEFEI MEILING CO., LTD. Annual Report 2015
Sichuan
34
Changhon
Controlling
g
shareholder
Electronic
and ultimate
s Group
controller
Co., Ltd.
35
Sichuan
Controlling
Changhon
shareholder
g Electric
and ultimate
Co., LTD
controller
Accep
ting
fuel
and
Water and
Marketi
electricity fee
ng price
Bank
0.54
0.54
0.00%
15,000
No
acceptan
2015-3-26
-
;
ce
2015-4-18
Spot
2015-3-26
power
Accep
ting
Water,
fuel
electricity and
and
gas fee
Marketi
ng price
1,486.45
1,486.45
0.21%
100,000
No
exchang
-
;
e
2015-4-18
Spot
2015-3-26
power
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
Other
enterprise
Huayi
36
Compress
or Co.,
Ltd.
control
Accep
under the
ting
Compressed
same
fuel
air, electricity
controlling
and
fees
shareholder
power
Marketi
ng price
24.74
24.74
0.00%
100
No
exchang
-
e
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
37
Sichuan
Controlling
Changhon
shareholder
g Electric
and ultimate
Co., LTD
controller
Sichuan
Changhon
38
g
Electronic
s Group
Controlling
shareholder
and ultimate
controller
Spot
Sales
of
goods
Air-conditione
Marketi
r
ng price
exchang
81,929.71
81,929.71
7.87%
350,000
No
e, Bank
2015-3-26
-
acceptan
;
2015-4-18
ce
Sales
Heat pump
of
water heater
goods
and water tank
Marketi
ng price
Spot
0.69
0.69
0.00%
10,000
No
exchang
e
2015-3-26
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
77
HEFEI MEILING CO., LTD. Annual Report 2015
Co., Ltd.
Other
enterprise
39
Sichuan
control
Changhon
under the
g Jijia
same
Fine Co.,
controlling
Ltd.
shareholder
Sales
of
Color plate
goods
Marketi
ng price
Bank
2,906.14
2,906.14
0.28%
350,000
No
acceptan
2015-3-26
-
ce
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
Sichuan
Changhon
40
g Mold
Plastic
Tech. Co.,
Ltd.
enterprise
control
under the
same
controlling
Spot
Sales
Air-conditione
of
r, color
goods
masterbatch
Marketi
ng price
exchang
12,094.53
12,094.53
1.16%
350,000
No
e, Bank
2015-3-26
-
acceptan
shareholder
;
2015-4-18
ce
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
41
PT.CHAN
control
GHONGE
under the
LECTRIC
same
INDONE
controlling
SIA
shareholder
Sales
of
goods
Repair parts
Marketi
ng price
Spot
20.92
20.92
0.00%
350,000
No
exchang
e
2015-3-26
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
78
HEFEI MEILING CO., LTD. Annual Report 2015
Other
enterprise
42
CHANGH
control
ONGELE
under the
CTRICMI
same
DDLEEA
controlling
STFZE
shareholder
Sales
of
goods
Air-conditione
Marketi
r
ng price
Spot
15.44
15.44
0.00%
350,000
No
exchang
2015-3-26
-
e
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
43
Lejiayi
control
Chain
under the
Managem
same
ent Co.,
controlling
Ltd.
shareholder
Spot
Sales
Refrigerator,
of
washing
goods
machine
Marketi
ng price
exchang
547.15
547.15
0.05%
350,000
No
e, Bank
2015-3-26
-
acceptan
;
2015-4-18
ce
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
44
CHANGH
control
ONG(HK)
under the
TRADIN
same
GLIMITE
controlling
D
shareholder
Sales
Refrigerator ,
of
Air-conditione
goods
r
Sales
Commission
of
processing
goods
material
Marketi
ng price
Spot
38,162.85
38,162.85
3.66%
350,000
No
exchang
2015-3-26
-
;
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
e
2015-4-18
Commer
2015-3-26
Juchao
;
Website(www.cninfo.com.cn)
2015-4-18
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
45
Sichuan
Other
Changhon
enterprise
g Xinrui
control
Marketi
ng price
3,764.42
3,764.42
0.36%
10,000
No
cial
settleme
-
79
HEFEI MEILING CO., LTD. Annual Report 2015
Technolog
under the
nt by
y Co., Ltd
same
acceptan
controlling
ce
-006,2015-015
shareholder
and ultimate
controller
Other
Sichuan
Changhon
46
g
Internatio
nal Hotel
Co., Ltd.
enterprise
control
under the
same
controlling
Sales
of
goods
Air-conditione
Marketi
r
ng price
Spot
1.35
1.35
0.00%
10,000
No
exchang
2015-3-26
-
;
e
2015-4-18
Spot
2015-3-26
shareholder
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
Sichuan
47
Hongwei
Technolog
y Co., Ltd.
control
under the
same
controlling
Sales
of
goods
Air-conditione
Marketi
r
ng price
6.00
6.00
0.00%
350,000
No
exchang
-
;
e
2015-4-18
Spot
2015-3-26
shareholder
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Sichuan
Changhon
48
g Devices
Technolog
y Co., Ltd.
Other
enterprise
control
under the
same
Sales
of
goods
Air-conditione
Marketi
r
ng price
48.60
48.60
0.00%
350,000
No
exchang
e
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
controlling
80
HEFEI MEILING CO., LTD. Annual Report 2015
shareholder
and ultimate
controller
Other
Guangdon
g
49
Changhon
g Ridian
Technolog
y Co., Ltd.
enterprise
control
under the
same
controlling
Sales
of
goods
Refrigerator,
Marketi
freezer
ng price
Bank
637.38
637.38
0.06%
350,000
No
acceptan
2015-3-26
-
;
ce
2015-4-18
Spot
2015-3-26
shareholder
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
50
Sichuan
control
Changhon
under the
g Package
same
Printing
controlling
Co., Ltd.
shareholder
Sales
of
goods
Air-conditione
Marketi
r
ng price
21.16
21.16
0.00%
350,000
No
exchang
-
;
e
2015-4-18
Bank
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
51
Sichuan
enterprise
Changhon
control
g
under the
Precision
same
Electronic
controlling
s Tech.
shareholder
Co., Ltd.
and ultimate
Sales
of
goods
Watt-hour
Marketi
meter
ng price
14.92
14.92
0.00%
350,000
No
acceptan
ce
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
controller
81
HEFEI MEILING CO., LTD. Annual Report 2015
Other
Sichuan
Changhon
52
g
Minsheng
Logistics
Co., LTD
enterprise
control
under the
same
controlling
Sales
of
goods
Air-conditione
Marketi
r
ng price
Spot
117.48
117.48
0.01%
350,000
No
exchang
2015-3-26
-
;
e
2015-4-18
Spot
2015-3-26
shareholder
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
081
53
Electronic
Group
Co., Ltd.
control
under the
same
controlling
Sales
of
goods
Air-conditione
Marketi
r
ng price
-6.04
-6.04
0.00%
10,000
No
exchang
-
;
e
2015-4-18
Spot
2015-3-26
shareholder
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
54
Sichuan
enterprise
Service
control
Exp.
under the
Appliance
same
Service
controlling
Chain Co.,
shareholder
Ltd.
and ultimate
Sales
of
goods
Air-conditione
Marketi
r
ng price
733.07
733.07
0.07%
350,000
No
exchang
-
;
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
e
2015-4-18
Spot
2015-3-26
Juchao
;
Website(www.cninfo.com.cn)
2015-4-18
No.:2015-003,2015-004,2015
-006,2015-015
controller
55
Sichuan
Other
Changhon
enterprise
g Gerun
control
Sales
of
goods
Waste
Marketi
materials
ng price
615.73
615.73
0.06%
350,000
No
exchang
e
-
82
HEFEI MEILING CO., LTD. Annual Report 2015
Renewabl
under the
e
same
Resources
controlling
Co., Ltd.
shareholder
-006,2015-015
and ultimate
controller
Other
enterprise
56
Hefei
control
Changhon
under the
g
same
Industrial
controlling
Co., Ltd.
shareholder
Sales
of
Packing box
goods
Marketi
ng price
Bank
439.68
439.68
0.04%
350,000
No
acceptan
2015-3-26
-
;
ce
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
Sichuan
57
Huafeng
Corp.
Group
control
under the
same
controlling
Sales
of
goods
Air-conditione
Marketi
r
ng price
4.24
4.24
0.00%
10,000
No
exchang
-
;
e
2015-4-18
Spot
2015-3-26
shareholder
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
Changhon
58
gEuropeEl
ectrics.r.o
enterprise
control
under the
same
Sales
of
goods
Refrigerator
Marketi
ng price
92.42
92.42
0.01%
350,000
No
exchang
e
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
controlling
83
HEFEI MEILING CO., LTD. Annual Report 2015
shareholder
and ultimate
controller
Other
Chengdu
Changhon
59
g
Minsheng
Logistic
Co., Ltd.
enterprise
control
under the
same
controlling
Sales
of
Air-conditione
Marketi
r
ng price
goods
Spot
6.21
6.21
0.00%
350,000
No
exchang
2015-3-26
-
;
e
2015-4-18
Spot
2015-3-26
shareholder
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
Guangyua
n
60
Hongchen
g
Industrial
Co., Ltd.
enterprise
control
under the
same
controlling
Sales
of
goods
Air-conditione
Marketi
r components
ng price
0.03
0.03
0.00%
10,000
No
exchang
-
e
;
2015-4-18
shareholder
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
61
Sichuan
control
Zhiyijia
under the
Network
same
Technolog
controlling
y Co., Ltd.
shareholder
商业
Sales
of
goods
Refrigerator
(freezer),
Marketi
air-conditione
ng price
r
Settleme
42,090.46
42,090.46
4.04%
350,000
No
nt by
acceptan
ce
2015-3-26
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
84
HEFEI MEILING CO., LTD. Annual Report 2015
Other
enterprise
Chengdu
62
Changhon
g Property
Co., Ltd.
control
under the
same
controlling
Sales
of
goods
Air-conditione
Marketi
r
ng price
Spot
1.37
1.37
0.00%
350,000
No
exchang
2015-3-26
-
e
;
2015-4-18
shareholder
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
Anhui
63
Xinhao
PDP Co.,
Ltd.
control
under the
same
controlling
Spot
Sales
of
goods
Air-conditione
Marketi
r
ng price
exchang
53.85
53.85
0.01%
10,000
No
e, Bank
2015-3-26
-
acceptan
shareholder
;
2015-4-18
ce
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
64
Sichuan
control
Changhon
under the
g Power
same
Source
controlling
Co., Ltd.
shareholder
Sales
of
goods
Air-conditione
Marketi
r components
ng price
Spot
17.86
17.86
0.00%
350,000
No
exchang
2015-3-26
-
;
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
e
2015-4-18
Spot
2015-3-26
Juchao
;
Website(www.cninfo.com.cn)
2015-4-18
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
65
Sichuan
Other
Changhon
enterprise
g Network
control
Sales
of
goods
Other
Marketi
products
ng price
4.37
4.37
0.00%
350,000
No
exchang
e
-
85
HEFEI MEILING CO., LTD. Annual Report 2015
Technolog
under the
y Co., Ltd.
same
-006,2015-015
controlling
shareholder
and ultimate
controller
Other
Guangdon
g
66
Changhon
g
Electronic
s Co., Ltd.
enterprise
control
Provid
under the
ing
same
fuel
controlling
and
shareholder
power
Water and
Marketi
electricity fee
ng price
Spot
86.62
86.62
0.01%
350,000
No
exchang
2015-3-26
-
;
e
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
Sichuan
Changhon
67
g
Minsheng
Logistics
Co., LTD
enterprise
control
Provid
under the
ing
same
fuel
controlling
and
shareholder
power
Water and
Marketi
electricity fee
ng price
8.03
8.03
0.00%
350,000
No
exchang
-
;
e
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
68
Sichuan
Other
Service
enterprise
Exp.
control
Appliance
under the
Service
same
Chain Co.,
controlling
Provid
ing
fuel
and
power
Water and
Marketi
electricity fee
ng price
0.02
0.02
0.00%
350,000
No
exchang
e
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
86
HEFEI MEILING CO., LTD. Annual Report 2015
Ltd.
shareholder
and ultimate
controller
Other
enterprise
69
Sichuan
control
Provid
Changhon
under the
ing
Water,
g Jijia
same
fuel
electricity and
Fine Co.,
controlling
and
gas fee
Ltd.
shareholder
power
Marketi
ng price
Spot
38.66
38.66
0.00%
350,000
No
exchang
2015-3-26
-
;
e
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
Sichuan
Changhon
70
g Mold
Plastic
Tech. Co.,
Ltd.
enterprise
control
Provid
under the
ing
Water,
same
fuel
electricity and
controlling
and
gas fee
shareholder
power
Marketi
ng price
576.92
576.92
0.06%
350,000
No
exchang
-
;
e
2015-4-18
Bank
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
71
Sichuan
control
Changhon
under the
g Jijia
same
Fine Co.,
controlling
Ltd.
shareholder
Rent
Contract
to the
Workshop
of
related
rental
worksho
party
p rental
60.06
60.06
0.36%
3,000
No
acceptan
ce
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
87
HEFEI MEILING CO., LTD. Annual Report 2015
Other
enterprise
72
Sichuan
control
Changhon
under the
g Jijia
same
Fine Co.,
controlling
Ltd.
shareholder
Rent
to the
Forklift,
Lease
related
equipment
contract
Bank
10.65
10.65
0.06%
3,000
No
acceptan
2015-3-26
-
ce
party
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
Sichuan
Changhon
73
g Mold
Plastic
Tech. Co.,
Ltd.
enterprise
control
under the
same
controlling
shareholder
Rent
Workshop
Contract
to the
rental,
of
related
warehouse
worksho
party
rental
p rental
Spot
exchang
181.22
181.22
1.07%
3,000
No
e, Bank
2015-3-26
-
acceptan
;
2015-4-18
ce
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
Sichuan
Changhon
74
g Mold
Plastic
Tech. Co.,
Ltd.
enterprise
control
under the
same
controlling
shareholder
Spot
Rent
to the
Fan balancing
Lease
related
instrument
contract
exchang
0.82
0.82
0.00%
3,000
No
e, Bank
2015-3-26
-
acceptan
party
;
2015-4-18
ce
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
75
Sichuan
Other
Rent
Changhon
enterprise
to the
g Xinrui
control
related
Forklift
Lease
contract
Bank
0.12
0.12
0.00%
10,000
No
acceptan
ce
-
2015-3-26
Juchao
;
Website(www.cninfo.com.cn)
2015-4-18
No.:2015-003,2015-004,2015
88
HEFEI MEILING CO., LTD. Annual Report 2015
Technolog
under the
y Co., Ltd
same
party
-006,2015-015
controlling
shareholder
and ultimate
controller
Other
enterprise
BVCH
76
Optronics
(Sichuan)
Co., Ltd.
control
under the
same
controlling
shareholder
Rent
to the
Freight
Lease
related
elevator rental
contract
Spot
6.37
6.37
0.04%
3,000
No
party
exchang
2015-3-26
-
;
e
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
Guangdon
g
77
Changhon
g
Electronic
s Co., Ltd.
enterprise
control
under the
same
controlling
shareholder
Rent
to the
related
party
Part of office
building for
rent
Lease
contract
81.41
81.41
0.48%
3,000
No
exchang
-
;
e
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
78
Sichuan
Other
Changhon
enterprise
Rent
g
control
to the
Minsheng
under the
related
Logistics
same
Co., LTD
controlling
party
Part of office
building for
rent
Lease
contract
4.07
4.07
0.02%
3,000
No
exchang
e
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
89
HEFEI MEILING CO., LTD. Annual Report 2015
shareholder
and ultimate
controller
Other
enterprise
79
Sichuan
control
Changhon
under the
g Jijia
same
Fine Co.,
controlling
Ltd.
shareholder
Rent
to the
related
party
Living
quarters II
rental
Lease
contract
Bank
1.03
1.03
0.01%
3,000
No
acceptan
2015-3-26
-
;
ce
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
enterprise
80
Sichuan
control
Changhon
under the
g Package
same
Printing
controlling
Co., Ltd.
shareholder
Rent
to the
Warehouse
Lease
related
rental
contract
0.38
0.38
0.00%
3,000
No
party
exchang
-
;
e
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Sichuan
81
Changhon
Controlling
Rent
g
shareholder
to the
Electronic
and ultimate
related
s Group
controller
party
Sichuan
Other
Rent
Changhon
enterprise
to the
g Electric
control
related
Staff
Assets
dormitory
lease
rental
contract
1.76
1.76
0.01%
15,000
No
exchang
-
;
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
e
2015-4-18
Spot
2015-3-26
Juchao
;
Website(www.cninfo.com.cn)
2015-4-18
No.:2015-003,2015-004,2015
-006,2015-015
Co., Ltd.
82
Workshop
rental
Assets
lease
contract
785.72
785.72
4.65%
3,000
No
exchang
e
-
90
HEFEI MEILING CO., LTD. Annual Report 2015
Co., LTD
under the
party
-006,2015-015
same
controlling
shareholder
and ultimate
controller
Other
enterprise
Sichuan
83
Changhon
g Electric
Co., LTD
control
Rent
under the
from
same
the
controlling
related
shareholder
party
Assets
Office rental
lease
Spot
56.27
56.27
0.33%
3,000
No
contract
exchang
2015-3-26
-
;
e
2015-4-18
Bank
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
Guangdon
g
84
Changhon
g Ridian
Technolog
y Co., Ltd.
enterprise
control
Rent
under the
from
same
the
controlling
related
shareholder
party
Warehouse
rental
Assets
lease
28.00
28.00
0.17%
3,000
No
contract
acceptan
-
;
ce
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Beijing
Changhon
85
g
Technolog
y Co., Ltd.
Other
enterprise
control
under the
same
controlling
Rent
from
the
related
party
Assets
Office rental
lease
contract
35.65
35.65
0.21%
3,000
No
exchang
e
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
91
HEFEI MEILING CO., LTD. Annual Report 2015
shareholder
and ultimate
controller
Sichuan
86
Changhon
g Electric
Co., LTD
Controlling
shareholder
and
ultimate
controller
Purch
Line body
ase of
transformation
Marketi
fixed
, project
ng price
assets
development
Purch
Software
ase of
development,
Marketi
fixed
system
ng price
assets
optimization
Purch
Purchase of
ase of
video
Marketi
fixed
monitoring
ng price
assets
system
Bank
327.15
327.15
2.19%
5,000
No
acceptan
2015-3-26
-
;
ce
2015-4-18
Bank
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
Other
enterprise
Sichuan
87
Hongxin
Software
Co., Ltd.
control
under the
same
controlling
shareholder
99.06
99.06
0.66%
5,000
No
acceptan
-
;
ce
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Other
Sichuan
Changhon
88
g
Electronic
System
Co., Ltd.
enterprise
control
under the
same
controlling
shareholder
71.41
71.41
0.48%
5,000
No
exchang
-
;
e
2015-4-18
Spot
2015-3-26
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
89
081
Other
Purch
Electronic
enterprise
ase of
Line body
Marketi
Group
control
fixed
transformation
ng price
Co., Ltd.
under the
assets
5.98
5.98
0.04%
15,000
No
exchang
e
-
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
92
HEFEI MEILING CO., LTD. Annual Report 2015
same
controlling
shareholder
and ultimate
controller
Other
Sichuan
Changhon
g New
90
Energy
Technolog
y Co., Ltd.
enterprise
control
under the
same
controlling
shareholder
Sales
of
Disposal of
Marketi
fixed
waste assets
ng price
Spot
1.50
1.50
0.22%
5,000
No
exchang
2015-3-26
-
e
assets
;
2015-4-18
Juchao
Website(www.cninfo.com.cn)
No.:2015-003,2015-004,2015
-006,2015-015
and ultimate
controller
Total
Detail of sales return with major amount involved
--
-
373,960.04
-
-
-
--
--
--
--
1. It is estimated that the related transaction amount resulted by purchasing goods (including door shell and plastic products etc.) and accepting fuel
and power from Sichuan Changhong and its subsidiary by the Company for year of 2015 was RMB 1000 million at most (tax-excluded), actually
RMB 712.2243 million occurred in reporting period (tax-excluded).
2. It is estimated that the related transaction amount resulted by purchasing goods (including compressor purchased etc.) from Huayi Compressor and
its subsidiary by the Company for year of 2015 was RMB 800 million at most (tax-excluded), actually RMB 511.1955 million occurred in reporting
period (tax-excluded).
Report the actual implementation of the daily related
transactions which were projected about their total amount
by types during the reporting period(if applicable)
3. It is estimated that the related transaction amount resulted by purchasing or selling equipment, software, maintenance and spare parts and molds
etc. from Sichuan Changhong and its subsidiary by the Company for year of 2015 was RMB 50 million at most (tax-excluded), actually RMB 4.9912
million occurred in reporting period (tax-excluded).
4. It is estimated that the related transaction amount resulted by purchasing goods from and providing fuel and power to Sichuan Changhong and its
subsidiary by the Company for year of 2015 was RMB 3500 million at most (tax-excluded), actually RMB 1812.2270 million occurred in reporting
period (tax-excluded).
5. It is estimated that the related transaction amount resulted by purchasing compressed air, leasing facilities of automatic fire protection system etc.
and accepting logistic service from Huayi Compressor and its subsidiary by the Company for year of 2015 was RMB 1 million at most
93
HEFEI MEILING CO., LTD. Annual Report 2015
(tax-excluded), actually RMB 247,400 occurred in reporting period (tax-excluded).
6. It is estimated that the related transaction amount resulted by leasing business from Sichuan Changhong and its subsidiary by the Company for
year of 2015 was RMB 30 million at most (tax-excluded), actually RMB 12.5165 million occurred in reporting period
(tax-excluded).
7. It is estimated that the related transaction amount from domestic finished goods logistic business outsourcing to Sichuan Changhong Minsheng
Logistic Co., Ltd. by the Company for year of 2015 was RMB 500 million at most (tax-excluded), actually RMB 420.3832 million occurred in
reporting period (tax-excluded).
8. It is estimated that the related transaction amount from after sales service of domestic goods outsourcing to Sichuan Service Exp. Appliance
Service Chain Co., Ltd. by the Company for year of 2015 was RMB 200 million at most (tax-excluded), actually RMB 125.0625 million occurred in
reporting period (tax-excluded).
9. It is estimated that the related transaction amount resulted by accepting other service and labor service etc. or providing other service and labor
service etc. to Sichuan Changhong and its subsidiary by the Company for year of 2015 was RMB 50 million at most (tax-excluded), actually RMB
16.6905 million occurred in reporting period (tax-excluded).
10. It is estimated that the related transaction amount resulted by selling goods from Sichuan Changhong Electronics Group and its subsidiary by the
Company for year of 2015 was RMB 100 million at most (tax-excluded), actually RMB 38.1866 million occurred in reporting period.
11. It is estimated that the related transaction amount resulted by purchasing goods and receiving labor services etc. from Sichuan Changhong
Electronics Group and its subsidiary by the Company for year of 2015 was RMB 150 million at most (tax-excluded), actually RMB 85.7657 million
occurred in reporting period.
Reasons for major differences between trading price and
market reference price
Not applicable
Note: Changhong Ridian was subsidiariy of Sichuan Changhong in 2015, the transaction with the Company was related transactions; In 2016
the company acquired Changhong Ridian, it was no longer subsidiary of Sichuan Changhong, the transactions with the Company will no longer
be related transactions.
94
HEFEI MEILING CO., LTD. Annual Report 2015
(II)Related transactions with Finance Company
1. Related transactions about the ―Financial Service Agreement‖ signed between the Company
and Sichuan Changhong Group Finance Co., Ltd.
To broaden the financing channels and reduce the financing costs and financial costs, the
Company convoked the thirtieth meeting of the seventh Board of Directors on 17th, October, 2013
and the third extraordinary general meeting of the seventh Board of Directors on 7th, November,
2013, and agreed the Company to sign a three-year Financial Services Agreement with Sichuan
Changhong Group Finance Co., Ltd. (hereinafter referred to as "Changhong Finance Company"). In
January 2014, the Company received the 2013 Annual Audit Report from Changhong Finance
Company, which was audited by Shine Wing CPAs (LLP.), who has the securities and
futures-related business qualifications.2013 annual basic index of Changhong Finance Company
met the requirements of the "Management Approaches for the Finance Companies of the Enterprise
Group" issued by the China Banking Regulatory Commission and the relevant regulations of
Shenzhen Stock Exchange, no case that needed to start the risk disposition plan as ruled in ―Risk
disposition plan about the loans and deposits financial services of Sichuan Changhong Group
Finance Company‖ has occurred, the Company shall carry out the deposits and loans business in
accordance with the "Financial Services Agreement" signed with Changhong Finance Company,
continued to do the risk management to the deposit and loan businesses with Changhong Finance
Company funds between risk management, regularly carried out the special risk assessments, and
timely performed the information disclosure obligations in accordance with the relevant regulations.
For details, please refer to the relevant announcement (No.:2013-045, No.:2013-046, No.:2013-048,
No.:2013-053,
No.:2014-003,
No.:2015-003,
No.:2015-004,
No.:2015-018,
No.:2015-032,
No.:2015-033, No.:2015-046) and annual report 2014, first quarter report 2015, half-annual report
2014 and third quarter 2015 disclosed at Securities Times, China Securities Journal, Hong Kong
Commercial Daily and www.cninfo.com.cn on 18 October 2013, 8 November 2013, 25 January
2014, 26 March 2015 and 18 April 2015.
2. Related transactions between the Company and Changhong Finance Company
Related transactions between the Company and Changhong Finance Company in 2015:
Up to 31st of December 2015, the Company has opened financial business as savings, note
drawing, notes discounted and accounts receivable factoring with Changhong Finance Company.
The Company and its subordinate company owns 1,198,136,479.34 Yuan savings in Changhong
Finance Company, takes 16.68% of the deposit taking balance in Changhong Finance Company
95
HEFEI MEILING CO., LTD. Annual Report 2015
without 30% occupied, balance of notes drawing was 719,062,755.40 Yuan and balance of notes
discounted as 236,410,328.55 Yuan. More details are:
In RMB
Interest and
commission
charge received
or paid
Balance at
Increase in the
Decrease in the
Balance at
year-begin
year
year
year-end
1,040,209,426.68
12,756,656,235.92
12,598,729,183.26
1,198,136,479.3
4
34,100,339.05
1.Short-term loans
-
100,000,000.00
100,000,000.00
-
75,444.44
2.Long-term loans
-
-
-
-
-
1.notes drawing
258,631,647.68
1,649,391,995.32
1,188,960,887.60
719,062,755.40
-
2.notes discounted
210,940,218.46
1,499,969,891.49
1,474,499,781.40
236,410,328.55
22,134,064.26
-
50,000,000.00
50,000,000.00
-
176,527.78
Name
I. Savings in Changhong
Group
Finance
Company
II.
Borrowings
Changhong
from
Group
Finance Company
III.
Other
financial
business
3.accounts
receivable factoring
According to Rule 37 under the Memorandum of Information Disclosure-Information
Disclosure Involving Connected Savings and Borrowings and Other Financial Business of
Financing Companies issued by Shenzhen Stock Exchange, ShineWing CPA (special general
partnership) issued the Special Explanation on Financial Businesses of Hefei Meiling Co., Ltd. in
2015 Involving Connected Savings and Borrowings of Financing Companies in connection with
the savings, borrowings and other financial transactions entered into between the Company and
Changhong Financing Company during the reporting period. Besides, relevant information was
disclosed on Juchao Information Website on 25 March 2016.
(III) Related transactions by assets acquisition and sold
√ Applicable □Not applicable
According to the company's strategy development plan, in order to improve the company's
home appliance industry chain and product lines, give full play to the business synergy, and
enhance the company's overall competitiveness, the independent directors have approved and
made independent opinions in advance, the fourteenth meeting of the eighth board of directors held
on December 18, 2015 have considered and passed "Motion on the company to participate in
bidding 98.856% stock rights of Guangdong Changhong Household Appliances Technology Co.,
96
HEFEI MEILING CO., LTD. Annual Report 2015
Ltd.". By the open auction, the Company eventually purchased 98.856% of Changhong Household
Appliances with 95.65 million yuan. The Company has signed the "Auction Confirmation" with
Sichuan Mianyang Heli Auctions Co., Ltd.; on January 4, 2016, the Company has signed the
"Equity Transfer Agreement of Guangdong Changhong Household Appliances Technology Co.,
Ltd." respectively with Sichuan Changhong and Changhong Venture Capital; in February 2016, the
Company has completed the industrial and commercial registration of changes for the equity
transfer of Changhong Household Appliances. For details, please refer to the relevant
announcement (No.:2015-061, No.:2015-062, No.:2015-066, No.:2015-067, No.:2016-008)
disclosed at Securities Times, China Securities Journal, Hong Kong Commercial Daily and
www.cninfo.com.cn on 19 December 2115, 24 December 2015, 5 Janauary 2016 and 4 Febuary
2016.
(IV) Main related transactions of mutual investment outside
□ Applicable √ Not applicable
(V) Contact of related credit and debt
√ Applicable □Not applicable
Whether the Company had non-operating contact of related credit and debt
□ Yes √ No
The Company had no non-operating contact of related credit and debt in the reporting period.
97
HEFEI MEILING CO., LTD. Annual Report 2015
1. Claim receivable from related party
Whether has
Serial
Related party
Relationship
Causes
non-business
capital
occupying or not
Balance at
period-begi
n (10
thousand
Yuan)
Current
newly
Current
added
recovery
Intere
(10
(10 thousand
st rate
thousand
Yuan)
Yuan)
Current
Balance at
interest
period-end
(10
(10
thousand
thousand
Yuan)
Yuan)
Operational
1
Sichuan Changhong Electric
Controlling shareholder
Co., LTD
and
ultimate controller
contact of
related
No
1,454.50
81,929.71
83,384.21
-
-
-
No
227.51
0.69
7.28
-
-
220.92
No
11,097.59
38,162.85
35,938.97
-
-
13,321.47
No
-
20.92
-0.32
-
-
21.24
No
-
15.44
15.44
-
-
-
No
530.90
-
347.38
-
-
183.52
credit
Operational
2
Sichuan Changhong
Controlling shareholder
Electronics Group Co., Ltd.
and
ultimate controller
contact of
related
credit
3
4
5
6
CHANGHONG(HK)TRADIN
GLIMITED
PT.CHANGHONGELECTRI
CINDONESIA
CHANGHONGELECTRICMI
DDLEEASTFZE
Chengdu Changhong
Electronic Technology Co.,
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
98
HEFEI MEILING CO., LTD. Annual Report 2015
Ltd.
7
8
9
10
11
12
14
Sichuan Changhong Minsheng
Logistics Co., LTD
Sichuan Changhong Power
Source Co., Ltd.
Guangdong Changhong Ridian
Technology Co., Ltd.
Hefei Changhong Industrial
Co., Ltd.
Huayi Compressor Co., Ltd.
081 Electronic Group Co., Ltd.
Mianyang Hongfa Technology
Co., Ltd.
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
No
4.20
135.78
139.98
-
-
-
No
-
17.86
17.86
-
-
-
No
12.00
637.38
649.38
-
-
-
No
216.17
439.68
506.64
-
-
149.21
No
106.34
-
79.96
-
-
26.38
No
208.60
-6.04
202.56
-
-
-
No
49.80
-
49.80
-
-
-
99
HEFEI MEILING CO., LTD. Annual Report 2015
Sichuan Service Exp.
15
Appliance Service Chain Co.,
Ltd.
16
Sichuan Changhong Devices
Technology Co., Ltd.
Sichuan Changhong Gerun
17
Renewable Resources Co.,
Ltd.
18
19
20
21
22
Sichuan Changhong
International Hotel Co., Ltd.
Sichuan Changhong Jijia Fine
Co., Ltd.
Sichuan Changhong Precision
Electronics Tech. Co., Ltd.
Sichuan Changhong Mold
Plastic Tech. Co., Ltd.
Sichuan Changhong Xinrui
Technology Co., Ltd
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
No
37.76
733.09
750.85
-
-
20.00
No
6.49
48.60
55.09
-
-
-
No
0.19
615.73
615.57
-
-
0.36
No
405.00
1.35
120.37
-
-
285.98
No
29.72
3,016.55
3,045.72
-
-
0.55
No
6.10
14.92
21.02
-
-
-
No
37.93
12,853.50
12,870.67
-
-
20.75
No
0.21
3,764.54
3,764.75
-
-
-
100
HEFEI MEILING CO., LTD. Annual Report 2015
23
24
25
26
27
28
29
Yibing Hongxing Electronics
Co., Ltd.
Lejiayi Chain Management
Co., Ltd.
Guangdong Changhong
Electronics Co., Ltd.
Sichuan Changhong Package
Printing Co., Ltd.
Guangyuan Hongcheng
Industrial Co., Ltd.
Sichuan Changhong New
Energy Technology Co., Ltd.
Sichuan Hongwei Technology
Co., Ltd.
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
No
105.80
-
-0.00
-
-
105.80
No
-
547.16
528.48
-
-
18.68
No
-
168.03
168.03
-
-
-
No
-
21.54
21.46
-
-
0.08
No
-
0.03
0.03
-
-
-
No
-
1.50
1.50
-
-
-
No
-
6.00
5.10
-
-
0.90
101
HEFEI MEILING CO., LTD. Annual Report 2015
30
31
32
33
34
35
36
ChanghongEuropeElectrics.r.o
Sichuan Zhiyijia Network
Technology Co., Ltd.
Sichuan Changhong Network
Technology Co., Ltd.
Chengdu Changhong Property
Co., Ltd.
BVCH Optronics (Sichuan)
Co., Ltd.
Anhui Xinhao PDP Co., Ltd.
Sichuan Huafeng Corp. Group
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Other enterprise control
Operational
under the same
contact of
controlling shareholder
related
and ultimate controller
credit
Influence on business performance and financial status of the
Company from related liabilities
No
-
92.42
92.42
-
-
-
No
-
42,090.46
16,006.49
-
-
26,083.97
No
-
4.37
-0.74
-
-
5.12
No
-
1.37
1.37
-
-
-
No
-
6.37
6.37
-
-
-
No
-
53.85
-9.15
-
-
63.00
No
-
4.24
4.24
-
-
-
--
102
HEFEI MEILING CO., LTD. Annual Report 2015
2. Debts payable to related party
Serial
1
2
Related party
Relationship
Sichuan Changhong
Controlling shareholder and
Electric Co., LTD
ultimate controller
Sichuan Changhong
Controlling shareholder and
Electronics Group Co., Ltd.
ultimate controller
Other enterprise control
3
CHANGHONG(HK)TRAD
under the same controlling
INGLIMITED
shareholder and ultimate
controller
Other enterprise control
4
CHANGHONGELECTRIC
under the same controlling
MIDDLEEASTFZE
shareholder and ultimate
controller
Other enterprise control
5
Guangdong Changhong
under the same controlling
Electronics Co., Ltd.
shareholder and ultimate
controller
Guangdong Changhong
6
Ridian Technology Co.,
Ltd.
7
Other enterprise control
under the same controlling
shareholder and ultimate
controller
Guangyuan Hongcheng
Other enterprise control
Industrial Co., Ltd.
under the same controlling
Causes
Current
Balance at
Current newly
Current
period-begin
added
recovery
Interest
(10 thousand
(10 thousand
(10 thousand
rate
Yuan)
Yuan)
Yuan)
interest
Balance at
(10
period-end (10
thousand
thousand Yuan)
Yuan)
Operational
contact of
2,956.40
13,508.51
12,844.38
-
-
3,620.53
6.06
3.59
9.24
-
-
0.41
-
1,072.10
984.48
-
-
87.63
-
-
-0.16
-
-
0.16
38.17
448.46
219.77
-
-
266.86
51.25
494.10
393.75
-
-
151.60
0.03
-
0.03
-
-
-
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
103
HEFEI MEILING CO., LTD. Annual Report 2015
shareholder and ultimate
related debt
controller
Other enterprise control
8
Huayi Compressor Co., Ltd.
under the same controlling
shareholder and ultimate
controller
Other enterprise control
9
Lejiayi Chain Management
under the same controlling
Co., Ltd.
shareholder and ultimate
controller
Other enterprise control
10
081 Electronic Group Co.,
under the same controlling
Ltd.
shareholder and ultimate
controller
Other enterprise control
11
Sichuan Zhiyijia Network
under the same controlling
Technology Co., Ltd.
shareholder and ultimate
controller
Other enterprise control
13
Mianyang Hongfa
under the same controlling
Technology Co., Ltd.
shareholder and ultimate
controller
Other enterprise control
14
Mianyang Hongrun
under the same controlling
Electronic Co., Ltd.
shareholder and ultimate
controller
Other enterprise control
15
Mianyang Lejiayi Trading
under the same controlling
Chain Co., Ltd.
shareholder and ultimate
controller
Operational
contact of
10,943.32
51,144.29
48,062.67
-
-
14,024.94
0.08
-
-0.01
-
-
0.09
16.88
194.66
196.69
-
-
14.85
-
1.62
-3.25
-
-
4.87
11.30
187.64
195.14
-
-
3.80
95.86
-
51.98
-
-
43.88
12.35
-
12.35
-
-
-
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
104
HEFEI MEILING CO., LTD. Annual Report 2015
Other enterprise control
16
Sichuan CCO Display
under the same controlling
Device Co., Ltd.
shareholder and ultimate
controller
Other enterprise control
17
Sichuan Hongwei
under the same controlling
Technology Co., Ltd.
shareholder and ultimate
controller
Other enterprise control
18
Sichuan Hongyu Metal
under the same controlling
Manufacture Co., Ltd.
shareholder and ultimate
controller
Sichuan Service Exp.
19
Appliance Service Chain
Co., Ltd.
Other enterprise control
under the same controlling
shareholder and ultimate
controller
Other enterprise control
21
Sichuan Changhong
under the same controlling
Package Printing Co., Ltd.
shareholder and ultimate
controller
Other enterprise control
22
Sichuan Changhong Power
under the same controlling
Source Co., Ltd.
shareholder and ultimate
controller
Sichuan Changhong
23
Devices Technology Co.,
Ltd.
24
Other enterprise control
under the same controlling
shareholder and ultimate
controller
Sichuan Changhong Gerun
Other enterprise control
Renewable Resources Co.,
under the same controlling
Operational
contact of
7.46
-
0.00
-
-
7.46
17.75
114.60
132.35
-
-
-
13.27
-
5.61
-
-
7.66
1.10
12,506.25
11,272.29
-
-
1,235.06
1,101.66
3,891.28
4,606.48
-
-
386.45
3.64
-
1.87
-
-
1.77
892.89
2,929.15
3,536.35
-
-
285.70
26.07
-
-9.94
-
-
36.01
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
105
HEFEI MEILING CO., LTD. Annual Report 2015
Ltd.
shareholder and ultimate
related debt
controller
Other enterprise control
25
Sichuan Changhong
under the same controlling
International Hotel Co., Ltd.
shareholder and ultimate
controller
Sichuan Changhong
26
International Travel Agency
Co., Ltd.
Other enterprise control
under the same controlling
shareholder and ultimate
controller
Other enterprise control
27
Sichuan Changhong Jijia
under the same controlling
Fine Co., Ltd.
shareholder and ultimate
controller
Sichuan Changhong
28
Precision Electronics Tech.
Co., Ltd.
Sichuan Changhong
29
Minsheng Logistics Co.,
LTD
Other enterprise control
under the same controlling
shareholder and ultimate
controller
Other enterprise control
under the same controlling
shareholder and ultimate
controller
Other enterprise control
30
Sichuan Changhong Mold
under the same controlling
Plastic Tech. Co., Ltd.
shareholder and ultimate
controller
Other enterprise control
31
Sichuan Changhong Xinrui
under the same controlling
Technology Co., Ltd
shareholder and ultimate
controller
Operational
contact of
0.76
7.48
8.24
-
-
-
5.68
-
5.68
-
-
-
5,378.32
15,319.46
18,843.25
-
-
1,854.53
142.29
450.53
545.38
-
-
47.44
4,401.22
42,038.32
45,024.73
-
-
1,414.81
6,947.48
34,994.92
37,146.95
-
-
4,795.45
1,371.02
8,375.23
7,936.34
-
-
1,809.92
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
106
HEFEI MEILING CO., LTD. Annual Report 2015
Sichuan Changhong New
32
Energy Technology Co.,
Ltd.
Sichuan Changhong
33
Lighting Technology
Co.,Ltd.
Other enterprise control
under the same controlling
shareholder and ultimate
controller
Other enterprise control
under the same controlling
shareholder and ultimate
controller
Other enterprise control
35
Changhong Electric
under the same controlling
(Australian) Co., Ltd.
shareholder and ultimate
controller
Other enterprise control
36
Chongqing Hongshenghuo
under the same controlling
Trade Co., Ltd.
shareholder and ultimate
controller
Other enterprise control
37
Beijing Changhong
under the same controlling
Technology Co., Ltd.
shareholder and ultimate
controller
Sichuan Changhong
38
Communication
Technology Co., Ltd.
Other enterprise control
under the same controlling
shareholder and ultimate
controller
Other enterprise control
39
Sichuan Changhong
under the same controlling
Electronic System Co., Ltd.
shareholder and ultimate
controller
40
Sichuan Jiahong Industrial
Other enterprise control
Co., Ltd.
under the same controlling
Operational
contact of
11.42
43.42
51.34
-
-
3.51
3.01
4.79
4.96
-
-
2.85
0.55
-
0.55
-
-
-
0.24
-
0.24
-
-
-
-
35.65
35.65
-
-
-
-
0.16
0.16
-
-
-
-
71.41
63.71
-
-
7.70
-
6.07
-1.76
-
-
7.83
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
related debt
Operational
contact of
107
HEFEI MEILING CO., LTD. Annual Report 2015
shareholder and ultimate
related debt
controller
Other enterprise control
41
Sichuan Hongxin Software
under the same controlling
Co., Ltd.
shareholder and ultimate
controller
Influence on business performance and financial status of the
Company from related debts
Operational
contact of
-
99.06
99.06
-
-
-
related debt
--
108
HEFEI MEILING CO., LTD. Annual Report 2015
(V) Other related transactions
√ Applicable
□Not applicable
1. Related transactions about subscribing the venture capital fund of new generation of
information technology of Sichuan Hongyun
According to the company‘s management needs, the independent directors have approved and
made independent opinions in advance, the ninth meeting of the eighth board of directors held on
August 11, 2015 have considered and passed and approved the company to participate in bidding
"the venture capital fund of new generation of information technology of Sichuan
Hongyun"(hereinafter referred to as "Hongyun Venture Capital Fund") with its own funds, and act
as the limited partner of Hongyun Venture Capital Fund. This fund is jointly sponsored and
established by the company‘s controlling shareholders - Sichuan Changhong Electric Co., Ltd. and
Sichuan Hongyun Venture Equity Investment Management Co., Ltd., the fund is estimated to be
250 million yuan. The company has disclosed the details in the form of announcement (No.
2015-032, No. 2015-035) by the designated information disclosure media "Securities Times",
"China Securities Journal", "Hong Kong Commercial Daily" and www.cninfo.com.cn on August
12, 2015
Disclosure information for major related transaction temporary disclosed
Temporary notice
2015-032: Resolution notice of 9th meeting of 8th
session of the Board
Dated disclosed
Website for disclosure
2015-8-12
Juchao Website: http://www.cninfo.com.cn
2015-035: Subscribe the Sichuan Hongyun New IT
2015-8-12
Venture Capital Fund and Related Transaction
Juchao Website: http://www.cninfo.com.cn
XVII. Significant contract and implementations
(I) Trusteeship, contract and leasing
1. Trusteeship
□ Applicable
√ Not applicable
No entrust in Period.
2. Contract
□ Applicable √ Not applicable
No contract for the Company in reporting period
3. Leasing
√ Applicable
□Not applicable
(1) Explanation on leasing
109
HEFEI MEILING CO., LTD. Annual Report 2015
Operational leasing of the Company please found more details in ―investment real estate‖,
―fixed assets‖, ―Lease of related party‖ and ―Rent of related party‖ in Note of Financial Statement.
(2) Gains/losses to the Company from projects that reached over 10% in total profit of the
Company in reporting period
□Applicable √ Not applicable
No gains or losses to the Company from projects that reached over 10% in total profit of the
Company in reporting period.
(II) Major guarantees
√Applicable □ Not applicable
1. Guarantees
In reporting period, the Company has no guarantee for any legal person or nature person
except wholly-owned and holding subsidiary, guarantee for wholly-owned and holding subsidiary
all exercise for loans supporting operation needs with assurance guarantee offered. As of 31
December 2015, the Company offered credit granting to part of wholly-owned and holding
subsidiary. Except for wholly-owned subsidiary Zhongshan Changhong, other subsidiary has no
guarantee occurred actually. External guarantee and guarantee for subsidiary are as:
In 10 thousand Yuan
Particulars about the external guarantee of the Company (Barring the guarantee for subsidiaries)
Name of the
Company
guaranteed
Related
Actual date of
Guarantee
Announce
happening
Actual
Complete
Guarantee
Guarant
for related
ment
(Date of
guarantee Guarantee type
implementati
limit
ee term
party (Yes
disclosure
signing
limit
on or not
or no)
date
agreement)
No.:2015038,
No.:2015040 and
The Company and No.:2015dealer of
064 dated 40,000
subsidiary
29 August
2015 and
23
December
2015
Total approving external
guarantee in report period
(A1)
Total approved external
guarantee at the end of report
-
0
Joint liability
guaranty
1-year
-
-
40,000
Total actual occurred
external guarantee in report
period (A2)
0
40,000
Total actual balance of
external guarantee at the
0
110
HEFEI MEILING CO., LTD. Annual Report 2015
period ( A3)
end of report period (A4)
Guarantee of the Company and the subsidiaries
Name of the
Related
Guarante
Company Announcement
e limit
guaranteed disclosure date
No.: 2014-015,
No.: 2014-019
and No.:
2014-034 dated
28 March 2014
and 6 June
Zhongshan 2014
Changhong
Electric Co.,
LTD
No.: 2015-003
and No.:
2015-007 dated
26 March 2015
Actual date of
happening (Date of
signing agreement)
Compl
ete Guarantee
Actual
Guaran
implem for related
guarantee Guarantee type tee
entatio party (Yes
limit
term
n or
or no)
not
2014 年 12 月 30 日
10,000
Joint liability
guaranty
1-year
Yes
No
2014-12-3
12,000
Joint liability
guaranty
1-year
Yes
No
2015-3-30
8,000
Joint liability
guaranty
1-year
No
No
2015-5-27
5,000
Joint liability
guaranty
1-year
No
No
2015-12-29
15,000
Joint liability
guaranty
1-year
No
No
17,000 Joint liability
guaranty
(Note 1)
1-year
No
No
35,000
55,000
2015-12-30
Hefei
Meiling
Nonferrous
Metals
Products
Co., Ltd.
No.: 2015-003
and No.:
4000
2015-007 dated
26 March 2015
-
0
Joint liability
guaranty
-
-
Hefei
Meiling
Package
Products
Co., Ltd.
No.: 2015-003
and No.:
2000
2015-007 dated
26 March 2015
-
0
Joint liability
guaranty
-
-
Zhongke
Meiling
Cryogenic
Technology
Co., Ltd.
No.: 2015-003
and No.:
2000
2015-007 dated
26 March 2015
-
0
Joint liability
guaranty
-
-
Total amount of approving
guarantee for subsidiaries in
report period (B1)
Total amount of actual
63,000 occurred guarantee for
subsidiaries in report period
67,000
111
HEFEI MEILING CO., LTD. Annual Report 2015
(B2)
Total amount of approved
guarantee for subsidiaries at
the end of reporting period
(B3)
Total balance of actual
guarantee for subsidiaries
63,000
at the end of reporting
period (B4)
45,000
Guarantee of the Company for the subsidiaries
Name of the
Company
guaranteed
N/A
Related
Actual date of
Complet
Announc
happening
Actual
e
Guarantee for
Guarante
Guarantee Guarantee
ement
(Date of
guarantee
implem related party (Yes
e limit
type
term
disclosure
signing
limit
entation
or no)
date
agreement)
or not
-
Total amount of approving
guarantee for subsidiaries in
report period (C1)
Total amount of approved
guarantee for subsidiaries at
the end of reporting period
(C3)
-
-
-
-
-
-
-
-
Total amount of actual
occurred guarantee for
subsidiaries in report
period (C2)
-
-
Total balance of actual
guarantee for
subsidiaries at the end
of reporting period (C4)
-
Total amount of guarantee of the Company( total of three abovementioned guarantee)
Total amount of approving
guarantee in report period
(A1+B1+C1)
Total amount of actual
occurred guarantee in
103,000
report period
(A2+B2+C2)
67,000
Total amount of approved
guarantee at the end of report
period (A3+B3+C3)
Total balance of actual
guarantee at the end of
103,000
report period
(A4+B4+C4)
45,000
The proportion of the total amount of actually guarantee
in the net assets of the Company (that is A4+ B4+C4)
13.30%
Including:
Amount of guarantee for shareholders, actual controller
and its related parties(D)
0
The debts guarantee amount provided for the guaranteed
parties whose assets-liability ratio exceed 70% directly
or indirectly(E)
45,000
Proportion of total amount of guarantee in net assets of
the Company exceed 50%(F)
0
Total amount of the aforesaid three guarantees(D+E+F)
45,000
Explanations on possibly bearing joint and several
liquidating responsibilities for undue guarantees (if applicable)
Explanations on external guarantee against regulated -
112
HEFEI MEILING CO., LTD. Annual Report 2015
procedures (if applicable)
Note 1: The guarantee business of Zhongshan Changhong signed the agreement on 30
December 2015, the implementation time is : 1 January 2016 to 31 December 2016.
The above guarantees are all wholly-owned and holding subsidiaries of the Company.
Production and operation of these wholly-owned and holding subsidiaries was normal with no
overdue unpaid loans and guarantee risk is controllable.During the reporting period, regardless of
the guarantee provived by the Company to the subsidiary in 2014,the highest level of security the
Company provided amounted to RMB 630,000,000 Yuan by the approval, the actual amount of
guarantee is RMB 450,000,000 Yuan. the highest level of security the Company and subsidiaries
provided outside amounted to RMB 400,000,000 Yuan by the approval, the actual amount of
guarantee is 0 Yuan. At the end of the reporting period, the practical guarantee balance amounted to
RMB 450,000,000 Yuan, accounting for the Company‘s latest net assets ratio of 13.30%.
Explanation on guarantee with composite way
□Applicable √Not applicable
2. Guarantee outside against the regulation
□Applicable √Not applicable
No guarantee outside against the regulation in Period.
(III) Entrust others to cash asset management
1. Trust financing
√Applicable □Not applicable
113
HEFEI MEILING CO., LTD. Annual Report 2015
In 10 thousand Yuan
Name
Whethe
Trust
r
financin
related Type
g
trade or
amount
not
Start date
End date
Criteria for
fixing reward
Amount of
Principal
Actual
reserve for
Actual
actually
collected
Anticipate
devaluation of
gains/losses
collected in
d income
gains/losses in
withdrawing
in period
the Period
period
(if applicable)
Anhui
Province
branch of
No
Bank of
Communica
tions
Floati
ng
proc
eeds
prod
ucts
10,000
2015-5-22
2015-6-26
5.4% annual
yield
10000
-
51.78
51.78 51.78
Anhui
Province
branch of
China
Merchants
Bank
No
Floati
ng
proc
eeds
prod
ucts
30,000
2015-9-25
2015-12-25
4.7% annual
yield
30000
-
352.50
353.11 353.11
Anhui
Province
branch of
No
Bank of
Communica
tions
Floati
ng
proc
eeds
prod
ucts
50,000
2015-10-20
2016-1-19
3.9% annual
yield
50000
-
486.16
--
90,000
--
90000
-
890.44
404.89
Total
Capital resource
--
--
--
--
Self-owned temporary idle capital
114
HEFEI MEILING CO., LTD. Annual Report 2015
Principal uncollected for
overdue and accumulated
earnings
Lawsuit involved (if
applicable)
0
-
Disclosure date for approval
from the Board for trust
2015-3-26
financing (if applicable)
Disclosure date for approval
from board of shareholders
2015-4-18
for trust financing (if
applicable)
Whether has trust financing
No
plan in future
115
HEFEI MEILING CO., LTD. Annual Report 2015
2. Entrusted loans
□ Applicable √ Not applicable
The company had no entrusted loans in the reporting period.
(IV) Other material contracts
□ Applicable √ Not applicable
No other material contracts for the Company in reporting period
XVIII. Explanation on other significant events
√ Applicable
□Not applicable
(I) The Company received the Notice from the second largest shareholder Hefei Xingtai
Holdings Group Co., Ltd. on 6 March 2015, which is planned to transfer the 49,477,513
state-owned shares of the Company held by Xingtai Holdings to Hefei Industrial Investment
Holdings Group CO., Ltd. to be established for free. On December 23, 2015, the Company received
"Notice on approval of the equity shares transfer of Meiling" (HCTM No. [2015] 15) of Hefei
Industry Investment Holding (Group) Co., Ltd., this matter has been approved by State-owned
Assets Supervision and Administration Commission of the State Council. Details have been
disclosed by the Company by way of announcement (No. 2015-001 and No. 2015-068 ) on the
designated information disclosure media including Securities Times, China Securities, Hong Kong
Commercial Daily and Juchao Information Website (www.cninfo.com.cn) on 7 March 2015 and 25
December 2015.
(II) On March 15, 2015, CCTV "3.15" party reported that the kitchen ventilator with "Meiling"
trademark produced by Hefei Meiling Household Appliances Co., Ltd. Zhongshan branch (the
aforementioned company has no relationship with our company in assets, equity, or operating and
management) has been found unqualified in the national quality supervision and inspection. Aiming
at CCTV "3.15" party report, the company has disclosed "Clarification notice about the unqualified
kitchen ventilator with "Meiling" trademark reported by CCTV" 3.15 "party " Meiling " by the
designated information disclosure media. Details have been disclosed by the Company by way of
announcements (No. 2015-002) on the designated information disclosure media including Securities
Times, China Securities, Hong Kong Commercial Daily and Juchao Information Website
(www.cninfo.com.cn) on 16 March 2015.
(III) The sixth meeting of the eighth board of directors held on March 24, 2015 and the 2014
annual general meeting of stockholders held on April 17, 2015 have deliberated and agreed the
company to implement new accounting standards of business enterprises in accordance with the
relevant provisions and requirements of the Ministry of Finance, and make the appropriate changes
in accounting policies. Details have been disclosed by the Company by way of announcements (No.
2015-003, No. 2015-008 and No. 2015-015) on the designated information disclosure media
including Securities Times, China Securities, Hong Kong Commercial Daily and Juchao
116
HEFEI MEILING CO., LTD. Annual Report 2015
Information Website (www.cninfo.com.cn) on 26 March 2015 and 18 April 2015.
(IV)As approved by resolutions at the 6th meeting of the 8th session of the Board and 2014
annual general meeting held on 24 March and 17 April 2015 respectively, the Company is approved
to make foreign exchange forward deals from 1 January 2015 to 30 June 2016, with deal balance
not exceeding USD350 million. Details have been disclosed by the Company by way of
announcements (No. 2015-003, 2015-010, 2015-015) on the designated information disclosure
media including Securities Times, China Securities, Hong Kong Commercial Daily and Juchao
Information Website (www.cninfo.com.cn) on 26 March 2015 and 18 April 2015.
(V) As approved by resolutions at the 6th meeting of the 8th session of the Board held on 24
March 2015, subsidiary Zhongke Meiling is approved to carry out the relocation and capacity
expansion with investment of approximately RMB 156.3219 million. Details have been disclosed
by the Company by way of announcements (No. 2015-003) on the designated information
disclosure media including Securities Times, China Securities, Hong Kong Commercial Daily and
Juchao Information Website (www.cninfo.com.cn) on 26 March 2015.
(VI) As approved by resolutions at the 6th meeting of the 8th session of the Board held on 24
March 2015, Mr. Wu Dinggang and Mr. Zhang Xiaolong are approved to appoint as the deputy
president and deputy president as well as the CFO of the Company respectively. Details have been
disclosed by the Company by way of announcements (No. 2015-003) on the designated information
disclosure media including Securities Times, China Securities, Hong Kong Commercial Daily and
Juchao Information Website (www.cninfo.com.cn) on 26 March 2015.
(VII) As approved by resolutions at the 6th meeting of the 8th session of the Board and 2014
annual general meeting held on 24 March and 17 April 2015 respectively, the Company is
authorized to invest in bank financing products with its own unoccupied capital not more than
RMB1 billion. Details have been disclosed by the Company by way of announcements (No.
2015-003, 2015-011, 2015-015) on the designated information disclosure media including
Securities Times, China Securities, Hong Kong Commercial Daily and Juchao Information Website
(www.cninfo.com.cn) on 26 March 2015 and 18 April 2015.
On 20 May 2015, the Company entered into a collection financing plan agreement named
―Fortune. Stable Profit ―with Anhui province branch of Bank of Communications, pursuant to
which, the Company subscribed the ―Fortune. Stable Profit ―financing products featuring with
guaranteed floating income launched by Anhui province branch of Bank of Communications with
its own unoccupied capital of RMB100 million. On September 25, 2015, the company signed
"Financial product sales agreement of China Merchants Bank" with China Merchants Bank Co., Ltd.
Hefei Branch, and subscribed the "Tian Tian Jin steady" bank financial products (guaranteed
floating income type) of China Merchants Bank Co., Ltd. Hefei Branch with its own idle funds of
300 million yuan; on October 19, 2015, the company signed "Bank of Communications <Yun Tong
Fortune • daily profit increase> collective investment plan agreement" with Bank of
117
HEFEI MEILING CO., LTD. Annual Report 2015
Communications Anhui Branch, and subscribed the "Yun Tong Fortune • daily profit increase" bank
financial products (guaranteed income type) of Bank of Communications Anhui Branch with its
own idle funds of 500 million yuan. Details have been disclosed by the Company by way of
announcement (No. 2015-019, No. 2015-042 and No. 2015-047) on the designated information
disclosure media including Securities Times, China Securities, Hong Kong Commercial Daily and
Juchao Information Website (www.cninfo.com.cn) on 22 May 2015, 26 September 2015 and 21
October 2015.
(VIII) As democratic elections in the congress of workers and staff held on 8 April 2015, Mr.
Zhu Wenjie is approved to increased in the 8th session of the supervisory committee as staff
supervisor. Details have been disclosed by the Company by way of announcements (No. 2015-014)
on the designated information disclosure media including Securities Times, China Securities, Hong
Kong Commercial Daily and Juchao Information Website (www.cninfo.com.cn) on 10 April 2015.
(IX)On 17 April 2015, the 8th session of the Board held its 7th meeting and AGM 2014 agreed
for subsidiary Changhong Air Conditioner to incorporate manufacture joint venture and sales joint
venture with Hengyouyuan Science and Technology Development Group Company Limited with its
own capital of RMB50 million. Details have been disclosed by the Company by way of
announcement (No. 2015-016) on the designated information disclosure media including Securities
Times, China Securities, Hong Kong Commercial Daily and Juchao Information Website
(www.cninfo.com.cn) on 18 April 2015.
(X)Three shareholders of the Company holding lock-up shares including Hefei Mingzhu
branch of China Agriculture Bank, Tan Zuzheng and Xiong Xueqin have respectively entrusted the
Board to apply to Shenzhen Stock Exchange and China Securities Depository Clearing Company
Shenzhen Branch for advancement of consideration repayment, which has been completed on 29
May 2015. On 31 July 2015, the Company implemented the non-public offering of restricted shares
lifted restrictions on sale and listing and circulation. Three shareholders of the Company holding
lock-up shares lifted and the number of shares lifted was 2,085,091 shares, accounting for 0.0491%
of the total share capital of the Company. Details have been disclosed by the Company by way of
announcements (No. 2015-020, 2015-030) on the designated information disclosure media
including Securities Times, China Securities, Hong Kong Commercial Daily and Juchao
Information Website (www.cninfo.com.cn) on 2 June 2015 and 29 July 2015.
118
HEFEI MEILING CO., LTD. Annual Report 2015
(XI) Approved by resolutions at the 8th meeting of the 8th session of the Board held on 3 July
2015, the Company was approved to make technical reform on refrigerator production line with its
own capital of RMB28 million, so as to improve its production capacity and efficiency in terms of
large sized refrigerators and satisfy quality requirements. Details have been disclosed by the
Company by way of announcement (No. 2015-022) on the designated information disclosure media
including Securities Times, China Securities, Hong Kong Commercial Daily and Juchao
Information Website (www.cninfo.com.cn) on 4 July 2015.
(XII) The Company held the 8th meeting of 8th session of the Board on 3 July 2015, Mr. Zhu
Wenjie is approved to serves as the securities affairs representative of the Company. Details have
been disclosed by the Company by way of announcement (No. 2015-022, No.2015-024) on the
designated information disclosure media including Securities Times, China Securities, Hong Kong
Commercial Daily and Juchao Information Website (www.cninfo.com.cn) on 4 July 2015.
(XIII) On July 8, 2015, the Company received "Letter about the commitments of not reducing
holding shares of Meiling in the next six months" sent by the company‘s largest shareholder Sichuan Changhong Electric Co., Ltd. (hereinafter referred to as "Sichuan Changhong"). Details
have been disclosed by the Company by way of announcement (No. 2015-027) on the designated
information disclosure media including Securities Times, China Securities, Hong Kong Commercial
Daily and Juchao Information Website (www.cninfo.com.cn) on 9 July 2015.
(XIV) On 6 August 2015, received a written resignation of the Company's vice president, Mr.
Deng Xiaohui, Mr. Deng Xiaohui resigned as the Company's vice president for job changes. Details
have been disclosed by the Company by way of announcement (No. 2015-031) on the designated
information disclosure media including Securities Times, China Securities, Hong Kong Commercial
Daily and Juchao Information Website (www.cninfo.com.cn) on 8 August 2015.
(XV) The tenth meeting of the eighth board of directors held on August 28, 2015 and the
second extraordinary general meeting of 2015 held on December 22, 2015 have considered and
approved the company and the subsidiary - Sichuan Changhong Air Conditioner Co., Ltd.
(hereinafter referred to as "Changhong Air Conditioner") to provide the joint liability guarantee for
the quality dealers meeting certain conditions within the credit line of designated banks under the
premise that the risks are controllable, the guarantee amount should not exceed 400 million yuan.
Details have been disclosed by the Company by way of announcement (No. 2015-038, No.2015-040 and
No.2015-064) on the designated information disclosure media including Securities Times, China Securities, Hong
Kong Commercial Daily and Juchao Information Website (www.cninfo.com.cn) on 29 August 2015 and 23
December 2015.
(XVI) By designing non-public offering of stock, the Company was suspended on 26 October
119
HEFEI MEILING CO., LTD. Annual Report 2015
26 opening and resumed on 19 November 2015 opeing. During the suspension period, the company
actively promote the relevant work, with the relevant parties to fully demonstrate and discuss,and
announced progress reports outside((No. 2015-048, No.2015-049, No.2015-051, No.2015-052 and
No.2015-055) on 26 October 2015, 2 November 2015, 9 November 2015, 16 November 2015 and
19 November 2015.
The company respectively held the twelfth meeting of the eighth board of directors and the
second extraordinary general meeting of 2015 on November 18, 2015 and December 22, 2015,
which considered and passed ten motions including "Motion on the company's non-public offering
plan" and "Motion on the company's non-public offering plan of A shares", the company planned to
issue non-public offering of no more than 274,475,524 shares (including the capital) to the specified
objects. This non-public offering plan has been approved by Economy and Trade Development
Bureau of Hefei Economic and Technological Development Zone, SASAC of Sichuan Province,
and yet to be approved by China Securities Regulatory Commission (hereinafter referred to as
"CSRC"). Meanwhile, the company has disclosed the progress of this non-public offering of shares.
According to the recent changes in the domestic securities market and combining with the
actual situation of the company, in order to ensure the smooth progress of company's non-public
offering, according to the provisions of relevant laws and regulations in "Company Law",
"Securities Law", "Management approach of securities issuance of listed companies" and
"Implementation details about the non-public offering of shares of listed companies", the company
has held the seventeenth meeting of the eighth board of directors on March 6, 2016 which have
deliberated and agreed the company to adjust the issue price, pricing principle and issue number in
the above-mentioned non-public offering of shares, prolong the "resolution validity of this offering"
in the original non-public offering plan, and other contents remain unchanged. The adjusted
non-public offering plan still needs to be audited and approved by the state-owned assets
supervision and administration commission, deliberated by the shareholders' meeting of the
company, submitted to the China Securities Regulatory Commission for approval.
Details were disclosed on information disclosure media appointed by the Company as
"Securities Times", "Chinese Securities Daily", "Hong Kong Commercial Daily" and the Juchao
website (www.cninfo.com.cn) respectively dated 19 November 2015, 23 December 2015, 30
December 2015, 30 January 2016 and 7 March 2016 in the form of announcement (No.: 2015-053,
No.: 2015-054, No.: 2015-057, No.: 2015-063, No.: 2015-064, No.: 2015-065, No.: 2015-070, No.:
2016-007, No.: 2016-014, No.: 2016-015, No.: 2016-016, No.: 2016-017 and No.: 2016-018).
(XVII) On December 28, 2015, the Company and its wholly owned subsidiary – Changhong
Air Conditioner respectively received "Notice on the liquidation of subsidies for energy-saving
household appliances" (HJQC No. [2015] 76) issued by Finance Bureau of Hefei Economic and
Technological Development Zone and "Notice on the liquidation of promotion subsidies for
energy-saving household appliances" (MCT No. [2015] 77) (hereinafter referred to as "liquidation
notice") issued by Finance Bureau of Mianyang City, this time the company and its subsidiary Changhong Air Conditioner should return the energy-saving subsidies of 65,076,100 yuan, at the
120
HEFEI MEILING CO., LTD. Annual Report 2015
same time, the receivable national energy-saving subsidies that the company cannot recover is
38,080,100 yuan, the above-mentioned matter shall correspondingly reduce the Company's 2015
annual consolidated gross profits of 103,156,200 yuan. Details have been disclosed by the
Company by way of announcement (No. 2015-069) on the designated information disclosure media
including Securities Times, China Securities, Hong Kong Commercial Daily and Juchao
Information Website (www.cninfo.com.cn) on 30 December 2015.
XIX. Significant event of subsidiary of the Company
√ Applicable □Not applicable
According to the resolution of the tenth meeting of the eighth board of directors held on
August 28, 2015, the company's board of directors agreed the subsidiary - Zhongke Meiling
Cryogenics Co., Ltd. to start the restructuring and set up the limited liability company, and apply for
the listing in the National Equities Exchange and Quotations after the overall restructuring. After
being audited and approved by National Equities Exchange and Quotations Co., Ltd., Zhongke
Meiling has been listed in National Equities Exchange and Quotations on February 24, 2016, the
security is referred to as "Zhongke Meiling", and the stock code is "835892." Details have been
disclosed by the Company by way of announcement (No. 2015-038, No.2015-039, No.: 2015-041,
No.: 2015-050, No.: 2016-006 and No.2016-013) on the designated information disclosure media
including Securities Times, China Securities, Hong Kong Commercial Daily and Juchao
Information Website (www.cninfo.com.cn) on 29 August 2015, 16 Septemner, 3 November 2015,
23 January 2016 and 24 Febuary 2016.
XX. Social responsibility
□ Applicable √ Not applicable
(I) The listed company and subsidiaries is in the range of heavy pollution industry that
regulated by State environment protection departments
□Yes √ No
(II) Whether the social responsibility report released
□Yes √ No
XXI. Issuance of corporate bonds
The company has no corporate bonds that have been publicly issued and listed on the stock
exchange, and not yet due or due but not fully cashed on the approval date of annual report
121
HEFEI MEILING CO., LTD. Annual Report 2015
Section VI. Changes in Shares and Particulars about Shareholders
I. Changes in Share Capital
(I) Changes in Share Capital
In Share
Before the Change
Increase/Decrease in the Change (+, -)
Proportion New Bonus Capitalization
shares
of public
shares
issued
reserve
Amount
Others
After the Change
Subtotal
I.
Restricted
10,658,357
shares
1.40%
-
-
- -693,187
1.
State-owned
shares
0
0.00%
-
-
-
2.
State-owned
legal
person‘s
shares
540,692
0.07%
-
-
-
3. Other domestic
shares
9,453,171
1.24%
-
Including:
Domestic
legal
person‘s shares
7,052,279
0.92%
Domestic natural
person‘s shares
2,400,892
Proportion
Amount
-693,187
9,965,170
1.30%
0
0
0
0.00%
375,295
375,295
915,987
0.12%
-
- -1,403,837 -1,403,837
8,049,334
1.05%
-
-
- -2,213,244 -2,213,244
4,839,035
0.63%
0.32%
-
-
-
809,407
809,407
3,210,299
0.42%
664,494
0.09%
-
-
-
335,355
335,355
999,849
0.13%
Including:
Foreign
legal
person‘s shares
0
0.00%
-
-
-
0
0
0
0.00%
Foreign
natural
person‘s shares
664,494
0.09%
-
-
-
335,355
335,355
999,849
0.13%
II.
Unrestricted
753,080,848
shares
98.60%
-
-
-
693,187
693,187 753,774,035
98.70%
1. RMB Ordinary
590,881,342
shares
77.36%
-
-
- 1,028,542 1,028,542 591,909,884
77.50%
2. Domestically
listed
foreign 162,199,506
shares
21.24%
-
-
- -335,355
21.20%
0.00%
-
-
-
4. Foreign shares
3. Overseas listed
foreign shares
0
0
-335,355 161,864,151
0
0
0.00%
122
HEFEI MEILING CO., LTD. Annual Report 2015
4. Others
III. Total shares
0
0.00%
-
-
-
0
0
0
0.00%
763,739,205 100.00%
-
-
-
0
0 763,739,205
100.00%
(II) Reasons for share changed
√ Applicable
□ Not applicable
1. On 29 May 2015, the price of shares and distribution equity paid in advance by Meiling
Group on behalf of the three restricted shareholders in the stock rights splitting reform have been
paid by the three restricted shareholders, shares amounting to 375,295 shares, a 0.0491% in total
share capital of the Company.
Meanwhile, according to the file of "Official reply for the free transfer of shares of Hefei
Meiling Co., Ltd. held by the state-owned shareholders" issued by State-owned Assets Supervision
and Administration Commission of State Council and forwarded to the company on August 13,
2008 by Meiling Group, the company's 8.31% of state-owned stock right held by Meiling Group, a
total of 34,359,384 shares (including the unrecovered 3,360,329 shares paid on behalf of other
non-tradable shareholders in the company's equity division reform), should be transferred to Hefei
Xingtai Financial Holding (Group) Co., Ltd. (hereinafter referred to as the "Xingtai Holding") for
free. On December 23, 2015, the Company received "Notice on the approval of equity transfer of
Meiling" (HCTM No. [2015] 15) of Hefei Industry Investment Holding (Group) Co., Ltd.
(hereinafter referred to as "Industry Investment Group") and the "Official reply for the free transfer
of shares of Hefei Meiling Co., Ltd. held by the state-owned shareholders"(GZCQ No. [2015]
1273) issued by State-owned Assets Supervision and Administration Commission of State Council
which required 47,823,401 shares held by Xingtai Holding to be transferred to Industry Investment
Group for free, some of this stock right accounts for 6.26% of the Company's total shares; agreed
Industry Investment Group to inherit the relevant rights of compensation payment of 1,654,112
shares paid on behalf of other non-tradable shareholders by Xingtai holding in the company's
equity division reform. Therefore, after the Company's shares held by Xingtai holding being
transferred for free, the advanced shared and relevant rights received by Meiling Group should be
transferred to Industry Investment Group for free.To the disclosure date,The advanced shared and
relevant rights received by Meiling Group transferred to Industry Investment Group for free has
already finished the share transfer register.
2. On 31 July 2015, the tenth of limited sales of tradable shares have been removed the
restriction for listing after the implementation of the equity division reform.Three people holds the
restricted share. Totally 2,085,091 shares released for trading, taking the 0.2730% of the total share
capital of the Company.
3. In accordance with the relevant provisions of "The 2014 annual performance incentive fund
provision and distribution plan of the Company‖ and also to enhance the investors‘ confidence,
some directors, supervisors and senior management of the Company purchased the shares of the
Company from the open market by using 2014 annual incentive fund and their own funds, the
123
HEFEI MEILING CO., LTD. Annual Report 2015
Company has disclosed the details on the appointed information disclosure media respectively on
20 August 2015 and 27 November 2015. The directors, supervisors and senior management of the
Company totally held 1,596,540 shares of the Company (including 1,149,400 A-share and 447,140
B-share), taking the proportion of 0.2090% in the general capital of the Company. Meanwhile,
according to the provisions of "Company Law", "Securities Law" and "The Company‘s shares held
by the directors, supervisors and senior management of the listed company and its change
management rules", the shares held by some directors, supervisors and senior management of the
Company have been locked.
(III) Approval of share changed
□ Applicable √ Not applicable
(IV) Ownership transfer of share changed
√ Applicable
□Not applicable
During the reporting period, the changes of transfer of ownership in the company restricted
shares are as follows:
The original shareholders - ABC Trust Hefei Office has transferred the ownership of the
Company's stock of 2,213,244 shares to Agricultural Bank of China Hefei Mingzhu Branch, and
has completed the transfer procedures in China Securities Depository and Clearing Corporation
Limited Shenzhen Branch on January 14, 2015.
(V) Influence on the basic EPS and diluted EPS as well as other financial indexes of net assets
per share attributable to common shareholders of Company in latest year and period
□ Applicable √ Not applicable
(VI) Other information necessary to disclose for the Company or need to disclosed under
requirement from security regulators
□ Applicable √ Not applicable
(VII) Changes of restricted shares
√ Applicable □ Not applicable
In Share
Shareholders
Shang Wen
Opening
shares
restricted
152,700
Restricted
Shares
Increased
In
the
Period
Shares
released in
Period
-
49,575
Ending
shares
Restricted reasons
restricted
202,275
Date for released
25 percent released annually, meanwhile, other
Share lockup in
restricted conditions found more in ―III.
senior executives
Implementation of commitments‖ in ―Section
124
HEFEI MEILING CO., LTD. Annual Report 2015
V. Important Event‖
Wu Dinggang
Zhang
Xiaolong
Li Xia
Li Wei
Deng Xiaohui
Liao Tao
Zhong Ming
167,250
123,525
271,425
625,425
327,600
288,350
-
-
-
-
-
-
-
-
143,475
25 percent released annually, meanwhile, other
Share lockup in restricted conditions found more in ―III.
310,725
senior executives Implementation of commitments‖ in ―Section
V. Important Event‖
123,750
25 percent released annually, meanwhile, other
Share lockup in restricted conditions found more in ―III.
247,275
senior executives Implementation of commitments‖ in ―Section
V. Important Event‖
72,900
25 percent released annually, meanwhile, other
Share lockup in restricted conditions found more in ―III.
344,325
senior executives Implementation of commitments‖ in ―Section
V. Important Event‖
229,875
25 percent released annually, meanwhile, other
Share lockup in restricted conditions found more in ―III.
855,300
senior executives Implementation of commitments‖ in ―Section
V. Important Event‖
194,500
On 6 August 2015, he is no longer the deputy
president of the Company because of
occupation mobility meanwhile, lift the
Share lockup in
522,100
restricted 6 months after demission. other
senior executives
restricted conditions found more in ―III.
Implementation of commitments‖ in ―Section
V. Important Event‖
123,299
25 percent released annually, meanwhile, other
Share lockup in restricted conditions found more in ―III.
411,649
senior executives Implementation of commitments‖ in ―Section
V. Important Event‖
119,175
25 percent released annually, meanwhile, other
Share lockup in restricted conditions found more in ―III.
119,175
senior executives Implementation of commitments‖ in ―Section
V. Important Event‖
335,355
25 percent released annually, meanwhile, other
Share lockup in restricted conditions found more in ―III.
999,849
senior executives Implementation of commitments‖ in ―Section
V. Important Event‖
LIUHONGWEI
664,494
Tan Zuzheng
122,957
122,957
-
-
Legal commitment
2015-7-31
of share reform
Xiong Xueqin
124,185
124,185
-
-
Legal commitment
2015-7-31
of share reform
2,213,244
2,213,244
-
- Legal commitment 2015-7-31
The Ming Zhu
125
HEFEI MEILING CO., LTD. Annual Report 2015
branch of the
Agricultural
Bank of China
co., LTD. In
Hefei
Hefei Meiling
Group
Holdings Co.,
Ltd.
Total
of share reform
334,383
-
5,415,538
2,460,386
375,295
709,678
1,767,199 4,722,351
Legal commitment
of share reform
-
-
Note 1: Agricultural Bank of China Hefei Mingzhu Branch has accepted the Company's stock
of 2,213,244 shares transferred by the original shareholder - ABC Trust Hefei Office and
completed the transfer procedures in China Securities Depository and Clearing Corporation
Limited Shenzhen Branch on January 14, 2015.
Note2: except for the above list, restricted shares held by other holders have no changes in the
Period, and reasons are refers to legal commitment of share reform.
II. Security offering and listing
(I) Security offering in reporting period (Not including preferred stock)
□ Applicable √ Not applicable
(II) Explanation on changes of total shares, shareholders structure and assets & liability
structures
□ Applicable √ Not applicable
(III) Current shares held by internal staffs
□ Applicable √ Not applicable
III. Particulars about shareholder and actual controller of the Company
(I) Amount of shareholders of the Company and particulars about shares holding
In Share
Total common
shareholders at
end of last
Total shareholders at end of
69,624
the Period
month before
annual report
disclosed
Total
Total
preference
preference
shareholders
with
shareholders
voting
rights
Not
with voting
Not recovered at end of
applica
68,621 rights
applicable last month before
ble
recovered at
annual
report
end
of
disclosed
(if
reporting
applicable)
period
(if
126
HEFEI MEILING CO., LTD. Annual Report 2015
applicable)
Particulars about shares held above 5% by shareholders or top 10 shares holding
Full name of Shareholders
Nature of
shareholder
Number of
Total
Proport
share
Changes in Amount of Amount of
ion of shareholders
report
restricted un-restricted pledged/frozen
shares at the end of
period
shares held shares held State of Amo
held
report period
share
unt
Sichuan Changhong Electric State-owned
Co., LTD
legal person
21.58%
164,828,330
-
0
164,828,330
-
-
Hefei
Xingtai
Financial State-owned
Holding Group Co., Ltd.
legal person
6.26%
47,823,401
-
0
47,823,401
-
-
Changhong Electric (Hong Foreign
Kong) Trading Co., Ltd.
person
3.30%
25,165,823
-
0
25,165,823
-
-
CAO SHENGCHUN
Foreign nature
1.75%
person
13,357,115
144,559
0
13,357,115
-
-
DEUTSCHE BANK
AKTIENGESELLSCHAFT
Foreign
person
0.63%
4,807,413
4,807,413
0
4,807,413
-
-
China
Securities
Corporation Limited
Domestic
general legal 0.58%
person
4,399,500
4,399,500
0
4,399,500
-
-
NORGES BANK
Foreign
person
0.55%
4,216,432
-
0
4,216,432
-
-
LONG QINFANG
Foreign nature
0.42%
person
3,239,297
38,700
0
3,239,297
-
-
CHEN YI QING
Foreign nature
0.33%
person
2,532,287
2,532,287
0
2,532,287
-
-
UBS
Foreign
person
2,175,205
-
0
2,175,205
-
-
AG
Finance
legal
legal
legal
legal
0.28%
Strategy investors or general legal person
becomes top 10 shareholders due to rights Not applicable
issued (if applicable)
Among the above shareholders, Changhong (Hong Kong) Trade Co., Ltd. is the
wholly-owned subsidiary of Sichuan Changhong Electronic Co., Ltd.; there
existed no associated relationship or belong to the concerted actors as specified
in the Measures for the Administration of Information Disclosure of Shareholder
Explanation on associated relationship among
Equity Changes of Listed Companies among Sichuan Changhong Electronic
the aforesaid shareholders
Co., Ltd., Changhong (Hong Kong) Trade Co., Ltd. and other top 8 shareholders;
and top ten shareholders with unrestricted subscription; as the Company has not
known whether there exists any business relationship among the other
shareholders with unrestricted subscription or they belong to the concerted actors
127
HEFEI MEILING CO., LTD. Annual Report 2015
as specified in the Measures for the Administration of Information Disclosure of
Shareholder Equity Changes of Listed Companies.
Particular about top ten shareholders with un-restrict shares held
Amount of unrestricted shares held at
end of Period
Shareholders‘ name
Sichuan Changhong Electric Co., LTD
Type of shares
Type
Amount
164,828,330 RMB ordinary shares
164,828,330
Hefei Xingtai Financial Holding Group Co.,
Ltd.
47,823,401 RMB ordinary shares
47,823,401
Changhong Electric (Hong Kong) Trading
Co., Ltd.
25,165,823
Domestically listed
foreign shares
25,165,823
CAO SHENGCHUN
13,357,115
Domestically listed
foreign shares
13,357,115
DEUTSCHE BANK
AKTIENGESELLSCHAFT
China Securities
Limited
Finance
Corporation
4,807,413 RMB ordinary shares
4,807,413
4,399,500 RMB ordinary shares
4,399,500
NORGES BANK
4,216,432
Domestically listed
foreign shares
4,216,432
LONG QINFANG
3,239,297
Domestically listed
foreign shares
3,239,297
CHEN YI QING
2,532,287
Domestically listed
foreign shares
2,532,287
UBS
2,175,205 RMB ordinary shares
AG
2,175,205
Among the above shareholders, Changhong (Hong Kong) Trade Co., Ltd. is the
wholly-owned subsidiary of Sichuan Changhong Electronic Co., Ltd.; there existed
no associated relationship or belong to the concerted actors as specified in the
Measures for the Administration of Information Disclosure of Shareholder Equity
Expiation on associated relationship or
Changes of Listed Companies among Sichuan Changhong Electronic Co., Ltd.,
consistent actors within the top 10 un-restrict
Changhong (Hong Kong) and other top 8 shareholders; and top ten shareholders
shareholders and between top 10 un-restrict
with unrestricted subscription; as the Company has not known whether there exists
shareholders and top 10 shareholders
any business relationship among the other shareholders with unrestricted
subscription or they belong to the concerted actors as specified in the Measures for
the Administration of Information Disclosure of Shareholder Equity Changes of
Listed Companies.
Explanation
on
top
ten
common
shareholders involving margin business (if Not applicable
applicable)
Agree to buy-back dealings occurred in Period by top 10 common shareholders and top 10
common shareholders with shares restricted for sale
128
HEFEI MEILING CO., LTD. Annual Report 2015
√Yes □No
The top ten common stock shareholders or top ten common stock shareholders with
un-restrict shares held of the Company have no buy-back agreement dealing in reporting period.
(II) Controlling shareholder of the Company
1. Nature of controlling shareholders: local state-owned holding
2. Type of controlling shareholders: legal person
Controlling
Legal
shareholders‘ rep./person in
name
charge of unit
Sichuan
Changhong
Zhao Yong
Electric
Co.,
LTD
Dated founded
1993-4-8
Unified social credit
code
Main business
Manufactures, sales and maintenance of household appliance,
automotive electrical appliance, Electronic products and spare
parts, communications equipments, lighting equipment,
household products, computer and other Electronic
equipments, specialized equipments of Electronic and
Electronic, Electronic machinery and equipment, series
products of batteries, Electronic medicine products,
Electronic equipments, mechanical equipment , Refrigeration
equipment and accessories digital monitoring products, metal
products, apparatus and instruments, culture and office
machines, culture and education and sports products, kitchen
cabinet and gas appliance; house and equipment rental;
91510700205412308 packing products and technical services; road transportation;
D
storage and discharging convey; R&D, sales and services of
integrated circuit and software; consultancy and services of
enterprise management; hi-tech project investment and other
state-permitted business; development and operation of
property; engineering construction for house and buildings;
callback and disposal of obsolete appliance and Electronic
products; services of Information Technology; consultancy
and services of finance; sales, relevant import and export
business of Chemical raw materials and products(Not contain
dangerous chemicals), building materials, non-ferrous metal,
Steel, plastics, packing material, mechanical and electrical
equipment, Precious metals, Automotive components,
Electronic components.
Equity
controlling and 1. Ended as 31 December 2015, 28.81 percent equity of Huayi Compressor Co., Ltd. (stock code: 000404), the listed
jointly of other company in main board of SSE, were directly hold by Sichuan Changhong.
foreign/domesti 2. Up to 31 December 2015, 1,008,368,000 common shares of the Changhong Jiahua Holdings Limited (Stock code:
c
listed 08016), the listed company in GEM of Hong Kong Stock Exchange, were held by Sichuan Changhong and its persons
company
by acting in concert, representing 69.3202 percent in total issued common shares of Changhua Jiahua Holding.
controlling
129
HEFEI MEILING CO., LTD. Annual Report 2015
shareholder in
reporting period
3. Controlling shareholder changes in reporting period
□ Applicable √ Not applicable
Controlling shareholder stays the same in Period
(III) Actual controller of the Company
1. Nature of actual controller: local state-owned assets management
2. Type of actual controller: legal person
Actual controller
State-owned Assets
Supervision &
Administration
Commission of
Mianyang Municipality
Legal
rep./person in
charge of unit
——
Dated founded
——
Organization code
Main business
——
State-owned Assets Supervision
& Administration Commission
of Mianyang Municipality is
entrusted by the same level
government, together performs
decision-making
and
management of state-owned
asset owners, and is one
organization which executes
comprehensive
management
and supervision on its belonged
state-owned assets.
Equity controlling of
other foreign/domestic
listed
company by Not applicable
actual controller in
reporting period
3. Changes of actual controller in Period
□ Applicable √Not applicable
Actual controller stays the same in Period
4. Property rights and the block diagram of the control relationship between the Company and
the actual control
130
HEFEI MEILING CO., LTD. Annual Report 2015
State-owned Assets Supervision & Administration
Commission of Mianyang Municipality
100%
Sichuan Changhong Electric Holding Group Co., Ltd.
23.20%
Sichuan Changhong Electric Co., Ltd.
100%
21.58%
Changhong (Hong Kong) Trade Co., Ltd.
3.30%
Hefei Meiling Co., Ltd.
5. Actual controller controlling the Company by means of entrust or other assets management
□ Applicable √ Not applicable
(IV) Other legal person‘s shareholders with over ten percent shares held
□ Applicable √ Not applicable
(V)Limitation and reducing the holdings of shares of controlling shareholders, actual
controllers, restructuring side and other commitment subjects
□ Applicable √ Not applicable
According to the notice relating to increasing holding shares of the Company by the
substantial shareholder and directors, supervisors and senior management (ZJF[2015]51) issued by
the CSRC, the Company received the letter from its largest shareholder Sichuan Changhong dated
8 July 2015 on commitment on not reducing shareholdings in Meiling Appliances for the future six
months, the major contents of which are set below:
Recently, securities market experienced irrational fluctuation, which negatively affected
131
HEFEI MEILING CO., LTD. Annual Report 2015
investors‘ interests and development of the listed company. Listed issuer, controlling shareholders
and investors bear not merely interests, but also responsibilities together. Based on its solid
confidence on future performance of Meiling Appliances, Sichuan Changhong commits as follows
to maintain market expectation and shareholders‘ interests:
1. Sichuan Changhong and its concert party Changhong (Hong Kong) Trade Co., Ltd.
undertook not to reduce holding shares of ―Meiling Appliances‖ and ―Wanmeiling B‖ during the
future six months commencing from the date on which Meiling Appliances released relevant
announcement (9 July 2015-9 January 2016), so as to maintain stable market and protect investors‘
interest with their actual activities;
2. Based on market conditions and as allowed by laws and rules, multiple measures were
adopted adequately to increase shareholding of Meiling Appliances, so as to demonstrate its firm
confidence on the PRC economy and Meiling Appliances with its actual actions, maintain sound
development of capital market and promote recovery of healthy market;
3. The Company continued to support operation and development of listed company. It is
committed to bringing steady and real return to investors.
132
HEFEI MEILING CO., LTD. Annual Report 2015
Section VII. Preferred Stock
□ Applicable
√ Not applicable
The Company had no preferred stock in the reporting.
133
HEFEI MEILING CO., LTD. Annual Report 2015
Section VIII. Particular about Directors, Supervisors, Senior
Executives and Employees
I. Changes of shares held by directors, supervisors and senior executive
Name
Title
Post
status
Sex
Age
Liu Tibin Chairman
Current
ly
in M
office
Director,
president
Current
ly
in M
office
43
Current
ly
in M
office
44
Li Wei
Kou
Director
Huameng
Director,De Current
Wu
puty
ly
in M
Dinggang
chairman
office
Gao Jian Director
Current
ly
in M
office
Current
Gan
Independent
ly
in M
Shengdao Director
office
Amount Amount of
Shares held of shares
shares
Other Shares held at
at
increase in decreased
Office dated Office dated
changes period-end
from
period-begin
this
in this
ended
(Share)
(Share)
(Share) period(Sha period
re)
(Share)
2011-11-15
2017-7-3
53
2011-6-20
2014-7-3
2014-7-3
2014-7-3
Ren Jia
Lu
Yingjin
Current
Independent
ly
in M
Director
office
51
Yu
Chairman of Current
M
Wanchun Supervisory ly
in
45
2014-7-3
0
833,900
306,500
0
0
1,140,400
0
0
0
0
0
223,000
191,300
0
0
414,300
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
263,300
0
0
0
263,300
2017-7-3
2017-7-3
2017-7-3
52
2014-7-3
0
2017-7-3
49
Current
Independent
ly
in M
Director
office
0
2017-7-3
40
2014-7-3
0
2017-7-3
43
2014-7-3
0
2017-7-3
2017-7-3
134
HEFEI MEILING CO., LTD. Annual Report 2015
office
Supervisor
Current
ly
in M
office
Hu Jia
Supervisor
Current
ly
in F
office
Shang
Wen
Staff
Supervisor
Current
ly
in M
office
Zhu
Wenjie
Staff
Supervisor
Current M
ly
in
office
Yu Xiao
2014-11-5
2013-6-6
0
0
0
0
0
0
0
0
0
0
203,600
66,100
0
0
269,700
0
0
0
0
0
885,992
447,140
0
0
1,333,132
384,466
164,400
0
0
548,866
0
158,900
0
0
158,900
164,700
165,000
0
0
329,700
361,900
97,200
0
0
459,100
0
0
0
0
0
436,800
85,300
0
0
522,100
0
0
0
0
0
3,757,658 1,681,840
0
0
5,439,498
2017-7-3
40
2011-6-20
2015-4-8
2017-7-3
27
Current M
ly
in
office
Deputy
Liao Tao
president
Current M
ly
in
office
44
Zhong
Ming
Current M
ly
in
office
43
2011-6-20
2017-7-3
51
2013-1-28
2013-12-30
Deputy
M
Current
Zhang
president
ly
in
Xiaolong and Finance
office
Manager
2013-4-18
2017-7-3
2017-7-3
2017-7-3
40
Li Xia
Current
Secretary of
ly
in F
the Board
office
2009-5-22
35
Li Jin
Deputy
chairman
Office M
leaving
48
Deng
Xiaohui
Deputy
president
Office M
leaving
45
Zhang
Ruhe
Staff
Supervisor
Office M
leaving
56
Total
--
--
--
2017-7-3
47
Executive
Liu
deputy
Hongwei
president
Deputy
president
2017-7-3
47
--
2017-7-3
2011-6-20
2016-1-20
2012-3-9
2015-8-6
2011-6-20
2015-4-8
--
--
II. Changes of directors, supervisors and senior executives
Name
Title
Li Jin Deputy
Type
Office
Date
2016-1-20
Reasons
He is no longer the deputy chairman of the
135
HEFEI MEILING CO., LTD. Annual Report 2015
chairman
leaving
Company because of occupation mobility
Deng
Deputy
Xiaoh
president
ui
non
2015-8-6
reappoint
ment
He is no longer the deputy president of the Company
because of occupation mobility
Zhu
Staff
Wenji
Supervisor
e
Being
elected
Zhang Staff
Ruhe Supervisor
Office
leaving
2015-4-8
Zhu Wenjie was elected as staff supervisor of the 8th
board of supervisors in the democratic elections of
company staff and workers' congress
2015-4-8
he is no longer the staff supervisor of the Company
because of medical reasons
III. Post-holding
(I) Professional background, major working experience and present main responsibilities in
Company of directors, supervisors and senior executive at the present in latest five years
1. Liu Tibin, member of the Communist Party, born in January 1963, senior accountant,
government subsidies specialist of the State Council, and he is the winner of National Labor Medal.
He graduated from electronic industry and financial accounting major , department of industrial
economy of Hangzhou Institute of Electronic and Technology in July 1984. (Bachelor of
Economics), was doctor student in the enterprise management major, department of business
management, University of Electronic Science and Technology of China in 2011 December. He
participated in the work in August 1984. He has served successively as the deputy GM, CFO,
executive deputy GM and secretary of Party committee in Sichuan Changhong Electronic Co., Ltd.;
General Accountant, deputy GM, secretary of Party committee and other post in Sichuan
Changhong Electronic Group Co., Ltd.; recently he serve as the deputy chairman and member of
the Party Committee of Sichuan Changhong Electronic Group Co., Ltd.; and the deputy chairman,
GM and member of the Party Committee of Sichuan Changhong Electronic Co., Ltd. together as
the Chairman of Huayi Compressor Co., Ltd. and Chairman of the Company.
2. Li Jin, was born in April 1967, Doctor of Engineering of THU, a Senior Engineer. He was
the graduate student from Engineering thermal physics in the department of thermal engineering,
Tsinghua University and Doctor of Engineering in July 1998. He received an MBA from the
University of Glasgow in England in September 2008, participated in the work in July 1998. He
has acted as the system designer in AC engineering dept., of AC division of Sichuan Changhong
Electric Co., LTD; head of Air-conditioner Research Institution of Air-conditioner Division,
Deputy Minister of Air-conditioner Department and chief engineer; General Manager of
Changhong Air-conditioner Co., Ltd., Director and deputy GM of Sichuan Changhong Electric Co.,
LTD, and deputy Chairman of Huayi Compressor Co., Ltd etc. Now he holds the posts of Director
and GM of Sichuan Changhong Electronic Group Holdings Co., Ltd., Director of Sichuan
Changhong Electronic Co., Ltd., He was no longer the Deputy Chairman of the company on 20
January 2016.
3. Li Wei, was born in February 1973, Member of CPC, Assistant Economist with bachelor
degree, he is reading EMBA in USTC. He ever took the post of General Manager of Xi‘an Sales
Filiale of Sichuan Changhong Electronic Co., Ltd, General Manger of Southeast Operation
136
HEFEI MEILING CO., LTD. Annual Report 2015
Management Center of Changhong Electronic (China) Marketing Co., Ltd. and GM of Sichuan
Changhong Air-conditioner Co., Ltd ; now he is the Director and President of the Company.
4. Kou Huameng, was born in February 1970, Member of CPC, EMBA graduate from UESTC.
He served successively as deputy director of production office of Sichuan Changhong Electric Co.,
LTD, director of Guangxi Marketing management Committee, director of Fujian-Jiangxi Marketing
Management and director and GM of Guangdong Changhong Digital Technology Co., Ltd. Now he
serves as director of the Development Management Dept. of Sichuan Changhong Electric Co., LTD
and director of the Company.
5. Wu Dinggang, was born in March 1973, Member of CPC, graduate from Tianjin University
of Commerce China (Tianjin University of Commerce now), major in refrigeration equipment and
cryogenic technique, a master‘s candidate. He served successively as GM of Suining Sale Branch
and Chengdu Sales Branch of Sichuan Changhong Electric Co., LTD, director of Chongqing
Marketing Management Department of Sichuan Changhong Electric Co., LTD, deputy GM of
Changhong Electronics (China) Marketing Co., GM of market planning center of Changhong
Multimedia Industry, director and GM of Le-Jia-Yi Chain Management Co., Ltd. Now he serves as
director and Deputy Chairman of the Company; GM of AC division; Director and GM of Sichuan
Changhong Air-conditioner Co., Ltd.
6. Gao Jian, was born in September 1975, member of China Democratic National Construction
Association, a bachelor degree of economic management educated in Anhui Provincial Party
Institute. He served successively as deputy chief of Commercial Bureau of Luyang District, Hefei
City, and deputy chief of Finance Bureau of Luyang District, Hefei City, and deputy director of
Luyang Assets Management Office, GM of State-Owned Assets Holding Group, chief of Luyang
Auditing Bureau and vice chairman of the CPPCC of Luyang District. Now he acts as Deputy
President of Hefei Xingtai Holding Group Co., Ltd and director of the Company.
7. Gan Shengdao, was born in March 1967, member of China Democratic National
Construction Association, Doctor of Economic. He served successively as teaching assistant,
lecturer and associate professor in Department of National Economic Management of Sichuan
University, the associate professor and professor in Department of Business Administration of
Sichuan University. Now he serves as professor and doctoral supervisor in Busines School of
Sichuan University, chief of Accounting and Finance Research Institute of Sichuan University, vice
chief of Financial Research Institute of Sichuan University, Independent Director of the Chengdu
Rainbow Electric (Group) Co., Ltd., Sichuan Sunny Seal Co., Ltd. and Liangshan Prefecture Rural
Credit Cooperative Co., Ltd.
137
HEFEI MEILING CO., LTD. Annual Report 2015
8. Ren Jia, was born in July 1963, postgraduate student, graduated from THU, major in
Materials Science and Engineering. He served successively as office deputy manager of Jiangsu
Overseas Group Corp., vice GM of ANYKA (Guangzhou) Co., Ltd. and vice GM of SMV. He
serves as deputy president of Shanghai Xinwei Electronic Co., Ltd., GM of Shanghai Xinwei
Technology Development Co., Ltd. and Independent Director of the Company.
9. Lu Yingjin, was born in October 1964, Member of CPC, Doctor of Management Science
and Engineering of the UESTC. He served successively as Assistant Engineer of Shenli Field
Drilling Technical Company and lecturer of Staff Education and Training Center of South-West
Petroleum Bureau, and he teaches in UESTC since 2002.And he has been a visiting scholar in the
department of computer science at the University of Kentucky in the United States. Now he serves
as associate professor in Economics and Management School of UESTC and Independent Director
of the Company.
10. Yu Wanchun, was born in September 1970, Member of CPC, a senior accountant,
graduated with a bachelor degree in accounting major of Chongqing Institute of Commerce. He
took the job in July 1994. He served successively as deputy director of Financial Department of the
Sichuan Changhong Electric Co., LTD, director of disciplinary inspection supervision and
Commission for Discipline Inspection of Sichuan Changhong Electronic Holding Group Co., Ltd.,
and deputy president of the Company. Now he serves as chairman of supervisory of Sichuan
Changhong Electric Co., LTD, auditing department , office director of supervisory and Member of
CPC Committee, Member of the party committee of the Sichuan Changhong Electronic Holding
Group Co., Ltd., and chairman of supervisory of Huayi Compressor Co., Ltd. and chairman of
supervisory of the Company also.
11. Hu Jia, was born in January 1975, Member of CPC, bachelor degree, graduated from
Sichuan University major in Accountancy in July 1997, a senior accountant, Chinese Certified
Public Accountant, CPA Australia, selected to national Accounting Talents of Engineering of the
Ministry of Finance and the delegation of the 10th Party Congress in Sichuan Province. She served
successively as division chief of Pricing Division of Cost Control Center of Sichuan Changhong
Electric Co., LTD, the division chief of Payable Division, General Ledger Office, deputy director
and director of the finance department. Now she serves as Finance Manager of Sichuan Changhong
Electric Co., LTD and supervisor of the Company.
12. Yu Xiao, was born in August 1968, Member of CPC, graduated with a Master‘s degree in
Business Management of College of Business Administration of Sichuan University, a senior
accountant. He served successively as deputy chief in Financial Accounting Office of Sichuan
Changhong Electric Co., LTD, deputy chief in Financial Accounting Office of Sales, deputy
director of the Sales Department, director of the Financial Department, Now he serves as CFO of
the Sichuan Changhong Electronic Group Co., Ltd., director of Huayi Compressor Co., Ltd. and
supervisor of the Company.
138
HEFEI MEILING CO., LTD. Annual Report 2015
13. Shang Wen, was born in August 1967, Member of CPC, bachelor degree, worked in Hefei
Meiling Refrigerator Plant since graduate from Anhui University since July 1991. He served
successively as propagandist and policy researcher of Hefei Meiling Refrigerator Plant, GM‘s
secretary in Hefei Meiling Co., Ltd., deputy director, director, GM assistant of the GM Office and
director of CEO Office. Now he serves as Administrative Director and staff supervisor of the
Company.
14. Zhu Wenjie, member of Communist Party of China, born in January 1988, bachelor's
degree, started to work in Hefei Meiling Co., Ltd. in July 2010 after graduation, served as an
accountant for big customer accounting in financial management department of Hefei Meiling Co.,
Ltd., securities affairs assistant at the office of secretary of the board, and director of securities
affairs, and currently serves as the representative of the Company's securities affairs, director of
securities affairs at the office of secretary of the board, and employee supervisor of the Company.
15. Liu Hongwei, Male, Chinese American, bored in May 1963, Doctor of Applied Mechanics
from Lehigh University; he served successively in Kulicke and Soffa Industries, Pennsylvania;
Tessera Technology Corporation, Califonia; Intel Corporation in Silicon Velleg. Now he serves as
executive deputy president of the Company.
16. Liao Tao, Member of CPC, was born in September 1970, owes a university degree. He
successively served as chief technology office of plastic plant and project manager of operation &
management of Sichuan Changhong Electric Co., Ltd.; director of engineering dept. of Guangdong
Changhong Electronic Co., Ltd. and vice GM of Sichuan Changhong Air-conditioner Co., ltd. Now
he serves as vice president of the Company.
17. Zhong Ming, was born in November 1972, member of CPC, a senior engineer and a PhD
major in engineering. He successively served as deputy director of research institution of Sichuan
Changhong Air-conditioner Co., Ltd., deputy GM of Sichuan Changhong Air-conditioner Co., Ltd.
and technical director of household appliance group of Sichuan Changhong Electric Co., LTD. He
serves as deputy president of the Company currently.
18. Zhong Xiaolong, was born in February 1976, accountant, a bachelor degreed. He
successively served as chief of management analysis of general management dept. of Sichuan
Changhong Electric Co., LTD, GM of marketing auditing of audit dept. of Sichuan Changhong
Electric Co., LTD, director of financial dept. of Guangdong Changhong Electric Co., Ltd., deputy
GM of financial sharing center of Sichuan Changhong Electric Co., LTD and CFO of Sichuan COC
Display Device Co., Ltd and CFO of the Company. He serves as deputy president and finance
manager of the Company currently.
19. Li Xia, was born in October 1980, Member of CPC and Intermediate Accountant with
139
HEFEI MEILING CO., LTD. Annual Report 2015
Master Degree. She graduated from Accounting Department of Sichuan University Business and
Management School. In July 2006, she worked in Sichuan Changhong Electronic Co., Ltd. She ever
was Project Manager in Financing & Acquisition Office of Asset Management Department and
Business Executive in Board Office of Sichuan Changhong Electronic Co., Ltd. she took the posts
of Deputy GM and Financial Supervisor of Sichuan Changhong Innovation Investment Co., Ltd.
She is the Secretary of the Board of the Company recently.
20. Deng Xiaohui, Male, Han nationality, was born in October 1969, Shehong people in
Sichuan Province , owes a college degree and graduated from accounting major of Sichuan
Commercial College. He worked in Sichuan Changhong Electric Co., Ltd. since July 1991, he
successively served as GM of sales branch, Sales Chief (GM), vice director of marketing
management, director of market platform and GM of market service center of Sichuan Changhong
Co., Ltd. He is no longer the deputy president of the Company since 6 August 2015.
21. Zhang Ruhe, Male, Han nationality, was born in February 1959, Feixi People in Anhui
Province, Member of CPC, college degree. He served successively as office in Artillery Regiment
of the 60th Army Corps, office director and deputy secretary of the Discilinarum Committee, Armed
Office, and deputy manager of supervision department and chief of Life Services of Hefei Meiling
Co., Ltd. He is no longer the staff supervisor of the Company since 8 April 2015.
(II) Post-holding in shareholder‘s unit
√ Applicable
Name
□ Not applicable
Title
Start date of
office term
End date of
office term
Drawing
remuneration
and allowance
from
shareholder’s
unit (Y/N)
Sichuan Changhong Electric Co., LTD
Party Secretary,
Deputy chairman,
GM
2011-06-8
-
Y
Sichuan Changhong Electronics
Holding Group Co., Ltd.
Party Secretary,
Deputy chairman
2015-05-17
-
N
Sichuan Changhong Electric Co., LTD
Director
2011-06.-8
-
N
Sichuan Changhong Electronics
Holding Group Co., Ltd.
Director,GM
2015-11-13
-
Y
Director of
development
management
department
2010-11-01
-
Y
shareholder’s unit
Liu Tibin
Li Jin
Kou Huameng Sichuan Changhong Electric Co., LTD
140
HEFEI MEILING CO., LTD. Annual Report 2015
Gao Jian
Hefei Xingtai Holding Group Co., Ltd.
Yu Wanchun
Yu Xiao
Hu Jia
Deputy president
Chairman of
Supervisory, chief of
auditing department,
Sichuan Changhong Electric Co., LTD office director of
supervisory ,
member of the Party
committee
-
-
Y
2014-05-28
-
Y
Sichuan Changhong Electronics
Holding Group Co., Ltd.
member of the Party
committee
2015-12-25
-
N
Sichuan Changhong Electronics
Holding Group Co., Ltd.
CFO
2016-01-29
-
Y
Sichuan Changhong Electric Co., LTD
Finance manager
2013-03-06
-
Y
Changhong (Hong Kong) Trade Co.,
Ltd.
Chairman
2014-08-29
-
N
Post-holding in
shareholder‘s Not applicable
unit
(III) Post-holding in other unit
√ Applicable □ Not applicable
Name
Other unit
Title
Start date of
office term
End date of
office term
Drawing
remuneration
and allowance
from other unit
(Y/N)
Liu Tibin Huayi Compressor Co., Ltd.
Chairman
2012-3-15
-
N
Li Jin
Deputy chairman
2012-3-15
-
N
Yu
Huayi Compressor Co., Ltd.
Wanchun
Chairman of Supervisory
2014-8-25
-
N
Kou hua
Huayi Compressor Co., Ltd.
meng
Director
2015-4-16
-
N
Professor
1990-7
-
Y
2012-3-23
-
2011-6-21
-
Y
2011-11-18
-
Y
Huayi Compressor Co., Ltd.
Business School
University
of
Sichuan
Gan
Chengdu
rainbow
electrical
Independent Director
Shengda
appliances (group) co., Ltd
o
Sichuan daily machine seal co., Ltd Independent Director
Liangshan rural commercial bank Independent Director
Y
141
HEFEI MEILING CO., LTD. Annual Report 2015
co., Ltd
Sichuan huaxi group co., Ltd
Outside Director
2015-8-10
-
2015-6-9
-
Shanghai Xinwei Electronic Co.,
Deputy president
Ltd.
2013-1
-
Y
Shanghai
Xinwei
Technology
GM
Development Co., Ltd.
2014-8
-
Y
Economics
and
School of UESTC
2001-12
-
Y
Sichuan Yahua industrial group co.,
Independent Director
Ltd
Y
Y
Ren Jia
Lu
Yingjin
Management
Associate professor
Post-hol
ding in
Not applicable
other
unit
(IV) Punishment of securities regulatory authority in recent three years to the company‘s
current and outgoing directors, supervisors and senior management during the reporting period
□ Applicable √ Not applicable
IV. Remuneration of directors, supervisors and senior executives
(I) Decision-making, determine basis and actually payment of remuneration for directors,
supervisors and senior executives
1. Procedure for deciding remunerations of directors, supervisors and senior management
Implemented in line with laws, regulations and relevant rules of ―Company Law‖, ―Article of
Association‖ and ―Enforcement Regulation of Remuneration and Evaluation Committee of the
Board‖, including:
(1) Allowance plan of independent directors are implemented after deliberated in the Board
and approved in Shareholders‘ General Meeting. Other directors and non-staff supervisors except
independent directors are received no remuneration from the Company.
(2) Remuneration of senior executives are deliberated and approved by the Board according to
remuneration evaluation plan together with opinions of Remuneration and Evaluation Committee.
2. Bases on which remunerations of directors, supervisors and senior management are decided
The Company conducted the performance examination on the task of directors, supervisors
and senior executives according to the HR management policy, wages of directors, supervisors and
senior executives are decided by their performance and evaluations check by the Company. All
wages are performing by the evaluation results according to the only evaluation standard that
carried by the Company.
142
HEFEI MEILING CO., LTD. Annual Report 2015
3. Actual payment of remunerations of directors, supervisors and senior management
Allowance of the independent directors are paid by the standards approved in Annual
Shareholders‘ General Meeting, other director, who serves as senior executive at the same time, and
non-staff supervisors except independent directors did not received remuneration from the
Company; remunerations for senior executives of the Company are paid strictly by the unify
remuneration valuation mechanism of the Company.
Directors, supervisors and senior executives of the Company has 20 in total up to 31 December
2015, actually 13 person receiving remuneration from the Company, 2 staff supervisors are received
their remuneration by actual positions (non-supervisor post); furthermore, 3 independent directors
are received the allowance monthly from the Company; the Company will pay remuneration to
senior executives monthly/quarterly/annually.
During the reporting period, the Company has established the executive compensation and
performance management program for the senior management of 2014 in accordance with the main
scope, the responsibilities, the importance of the management positions of the senior management,
and the compensation level of other relevant company and position, the program includes but not
limited to the company's key performance indicator (KPI) and performance evaluation criteria,
procedures and major evaluation system; the major programs and systems of the reward and
punishment; review the performance of duties of the company's senior management and conduct the
annual performance appraisal.
At the end of the year, the Remuneration and Appraisal Committee combined the work report
and self-evaluation of the senior management in 2014, followed the performance evaluation criteria
and procedures, and evaluated the Key Performance Indicator (KPI) of the senior management in
2014; and other relevant indicators of performance evaluation; proposed the remuneration amount
and performance appraisal approach of the senior management based on the job performance
evaluation results and the remuneration policy, and reported to the Board for approval.
(II) Remuneration for directors, supervisors and senior executives in reporting period
In ten thousand Yuan
Name
Title
Sex
Age
Post status
Whether
Total
remuneration
remuneration
obtained from
obtained from
related party
the Company
of the
(before taxes)
Company
143
HEFEI MEILING CO., LTD. Annual Report 2015
Liu Tibin
Chairman
M
53
Currently
office
in
--
Y
Li Jin
Deputy
chairman
M
48
Office leaving --
Y
Li Wei
Director,
president
M
43
Currently
office
in
47.86
N
Kou Huameng
Director
M
46
Currently
office
in
--
Y
Wu Dinggang (note3)
Director
Deputy
chairman
M
43
Currently
office
in
44.80
N
Gao Jian(note4)
Director
M
40
Currently
office
in
--
Y
Gan Shengdao
Independent
Director
M
49
Currently
office
in
11.90
N
Ren Jia
Independent
Director
M
52
Currently
office
in 11.90
N
Lu Yingjin
Independent
Director
M
51
Currently
office
in 11.90
N
Yu Wanchun (note5)
Chairman of
M
Supervisory
45
Currently
office
in
Y
Yu Xiao (note6)
Supervisor
M
47
Currently
office
in
Hu Jia
Supervisor
F
40
Currently
office
in
Shang Wen
Staff
Supervisor
M
47
Currently
office
in
Zhu Wenjie
Staff
Supervisor
M
27
Currently
office
in
Liu Hongwei
Executive
deputy
president
M
51
Currently
office
in
Liao Tao
Deputy
president
M
44
Currently
office
in
Zhong Ming
Deputy
president
M
43
Currently
office
in
Zhang Xiaolong
Deputy
president
Finance
and M
40
Currently
office
in
---17.66
10.43
Y
Y
N
N
N
38.65
30.87
31.99
N
N
N
31.34
144
HEFEI MEILING CO., LTD. Annual Report 2015
Manager
Li Xia
Secretary
the Board
Deng Xiaohui
of
F
35
Currently
office
in
Deputy
president
M
45
Office leaving 21.82
Zhang Ruhe
Staff
Supervisor
M
56
Office leaving 7.69
Total
--
--
--
--
21.55
340.36
N
N
N
--
(III) Equity incentive authorized for director, supervisor and senior executive in reporting
period
The company's audited operating results and actual operating conditions in 2014 have reached
the granted conditions of annual performance incentive funds, the company held the sixth meeting
of the eighth board of directors, the fourth meeting of the eighth board of supervisors, and 2014
annual general meeting of stockholders on March 24, 2015 and April 18, 2015, approved by the
independent directors, the beneficial directors and supervisors have abstained from voting, the
meetings have deliberated and passed "Motion on the provision of the company's 2014 annual
performance incentive fund". In addition, the company held the eighth meeting of the eighth board
of directors, the sixth meeting of the eighth board of supervisors, and the first extraordinary general
meeting on July 3, 2015 and July 21, 2015, approved by the independent directors, the beneficial
directors and supervisors have abstained from voting, the meetings have deliberated and passed
"Motion on the allocation plan of the company's 2014 annual performance incentive fund", the
details are as follows:
Performance incentive fund obtained for year
of 2014 (in ten thousand Yuan) (pre-tax)
Name
Title
Li Wei
Director, president
238.00
Liu Hongwei
Executive deputy
president
208.00
Wu Dinggang
Director Deputy
chairman
153.00
Deng Xiaohui
Deputy president
63.00
Liao Tao
Deputy president
126.00
Zhong Ming
Deputy president
126.00
Zhang Xiaolong
Deputy president and
Finance Manager
126.00
Li Xia
Secretary of the Board
76.00
Shang Wen
Staff Supervisor
49.00
Total
-
1,165.00
145
HEFEI MEILING CO., LTD. Annual Report 2015
According to the company policy, the above-mentioned persons and other incentive objects
have purchased the Company's shares through the open market with their received performance
incentive fund (after paying the corresponding taxes) plus no less than 30% of their total annual
remuneration (total annual remuneration in addition to the performance incentive funds and paying
the appropriate tax and insurance and housing fund)
(IV) Equity incentive authorized for director, supervisor and senior executive in reporting
period
□ Applicable √ Not applicable
V. Staff of the Company
(I)The number of employees, professional composition and Education background
√ Applicable □ Not applicable
Number of employees working in the parent company(people)
6,408
Number of employees working in major subsidiaries(people)
11,882
Total number of employees on the job(people)
18,290
Total number of employees receiving remuneration in the
current period(people)
18,290
The number of the retired employees of the parent company
and the main subsidiary companies to bear the
expenses(people)
152
Professional categories
Types of professional category
Numbers of professional category (people)
Production staff
9,698
Salesman
7,114
Technician
813
Financial staff
213
Administration staff
452
18,290
total
Education background
Type of education background
Numbers (people)
High school and below
12,046
Junior college
3,824
Undergraduate
2,311
Master and above
total
109
18,290
146
HEFEI MEILING CO., LTD. Annual Report 2015
(II)Employee compensation policy
√ Applicable □ Not applicable
the Company formulated human resources and compensation policy conducive to sustainable
development of enterprise according to the provisions of relevant laws and policies promulgated
by the state and to the Company's actual situation; through the performance appraisal, we guided
managers and staff to make contribution for the development of the Company. At the same time,
the Company attaches great importance to staff development, build the position system and
promotion channels, and enhance staff capacity through a variety of training. We combine the
incentive and guarantee compensation, encourages mutual develop between employees and the
Company. The Companies concerned about employee benefits, shaping corporate culture by
providing various holiday, allowance, sympathy, traffic and organizing colorful activities, thus
improve employee satisfaction.
(III)Training plan
√ Applicable □ Not applicable
The Company has attached importance to the promotion and staff quality and capacity,
established the dedicated training centers, arranged and managed the training, formed the internal
trainer team, built the online learning platforms, and established the rather comprehensive training
system. The company has developed the systems and various standard operating procedures like
"staff training management system", built the training course system based on the staff capacity
model and staff development, and combined the training with the staff's professional qualifications
and career development.
（IV）Outsourcing situation
□ Applicable √ Not applicable
147
HEFEI MEILING CO., LTD. Annual Report 2015
Section IX. Corporate Governance
I. Corporate governance of the Company
(I) Overview of the corporate governance
In strict compliance with the Company Law, Securities Law, Governance Principles of Listed
Company issued by the CSRC, and the Rules Governing the Listing of Securities on Shenzhen
Stock Exchange (amended in 2014), the Company continued to construct and perfect its
governance structure, thereby forming its decision-making, supervision and operation management
organization with general meeting, the board of directors, the board of supervisors and operation
management as the major structure. The general meeting, board of directors, board of supervisors
and operation management of the Company has definite terms of reference, which can ensure an
effective balance, scientific decision-making process and coordinative operation, laying firm
foundation for making decisions relating to the Company‘s continuous, steady and healthy
development.
During the reporting period, in accordance with the relevant provisions of "Standard
operational guidelines for mainboard listed companies" of the Shenzhen Stock Exchange and
combining with the company's actual situation and business development needs, the company has
established "Investment management system for financial products of Hefei Meiling Co., Ltd.‖,
revised "Management system for raised funds of Hefei Meiling Co., Ltd.‖, effectively improved
the internal management and control system, further standardized the operations, improved the
corporate governance, and enhanced the company's overall operational efficiency. Overall, the
actual situation of corporate governance has been in line with the relevant laws and regulations
issued by China Securities Regulatory Commission and Shenzhen Stock Exchange and the
requirements of normative documents about governance of the listed companies.
1. Shareholders and general meeting
The Company standardized the procedures concerning convening, holding and voting of
general meeting in strict compliance with the Articles of Association and Rules of Procedure of
General Meeting. All shareholders, especially the minority shareholders, were equally treated to
ensure all shareholders shall rank pari passu and can fully exercise their right. During the reporting
period, the Company convened general meetings according to Rules of Procedure of Listed
Issuer‘s General Meeting (amended in 2014) issued by the CSRC and the Implementation Rules
Relating to Network Voting at General Meeting of Listed Issuer issued by Shenzhen Stock
Exchange (amended in September 2014). In addition to convening general meeting in forms of site
148
HEFEI MEILING CO., LTD. Annual Report 2015
conference, the Company offered convenience for shareholders to present general meeting via
network voting which was safe, economic and convenient. Meanwhile, separate counting was
conducted in respect of the voting by minority shareholders (other shareholders other than those
which, serve as directors, supervisors and senior managers; individually or jointly, hold more than
5% of the shares of listed issuer), and the voting results will be disclosed promptly, so as to
practically protect the minority interests and ensure all shareholder, especially the minority
shareholders, can fully exercise their rights as shareholders.
2. The Company and controlling shareholders:
The Company has independent business and independent management capability. The
Company and its controlling shareholders owe independent business, personnel, assets, organs and
finance. During the period, controlling shareholder abide by requirement of Article of Association
and Management System of Related Transactions, strictly regulate their behaviors, and no
controlling shareholder has directly or indirectly intervened in the Company‘s policy-making and
business activities beyond the general meeting of stockholders, no capital or assets of the Company
occupied by controlling shareholder and its affiliates either.
3. The directors and board of directors
Board Meeting are revoke and open in line with the regulation of Company Law and Article
of Association strictly, voting and information disclosure procedures appliance with relevant rules.
All directors of the Company carry out work according to ―Rules of Procedure of the Board‖ and
―Independent Director System‖, seriously attend the board of directors and shareholders‘ meeting,
exercise obligations by the law and faithfully perform their duties vigorously, positively participate
in trainings of related knowledge open by Shenzhen Stock Exchange and Securities Bureau, and
get familiar with related laws and regulations. Independent directors follow close to the line of
Instruction of Setting Up Independent Directors System in Listed Companies and Independent
Director System, take an active part in decision-making of the Company and present a prior
approval and independent opinions for related transactions and major events, bring out the
functions of independent directors.
In the Period, Board of the Company setting up four special committees including strategy,
remuneration and appraisal, audit and nomination, each special committee respectively undertakes
the functions of discussion, policy making, supervision and assessment according to the relevant
working instruction, and plays important role in improving the scientific decision-making,
decision-making efficiency and quality for the Board.
4. Supervisors and board of supervisors
The Company convened and held meeting of supervisors in strict compliance with the
Company Law and Articles of Association, and the voting and information disclosure procedures
of supervisors‘ meeting complied with relevant requirements. The 8th session of board of
supervisors consisted or five supervisors, two of whom are staff supervisor, the number and
149
HEFEI MEILING CO., LTD. Annual Report 2015
constitution of which met applicable laws and regulations. Our supervisors can carefully
performed their duties including presenting at general meeting and meeting of the board of
directors in accordance to the Rules of Procedures of Board of Supervisors, to exercise supervision
over the board of directors‘ decision-making procedures, subjects to be proposed and our operation
in law, to review the periodic reports prepared by the Board and form written audit opinion in
respect thereof and to make effective supervision over our material transactions, connected
transaction, financial position as well as the legality and compliance of the performance by
directors and senior management and issue independent opinions in respect thereof.
5. The performance appraisal and incentive and constraint mechanism
The Company owes and continues to improve fair-ness and transparency performance
appraisal standards and incentive and constraint mechanism for directors, supervisors and senior
management, the engagement of managers of the Company is open and transparent and meets the
provisions of laws and regulations.
6. The stakeholders
The Company fully respects and maintains the legitimate rights and interests of stakeholders;
strengthen communication and negotiation with each other, realizes the coordination and balance
of interests for all parties including society, shareholders, company and staff, pushes forward the
sustainable, steady and harmonious development of the Company together.
7. The information disclosure and transparency
During the Period, the Company strengthens management of information disclosure, performs
the duty of information disclosure in strict accordance with the rules of related laws and
regulations and ―Management System of Information Disclosure‖, and appoints Securities Times,
China Securities Journal, Hong Kong Commercial Daily and Juchao Website
(www.cninfo.com.cn) for information disclosure medial; as for the major un-disclosed inside
information, exercise strictly confidential procedures and controlling persons with inside
information kowned. The Company perform duty in aspect of truthfully, accurately, timely and
completely discloses information, ensures all investors obtain the Company‘s information equally
and other legal interest.
8. Investor relations management
The Company has seriously done the job of the investor relations management in accordance
with the requirements of the "Investor Relations Management System" and "Reception and
Promotion system" during the Period. Received the consultation and research of the professional
institutional investors to the company, checking records for visitors and signing letter of
commitment, disclosed the "investor relations activities record" timely. At the same time,
communicated with the investors through the "interact easily" platform of Shenzhen Stock
150
HEFEI MEILING CO., LTD. Annual Report 2015
Exchange Investor Relations; seriously received the suggestion and opinions from investors,
protect interest of the minority investors, earnestly accepted and replied the calls, faxes, and emails
from the investors; cautiously dealt with the media coverage.
(II) Is there any difference between the actual condition of corporate governance and
relevant regulations about corporate governance for listed company from CSRC?
□Yes √ No
There are no differences between the actual condition of corporate governance and relevant
regulations about corporate governance for listed company from CSRC.
II. Independency of the Company relative to controlling shareholders’ in aspect of
businesses, personnel, assets, organization and finance
The Company totally separated in business, personnel, assets, institutions and financial
aspects from Sichuan Changhong (controlling shareholder), with independent business accounting,
responsibility and risk and independent business operation capability.
1. The business: the Company has an independent and complete business as well as operation
ability, with specialized procurement, production, technology, marketing, management, human
resources and other departments. We autonomously manage and operate business on our own.
While the management staff are independent from controlling shareholders and their subordinate
enterprises. The Company is free from interference by controlling shareholders and other affiliates,
and there is no dependence on controlling shareholders and other affiliates.
2. The personnel: personnel, labor, personnel and salary of the Company are completely
independent. President, vice president, Secretary of the board of directors and other senior
management personnel are working in the Company and receive salary, not receiving any
remuneration and holding position of any except directors, supervisors in the controlling
shareholder and its subordinate enterprises.
3. Assets: the Company owns places of production and management independent from its
controlling shareholder, owns complete assets structure, independent production system, auxiliary
production systems and supporting facilities, land use rights, ownership of houses and other assets,
and independent purchase and sales system. No assets occupied by controlling shareholders and
other affiliates.
4. Institutions: the Company established organization completely independent from
controlling shareholders; the general meeting, board of directors, board of supervisors and the
internal organization are capable of taking independent action, with no controlling shareholder
intervention of corporation's decision-making behavior. The Company strengthen the power
restriction system via general meeting, the Board, supervisory committee, independent directors
and vary committees, formulated an effective structure for corporate governance.
5. Financial aspects: the Company set up independent financial management, and independent
151
HEFEI MEILING CO., LTD. Annual Report 2015
accounting system and financial management system, independently setting up banking account
and tax declaration.
III. Horizontal competition
√Applicable □Not applicable
At present, horizontal competition does not exist between the Company and controlling
shareholder Sichuan Changhong and its control business.
IV. In the report period, the Company held annual shareholders’ general meeting and
extraordinary shareholders’ general meeting
1. Annual Shareholders’ General Meeting in the report period
Session of meeting
Ratio of
investor
participat
ion
Type
Annual
Annual
general
general
meeting 2014
meeting
Date
0.0725% 2015-4-17
First
First extraordinary
extraordinar
general meeting of
y
general
2015
meeting
Second
Second
extraordinary
extraordinar
general meeting of y
general
2015
meeting
0.0083% 2015-7-21
0.0398% 2015-12-22
Date of
disclosure
Index of disclosure
2015-4-18
Juchao
Website—(http://www.cninfo.com.cn)
―Resolution Notice of Annual General
Meeting 2014‖ No.: 2015-015
2015-7-22
Juchao
Website—(http://www.cninfo.com.cn)
―Resolution Notice of First extraordinary
general meeting of 2015‖ No.: 2015-029
2015-12-23
Juchao
Website—(http://www.cninfo.com.cn)
―Resolution
Notice
of
Second
extraordinary general meeting of 2015‖
No.: 2015-064
2. Request for extraordinary general meeting by preferred stockholders whose voting
rights restore
□ Applicable
√ Not applicable
V. Responsibility performance of independent directors
1. The attending of independent directors to Board meetings and general meeting
The attending of independent directors
Independent
Director
Times of
Board meeting
supposed to
Times of
present in
person
Times of
attending by
communicatio
Times of
entrusted
presence
Times of
Absence
Absent the
Meeting for the
second time in a
152
HEFEI MEILING CO., LTD. Annual Report 2015
attend in the
report period
n
row (Y/N)
Gan Shengdao
9
2
7
0
0
N
Ren Jia
9
2
7
0
0
N
Lu Yingjin
9
2
7
0
0
N
Times presented in shareholders‘
general meeting by independent Gan Shengdao: 1 times Ren Jia: 2 times Lu Yingjin: one time
directors
Explanation of absent the Board Meeting for the second time in a row:
No independent directors absent the Board Meeting for the second time in a row
2. Objection for relevant events from independent directors
Whether independent directors come up with objection about company‘s relevant matters or
not
□ Yes √ No
Independent directors has no objections for relevant events in reporting period
3. Other explanation about responsibility performance of independent directors
Whether the opinions from independent directors have been adopted or not
√Yes □ No
During the report period, the independent directors of the 8th session of the Board, Mr. Gao
Shengdao, Mr. Ren Jia and Mr. Lu Yingjin, faithfully performed their duties, and prudently,
earnestly and diligently exercised their rights as independent directors in strict accordance with
―Corporation Law‖, ―Securities Law‖, ―Guidance on the Establishment of Independent Director
System in Listed Companies‖ of China Securities Regulatory Commission, ―Stock listing
Rules‖(Revised in 2014) of Shenzhen Stock Exchange, ―Articles of Association‖ (Revised in
2014), ―Independent Director System‖, ―Annual Report Working System of Independent Director‖,
and rules of related laws and regulations, not influenced by the major shareholders, actual
controllers, or other units and individuals having a stake in the Company, actively attended the
general meeting of shareholders and board meeting, made independent opinions on related matters,
gave reasonable suggestions to the production and management and the business development of
the Company, gave full play to the role as independent directors, and maintained the legitimate
rights and interests of shareholders of the Company, especially the medium and small
shareholders.
(1) Insight into operation of the Company. Independent directors took advantage of attending
153
HEFEI MEILING CO., LTD. Annual Report 2015
the board meeting and other time to know the business condition of the Company, and listened to
the Company management‘s reports to state of operation and standard operation. For the big issues
needed to be decided by the board of directors, such as business development, financial operation
and risk control, independent directors listened to relevant reports; acknowledging events while
deliberated the related transactions in the Board, made opinions on the board meeting, and
effectively promoted the scientific and objectivity of decisions of the board of directors.
(2) Positive reinforce capacitate professional. Independent directors actively joined in the
training activities for directors, supervisors and senior management held by the supervision
organization, studied relevant laws and regulations, deepened their understanding to relevant
regulations, especially the regulations involving corporate governance structure and rights
protection for shareholders with public shares, so as to strengthen and improve their protective
capabilities for the Company and shareholders‘ rights and interests, and form the ideology of
consciously protecting the shareholders with public shares.
(3) Diligently perform their duties. In the process of establishment and disclosure for 2015
annual report, the independent directors, Mr. Gan Shengdao, Mr. Ren Jia and Mr. Lu Yingjin,
positively performed their duties, gave full play to their independent roles in the annual reports,
carefully listened the management‘s report about the annual business condition and development
of major events and did necessary field visits, directly met and communicated with the Certified
Public Accountants for annual report and internal control auditing in the audit process, and
diligently performed their duties as the independent directors
In reporting period, independent directors propose opinions on the Board, and details of
suggestions as:
Dated
Items
Agree/against
Disclosure index
2015-3-26
Independent
explanation
on
relevant
th
th
proposals of 6 meeting of 8 session of the
board
Agree
Juchao
Website
(www.cninfo.com.cn)
2015-3-26
Independent
explanation
on
relevant
proposals of expected of daily related
transactions in 2105
Agree
Juchao
Website
(www.cninfo.com.cn)
2015-3-26
Independent opinions for Determine Offering
Credit Guarantee Limit to Wholly-owned
Subsidiary for year of 2015
Agree
Juchao
Website
(www.cninfo.com.cn)
2015-3-26
Independent opinions for Opening Future
Exchange Business
Agree
Juchao
Website
(www.cninfo.com.cn)
2015-4-18
Independent opinions for Opening Future
Exchange Business in the first quarter of 2015
Agree
Juchao
Website
(www.cninfo.com.cn)
154
HEFEI MEILING CO., LTD. Annual Report 2015
2015-7-4
Independent
explanation
on
relevant
proposals of 2014 annual performance
incentive fund allocation scheme
Agree
Juchao
Website
(www.cninfo.com.cn)
2015-8-12
Independent
explanation
on
relevant
th
th
proposals of 9 meeting of 8 session of the
board
Agree
Juchao
Website
(www.cninfo.com.cn)
2015-8-29
Independent
explanation
on
relevant
proposals of provide guarantee for dealer
bank credit
Agree
Juchao
Website
(www.cninfo.com.cn)
2015-10-17
Independent opinions for Opening Future
Exchange Business in the three quarter of
2015
Agree
Juchao
Website
(www.cninfo.com.cn)
2015-11-19
Independent
explanation
on
relevant
th
th
proposals of 12 meeting of 8 session of the
board
Agree
Juchao
Website
(www.cninfo.com.cn)
2015-12-19
Independent
explanation
on
relevant
proposals of the company bidding in 98.856%
equity of Changhong Ridian Technology Co.,
Ltd.
Agree
Juchao
Website
(www.cninfo.com.cn)
VI. Responsibility performance of subordinate special committee of the Board in report
period
(I) Responsibility performance for strategy committee of the Board
In line with the requirements of related laws and regulations of Company Law and Rules
Governing the Listing of Stocks on Shenzhen Stock Exchange(Revised in 2014) as well as related
requirements of Securities Regulatory Commission and Shenzhen Stock Exchange, strategy
committee of the Board strictly followed regulations of Articles of Association and Working Rules
of Strategy Committee of Board, performed their duties sincerely, proactively directing and
conducted research on events of strategy development and investment outside and made
suggestions, details are as:
1. On March 23, 2015, the strategy committee held the first meeting of the strategy committee
of the eighth board of directors which reviewed and approved "Motion on the company's 2015
annual development plan" and "Motion on implementing the removal and capacity expansion
projects of its subsidiary - Zhongke Meiling Cryogenics Co., Ltd. ". Please see details in "(i) Line
of duty of the strategy committee under the board of directors" of "IV, Line of duty of the special
committees under the board of directors during the reporting period" of "Section IX Corporate
governance" in "2014 Annual Report" the company disclosed at www.cninfo.com.cn on March 26,
2015.
2. On April 15, 2015, the strategy committee held the second meeting of the strategy
committee of the eighth board of directors which reviewed and approved "Proposal of the
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HEFEI MEILING CO., LTD. Annual Report 2015
subsidiary Sichuan Changhong Air Conditioner Co., Ltd. and Ever Source Science & Technology
Development Group Co., Ltd. to jointly set up a joint venture company", thereinto, the joint
venture company – Hongyuan Earth Energy Heat Pump Technology Co., Ltd. has registered
capital of 50 million yuan, of which Changhong Air Conditioner paid 25.5 million yuan by cash,
accounting for 51% of the registered capital; Ever Source Group paid 24.5 million yuan by cash,
accounting for 49% of the registered capital. Hongyuan Earth Energy Heater Technology Co., Ltd.,
the joint venture sales company planned to set up, has registered capital of 50 million yuan, of
which Ever Source Group paid 25.5 million yuan by cash, accounting for 51% of the registered
capital; Changhong Air Conditioner paid24.5 million yuan by cash, accounting for 49% of the
registered capital. It's approved to submit the investment to the company's board of directors for
consideration.
3. On December 16, 2015, the strategy committee held its third meeting of the strategy
committee of the eighth board of directors which considered and adopted the "Motion on the
company to participate in bidding 98.856% of stock rights of Guangdong Changhong Household
Appliances Technology Co., Ltd.", according to the company's strategy development plan for
improving the company's industry chain and product line of home appliances, building their own
platform for small household electrical appliances, giving a full play to business synergy, and
enhancing the company's overall competitiveness, after discussing with the committee members, it
has agreed the company to participate in bidding 98.856% of stock rights (including 88.916% of
stock rights of Guangdong Changhong Household Appliances Technology Co., Ltd. (hereinafter
referred to as "Changhong Household Appliances") directly held by Sichuan Changhong Electric
Co., Ltd. (hereinafter referred to as "Sichuan Changhong") and 9.940% of stock rights of
Changhong Household Appliances held by the subsidy of Sichuan Changhong - Sichuan
Changhong Innovation Investment Co., Ltd., and participate in this auction in accordance with
legal procedures. Authorization company management has transacted the matters related to the
above equity bidding in accordance with the relevant regulations and procedures, and has agreed to
submit this motion to the board of directors for consideration.
4. On January 6, 2016, the strategy committee held its fourth meeting of the strategy
committee of the eighth board of directors which considered and adopted the "Motion on investing
and building Changmei Science and Technology Co., Ltd.", according to the requirements of
company's strategy plan and business development to promote the company's intelligent
transformation, the company would implement the smart life projects which have been used as one
of the private placement raised-funds investment projects in order to ensure the orderly advance of
smart life projects, it also agreed the company to invest and build Changmei Science and
Technology Co., Ltd. (hereinafter referred to as "Changmei Science and Technology"), take the
community "smart fresh self pick-up cabinet "as a starting point, carry out community O2O fresh
business, and provide sales and distribution services of fresh and other daily food to users so as to
realize the trinitarian business development model of intelligent devices + contents (fresh
agricultural products) + services (community O2O). Changmei Science and Technology has
registered capital of 50 million yuan, of which the Company has a cash investment of 45 million
yuan, accounting for 90% of the registered capital, the management team of Changmei Science
and Technology has a cash investment of 5 million yuan, accounting for 10% of the registered
capital. The Company and the management team have respectively paid 40% of the subscribed
156
HEFEI MEILING CO., LTD. Annual Report 2015
capital contributions within 30 days since the date of establishment of the company, and the
surplus subscribed capital contributions would be paid within three years since the date of
establishment of the company. Agree the investment matters to be submitted to the board of
directors for consideration.
5. On March 22, 2016, the strategy committee held its fifth meeting of the strategy committee
of the eighth board of directors which considered and adopted the "Motion on the company's 2016
annual development plan", "Motion on capital increase of the subsidiary - Zhongshan Changhong
Electric Co., Ltd. to Changhong Ruba Trading Company (Private) Limited" and "Motion on the
joint investment of the subsidiaries - Zhongshan Changhong and Changhong Air Conditioner to set
up an Indonesian subsidiary".
(1) According to the company's medium and long-term development strategy, all committee
members have combined the macro-environment and industry situation of the company and
summarized the annual work of 2015, discussed and established the company's business thoughts
and business plans in 2016, and further ensured the realization of the company's medium and
long-term development strategy objectives.
(2) In terms of the company's overseas development strategy, in order to promote the overseas
business development, the deliberation approved the "Motion on capital increase of the subsidiary
- Zhongshan Changhong Electric Co., Ltd. to Changhong Ruba Trading Company (Private)
Limited", all committee members agreed the Company's subsidiary Zhongshan Changhong and the
partner UAE RUBA GENERAL TRADING FZE Co., Ltd. to make a capital increase to Pakistan
Joint Venture Sales Co., Ltd. according to the existing equity ratio, thereinto, Zhongshan
Changhong would make a capital increase of 3.84 million U.S. dollars to solve the insufficient
liquidity problem in the development process of Pakistan Joint Venture Sales Co., Ltd., meets the
requirements for funds in its future business expansion and business development. Agree the
investment matters to be submitted to the board of directors for consideration.
(3) In terms of the company's overseas development strategy, in order to expand the overseas
sales volume of the company's products and improve the company's competitive capacity and
product profitability, the deliberation approved the "Motion on the joint investment of the
subsidiaries - Zhongshan Changhong and Changhong Air Conditioner to set up an Indonesian
subsidiary", all committee members agreed the subsidiaries - Zhongshan Changhong and
Changhong Air Conditioner to jointly invest 6 million U.S. dollars to set up a subsidiary in
Indonesia to sell refrigerators (cabinet), air conditioners, washing machines and small household
electrical appliances so as to further expand the development of the Indonesian market and thus
promote company's internationalization process. Among them, Zhongshan Changhong planned to
invest 5.88 million U.S. dollars, accounting for 98% of the total amount of investment; Changhong
Air Conditioner planned to invest 0.12 million U.S. dollars, accounting for 2% of the total amount
of investment. Agree the investment matters to be submitted to the board of directors for
consideration.
(4) According to the company's overseas development strategy, the requirements of the
subsidiary - Zhongshan Changhong to make a capital increase in Pakistan Joint Venture Sales Co.,
Ltd. and invest to set up an Indonesian subsidiary, and combining with the current financial
situation and fund demands of Zhongshan Changhong, the deliberation approved the "Motion on
157
HEFEI MEILING CO., LTD. Annual Report 2015
the capital increase in Zhongshan Changhong Electric Co., Ltd.", all committee members agreed
the Company and the Company's wholly owned subsidiary - Sichuan Changhong Air Conditioner
Co., Ltd. (hereinafter referred to as" Changhong Air Conditioner") to jointly make a capital
increase in Zhongshan Changhong by the current shareholding ratio with a total capital increase of
RMB 64 million yuan, of which the Company's capital increase amounted to RMB 57.6 million
yuan, Changhong Air Conditioner has made a capital increase of RMB 6.4 million yuan. After the
completion of this capital increase, the registered capital of Zhongshan Changhong has increased
to 184 million yuan, the shareholding ratio of the Company and Changhong Air Conditioner to
Zhongshan Changhong would remain, which are still 90% and 10%. Agree the investment matters
to be submitted to the board of directors for consideration.
(II) Responsibility performance for audit committee of the Board
Audit committee of the Board performed its functions of supervision and examination to
maintain the independence of audition in auditing for year of 2015 according to the requirements
of related laws and regulations such as Company Law and Rules Governing the Listing of Stocks
on Shenzhen Stock Exchange and related requirements of Securities Regulatory Commission and
Shenzhen Stock Exchange by abiding of Articles of Incorporation, Implementing Regulations of
Audit Committee of Board of the Directors, and Annual Work Rules of Audit Committee, the
details are as follows:
1. On 30 January 2015, the ―Financial Statement Report for year of 2014 and Arrangement of
Internal Control Auditing‖ and ―Un-audited Financial Accounting Statement for year of 2014‖
were deliberated and approved in 3rd meeting of 8th session of the audit committee of the Board.
Found more details in ―(II) Responsibility performance for audit committee of the Board‖ of ―IV.
Responsibility performance of subordinate special committee of the Board in report period‖
carried in ―Section IX. Corporate Governance‖ disclosed in Annual Report 2014, released on
Juchao Website (www.cninfo.com.cn) dated 26 March 2015.
2. On 3 March 2015, the draft of auditing for financial statement 2014 was deliberated and
approved in 4th meeting of 8th session of the audit committee of the Board. Found more details in
―(II) Responsibility performance for audit committee of the Board‖ of ―IV. Responsibility
performance of subordinate special committee of the Board in report period‖ carried in ―Section
IX. Corporate Governance‖ disclosed in Annual Report 2014, released on Juchao Website
(www.cninfo.com.cn) dated 26 March 2015.
3. On March 14, 2015, the audit committee held the fifth meeting of the audit committee of
the eighth board of directors which reviewed and approved "The Company's 2014 Annual Audited
Financial Reports", "2014 Internal Control Audit Report", "Summary report about the company's
2014 annual audit work taken up by ShineWing Certified Public Accountants", "Motion on
reappointment of the audit institution for 2015 annual financial report and internal controls and its
payment", "Motion on changes in the company's accounting policies" and "Motion on the company
to carry out forward foreign exchange transaction business", and agreed to submit the above
motions to the board of directors for consideration.
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HEFEI MEILING CO., LTD. Annual Report 2015
4. On 15 April 2015, the ―Financial Statement of 1Q of 2015‖ was deliberated and approved
th
in 6 meeting of 8th session of audit committee of the Board, the un-audited financial statement
present a real, accurate and completed financial status and operation results of the Company for 1Q
of 2015. The financial statements of 1Q of 2015 agree to submit for approval in the Board.
5. On 1 August 2015, the ―Financial Statement of Semi-annual 2015‖ was deliberated and
approved in 7th meeting of 8th session of audit committee of the Board, the un-audited financial
statement present a real, accurate and completed financial status and operation results of the
Company for semi-annual of 2015. The financial statements of semi-annual 2015 agree to submit
for approval in the Board.
6. On 14 October 2015, the ―Financial Statement of 3Q 2015‖ was deliberated and approved
in 8 meeting of 8th session of audit committee of the Board, the un-audited financial statement
th
present a real, accurate and completed financial status and operation results of the Company for 3Q
of 2015. The financial statement of 3Q 2015 agree to submit for approval in the Board.
7. On 29 January 2016, the ―Financial Statement Report for year of 2015 and Arrangement of
Internal Control Auditing‖ and ―Un-audited Financial Accounting Statement for year of 2015‖
were deliberated and approved in 9th meeting of 8th session of the audit committee of the Board,
the un-audited financial statement presented an objectified financial status and operation results for
year of 2015 basically.
8. On 3 March 2016, the audit committee held the 10th meeting of the 8th session of audit
committee after the Shine Wing Certified Public Account (LLP) issued preliminary audit opinion.
Reviewed the auditing draft of financial report for year of 2015, proposed specific opinions;
members of audit committee communicated with certified public accountant who was responsible
for audition of the company, the certified public accountant who was be responsible for annual
audition of the company reported related matters and adjusted matters during the audition to the
audit committee, and matters of the company needs to be adjusted have been adjusted according to
adjustment opinions of the certified public accountant who was responsible for annual audition.
The audit committee read the first draft of audited financial accounting statements for 2015 of the
company according to audition condition known from certified public accountant who was
responsible for annual audition and production operation condition and financial performances
reported by management level of the company, considered that the annual financing accounting
statements for 2015 audited preliminarily by the Shine Wing Certified Public Account can truly,
correctly and completely reflect the operation condition of the company, and confirmed the
preliminary audit opinions of financing accounting statements of the company issued by the Shine
Wing Certified Public Account.
9. On 13 March 2016, the 11th meeting of the 8th session of audit committee of the Board
deliberated and approved the followed 5 proposals as‖ Audited Financial Statement Report of
159
HEFEI MEILING CO., LTD. Annual Report 2015
2015‖, ―Auditing Report of Internal Control for year of 2015‖, ‗Summary Report on Auditing
Works for year of 2015 from Shine Wing Certified Public Account‖, ―Auditing Institution for
Financial Report of 2016 and Internal Control Auditing Re-engagement and Remuneration Paid‖,
and ―Opening Business of Forward Exchange‖, and agreed to submit these auditing institutions to
board of the directors of the Company for deliberation.
(III) Responsibility performance for nominations committee of the Board
The nominations committee under the board of directors practically performed their duties on
the basis of requirements of laws and regulations of ―Company Law‖ and ―Rules Governing the
Listing of Stocks on Shenzhen Stock Exchange‖ and related requirements of China Securities
Regulatory Commission and Shenzhen Stock Exchange, and in strict accordance with ―Articles of
Association‖, ―Implementation Rules of Nominations Committee of the Board‖, in the reporting
period, the nominations committee reviewed and made recommendations to the engaged senior
management that needed to be submitted to the board for consideration and nomination. Details are
as:
1. On March 13, 2015, the nomination committee held its second meeting of the nomination
committee of the eighth board of directors, the meeting reviewed and approved "Motion on the
qualification examination of vice-president candidates planned to be engaged by the company's
board of directors" that the vice-president candidates Mr. Wu Dinggang and Mr. Zhang Xiaolong
are qualified in accordance with relevant provisions of the "Company Law", "Articles of
Association" and the China Securities Regulatory Commission who are not determined to have
limited access to the market by China Securities Regulatory Commission, and the educational
background, work experience, professional competence and professional quality of both
vice-president candidates meet the job qualifications. We agreed to nominate Mr. Wu Dinggang
and Mr. Zhang Xiaolong to be the company's vice president candidates and submit to the board of
directors for consideration.
2. On March 19, 2016, the nomination committee held its third meeting of the nomination
committee of the eighth board of directors, the meeting reviewed and approved "Motion on the
qualification examination of non-independent director candidates planned to be by-elected by the
company's eighth board of directors" that the non-independent director candidates for the eighth
board of directors recommended by the company's controlling shareholders are qualified in
accordance with relevant provisions of the "Company Law", "Articles of Association" and the
China Securities Regulatory Commission who are not determined to have limited access to the
market by China Securities Regulatory Commission, and the educational background, work
experience, professional competence and professional quality of the non-independent director
candidates meet the job qualifications. We agreed to nominate Mr. Xu Bangjun to be the
non-independent director candidate of the Company's the eighth board of directors and submit to
the board of directors for consideration.
(IV) Responsibility performance for remuneration and appraisal committee of the
board
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HEFEI MEILING CO., LTD. Annual Report 2015
In line with relevant laws and regulation of Company Law and
―Rules Governing the
Listing of Stocks on Shenzhen Stock Exchange‖ as well as requirement from CSRC and Shenzhen
Stock Exchange, remuneration and appraisal committee of the Board, strictly follow rules of
―Article of Association‖ and ―Implementation Rules of remuneration and appraisal committee of
the Board‖, in the reporting period, the committee proposed suggestions on the performance
evaluation standards and incentive & restraint mechanism for directors, supervisors and senior
executives, and review the appraisal and remuneration of directors, supervisors and senior
executives, accrual and distribution for performance incentive fund included. More details are as:
1. On 23 March 2015, the Company convoked the 1st meeting of the 8th remuneration and
appraisal committee of the board which deliberated and approved ―Remuneration assessment and
payment of directors and senior management of the Company in 2014‖, ―Plan of Accrual and
Distribution of Performance Incentive Fund for year of 2014‖. Found more details in ―(IV)
Responsibility performance for remuneration and appraisal committee of the board‖ of ―IV.
Responsibility performance of subordinate special committee of the Board in report period‖
carried in ―Section VIII. Corporate Governance‖ disclosed in Annual Report 2014, released on
Juchao Website (www.cninfo.com.cn) dated 26 March 2014.
2. On 1 July 2015, the ―Plan of Distribution of Performance Incentive Fund for year of 2014‖
were deliberated and approved in 2nd meeting of 8th session of remuneration and appraisal
committee, examination opinions are:
(1) The incentive objects of this performance incentive fund should possess the qualification
specified by the laws, regulations and normative documents of ―Company Law‖ and ―Articles of
Association‖, should be those haven‘t been censured publicly or declared to be improper person by
the Stock Exchange in the recent three years and those haven‘t received administrative penalty
from China Securities Regulatory Commission due to gross violation of laws and regulations in the
recent three years, and should be in the range of the incentive object specified by the "incentive
plan" , and the subject qualification of the incentive objects was legal and valid.
(2) According to the suggestion of ―Plan of Distribution of Performance Incentive Fund for
year of 2014 (draft)‖ from performance inventive fund management office, determined the
performance distribution plan for the Year, that is to distribute RMB 24,780,000 of the withdrawn
incentive fund to 44 qualify incentive objects (senior executives, middle management, talents of
core technology and business) in accordance with their job position, the serving time and the
performance appraisal results. The incentive objects should spend the received performance
incentive fund and no less than 30% of the total annual remuneration (except for the incentive fund,
the annual remuneration amount after paying the income tax and five social insurance and one
housing fund) to purchase the stock of the Company via open market, and agree to submit ―2014
annual performance incentive fund provision and distribution plan‖ to the board of directors for
deliberation.
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HEFEI MEILING CO., LTD. Annual Report 2015
3. On 16 March 2016, the Company convoked the 3rd meeting of the 8th remuneration and
appraisal committee of the board which deliberated and approved the ―Remuneration assessment
and payment of directors and senior management of the Company in 2015‖, was of the opinions
that the allowance received by independent directors are paid in line with the standards that
approved by general meeting; remuneration received by senior executives are cash in strictly
appliance with the remuneration evaluation mechanism, the remuneration information disclosed by
the Company was true, accurate and complete and met the requirements of Rules on the Content
and Format of Information Disclosure of Companies that Publicly Offer Securities No.2 – Content
and Format of Annual Report (Amended in 2015) released by China Securities Regulatory
Commission. The board of directors of the Company deliberated and approved the remuneration
and payment matters about the directors and senior management in the Company‘s annual report
2015 according to the remuneration assessment of senior management and combining the opinions
of remuneration and appraisal committee.
VII. Works from Supervisory Committee
Whether the Company has risks or not in reporting period that found in supervisory activity
from supervisory committee
□ Yes √ No
Supervisory committee has no objection about supervision events in reporting period
VIII. Appraisal and incentive to senior management
(I) Evaluation mechanism for senior executives of the Company
The Company formulated ―Implementation Rules of Remuneration and Appraisal Committee
of the Board‖, the remuneration and appraisal committee established 2014 annual compensation
and performance management plan for the senior management of the Company in accordance with
the main scope, responsibilities, importance of their management positions and the remuneration
level of other relevant enterprises and positions; the plan included but not limited to performance
appraisal standards, procedures and major programs and systems of main appraisal system, reward
and punishment; investigated the execution of duty of the senior management and implemented
annual performance appraisal to them. After reviewed by the committee, submit to the Board for
approval.
Appraisal procedures of remuneration and appraisal committee to senior management: senior
management of the Company makes reports and self-evaluation to the remuneration and appraisal
committee of the board; the remuneration and appraisal committee makes performance appraisal to
senior management in accordance with performance appraisal standards and procedures, raises
remuneration amount and performance appraisal methods for senior management according to job
performance appraisal results and remuneration distribution policy, reports to the board of directors
for deliberation after approved by voting.
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HEFEI MEILING CO., LTD. Annual Report 2015
(II) Establishment and implementation of performance incentive mechanism
1. The Company formulated a mid-long term incentive and restraint mechanism, that is
―Implementation Plan of Annual Performance Incentive Fund‖ in 2012, on 9 August 2012 and 28
August 2012, the Plan was deliberated and approved in 16th meeting of 7th session of the Board and
2nd extraordinary general meeting 2012. Details of the aforesaid event can be found in the
announcement (No.: 2012-028 and No.: 2012-035) released on appointed media Securities Times,
China Securities Journal, Hong Kong Commercial Daily and Juchao Website (www.cninfo.com.cn)
dated 10 August 2012 and 29 August 2012. Implementation of the annual performance incentive
fund found more in ― Implementation of Annual Performance Incentive Fund‖ of ―XV
Implementation of the company‘s stock incentive plan, employee stock ownership plan or other
employee incentives‖ in ―Section V. Important Event‖ carried in the Report.
IX. Internal Control
1. Details of major defects in IC appraisal report that found in reporting period
□Yes √ No
There are no details of major defects in IC appraisal report in reporting period
2. Appraisal Report of Internal Control
Date of evaluation report of internal control
2016-3-25
disclosed (Full-text)
Index of evaluation report of internal control
Juchao website (www.cninfo.com.cn)
disclosed (Full-text)
The ratio of the total assets of units included in
the scope of evaluation accounting for the total
assets on the company's consolidated financial
statements
97.36%
The ratio of the operating income of units
included in the scope of evaluation accounting
for the operating income on the company's
consolidated financial statements
96.23%
Defects Evaluation Standards
Category
Financial Reports
Non-financial Reports
1. Material defect: defect: severally or jointly with other defects, Occurrence of the followings shall be
will lead to material wrong reporting in financial reports being not deemed as material defect, otherwise as
able to prevented or found or rectified in a timely manner. major defect or general defect subject
Qualitative criteria Occurrence of the followings will be deemed as material defect:
to the level of influence.
1. inefficiency of environment control;
1. breach of national laws, regulations
2. fraud of directors, supervisors and senior management;
or regulatory documents;
3. The external auditor finds material wrong reporting in current 2. procedure for making significant
163
HEFEI MEILING CO., LTD. Annual Report 2015
financial statement, while the Company has not found such decisions is not scientific;
reporting during its operation;
3. absence of system may lead to
4. The material defect identified and reported to the management invalid system;
fails to be rectified in a reasonable time period;
4. Material or major defects are not
5. The audit committee and audit department of the Company likely to rectify;
exercise invalid supervision upon internal control;
5. Large negative effects on the
6. Other defects which may affect financial statement users to make company and disclosed in the form of
correct judgment.
announcement;
2. Major defect: severally or jointly with other defects, will lead to 6. Other issues that materially affect
wrong reporting in financial reports being not able to prevented or the Company.
found or rectified in a timely manner which still needs attention
from the management though it doesn‘t reach or exceed material
defect as described above. Occurrence of the followings will be
deemed as major defect:
(1) Financial losses caused by guaranteeing and investing in
securities and financial derivatives transactions and disposing
property right and stock right without authorization;
(2) The company's financial staff or other relevant business
personnel have unclear powers and responsibilities or job chaos, or
are suspected of being involved in economic or job-related crimes
and have been transferred to the judiciary;
(3) Punishment or severely negative impacts on the company's
image due to the bias implementation of the policy or accounting
errors, etc.;
(4) Financial losses caused by destroying, concealing, or altering the
important original evidences at will, such as invoices and checks,
etc.
(5) Cash income is not entered into the account book, or public
funds are deposited in private account or "private coffer" is
established by breaking the rules.
3. General defect: other internal control related defects that do not
constitute material defects or major defect.
1. Proportion of potential wrong reporting in total operating 1. Proportion of direct property loss
income: Material defect: wrong reporting ≧0.5%; Major defect: in total operating income: Material
0.1% ≤ wrong reporting＜0.5%; General defect: wrong reporting＜ defect: wrong reporting ≧0.1%; Major
defect: 0.05% ≤ wrong reporting ＜
0.1%.
Quantitative
standard
2. Proportion of potential wrong reporting in total profit: 0.1%; General defect: wrong reporting
Material defect: wrong reporting ≧10%; Major defect: 5% ≤ wrong ＜0.05%.
reporting＜10%; General defect: wrong reporting＜5%.
2. Proportion of direct property loss
3. Proportion of potential wrong reporting in total assets: in total profit: Material defect: wrong
Material defect: wrong reporting ≧0.5%; Major defect: 0.1% ≤ reporting ≧10%; Major defect: 5% ≤
wrong reporting＜0.5%; General defect: wrong reporting＜0.1%. wrong reporting ＜ 10%; General
4. Proportion of potential wrong reporting in total owners’ defect: wrong reporting＜5%.
164
HEFEI MEILING CO., LTD. Annual Report 2015
equity: Material defect: wrong reporting ≧0.5%; Major defect: 3. Proportion of direct property loss
0.1% ≤ wrong reporting＜0.5%; General defect: wrong reporting＜ in total assets: Material defect: wrong
reporting ≧0.2%; Major defect: 0.1%
≤ wrong reporting ＜ 0.2%; General
defect: wrong reporting＜0.1%.
0.1%.
4. Proportion of direct property loss
in total owners’ equity: Material
defect: wrong reporting ≧0.2%; Major
defect: 0.1% ≤ wrong reporting＜
0.2%; General defect: wrong reporting
＜0.1%.
Amount
of
significant defects
in financial reports
0
Amount
of
significant defects
in
non-financial
reports
0
Amount
of
important defects
in financial reports
0
Amount
of
important defects
in
non-financial
reports
0
X. Auditing report of internal control
√Applicable □ Not applicable
Deliberation section of auditing report of IC
We consider that: in all major aspects, Hefei Meiling Co., Ltd. has efficiency in financial report of internal
control dated 31 December 2014 according to Basic Standards of Internal Control for Enterprise and relevant
regulations.
Disclosure details of audit report of
Disclosed
internal control
Disclosure date of audit report of
2016-3-25
internal control (full-text)
Index of audit report of internal
Juchao Website: (http://www.cninfo.com.cn)
control (full-text)
Opinion type of auditing report of
Standard unqualified
IC
165
HEFEI MEILING CO., LTD. Annual Report 2015
whether the non-financial report
No
had major defects
Whether CPA carries out qualified opinion for audit report of internal control or not
□Yes √No
Whether the opinions are consistent in audit report of internal control carrying out by CPA
and the self-evaluation report of the Board or not
√Yes □ No
166
HEFEI MEILING CO., LTD. Annual Report 2015
Section X. Financial Report
I. Audit Report
Type of audit opinion
Standard unqualified auditor‘s report
Date of audit report signing
2016-3-23
Audit authority
Shinewing Certified Public Accountants (LLP)
Auditing file No.
XYZH/2016CDA40066
CPA‘s name
He Yong, Xia Cuiqiong
Auditors’ Report
XYZH/2016CDA40066
To the Shareholders of Hefei Meiling Co., Ltd.:
We have audited the Companying consolidated and parent Company‘s financial statements of Hefei Meiling Co.,
Ltd. (―the Company‖), including balance sheet of 31 December 2015 and profit statement, and cash flow
statement, and statement on changes of shareholders‘ equity for the year ended, and notes to the financial
statements for the year ended.
I. Management’s responsibility for the financial statements
Management of the Company is responsible for prepare and present financial statement of the Company, which
including: (1) Prepare financial statements with fair presentation in line with Accounting Standards for Business
Enterprises; (2) Designing, executed and maintaining necessary internal control in order to prevent fundamental
miscarrying in financial statement from fraudulent or errors.
II. Auditor's responsibility
Our responsibility is to express an audit opinion on these financial statements based on our audit. We performed
our audit in accordance with Chinese Certified Public Accountants' Auditing Standards. Those standards require
us to comply with professional ethics, and to plan and perform our audit so as to obtain reasonable assurance
about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures of the
financial statements. The selective audit procedures depend on auditor's judgment, including the evaluation of the
risk of material misstatement of the consolidated financial statements due to frauds or errors. When evaluating
risk, we consider internal control related to financial statements, in order to design auditing procedures, but not for
the purpose of expressing an opinion on the internal control's effectiveness. An audit also includes assessing the
appropriateness of the accounting policies adopted and the reasonableness of the accounting estimates made by
management, as well as evaluating the overall presentation of the financial statements.
We believe that we have obtained sufficient and appropriate audit evidences to provide a basis for our audit
167
HEFEI MEILING CO., LTD. Annual Report 2015
opinion.
III. Auditing opinion
In our opinion, the Company‘s financial statements have been prepared in accordance with the Enterprises
Accounting Standards and Enterprises Accounting System, and they fairly present the financial status of the
Company and of its parent company as of 31 December 2015 and its operation results and cash flows for the year
ended.
Shine Wing CPA LLP
Chinese CPA: He Yong
Chinese CPA: Xia Cuiqiong
Beijing, P.R.C
26 March 2015
168
HEFEI MEILING CO., LTD. Annual Report 2015
II. Financial Statement
Statement in Financial Notes are carried in RMB/CNY
1. Consolidated balance sheet
Prepared by Hefei Meiling Co., Ltd.
2015-12-31
In RMB
Item
Closing balance
Opening balance
Current assets:
Monetary funds
2,067,338,795.61
2,665,219,013.80
Notes receivable
1,260,219,949.82
1,223,468,044.05
Accounts receivable
1,335,857,544.39
1,160,192,277.00
67,669,446.22
92,501,704.06
Settlement provisions
Capital lent
Financial liability measured
by fair value and with variation
reckoned into current gains/losses
Derivative financial liability
Accounts paid in advance
Insurance receivable
Reinsurance receivables
Contract
reserve
reinsurance receivable
of
Interest receivable
1,238,199.65
Dividend receivable
Other receivables
38,411,151.91
28,729,328.80
1,543,920,957.97
1,765,761,407.86
Purchase restituted finance
asset
Inventories
Divided into assets held for
sale
Non-current asset due within
one year
Other current assets
Total current assets
539,101,578.44
6,853,757,624.01
6,935,871,775.57
Non-current assets:
Loans and payments on
169
HEFEI MEILING CO., LTD. Annual Report 2015
behalf
Finance asset available for
17,000,000.00
5,500,000.00
Long-term equity investment
74,239,547.01
14,211,004.21
Investment property
14,084,213.51
14,892,795.62
1,220,827,305.50
1,223,763,920.86
56,504,880.99
62,766,707.57
75,773,138.47
75,808,843.84
578,035,470.07
561,864,209.63
53,344,827.72
25,194,157.09
sales
Held-to-maturity investment
Long-term
receivable
account
Fixed assets
Construction in progress
Engineering material
Disposal of fixed asset
Productive biological asset
Oil and gas asset
Intangible assets
Expense on Research and
Development
Goodwill
5,313,913.50
Long-term expenses to be
apportioned
Deferred income tax asset
78,435,177.86
Other non-current asset
44,221,416.00
83,826,873.81
Total non-current asset
2,212,465,977.13
2,073,142,426.13
Total assets
9,066,223,601.14
9,009,014,201.70
58,680,093.19
407,508,739.07
Current liabilities:
Short-term loans
Loan from central bank
Absorbing
deposit
interbank deposit
and
Capital borrowed
Financial liability measured
by fair value and with variation
reckoned into current gains/losses
81,170.00
Derivative financial liability
Notes payable
2,149,588,488.96
1,553,110,292.55
Accounts payable
1,579,743,968.83
1,681,116,965.38
291,650,166.00
296,641,377.09
Accounts
advance
received
in
170
HEFEI MEILING CO., LTD. Annual Report 2015
Selling financial asset of
repurchase
Commission charge
commission payable
and
Wage payable
111,835,923.26
156,537,212.29
Taxes payable
69,724,202.32
51,153,350.18
Interest payable
214,328.89
Dividend payable
2,200,499.91
2,237,640.91
619,385,803.75
872,725,707.68
11,153,067.68
11,153,512.52
4,894,176,542.79
5,032,265,967.67
243,004,866.40
18,947,000.00
38,211,463.86
40,317,465.61
Projected liabilities
338,125,014.55
347,107,686.15
Deferred income
132,890,618.54
131,995,227.77
752,231,963.35
538,367,379.53
5,646,408,506.14
5,570,633,347.20
763,739,205.00
763,739,205.00
Other accounts payable
Reinsurance payables
Insurance contract reserve
Security trading of agency
Security sales of agency
Divided into liability held for
sale
Non-current liabilities due
within 1 year
Other current liabilities
Total current liabilities
Non-current liabilities:
Long-term loans
Bonds payable
Including: preferred stock
Perpetual capital
securities
Long-term account payable
Long-term wages payable
Special accounts payable
Deferred
liabilities
income
tax
Other non-current liabilities
Total non-current liabilities
Total liabilities
Owner‘s equity:
Share capital
171
HEFEI MEILING CO., LTD. Annual Report 2015
Other equity instrument
Including: preferred stock
Perpetual capital
securities
Capital public reserve
1,447,133,876.13
1,466,959,939.03
-2,280,500.61
-3,262,898.99
367,066,994.18
359,857,106.14
808,915,418.49
835,453,313.49
3,384,574,993.19
3,422,746,664.67
35,240,101.81
15,634,189.83
Total owner‘s equity
3,419,815,095.00
3,438,380,854.50
Total liabilities and owner‘s
equity
9,066,223,601.14
9,009,014,201.70
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Surplus public reserve
Provision of general risk
Retained profit
Total owner‘s equity attributable
to parent company
Minority interests
Legal Representative: Liu Tibin
Person in charge of accounting works: Zhang Xiaolong
Person in charge of accounting institute: Luo Bo
2. Balance Sheet of Parent Company
Prepared by Hefei Meiling Co., Ltd.
In RMB
Item
Closing balance
Opening balance
Current assets:
1,654,499,494.28
2,392,059,424.25
Notes receivable
828,061,004.44
828,127,854.78
Accounts receivable
943,328,995.97
809,847,584.71
Account paid in advance
302,567,578.88
176,658,393.90
53,255,891.89
54,910,749.80
Monetary funds
Financial liability measured
by fair value and with variation
reckoned into current gains/losses
Derivative financial liability
Interest receivable
Dividends receivable
Other receivables
172
HEFEI MEILING CO., LTD. Annual Report 2015
Inventories
869,593,027.59
795,329,785.95
Divided into assets held for
sale
Non-current assets maturing
within one year
Other current assets
522,617,641.34
5,173,923,634.39
5,056,933,793.39
17,000,000.00
5,000,000.00
840,634,581.05
833,369,872.61
11,805,903.99
12,279,792.66
890,217,780.00
885,435,282.76
20,365,686.01
48,527,533.03
43,479,954.71
43,404,954.71
438,227,183.15
434,092,342.78
2,162,829.06
509,879.01
70,170,515.47
76,189,511.02
Total non-current assets
2,334,064,433.44
2,338,809,168.58
Total assets
7,507,988,067.83
7,395,742,961.97
34,411,720.00
373,242,339.07
Total current assets
Non-current assets:
Available-for-sale financial
assets
Held-to-maturity investments
Long-term receivables
Long-term equity
investments
Investment property
Fixed assets
Construction in progress
Project materials
Disposal of fixed assets
Productive biological assets
Oil and natural gas assets
Intangible assets
Research and development
costs
Goodwill
Long-term deferred expenses
Deferred income tax assets
Other non-current assets
Current liabilities:
Short-term borrowings
Financial liability measured
by fair value and with variation
reckoned into current gains/losses
81,170.00
Derivative financial liability
173
HEFEI MEILING CO., LTD. Annual Report 2015
Notes payable
1,395,443,530.25
1,036,334,282.38
Accounts payable
1,114,807,199.47
1,151,471,839.41
145,333,375.62
152,745,865.71
Wage payable
42,847,802.62
77,090,385.79
Taxes payable
20,425,867.86
23,323,462.51
Accounts received in
advance
Interest payable
Dividend payable
Other accounts payable
214,328.89
2,200,499.91
2,237,640.91
686,009,980.82
712,029,942.44
7,487,315.76
7,487,760.60
3,449,181,621.20
3,536,044,688.82
199,341,900.00
7,932,800.00
38,211,463.86
40,317,465.61
338,125,014.55
347,107,686.15
68,050,877.23
75,538,045.61
643,729,255.64
470,895,997.37
4,092,910,876.84
4,006,940,686.19
763,739,205.00
763,739,205.00
Divided into liability held for
sale
Non-current liabilities due
within 1 year
Other current liabilities
Total current liabilities
Non-current liabilities:
Long-term loans
Bonds payable
Including: preferred stock
Perpetual capital
securities
Long-term account payable
Long-term wages payable
Special accounts payable
Projected liabilities
Deferred income
Deferred income tax
liabilities
Other non-current liabilities
Total non-current liabilities
Total liabilities
Owners‘ equity:
Share capita
Other equity instrument
Including: preferred stock
Perpetual capital
174
HEFEI MEILING CO., LTD. Annual Report 2015
securities
1,497,987,446.59
1,497,987,059.46
Surplus reserve
366,848,828.50
359,638,940.46
Retained profit
786,501,710.90
767,437,070.86
Total owner‘s equity
3,415,077,190.99
3,388,802,275.78
Total liabilities and owner‘s
equity
7,507,988,067.83
7,395,742,961.97
Capital public reserve
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Legal Representative: Liu Tibin
Person in charge of accounting works: Zhang Xiaolong
Person in charge of accounting institute: Luo Bo
3. Consolidated Profit Statement
Prepared by Hefei Meiling Co., Ltd.
In RMB
Item
Current Period
Last Period
I. Total operating income
10,415,829,226.48
10,764,808,259.00
Including: Operating income
10,415,829,226.48
10,764,808,259.00
10,300,301,353.51
10,467,843,678.53
8,319,393,949.62
8,234,200,354.49
Interest income
Insurance gained
Commission
charge
commission income
and
II. Total operating cost
Including: Operating cost
Interest expense
Commission
charge
commission expense
and
Cash surrender value
Net amount of expense of
compensation
Net amount of withdrawal of
insurance contract reserve
Bonus expense of guarantee
slip
Reinsurance expense
175
HEFEI MEILING CO., LTD. Annual Report 2015
Operating tax and extras
86,988,101.50
78,871,049.42
1,557,328,000.54
1,770,150,215.75
419,688,882.98
468,258,865.37
-101,537,560.53
-100,881,397.01
Losses of devaluation of asset
18,439,979.40
17,244,590.51
Add: Changing income of fair
value(Loss is listed with ―-‖)
81,170.00
-81,170.00
Investment income (Loss is
listed with ―-‖)
-12,043,591.71
-1,703,917.37
Including: Investment income
on affiliated company and joint
venture
-15,983,663.17
-445,938.81
103,565,451.26
295,179,493.10
44,182,677.87
58,282,708.52
1,772,947.83
2,048,964.19
Less: Non-operating expense
115,300,922.61
6,057,181.88
Including: Disposal loss
of non-current asset
6,088,450.57
2,480,137.41
IV. Total Profit (Loss is listed
with ―-‖)
32,447,206.52
347,405,019.74
Less: Income tax expense
11,226,998.22
66,998,094.57
V. Net profit (Net loss is listed with
―-‖)
21,220,208.30
280,406,925.17
Net profit attributable to
owner‘s of parent company
26,496,345.34
294,508,518.37
Minority shareholders‘ gains and
losses
-5,276,137.04
-14,101,593.20
1,288,320.82
-1,081,375.78
982,398.38
-1,323,501.43
Sales expenses
Administration expenses
Financial expenses
Exchange income (Loss is
listed with ―-‖)
III. Operating profit (Loss is
listed with ―-‖)
Add: Non-operating income
Including: Disposal gains
of non-current asset
VI. Net after-tax of other
comprehensive income
Net after-tax of other
comprehensive income attributable
to owners of parent company
(I) Other comprehensive
income items which will not be
176
HEFEI MEILING CO., LTD. Annual Report 2015
reclassified subsequently to profit
of loss
1. Changes as a result
of re-measurement of net defined
benefit plan liability or asset
2. Share of the other
comprehensive income of the
investee accounted for using equity
method which will not be
reclassified subsequently to profit
and loss
(II) Other comprehensive
income items which will be
reclassified subsequently to profit
or loss
982,398.38
-1,323,501.43
982,398.38
-1,323,501.43
305,922.44
242,125.65
VII. Total comprehensive income
22,508,529.12
279,325,549.39
Total comprehensive income
attributable to owners of parent
27,478,743.72
293,185,016.94
1. Share of the other
comprehensive income of the
investee accounted for using equity
method which will be reclassified
subsequently to profit or loss
2. Gains or losses
arising from changes in fair value
of available-for-sale financial assets
3. Gains or losses
arising from reclassification of
held-to-maturity investment as
available-for-sale financial assets
4. The effect hedging
portion of gains or losses arising
from cash flow hedging
instruments
5. Translation
differences arising on translation of
foreign currency financial
statements
6. Other
Net after-tax of other
comprehensive income attributable
to minority shareholders
177
HEFEI MEILING CO., LTD. Annual Report 2015
Company
Total comprehensive income
attributable to minority
shareholders
-4,970,214.60
-13,859,467.55
0.0347
0.3856
0.0347
0.3856
VIII. Earnings per share:
(i) Basic earnings per share
(ii) Diluted earnings per
share
Legal Representative: Liu Tibin
Person in charge of accounting works: Zhang Xiaolong
Person in charge of accounting institute: Luo Bo
4. Profit Statement of Parent Company
Prepared by Hefei Meiling Co., Ltd.
In RMB
Item
I. Operating income
Current Period
Last Period
6,454,683,327.03
6,495,639,344.31
5,501,158,020.89
5,502,450,266.54
46,198,522.96
30,721,017.41
628,028,964.03
529,254,265.32
200,756,534.30
243,734,874.28
-76,986,515.39
-82,800,894.21
1,884,756.30
49,068,931.16
81,170.00
-81,170.00
Investment income (Loss
is listed with ―-‖)
-4,275,552.10
3,000,082.78
Including: Investment
income on affiliated company and
joint venture
-7,735,291.56
865,521.39
149,448,661.84
226,129,796.59
19,562,063.49
44,143,337.64
14,913.06
680,984.51
86,901,951.21
4,003,019.30
Less: Operating cost
Operating tax and extras
Sales expenses
Administration
expenses
Financial expenses
Losses of devaluation of
asset
Add: Changing income of
fair value(Loss is listed with ―-‖)
II. Operating profit (Loss is
listed with ―-‖)
Add: Non-operating income
Including: Disposal
gains of non-current asset
Less: Non-operating expense
178
HEFEI MEILING CO., LTD. Annual Report 2015
Including: Disposal loss
of non-current asset
5,910,524.05
1,825,011.46
III. Total Profit (Loss is listed
with ―-‖)
82,108,774.12
266,270,114.93
Less: Income tax expense
10,009,893.74
46,726,411.03
IV. Net profit (Net loss is listed
with ―-‖)
72,098,880.38
219,543,703.90
V. Net after-tax of other
comprehensive income
(I) Other comprehensive
income items which will not be
reclassified subsequently to profit
of loss
1. Changes as a result
of re-measurement of net defined
benefit plan liability or asset
2. Share of the other
comprehensive income of the
investee accounted for using
equity method which will not be
reclassified subsequently to profit
and loss
(II) Other comprehensive
income items which will be
reclassified subsequently to profit
or loss
1. Share of the other
comprehensive income of the
investee accounted for using
equity method which will be
reclassified subsequently to profit
or loss
2. Gains or losses
arising from changes in fair value
of available-for-sale financial
assets
3. Gains or losses
arising from reclassification of
held-to-maturity investment as
available-for-sale financial assets
4. The effect hedging
portion of gains or losses arising
179
HEFEI MEILING CO., LTD. Annual Report 2015
from cash flow hedging
instruments
5. Translation
differences arising on translation
of foreign currency financial
statements
6. Other
VI. Total comprehensive income
72,098,880.38
219,543,703.90
0.0944
0.2875
0.0944
0.2875
VII. Earnings per share:
(i) Basic earnings per share
(ii) Diluted earnings per
share
Legal Representative: Liu Tibin
Person in charge of accounting works: Zhang Xiaolong
Person in charge of accounting institute: Luo Bo
5. Consolidated Cash Flow Statement
Prepared by Hefei Meiling Co., Ltd.
In RMB
Item
Current Period
Last Period
I. Cash flows arising from
operating activities:
Cash received from selling
commodities and providing labor
services
9,442,064,603.02
7,835,232,156.10
Net increase of customer
deposit and interbank deposit
Net increase of loan from
central bank
Net increase of capital
borrowed from other financial
institution
Cash received from original
insurance contract fee
Net cash received from
reinsurance business
Net increase of insured
savings and investment
Net increase of amount from
180
HEFEI MEILING CO., LTD. Annual Report 2015
disposal financial assets that
measured by fair value and with
variation reckoned into current
gains/losses
Cash received from interest,
commission charge and
commission
Net increase of capital
borrowed
Net increase of returned
business capital
Write-back of tax received
233,659,161.10
173,537,535.83
Other
cash
received
concerning operating activities
31,192,815.81
32,517,028.08
Subtotal of cash inflow arising
from operating activities
9,706,916,579.93
8,041,286,720.01
Cash paid for purchasing
commodities and receiving labor
service
7,358,269,598.90
5,882,368,847.26
1,153,967,738.38
938,669,338.25
399,438,242.70
433,472,917.45
Other cash paid concerning
operating activities
583,772,943.74
621,312,686.57
Subtotal of cash outflow arising
from operating activities
9,495,448,523.72
7,875,823,789.53
211,468,056.21
165,462,930.48
Net increase of customer
loans and advances
Net increase of deposits in
central bank and interbank
Cash paid for original
insurance contract compensation
Cash paid for interest,
commission
charge
and
commission
Cash paid for bonus of
guarantee slip
Cash paid to/for staff and
workers
Taxes paid
Net cash flows arising from
operating activities
II. Cash flows arising from
181
HEFEI MEILING CO., LTD. Annual Report 2015
investing activities:
Cash received from
recovering investment
400,980,332.00
676,076.88
Cash received from
investment income
3,459,739.46
2,610,105.76
Net cash received from
disposal of fixed, intangible and
other long-term assets
2,749,368.50
44,326,304.67
Other
cash
received
concerning investing activities
131,076,009.91
117,764,368.54
Subtotal of cash inflow from
investing activities
538,265,449.87
165,376,855.85
Cash paid for purchasing
fixed, intangible and other
long-term assets
89,662,934.62
88,796,624.94
Cash paid for investment
987,050,116.00
3,028,299.00
Net cash received from
disposal of subsidiaries and other
units
Net increase of mortgaged
loans
Net cash received from
subsidiaries and other units
obtained
-213,848.32
Other cash paid concerning
investing activities
Subtotal of cash outflow from
investing activities
Net cash flows arising from
investing activities
10,000,000.00
1,086,713,050.62
91,611,075.62
-548,447,600.75
73,765,780.23
4,900,000.00
7,280,005.60
III. Cash flows arising from
financing activities
Cash
received
absorbing investment
from
Including: Cash received
from
absorbing
minority
shareholders‘ investment
by
subsidiaries
Cash received from loans
4,900,000.00
1,700,864,359.43
1,754,828,497.78
182
HEFEI MEILING CO., LTD. Annual Report 2015
Cash received from issuing
bonds
Other
cash
received
concerning financing activities
Subtotal of cash inflow from
financing activities
Cash paid for settling debts
Cash paid for dividend and
profit distributing or interest
paying
387.13
88,864.95
1,705,764,746.56
1,762,197,368.33
1,889,924,701.39
1,538,680,307.73
54,420,577.85
64,415,092.32
Including: Dividend and
profit of minority shareholder
paid by subsidiaries
230,948.53
Other cash paid concerning
financing activities
44,445,436.35
3,068,420.75
Subtotal of cash outflow from
financing activities
1,988,790,715.59
1,606,163,820.80
-283,025,969.03
156,033,547.53
27,436,650.16
11,732,622.14
V. Net increase of cash and cash
equivalents
-592,568,863.41
406,994,880.38
Add: Balance of cash and
cash equivalents at the period
-begin
2,645,879,017.88
2,238,884,137.50
VI. Balance of cash and cash
equivalents at the period -end
2,053,310,154.47
2,645,879,017.88
Net cash flows arising from
financing activities
IV. Influence on cash and cash
equivalents due to fluctuation in
exchange rate
Legal Representative: Liu Tibin
Person in charge of accounting works: Zhang Xiaolong
Person in charge of accounting institute: Luo Bo
6. Cash Flow Statement of Parent Company
Prepared by Hefei Meiling Co., Ltd.
In RMB
Item
Current Period
Last Period
I. Cash flows arising from
operating activities:
183
HEFEI MEILING CO., LTD. Annual Report 2015
Cash received from selling
commodities and providing labor
services
5,593,115,621.61
4,761,689,695.88
137,031,380.36
124,242,655.84
Other cash received
concerning operating activities
19,541,500.17
31,720,648.00
Subtotal of cash inflow arising
from operating activities
5,749,688,502.14
4,917,652,999.72
Cash paid for purchasing
commodities and receiving labor
service
4,949,806,686.98
4,016,451,734.29
462,425,101.84
353,297,766.94
146,873,149.10
129,438,993.02
Other cash paid concerning
operating activities
280,746,768.10
236,803,329.13
Subtotal of cash outflow arising
from operating activities
5,839,851,706.02
4,735,991,823.38
-90,163,203.88
181,661,176.34
Write-back of tax received
Cash paid to/for staff and
workers
Taxes paid
Net cash flows arising from
operating activities
II. Cash flows arising from
investing activities:
Cash received from
recovering investment
400,000,000.00
Cash received from
investment income
3,459,739.46
2,460,105.76
Net cash received from
disposal of fixed, intangible and
other long-term assets
2,456,048.50
1,020,720.81
Other
cash
received
concerning investing activities
101,399,102.52
104,247,387.42
Subtotal of cash inflow from
investing activities
507,314,890.48
107,728,213.99
48,147,261.30
56,028,661.18
Net cash received from
disposal of subsidiaries and other
units
Cash paid for purchasing
fixed, intangible and other
long-term assets
184
HEFEI MEILING CO., LTD. Annual Report 2015
Cash paid for investment
927,000,000.00
40,950,000.00
16,917,669.77
1,100,000.00
992,064,931.07
98,078,661.18
-484,750,040.59
9,649,552.81
1,588,236,225.91
1,518,245,064.01
179,702,763.86
43,122,952.26
1,767,938,989.77
1,561,368,016.27
1,796,140,016.74
1,305,890,284.75
Cash paid for dividend and
profit distributing or interest
paying
52,330,306.51
60,743,594.54
Other cash paid concerning
financing activities
101,955,781.82
2,707,282.98
Subtotal of cash outflow from
financing activities
1,950,426,105.07
1,369,341,162.27
-182,487,115.30
192,026,854.00
21,453,537.47
10,531,107.94
V. Net increase of cash and cash
equivalents
-735,946,822.30
393,868,691.09
Add: Balance of cash and
cash equivalents at the period
-begin
2,390,446,316.58
1,996,577,625.49
Net cash received from
subsidiaries and other units
Other cash paid concerning
investing activities
Subtotal of cash outflow from
investing activities
Net cash flows arising from
investing activities
III. Cash flows arising from
financing activities
Cash received from
absorbing investment
Cash received from loans
Cash received from issuing
bonds
Other
cash
received
concerning financing activities
Subtotal of cash inflow from
financing activities
Cash paid for settling debts
Net cash flows arising from
financing activities
IV. Influence on cash and cash
equivalents due to fluctuation in
exchange rate
185
HEFEI MEILING CO., LTD. Annual Report 2015
VI. Balance of cash and cash
equivalents at the period -end
1,654,499,494.28
2,390,446,316.58
Legal Representative: Liu Tibin
Person in charge of accounting works: Zhang Xiaolong
Person in charge of accounting institute: Luo Bo
186
HEFEI MEILING CO., LTD. Annual Report 2015
7. Statement of Changes in Owners’ Equity (Consolidated)
Prepared by Hefei Meiling Co., Ltd.
This Period
In RMB
This Period
Owners‘ equity attributable to parent company
Other
equity instrument
Item
Share
capital
I. Balance at the end of
the last year
763,739,205.00
Reas
Less:
Other
onabl
Perpetu
Invento
Capital reserve
comprehensive
e
Preferr
al
ry
income
reser
ed
capital Other
shares
ve
stock securiti
es
Surplus
reserve
Provisio
n of
general
risk
Retained
profit
Minority interests
Total owners‘
equity
1,466,959,939.03
-3,262,898.99
359,857,106.14
835,453,313.49
15,634,189.83 3,438,380,854.50
1,466,959,939.03
-3,262,898.99
359,857,106.14
835,453,313.49
15,634,189.83 3,438,380,854.50
-19,826,062.90
982,398.38
7,209,888.04
-26,537,895.00
19,605,911.98
Add: Changes of
accounting policy
Error correction
of the last period
Enterprise
combine under the same
control
Other
II. Balance at the
763,739,205.00
beginning of this year
III. Increase/ Decrease in
this year (Decrease is
listed with ―-‖)
-18,565,759.50
187
HEFEI MEILING CO., LTD. Annual Report 2015
(i) Total comprehensive
income
(ii) Owners‘ devoted and
decreased capital
1.Common
shares
invested by shareholders
2. Capital invested by
holders of other equity
instruments
3. Amount reckoned into
owners
equity
with
share-based payment
4. Other
(III) Profit distribution
1. Withdrawal of surplus
reserves
2. Withdrawal of general
risk provisions
3. Distribution for owners
(or shareholders)
982,398.38
26,496,345.34
-19,826,062.90
-19,826,062.90
7,209,888.04
-53,034,240.34
7,209,888.04
-7,209,888.04
-45,824,352.30
-4,970,214.60
22,508,529.12
24,576,126.58
4,750,063.68
4,900,000.00
4,900,000.00
19,676,126.58
-149,936.32
-45,824,352.30
-45,824,352.30
4. Other
(IV) Carrying forward
internal owners‘ equity
1.
Capital
reserves
conversed
to
capital
(share capital)
2.
Surplus
reserves
conversed
to
capital
(share capital)
3. Remedying loss with
surplus reserve
4. Other
(V) Reasonable reserve
188
HEFEI MEILING CO., LTD. Annual Report 2015
1. Withdrawal
report period
in
the
2. Usage in the report
period
(VI)Others
IV. Balance at the end of
763,739,205.00
the report period
1,447,133,876.13
-2,280,500.61
367,066,994.18
808,915,418.49
35,240,101.81 3,419,815,095.00
Last Period
In RMB
Last Period
Owners‘ equity attributable to the parent Company
Other
Item
equity instrument
Reas
Less:
Other
onabl
Perpetu
Invento
Share capital Preferr
Capital reserve
comprehensive e
al
ry
income
reser
ed
capital Other
shares
ve
stock securiti
es
I. Balance at the end of
763,739,205.00
the last year
Add: Changes of
accounting policy
Error
correction of the last
period
Enterprise
combine under the same
control
Surplus
reserve
Provisio
n of
general
risk
Retained
profit
Minority
interests
Total owners‘
equity
1,478,904,455.90
-1,939,397.56
337,902,735.75
608,723,517.81
20,399,491.82
3,207,730,008.72
1,478,904,455.90
-1,939,397.56
337,902,735.75
608,723,517.81
20,399,491.82
3,207,730,008.72
Other
II. Balance at the
763,739,205.00
beginning of this year
189
HEFEI MEILING CO., LTD. Annual Report 2015
III. Increase/ Decrease in
this year (Decrease is
listed with ―-‖)
(i) Total comprehensive
income
(ii) Owners‘ devoted
and decreased capital
1.Common
shares
invested by shareholders
2. Capital invested by
holders of other equity
instruments
3. Amount reckoned into
owners equity with
share-based payment
4 Other
(III) Profit distribution
1. Withdrawal of surplus
reserves
2. Withdrawal of general
risk provisions
3.
Distribution
for
owners (or shareholders)
-11,944,516.87
-1,323,501.43
21,954,370.39
-1,323,501.43
226,729,795.68
-4,765,301.99
230,650,845.78
294,508,518.37
-13,859,467.55
279,325,549.39
7,308,772.91
-4,635,743.96
7,308,772.91
7,308,772.91
-11,944,516.87
-11,944,516.87
-11,944,516.87
21,954,370.39
-67,778,722.69
21,954,370.39
-21,954,370.39
-45,824,352.30
1,785,392.65
-44,038,959.65
1,785,392.65
-44,038,959.65
4. Other
(IV) Carrying forward
internal owners‘ equity
1.
Capital
reserves
conversed to capital
(share capital)
2. Surplus reserves
conversed to capital
(share capital)
3. Remedying loss with
surplus reserve
190
HEFEI MEILING CO., LTD. Annual Report 2015
4. Other
(V) Reasonable reserve
1. Withdrawal in the
report period
2. Usage in the report
period
(VI)Others
IV. Balance at the end of
763,739,205.00
the report period
1,466,959,939.03
-3,262,898.99
359,857,106.14
835,453,313.49
15,634,189.83
3,438,380,854.50
Legal Representative: Liu Tibin
Person in charge of accounting works: Zhang Xiaolong
Person in charge of accounting institute: Luo Bo
8. Statement of Changes in Owners’ Equity (Parent Company)
Prepared by Hefei Meiling Co., Ltd.
This Period
In RMB
This Period
Other
equity instrument
Item
Share capital
Preferred
stock
I. Balance at the
end of the last year
Add: Changes
of
accounting
policy
763,739,205.00
Perpetual
capital
securities
Capital reserve
Other
1,497,987,059.46
Less:
Inventory
shares
Reas
Other
onabl
comprehensive
e
income
reser
ve
Surplus reserve
359,638,940.46
Retained profit Total owners‘ equity
767,437,070.86
3,388,802,275.78
191
HEFEI MEILING CO., LTD. Annual Report 2015
Error
correction of the
last period
Other
II. Balance at the
beginning of this
year
III.
Increase/
Decrease in this
year (Decrease is
listed with ―-‖)
(i)
Total
comprehensive
income
(ii)
Owners‘
devoted
and
decreased capital
1.Common shares
invested
by
shareholders
2. Capital invested
by holders of other
equity instruments
3.
Amount
reckoned
into
owners equity with
share-based
payment
4. Other
(III)
Profit
distribution
1. Withdrawal of
surplus reserves
2. Distribution for
763,739,205.00
1,497,987,059.46
359,638,940.46
767,437,070.86
3,388,802,275.78
387.13
7,209,888.04
19,064,640.04
26,274,915.21
72,098,880.38
72,098,880.38
387.13
387.13
387.13
387.13
7,209,888.04
-53,034,240.34
7,209,888.04
-7,209,888.04
-45,824,352.30
-45,824,352.30
-45,824,352.30
192
HEFEI MEILING CO., LTD. Annual Report 2015
owners (or
shareholders)
3. Other
(IV)
Carrying
forward
internal
owners‘ equity
1. Capital reserves
conversed
to
capital
(share
capital)
2. Surplus reserves
conversed
to
capital
(share
capital)
3. Remedying loss
with
surplus
reserve
4. Other
(V)
Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others
IV. Balance at the
end of the report
period
763,739,205.00
1,497,987,446.59
366,848,828.50
786,501,710.90
3,415,077,190.99
Last period
In RMB
Item
Last period
193
HEFEI MEILING CO., LTD. Annual Report 2015
Other
equity instrument
Share capital
Preferred
stock
I. Balance at the
end of the last year
Add: Changes
of
accounting
policy
Perpetual
capital
securities
Capital reserve
Other
Less:
Inventory
shares
Reas
Other
onabl
comprehensive
e
income
reser
ve
Surplus reserve
Retained profit Total owners‘ equity
763,739,205.00
1,497,898,194.51
337,684,570.07
615,672,089.65
3,214,994,059.23
763,739,205.00
1,497,898,194.51
337,684,570.07
615,672,089.65
3,214,994,059.23
88,864.95
21,954,370.39
151,764,981.21
173,808,216.55
219,543,703.90
219,543,703.90
Error
correction of the
last period
Other
II. Balance at the
beginning of this
year
III.
Increase/
Decrease in this
year (Decrease is
listed with ―-‖)
(i)
Total
comprehensive
income
(ii)
Owners‘
devoted
and
decreased capital
1.Common shares
invested
by
shareholders
2. Capital invested
by holders of other
equity instruments
3.
88,864.95
88,864.95
Amount
194
HEFEI MEILING CO., LTD. Annual Report 2015
reckoned
into
owners equity with
share-based
payment
4. Other
(III)
Profit
distribution
1. Withdrawal of
surplus reserves
2. Distribution for
owners (or
shareholders)
88,864.95
88,864.95
21,954,370.39
-67,778,722.69
21,954,370.39
-21,954,370.39
-45,824,352.30
-45,824,352.30
-45,824,352.30
3. Other
(IV)
Carrying
forward
internal
owners‘ equity
1. Capital reserves
conversed to capital
(share capital)
2. Surplus reserves
conversed to capital
(share capital)
3. Remedying loss
with
surplus
reserve
4. Other
(V)
Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
195
HEFEI MEILING CO., LTD. Annual Report 2015
(VI)Others
IV. Balance at the
end of the report
period
763,739,205.00
1,497,987,059.46
359,638,940.46
767,437,070.86
3,388,802,275.78
Legal Representative: Liu Tibin
Person in charge of accounting works: Zhang Xiaolong
Person in charge of accounting institute: Luo Bo
196
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
I. Company profile
Hefei Meiling Co., Ltd (hereinafter referred to as ―the Company‖) is an incorporated Company
established and reorganized by Hefei Meiling Refrigerator General Factory and approved on June 12th
1992 through [WanTiGaiHanZi (1992) No.039] issued by original Mechanism Reform Committee of
Anhui Province. On August 30th 1993, through Anhui Provincial Government [Wanzhenmin (1993)
No.166] and re-examination of China Securities Regulatory Commission, the Company made first
public issue for 30 million A shares and the Company was listed on Oct. 18 th, 1993 in Shenzhen Stock
Exchange. On August 13th, 1996, the Company was approved to issue 100 million B shares to investors
abroad through [ZhengWeiFa(1996) No.26] issued by China Securities Regulatory Commission. The
Company went public in Shenzhen Stock Exchange on August 28th, 1996.
State-owned Assets Supervision & Administration Commission of the State Council approved such
transfers with Document Guozi Chanquan No.253 in 2007 Reply on Matters of Hefei Meiling Group
Holdings Company Limited Transferring Partial State-owned Ownership, Hefei Meiling Group
Holdings Company Limited (hereinafter abbreviated as Meiling Group) transferred its holding
37,852,683 shares in 82,852,683 state-owned shares of the Company to Sichuan Changhong Electronic
Group Co., Ltd (hereinafter abbreviated as Changhong Group), other 45,000,000 shares to Sichuan
Changhong Electric Co. Ltd (hereinafter abbreviated as Sichuan Changhong). On Aug 15, 2007, the
above ownerships were transferred and Cleaning Corporation Limited.
On 27 August 2007, State-owned Assets Supervision & Administration Commission of Anhui Provincial
Government replied with Document [WGZCQH(2007) No.309] Reply on ―Related Matters of Share
Merger Reform of Meiling Co., Ltd.‖, agreed the Company‘s ownership split reform plan. The
Company made consideration that non-tradable share holders deliver 1.5 shares to A share holders per
10 shares, and original Meiling Group made prepayment 3,360,329 shares for some non-tradable share
holders as consideration for split reform plan.
On 29 May 2008, concerning 34,359,384 state-owned shares (including 3,360,329 shares paid for other
non-tradable shareholders by original Meiling Group in share reform) held by original Meiling Group,
the ―Notice of Freely Transfer of Meiling Electrics Equity held by Meiling Group‖[HGZCQ(2008) No.
59] issued from State-owned Assets Supervision & Administration Commission of Hefei Municipal,
agrees to transfer the above said shares to Hefei Xingtai Holding Group Co., Ltd.(―Xingtai Holding
Co.,‖) for free. On 7 August 2008, the ―Reply of Transfer Freely of Part of the Shares of Hefei Meiling
Co., Ltd. held by State-owned shareholders‖[GZCQ(2007) No. 750] issued by SASAC, agrees the
above said transferring.
On October 29, 2008, Changhong Group Company signed Agreement on Equity Transfer of Hefei
Meiling Co., Ltd with Sichuan Changhong, in which 32,078,846 tradable A-shares with conditional
subscription of the Company (accounting for 7.76% in total shares) held by Changhong Group
Company. On 23 December 2008, ―Reply of Transfer Freely of Part of the Shares of Hefei Meiling Co.,
Ltd. held by State-owned shareholders‖[GZCQ(2008) No. 1412] issued by SASAC agrees the above
197
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
said share transferring.
On 24 December 2010, being deliberated and approved in 32nd Meeting of 6th Session of the Board and
2nd Extraordinary Shareholders‘ General Meeting of 2010 as well as approval of document [ZJXP(2010)
No. 1715] from CSRC, totally 116,731,500 RMB ordinary shares (A stock) were offering privately to
target investors with issue price of RMB 10.28/share. Capital collecting amounting to RMB
1,199,999,820 after issuing expenses RMB 22,045,500 deducted, net capital collected amounting to
RMB 1,177,954,320, and paid-in capital(share capital) increased RMB 116,731,500 with capital
reserve(share premium) RMB 1,061,106,088.5 increased. The increasing capital has been verified by
Capital Verification Report No.: ［XYZH2010CDA6021］issued from Shinwing CPA Co., Ltd.
On 20 June 2011, the general meeting of the Company considered and approved the 2010 profit
distribution plan, namely to distribute cash dividends of RMB0.5 (tax included) plus two shares for
every ten shares held by shareholders to all shareholders, based on the total share capital of 530,374,449
shares as of 31 December 2010. The total share capital of the Company upon profit distribution
increased to 636,449,338 shares. The capital increase was verified by Anhui Huashen Zhengda
Accounting Firm with the verification report WHSZDKYZ(2011)No.141.
On 26 June 2012, the general meeting of the Company considered and approved the 2011 profit
distribution and capitalization of capital reserve plan, namely to distribute cash dividends of RMB0.5
(tax included) plus two shares for every ten shares to all shareholders capitalized from capital reserve,
based on the total share capital of 636,449,338 shares as of 31 December 2011. The total share capital of
the Company upon implementation of capitalization of capital reserve increased to 763,739,205 shares
from 636,449,338 shares, and was verified by Anhui Anlian Xinda Accounting Firm with the
verification report WALXDYZ(2012)No.093.
Ended as 31 December 2015, total share capital of the Company amounting to 763,739,205shares with
ordinary shares in full. Among which, 600,875,205 shares of A-share accounting 78.68% in total shares
while B-share with 162,864,000 shares accounting 21.32% in total shares. Detail share capital as:
Type of stock
Quantity
(I)Restricted shares
Proportion
9,965,170.00
1.30%
915,987.00
0.12%
8,049,334.00
1.05%
4,839,035.00
0.63%
3,210,299.00
0.42%
999,849.00
0.13%
753,774,035.00
98.70%
1. RMB Ordinary shares
591,909,884.00
77.50%
2. Domestically listed foreign shares
161,864,151.00
21.20%
1. State-owned shares
2. State-owned legal person‘s shares
3. Other domestic shares
Including: Domestic legal person‘s shares
Domestic natural person‘s shares
4. Foreign shares
(II)Unrestricted shares
3. Overseas listed foreign shares
198
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
4. Others
Total shares
763,739,205.00
100.00%
The Company belongs to the manufacture of light industry, and engaged in the production and sale of
refrigerator,
freezer
and
air-conditioner.
Unified
social
credit
code
of
the
Company:
9134000014918555XK; Address: No.2163, Lianhua Road, Economy and Technology Development
Zone, Hefei City; Legal Representative: Liu Tibin; register capital(paid-in capital): RMB 763,739,205;
type of company: limited liability company(joint venture and listed of Taiwan, Hong Kong and Macau)
Business Scope: Manufacture of cooling apparatus, air-conditioner, washing machine, injection plastic
machine of computer controlling, computer heater, plastic products, packaging products and decorations.
Business of self-produced products, technology export and import&export of the raw&auxilary
materials, machinery equipment, instrument and technology; department sales and transportation
II. Scope of consolidated financial statement
The Company‘s consolidated financial statement included 47 subsidiaries including but not limited to
Sichuan Changhong Air Conditioner CO., Ltd, Zhongshan Changhong Home Appliances Company
Limited and Zhongke Meiling Low Temperature Technology Co., Ltd, etc. as compared to previous year,
Subsidiary Hongyuan Heat Pump technology Co. Ltd. was newly included due to direct investment in
this year; Subsidiary Neijiang Meiling Appliances Marketing Company Limited and Hengyang Meiling
Appliances Marketing Company Limited were excluded due to liquidation.
More detail can be seen in ―VII. Changes of consolidated scope‖ and ―VIII. Rights and interest in other
subjects‖ in the Note.
III. Basis for preparation of financial statement
1. Basis for preparation
The financial statements of the Company were prepared in accordance with the actual transactions and
proceedings, and relevant regulation of Accounting Standards for Enterprise released by the Ministry of
Finance, and was on the basis of sustainable operation, and the accounting policy and estimation stated
in the ―IV. Significant Accounting Policy and Accounting Estimation‖.
2. Continuous operation
The Company recently has a history of profitability operation and has financial resouces supporting, and
prepared the financial statement on basis of going concern is reasonable.
IV. Significant Accounting Policy, Accounting Estimation
1. Statement on observation of accounting standards for enterprise
The financial statement prepared by the Company applies with the requirements of Accounting Standard
for Enterprise, and reflects the financial condition, operational achievements and cash flow of the
Company effectively and completely.
2. Accounting period
199
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
The accounting period of the Company is the calendar date from 1 January to 31 December.
3. Standard currency for accounting
The Company takes RMB as the standard currency for accounting.
4. Accountant arrangement method of business combination under common control and not under
common control
As acquirer, the Company measures the assets and liabilities acquired through business combination
under common control at their carrying values as reflected in the consolidated financial statement of the
ultimate controller as of the combination date. Capital reserve shall be adjusted in respect of any
difference between carrying value of the net assets acquired and carrying value of the combination
consideration paid. In case that capital reserve is insufficient to offset, the Company would adjust
retained earnings.
The acquiree‘s net identifiable assets, liabilities or contingent liabilities acquired through business
combination not under common control shall be measured at fair value as of the acquisition date. The
cost of combination represents the fair value of the cash or non-cash assets paid, liabilities issued or
committed and equity securities issued by the Company as at the date of combination in consideration
for acquiring the controlling power in the acquiree, together with the sum of any directly related
expenses occurred during business combination(in case of such business combination as gradually
realized through various transactions, the combination cost refers to the sum of each cost of respective
separate transaction). Where the cost of the combination exceeds the acquirer‘s interest in the fair value
of the acquirer‘s identifiable net assets acquired, the difference is recognized as goodwill; where the cost
of combination is lower than the acquirer‘s interest in the fair value of the acquiree‘s identifiable net
assets, the Company shall firstly make further review on the fair values of the net identifiable assets,
liabilities or contingent liabilities acquired as well as the fair value of the non-cash assets portion of
combination consideration or the equity securities issued by the Company. In case that the Company
finds the cost of combination is still lower than the acquirer‘s interest in the fair value of the acquiree‘s
identifiable net assets after such further review, the difference is recognized in non-operating income for
the current period when combination occurs.
5. Measures on Preparation of Consolidated Financial Statements
The Company shall put all the subsidiaries controlled and main body structured into consolidated
financial statements.
Any difference arising from the inconformity of accounting year or accounting policies between the
subsidiaries and the Company shall be adjusted in the consolidated financial statements.
All the material inter-company transactions, non-extraordinary items and unrealized profit within the
combination scope are written-off when preparing consolidated financial statement. Owners‘ equity of
subsidiary not attributable to parent company and current net gains and losses, other comprehensive
income and total comprehensive income attributable to minority shareholders are recognized as
200
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
non-controlling interests, minority interests, other comprehensive income attributable to minority
shareholders and total comprehensive income attributable to minority shareholders in consolidated
financial statement respectively.
As for subsidiary acquired through business combination under common control, its operating results
and cash flow will be included in consolidated financial statement since the beginning of the period
when combination occurs. When preparing comparative consolidated financial statement, the relevant
items in previous year‘s financial statement shall be adjusted as if the reporting entity formed upon
combination has been existing since the ultimate controller commenced relevant control.
As for equity interests of the investee under common control acquired through various transactions
which eventually formed business combination, the Company shall supplement disclosure of the
accounting treatment in consolidated financial statement in the reporting period when controlling power
is obtained. For example, as for equity interests of the investee under common control acquired through
various transactions which eventually formed business combination, adjustments shall be made as if the
current status had been existing when the ultimate controller commenced control in connection of
preparing consolidated financial statement; in connection with preparing comparative statement, the
Company shall consolidate the relevant assets and liabilities of the acquiree into the Company‘s
comparative consolidated financial statement to the extent not earlier than the timing when the
Company and the acquiree are all under control of the ultimate controller, and the net assets increased
due to combination shall be used to adjust relevant items under owners‘ equity in comparative statement.
In order to prevent double computation of the value of the acquiree‘s net assets, the relevant profits and
losses, other comprehensive income and change of other net assets recognized during the period from
the date when the Company acquires original equity interests and the date when the Company and the
acquiree are all under ultimate control of the same party (whichever is later) to the date of combination
in respect of the long-term equity investment held by the Company before satisfaction of combination
shall be utilized to offset the beginning retained earnings and current gains and losses in the period as
the comparative financial statement involves, respectively.
As for subsidiary acquired through business combination not under common control, its operating
results and cash flow will be included in consolidated financial statement since the Company obtains
controlling power. When preparing consolidated financial statement, the Company shall adjust the
subsidiary‘s financial statement based on the fair value of the various identifiable assets, liabilities or
contingent liabilities recognized as of the acquisition date.
As for equity interests of the investee not under common control acquired through various transactions
which eventually formed business combination, the Company shall supplement disclosure of the
accounting treatment in consolidated financial statement in the reporting period when controlling power
is obtained. For example, as for equity interests of the investee not under common control acquired
through various transactions which eventually formed business combination, when preparing
consolidated financial statement, the Company would re-measure the equity interests held in the
201
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
acquiree before acquisition date at their fair value as of the acquisition date, and any difference between
the fair value and carrying value is included in current investment income. in case that the equity
interests in acquiree held by the Company before the relevant acquisition date involves other
comprehensive income at equity method and change of other owners‘ equity (other than net gains and
losses, other comprehensive income and profit distribution), then the equity interests would transfer to
investment gains and losses for the period which the acquisition date falls upon. The other
comprehensive income arising from change of the net liabilities or net assets under established benefit
scheme as acquiree‘s re-measured such scheme is excluded.
The transaction with non-controlling interest to dispose long-term equity investment in a subsidiary
without losing control rights over the subsidiary, the difference between the proceeds from disposal of
interests and the decrease of the shared net assets of the subsidiary is adjusted to capital premium (share
premium). In case capital reserve is not sufficient to offset the difference, retained earnings will be
adjusted.
As for disposal of part equity investment which leads to losing control over the investee, the Company
would re-measure the remaining equity interests at their fair value as of the date when the Company
loses control over the investee when preparing consolidated financial statement. The sum of
consideration received from disposal of equity interest and fair value of the remaining equity interest,
less the net assets of the original subsidiary attributable to the Company calculated based on the original
shareholding proportion since the acquisition date or the date then consolidation commences, is
included in investment gains and losses for the period when control is lost, meanwhile to offset goodwill.
Other comprehensive income related to equity interest investment in original subsidiaries is transferred
into current investment gains and losses upon lost of control.
If the disposal of the equity investment of a subsidiary is realized through multiple transactions until
loss of control and is a package deal, the accounting treatment of these transactions should be dealt with
as one transaction of disposal of the subsidiary until loss of control. However, before the Company
loses total control of the subsidiary,
the differences between the actual disposal price and the share of
the net assets of the subsidiary disposed of in every transaction should be recognized as
other
comprehensive income in the consolidated financial statements, and transferred to profit or loss when
losing control.
6. Accounting treatment for joint venture arrangement and joint controlled entity
The joint venture arrangement of the Company consists of joint controlled entity and joint venture. As
for jointly controlled entity, the Company determines the assets held and liabilities assumed separately
as a party to the jointly controlled entity, recognizes such assets and liabilities according to its
proportion, and recognizes relevant income and expense separately under relevant agreement or
according to its proportion. As for asset transaction relating to purchase and sales with the jointly
controlled entity which does not constitute business activity, part of the gains and losses arising from
such transaction attributable to other participators of the jointly controlled entity is only recognized.
202
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
7. Cash and cash equivalents
Cash in the cash flow statement comprises the Group‘s cash
on hand and deposits that can be readily
withdrawn on demand. Cash equivalents are short-term, highly liquid investments held
by the Group,
that are readily convertible to known amounts of cash and which are subject to an insignificant risk of
changes in value, including but not limited to the followings which meet the aforesaid conditions: debt
investment matured within three months upon the acquisition date, bank time deposit which can be early
withdrew by serving a notice and transferrable deposit receipt, etc. for time deposit which can not be
used for payment at any time, it would be note recognized as cash; while if can be used for such purpose,
it would be recognized as cash. Guarantee deposit over three months in other monetary capital shall not
be recognized as cash equivalents, and those less than three months are recognized as cash equivalents.
8. Foreign currency business and foreign currency financial statement conversion
(1) Foreign currency business
As for the foreign currency business, the Company converts the foreign currency amount into RMB
amount pursuant to the spot exchange rate as of the business day. As at the balance sheet date, monetary
items expressed by foreign currency are converted into RMB pursuant to the spot exchange rate as of
the balance sheet date. The conversion difference occurred is recorded into prevailing gains and losses,
other than the disclosure which is made according to capitalization rules for the exchange difference
occurred from the special foreign currency borrowings borrowed for constructing and producing the
assets satisfying condition of capitalization. As for the foreign currency non-monetary items measured
by fair value, the amount is then converted into RMB according to the spot exchange rate as of the
confirmation day for fair value. And the conversion difference occurred during the procedure is
recorded into prevailing gains and losses directly as change of fair value. As for the foreign currency
non-monetary items measured by historical cost, conversion is made with the spot exchange rate as of
the business day, with no change in RMB amount.
(2) Conversion of foreign currency financial statement
Spot exchange rate as of the balance sheet date is adopted for conversion of assets and liabilities in
foreign currency balance sheet; as for the items in statement of owners‘ equity except for ―Undistributed
profit‖, conversion is made pursuant to the spot exchange rate of business day; income and expense
items in income statement then are also converted pursuant to the spot exchange rate of transaction day.
Difference arising from the aforementioned conversions shall be listed separately in items of owners‘
equity. Spot exchange rate as of the occurrence date of cash flow is adopted for conversion of foreign
currency cash flow. The amount of cash affected by exchange rate movement shall be listed separately
in cash flow statement.
9. Financial assets and financial liabilities
(1) Financial assets
1) Classification of financial assets
203
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
In consideration of investment targets and economic essence, the Company groups the financial assets
owned by it as four categories, namely financial assets measured by fair value and whose movement is
recorded into prevailing gains and losses, held-to-maturity investment, loans and accounts receivables,
as well as financial assets available-for-sale.
Financial assets measured by fair value and whose movement is recorded into prevailing gains and
losses represent the financial assets which are held mainly for disposal in a short time and listed as
tradable financial assets in the balance sheet.
Held-to-maturity investment represents the non-derivative financial assets which has fixed maturity day,
fixed or available-for-confirmation recovered amount and for which the management has definite
intention and ability to hold till maturity.
Loans and accounts receivables represent the non-derivative financial assets which have no quotation in
an active market and fixed or available-for-confirmation recovered amount.
Financial assets available-for-sale including the non-derivative financial assets available-for-sale and the
financial assets which have not been grouped as others at the initial confirmation
2) Recognition and measurement for financial assts
Financial assets, while become party of the contract of financial instrument in the Company, recognized
in balance sheet by fair value.
For the financial assets which are measured by fair value and whose fair
value change is recorded into prevailing gains and losses, the relevant transaction expense arising from
acquisition is recorded into prevailing gains and losses directly, while the relevant transaction expense
of other financial assets is recorded into initial recognition amount.
Financial assets which are measured by fair value and whose fair value change is recorded into
prevailing gains and losses, together with financial assets available-for-sale, would have follow-up
measurement according to fair value; effective interest method is adopted for loans and accounts
receivables and held-to-maturity investment which are shown in amortized cost.
Fair value change of financial assets which are measured by fair value and whose fair value change is
recorded into prevailing gains and losses is recorded into gains and losses of fair value change; interests
or cash dividend acquired from holding assets are recognized as investment income; when disposing
such assets, the difference between their fair value and initial accounting amount is recognized as
investment gains and losses. Meanwhile, gains and losses of fair value shall be adjusted.
Except impairment losses and exchange gains/loss from financial assets with foreign currency, variation
of the fair value for financial assets available for sale should reckon into shareholders‘ equity. The
variation of fair value accumulative reckon into equity previously should transfer into current
gains/losses while recognition of this financial asset terminated. For the interest during period of
holding for instrument investment of liability available for sale based on real interest rate, and cash
dividend related with instrument investment of equity available for sale that announced by invested
enterprises should reckon into current gains/losses as investment incomes.
3) Impairment of financial assets
204
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Except for the financial assets which are measured by fair value and whose fair value change is recorded
into prevailing gains and losses, the Company will make check in the carrying value of other financial
assets as at the balance sheet date. If there is objective evidence proving impairment of certain financial
assets, the Company then makes provision for impairment.
When the financial assets calculated by amortized cost decrease in value, count and draw the provision
for impairment according to the balance between present value and book value of predicted future cash
flows (Excluding future credit losses that haven‘t occurred yet.). If there is any objective evidence to
indicate that the financial assets has recovered and is objectively connected with matters occurred after
confirming the losses, the formerly confirmed impairment losses will be reversed and reckoned in
current profits and losses.
When the fair value of financial assets available for sale goes down substantially or non- transiently, the
accumulating losses previously and directly reckoned in shareholder's equity and formed due to
shrinkage of fair value will be transferred and reckoned in impairment losses. As for the debt instrument
investment available for sale with confirmed impairment losses, if its fair value rises after and it is
objectively connected with matters occurred after confirming the primary impairment losses, the
formerly confirmed impairment losses will be reversed and reckoned in current profits and losses. And
the debt instrument investment available for sale with confirmed impairment losses shall be directly
reckoned in stockholder's equity if its fair value rises after.
4) Transfer of financial assets
The financial assets meet one of following requirements will be terminated recognition: ① The contract
rights of collecting cash flow of the financial assets is terminated; ②The financial assets has already
been transferred, and the Company has transferred almost all risks and remunerations of financial assets
ownership to the transferee; ③The financial assets has been transferred, even though the Company has
neither transferred nor kept almost all risks and remunerations of financial assets ownership, the
Company has given up controlling the financial assets.
If the enterprise has neither transferred or kept almost all risks and remunerations of financial assets
ownership, nor given up controlling the financial assets, then confirm the relevant financial assets
according to how it continues to involve into the transferred financial assets and confirm the relevant
liabilities accordingly. The degree of keeping involving into the transferred financial assets refers to the
risk level with which the fluctuation of this financial asset value makes the enterprise face.
If the entire transfer of financial assets satisfies the demand for derecognition, reckon the balance
between the book value of the transferred financial assets and the sum of consideration received from
transfer and fluctuation accumulated amount of fair value formerly reckoned in other consolidated
income in the current profits and losses.
If part transfer of financial assets satisfies the demand for derecognition, apportion the integral book
value of the transferred financial assets between the derecognized parts and the parts not yet
205
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
derecognized according to each relative fair value, and reckon the balance between the sum of
consideration received from transfer and fluctuation accumulated amount of fair value formerly
reckoned in other consolidated income that should be apportioned to the derecognized parts and the
apportioned aforementioned carrying amounts in the current profits and losses.
(2) Financial liabilities
When making the initial recognition for financial liabilities, the Company classifies the financial
liabilities into ones which are measured by fair value and whose change is recorded into prevailing gains
and losses, and other financial liabilities.
Financial liabilities which are measured by fair value and whose change is recorded into prevailing
gains and losses include tradable financial liabilities and financial liabilities which are measured by fair
value and whose change is recorded into prevailing gains and losses at the initial recognition day.
Follow-up measurements are made by fair value. Recorded into prevailing gains and losses are the gains
or losses formed through fair value change and dividend and interest expenditure regarding to the
financial liabilities.
As for other financial liabilities, effective interest rate method is adopted and follow-up measurement is
made according to amortized cost.
1) Method for recognition of fair value of financial assets and liabilities
For those financial instruments existing in active markets, market quotation in the active market is used
to confirm their fair values. In active market, the Company takes the present bid price of already-held
financial assets or plan-to-undertake financial liabilities as the fair values of relevant assets and
liabilities; the Company takes the present offer price of plan-to-buy financial assets and
–already-undertaken liabilities as the fair values of relevant assets and liabilities. In the situation that
there are no present bid and offer price for financial assets and liabilities, while there is no material
change in economic environment after the latest business day, then fair value of the financial assets and
liabilities is to confirm pursuant to the latest business market quotation.
Fair value of the financial instruments which have no active market is confirmed by adoption of
estimation technology. Estimation technology includes reference to the price applied by parties which
know well situation and are willing to make deals in the latest market business, reference to the current
fair value of other financial assets which are the same in principle, reference to discounted cash flow
method and option pricing model.
10. Bad debt provision for accounts receivable
Allowance method is adopted for the bad debt losses which are likely to happen. And conducting
impairment test independently or by combination at period-end, withdrawn bad debt provision and then
recorded into current gains and losses. As for the accounts receivable which are not able to call back
through definite evidence, they shall be treated as bad debt losses after approval of the Group according
to regulated procedures to offset withdrawn bad debt provision.
The following situation as standards for confirmation of bad debt losses of accounts receivable: revoke,
206
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
bankruptcy, insolvency, serious insufficiency of cash flow of its debit units, or the debit units have to
stop production due to serious natural disaster and are not able to settle the debts or in predicted time, or
other definite evidence showing that the debt is not available to call back or the possibility of calling
back is tiny.
Account receivables were divided as follow categories at period-end, which was performed impairment
test in way of individual or group, and withdrawal bad debt provision:
(1) Account receivable with single significant amount:
If totally amount takes over 80% of the total for over 5% occupied, than 5% of single amount
Determine basis or amount
in total amounts recognized as single significant amount; if totally amount takes less than
standards
for
single
80% of the total for over 5% occupied, than lower recognition standards till qualified 80% in
significant amount
total
Method
of
bad
debt
provision accrual for account Withdrawal bad debt provision according to difference between the current value of future
receivable with single major cash flow and book values; if there has no impairment been found in individual test,
amount
withdrawal bad debt provision while testing by group
(2) Account receivable withdrawal bad debt provision based on combination:
Basis for combination recognized
Combination 1
Account receivable except combination 2
Combination 2
Employee reserve fund, foreign investment amount, contact with related party in consolidated statement
of Changhong Group, export tax refund receivable, account receivable with L/C or insurance,
government subsidy etc.
Methods on withdrawal of bad debt provision based on combination
Combination 1
Withdrawal bad debt provision by proportion in different age group
Combination 2
Risks are under control without bad debt provision accrual
In combination 1, withdrawal proportion of bad debt provision for account receivable based on age
analysis:
Withdrawal proportion of account receivable
(%)
Withdrawal proportion of other account
receivable (%)
5
5
1－2years
15
15
2－3 years
35
35
3－4 years
55
55
4－5 years
85
85
Over 5 years
100
100
Age
Within
included )
1year(1year
(3) Account receivable with single minor amount but withdrawal single item bad debt provision:
Reasons for withdrawal single
Account with minor amount but have significant inflow risk on predicted future cash flow
item bad debt provision
Withdrawal method for bad
debt provision
Impairment test on the current value of predicted future cash flow, bad debt provision
withdrawal.
11. Inventories
Inventories of the Company principally include raw materials, stock goods; work in process, self-made
207
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
semi-finished product, materials consigned to precede, low-value consumption goods, goods in transit,
goods in process and mould etc.
Perpetual inventory system is applicable to inventories. For daily calculation, standard price is adopted
for raw materials, low-value consumption goods and stock goods. Switch-back cost of the current
month is adjusted by distribution price difference at the end of the month, the dispatched goods will
share the cost differences of inventory while in settlement the business income; and low-value
consumption goods is carried forward at once when being applied for use; the mould expenses will
evenly deferred share based on balance at period-begin plus increase amount in this period divided by
12 months.
Inventory at period-end is valued by the Lower-of-value between the cost and net realizable value. For
those individual stock, suffering damage, totally or partly out of fashion or has lower sales price than
cost, predicted recoverable parts in cost, and withdrawal provision of inventory depreciation single. For
those raw materials, stock commodities and goods in transit, withdrawal provision of inventory
depreciation by follow methods:
(1) Determined the net realizable value of raw materials on the higher amount between the final prices
of estimated sale-price deducted cost (about to happen till products finished), estimated sales expense
and relevant taxes, and the fair value of external disposal.
(2) Withdrawal obsolete provision for commodity stocks and goods in transit by the follow proportion:
1) Refrigerator, freezer and washing machine
Grade
Stock duration
Withdrawal proportion for obsolete
provision
Within 3 months
0%
4-6 months
5%
7-12 months
15%
1-2 years
25%
2-3 years
40%
Over 3 years
100%
Grade-A
Qualified
40%
Grade-B
50%
Grade-C
60%
Unqualified
60%
Disposal
65%
Sample machine
30%
Special user type that exceed the order quantity
50%
2) Air-conditioner
Withdrawal proportion for obsolete
Location level
provision
208
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Repair
50%
Awaiting repair
70%
Store return
70%
De-stocking
70%
Overstock
100%
With respect to the inventories and delivered goods which are not vested to the above classification,
their realizable net value will be calculated by the Company based on the estimated selling price of the
inventories less estimated selling expense and related taxes. The Company re-checks the above
mentioned proportion at every end of the year. Calculated the net realizable value by difference between
the estimated sale price less the estimated sales expense and relevant taxation; after comparison with the
book value of commodity stocks and goods in transit, determined whether adjusted the proportion or not.
Mould expense will amortize in installment in usual times. Once the use-life of mould is terminated, and
than transfer its remaining cost into gains/losses, no withdrawal of obsolete provision at period-end.
12. Long-term equity investment
Long-term equity investment of the Company is mainly about investment in subsidiary, investment in
associates and investment in joint-ventures.
For long-term equity investments acquired through business combination under common control, the
initial investment cost shall be the acquirer‘s share of the carrying amount of net assets of the acquiree
as of the combination date as reflected in the consolidated financial statement of the ultimate controller.
If the carrying amount of net assets of the acquiree as of the combination date is negative, the
investment cost of long-term equity investment shall be zero. For long-term equity investment acquired
through business combination not under common control, the initial investment cost shall be the
combination cost.
Excluding the long-term equity investment acquired through business combination, there is also a king
of long-term equity investment acquired through cash payment, for which the actual payment for the
purchase shall be investment cost; If Long-term equity investments are acquired by issuing equity
securities, fair value of issuing equity investment shall be investment cost; for Long-term equity
investments which are invested by investors, the agreed price in investment contract or agreement shall
be investment cost; and for long-term equity investment which is acquired through debt reorganization
and non-monetary assets exchange, regulations of relevant accounting standards shall be referred to for
confirming investment cost.
The Company adopts cost method for investment in subsidiaries, makes calculation for investments in
joint-ventures and associates by equity method.
When calculated by cost method, long-term equity investment is priced according to its investment cost,
and cost of the investment is adjusted when making additional investment or writing off investment;
When calculated by equity method, current investment gains and losses represent the proportion of the
net gains and losses realized by the invested unit in current year attributable to or undertaken by the
investor. When the Company is believed to enjoy proportion of net gains and losses of invested unit,
209
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
gains and losses attributable to the Company according to its shareholding ratio is to computer out
according to the accounting policy and accounting period of the Company, on the basis of the fair value
of various recognizable assets of the invested unit as at the date of obtaining of the investment, after
offset of gains and losses arising from internal transactions with associates and joint-ventures, and
finally to make confirmation after adjustment of net profit of the invested unit. Confirmation on gains
and losses from the long-term equity investment in associates and joint-ventures held by the Company
prior to the first execution day, could only stand up with the precedent condition that debit balance of
equity investment straightly amortized according to its original remaining term has already been
deducted, if the aforementioned balance relating to the investment do exist.
In case that investor loses joint control or significant influence over investee due to disposal of part
equity interest investment, the remaining equity interest shall be calculated according to Enterprise
Accounting Principles No.22-Recognition and Measurement of Financial Instrument. Difference
between the fair value of the remaining equity interest as of the date when lose of joint control or
significant influence and the carrying value is included in current gains and losses. Other comprehensive
income recognized in respect of the original equity interest investment under equity method should be
treated according to the same basis which the investee adopts to directly dispose the relevant assets or
liabilities when ceasing adoption of equity method calculation; and also switches to cost method for
calculating the long-term equity investments which entitles the Company to have conduct control over
the invested units due to its additional investments; and switches to equity method for calculating the
long-term equity investments which entitles the Company to conduct common control or significant
influence, while no control over the invested units due to its additional investments, or the long-term
equity investments which entitles the Company with no control over the invested units any longer while
with common control or significant influence.
When disposing long-term equity investment, the balance between its carrying value and effective price
for obtaining shall be recorded into current investment income. When disposing long-term equity
investment which is calculated by equity method, the proportion originally recorded in owners‘ equity
shall be transferred to current investment income according to relevant ratio, except for that other
movements of owners‘ equity excluding net gains and losses of the invested units shall be recorded into
owners‘ equity.
13. Investment real estate
The investment real estate of the Company includes leased houses and buildings, and is accounted value
by its cost. Cost of purchased-in investment real estate consists of payment for purchase, relevant taxes
and other expenditure which is attributable to the assets directly; while cost of self-built investment real
estate is formed with all necessary expenditures occurred before construction completion of the assets
arriving at the estimated utilization state.
Consequent measurement of investment estate shall be measured by cost method. Depreciation is
provided with average service life method pursuant to the predicted service life and net rate of salvage
210
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
value. The predicted service life and net rate of salvage value and annual depreciation are listed as
follows:
Type
Depreciation term
Predicted rate of salvage
value
Depreciation rate per
annum
30-40 years
4%-5%
2.375%-3.20%
Houses and buildings
When investment real estate turns to be used by holders, it shall switch to fixed assets or intangible assets
commencing from the date of such turning. And when self-used real estate turns to be leased out for rental or
additional capital, the fixed assets or intangible assets shall switch to investment real estate commencing
from the date of such turning. In situation of switch, the carrying value before the switch shall be deemed as
the credit value after the switch.
When investment is disposed, or out of utilization forever and no economic benefit would be predicted to
obtain through the disposal, the Company shall terminate recognition of such investment real estate. The
amount of income from disposal, transfer, discarding as scrap or damage of investment real estate after
deducting the asset‘ s carrying value and relevant taxation shall be written into current gains and losses.
14. Fixed assets
Fixed assets of the Company represent the tangible assets and assets package: held by the Company for
purpose of producing commodities, providing labor service, leasing or operational management, service
life exceeds one year, and unit price exceeds RMB 2,000. Including four categories of houses and
buildings, machinery equipments, transportation equipments and other equipments
Their credit value is determined on the basis of the cost taken for obtaining them. Of which, cost of
purchased-in fixed assets include bidding price and import duty and relevant taxes, and other
expenditure which occurs before the fixed assets arrive at the state of predicted utilization and which
could be directly attributable to the assets; while cost of self-built fixed asset is formed with all
necessary expenditures occurred before construction completion of the assets arriving at the estimated
utilization state; credit value of the fixed assets injected by investors is determined based on the agreed
value of investment contracts or agreements, while as for the agreed value of investment contracts or
agreements which is not fair, it shall take its fair value as credit value; and for fixed assets which are
leased in through finance leasing, credit value is the lower of fair value of leased assets and present
value of minimized leasing payment as at the commencing date of leasing.
Consequent expenditure related to fixed assets consists of expenditures for repair and update reform.
For those meeting requirements for recognization of fixed assets, they would be accounted as fixed asset
cost; and for the part which is replaced, recognization of its carrying value shall cease; for those not
meeting requirements for recognization of fixed assets, they shall be accounted in current gains and
losses as long as they occur. When fixed asset is disposed, or no economic benefit would be predicted to
obtain through utilization or disposal of the asset, the Company shall terminate recognization of such
211
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
fixed asset. The amount of income from disposal, transfer, discarding as scrap or damage of fixed asset
after deducting the asset‘ s carrying value and relevant taxation shall be written into current gains and
losses.
The Company withdraws depreciation for all fixed assets except for those which have been fully
depreciated while continuing to use. It adopts average service life method for withdrawing depreciation
which is treated respectively as cost or current expense of relevant assets according to purpose of use.
The depreciation term, predicted rate of salvage value and depreciation rate applied to fixed assets of the
Company are as follows:
No.
Type
Depreciation term
Predicted rate of salvage
value
Depreciation rate per
annum
1
Houses and buildings
30-40 years
4%-5%
2.375%-3.20%
2
Machinery equipments
10-14 years
4%-5%
6.786%-9.60%
3
Transport equipment
5-12 years
4%-5%
7.92%-19.20%
4
Other equipments
8-12 years
4%-5%
7.92%-12.00%
The Company makes re-examination on predicted service life, predicted rate of salvage value and
depreciation method at each year-end. Any change will be treated as accounting estimation change.
15. Construction in process
Construction in process is measured with effective cost. Self-operated constructions projects are
measured with direct materials, direct salaries and direct construction expense; construction projects
undertaken by external are measured with the engineering payment payable; and engineering cost
(income abatement) of equipment-installation projects is confirmed with consideration of value of the
equipments, installation fee, and expenditure arising from trial operation of the projects. Borrowing
expense and exchange gains and losses which should be capitalized are also included in cost of
construction in process.
16. Borrowing expense
Borrowing expenses include interest expense, amortization of discount or premium, auxiliary expenses
and exchange difference due to borrowing in foreign currency. The borrowing expense which could be
directly attributable to purchase or production of assets satisfying capitalization condition, starts
capitalization when capital expenditure and borrowing expense occur and when necessary purchase or
production conducted for promoting assets to reach the predicted available-for-use or available-for-sale
state; and capitalization shall cease when purchased or produced assets satisfying capitalization
condition have reached the predicted available-for-use or available-for-sale state. Other borrowing
expense is recognized as expense during the occurrence period.
Capitalization shall be exercised for interest expense actually occurred from special borrowings in
current period after deduction of the interest income arising from unutilized borrowing capital which is
saved in banks or deduction of investment income obtained from temporary investment; For
recognization of capitalized amount of common borrowing, it equals to the weighted average of the
212
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
assets whose accumulated expense or capital disburse is more than common borrowing times
capitalization rate of occupied common borrowing. Capitalization rate is determined according to
weighted average interest rate of common borrowing.
Assets satisfying capitalization principle generally refer to fixed assets, investment real estate and
inventories which can only arrive at predicted available-for-use and available-for-sale state after quite a
long time (generally over one year) in purchase or production activities.
If abnormal interruption happens during purchase or production of assets satisfying capitalization
principle and the interruption lasts over 3 months, the capitalization for the borrowing expense shall
pause until the purchase or production restarts.
17. Intangible assets
The Company holds intangible assets including land use right, trademark, patent technology and
non-patent technology. Intangible assets are measured according to the effective costs paid for obtaining
the assets. For those intangible assets purchased in by the Company, their effective cost consist of actual
payment and relevant other expenditure; for the intangible assets input by investors, effective cost is
determined according to the value agreed in investment contracts and agreements, while if the agreed
value is not fair, then effective value is confirmed according to fair value.
Land use right is averagely amortized according to its transfer term commencing from the sate of
transfer; trademark use-rights averagely amortized by 10 years; patent technology, non-patent
technology and other intangible assets is averagely amortized according to the shortest of their predicted
service life, beneficial term concluded by contract and effective term regulated by laws. Amortization
amount is recorded in assets cost and current gains and losses relevant to beneficial objectives.
Re-examination on predicted service life and amortization method of the intangible assets which have
limited service life shall be conducted at the end of each year. If changed, it would be treated as change
of accounting estimation. Re-examination on predicted service life of intangible assets which have
uncertain service life shall be conducted. For any evidence proving that service life of intangible assets
is limited, then the service life shall be estimated and the Company shall make amortization within the
predicted service life period.
18. Research and development
As for expenditure for research and development, the Company classifies it into expenditure on research
phase and development phase, based on nature of the expenditure and that whether the final intangible
assets formed by research & development is of great uncertainty. Expenditure arising during research
should be recorded in current gains and losses upon occurrence; expenditure arising during development
213
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
is confirmed as intangible assets when satisfying the following conditions:
(1) Completions of the intangible assets make it available for application or sell in technology;
(2) Equipped with plan to complete the intangible asset and apply or sell it;
(3) There is market for products produced with this intangible assets or the intangible asset itself;
(4) Have sufficient technology, financial resource and other resources to support development of the
intangible assets, and have ability to apply or sell the assets;
(5) Expenditure attributable to development of the intangible assets could be reliable measured.
Expenditure arising during development not satisfying the above conditions shall be recorded in current
gains and losses upon occurrence. Development expenditure which had been recorded in gains and
losses in previous period would not be recognized as assets in later period. Expenditure arising during
development phase which has been starting capitalization is listed in balance sheet as development
expenditure, and transferred to intangible assets since the project reaches at predicted utilization state.
19. Impairment of non-financial long-term assets
As at each balance sheet date, the Company has inspection on long-term equity investment, fixed assets,
construction in process and intangible assets with limited service life. When the following indications
appear, assets may be impaired, and the Company would have impairment test. As for goodwill and
intangible assets which have uncertain service life, no matter there is impairment or not, impairment test
shall be conducted at the end of every year. If it is hard to make test on recoverable amount of single
asset, test is expected to make on the basis of the assets group or assets group portfolio where such asset
belongs to.
After impairment test, if the carrying value exceeds the recoverable amount of the asset, the balance is
recognized as impairment loss. As long as impairment loss of the aforementioned assets is recognized, it
couldn‘t be switched back in later accounting periods. Recoverable amount of assets refers to the higher
of fair value of assets net disposal expense and present value of predicted cash flow of the asset.
Indications for impairment are as follows:
(1) Market value of asset drops a lot in current period, the drop scope is obviously greater than the
predicted drop due to move-on of times or normal utilization;
(2) Economy, technology or law environment where enterprise operates or market where asset is located
will have significant change in current or recent periods, which brings negative influence to enterprise;
(3) Market interest rate or returning rate of other market investments have risen in current period, which
brings influence in calculating discount rate of present value of predicted future cash flow of assets,
which leads to a great drop in recoverable amount of such assets;
(4) Evidence proving that asset is obsolete and out of time or its entity has been damaged;
214
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
(5) Asset has been or will be keep aside, terminating utilization or disposed advance;
(6) Internal report of enterprise shows that economic performance of asset has been or will be lower
than prediction, such as that net cash flow created by asset or operation profit (or loss) realized by asset
is greatly lower (or higher) than the predicted amount;
(7) Other indications showing possible impairment of assets
20. Goodwill
Goodwill represents balance between equity investment cost or business combination cost under no
common control exceeding the attributable part or fair value of recognizable net assets of party invested
or purchased (obtained through business combination) as of acquisition day or purchase day.
Goodwill relating to subsidiaries is separately listed in consolidated financial statement. And goodwill
relating to associates and joint-ventures is included in carrying value of long-term equity investment.
21. Long-term deferred expenses
Long-term deferred expenses of the Company refer to the expense which has been paid out while should
be amortized from the current period and periods thereafter, with amortization term over 1 year
(excluding 1 year). Such expense is averagely amortized during the beneficial period. If such long-term
deferred expense could not bring benefit to following accounting periods, the unamortized value of the
item shall be fully transferred to current gains and losses.
22. Staff remuneration
Employee benefits mainly include all kinds of remuneration incurred in exchange for services rendered
by employees or compensation to the termination of employment relationship such as short-term wages,
post-employment benefits, compensation for the termination of employment relationship and other
long-term employee welfare.
Short-term remuneration includes: staff salary, bonus, allowances and subsidies, staff benefits, social
insurances like medical insurance, work-related injury insurance and maternity insurance, housing fund,
labor union funds and staff education funds, short-term paid absence of duty, short-term profit sharing
scheme, non-monetary benefits as well as other short-term remuneration. During the accounting period
when staff provides services, the short-term remuneration actually occurred is recognized as liabilities
and shall be included in current gains and losses or related asset costs according to the beneficial items.
Retirement benefits mainly consist of basic pension insurance, unemployment insurance and
early-retirement benefits, etc. retirement benefit scheme represents the agreement reached by the
Company and its employees in respect of retirement benefits, or the rules or regulations established by
215
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
the Company for providing retirement benefits to employees. In particular, defined contribution plan
means a retirement benefit plan, pursuant to which, the Company makes fixed contribution to
independent fund, upon which, it is not obliged to make further payment. Defined benefit plan refers to
retirement benefit scheme other than defined contribution plan.
The early retirement policy for staff and workers of the Company is the compensation for encouraging
staff and workers to accept the reduction voluntarily. The employees make applications voluntarily, the
two parties sign the compensation agreement after approved by the Company and calculate the
compensation amount according to the compensation standard passed by the staff representative
conference, and the Company confirms it as dismiss welfare and reckons it in current profits and losses.
As the Company promises to adjust the treatment for early retiring staff and workers with the increase
of social basic cost of living allowances, the discount elements will not be considered for calculating the
dismiss welfare.
23. Estimated liabilities
If the business in connection with such contingencies as a security involving a foreign party, commercial
acceptance bill discount, pending litigation or arbitration, product quality assurance, etc. meets all of the
following conditions, the Company will confirm the aforesaid as liabilities: the obligation is an existing
obligation of the Company; performance of the obligation is likely to cause economic benefits to flow
out of the enterprise; the amount of the obligation is reliably measurable.
24. Principle of recognition of revenue and measurement method
The Company‘s sales revenue is mainly comprised of revenue from sale of goods, labor providing
income and revenue from assignment of asset use rights. The principle of recognition of such revenue is
as follows:
(1) Revenue from the sale of goods shall be recognized when the Company has transferred to the buyer
the significant risks and rewards of ownership of the goods; the Company retains neither continuing
managerial involvement to the degree usually associated with ownership nor effective control over the
goods sold; the amount of revenue can be measured reliably; it is probable that the associated economic
benefits will flow into the Company; The export business is recognised when the packing list is received;
and the associated costs incurred or to be incurred can be measured reliably. Air-conditioner OEM/ODM
will recognize revenue while notes issued after commodity transferring to the shipping space that
appointed by the client.
(2) The Company confirms the realization of service income when the gross income and total cost of
labor service cab be unfailingly calculated, the economic benefits related to labor service are likely to
flow into the Group, and the progress of labor service can be confirmed reliably. On balance sheet date,
with regard to those with results provided for labor service transactions can be estimated reliably,
216
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
confirm the relevant service income according to percentage of completion method and determine the
percentage-of-completion method by the proportion of the occurred cost in the estimated total cost; as
for those with results provided for labor service transactions can‘t be estimated reliably and with
occurred labor cost predicted to be able to get compensation, confirm to provide service income
according to
labor cost amount occurred and capable of getting compensation, and carry over the
occurred labor costs; for those with results provided for labor service transactions can‘t be estimated
reliably and with occurred labor cost predicted to be not able to get compensation, reckon the occurred
labor cost in the current profits and losses, but not confirm to provide service income.
(3) The economy benefit of use-right of transfer assets probably wills inflow to the Company, if the
income can be measure accountability, than use-right income of transfer assets recognized.
25. Government subsidies
Government subsidy at the Company be able to meet its attached conditions, and can be confirmed
when received. Government grants for monetary assets, in accordance with the measurement of the
amount actually received, according to a fixed quota for the allocation of the grant criteria, in
accordance with the amount of accounts receivable measurement; government subsidies for
non-monetary assets, in accordance with the fair value, fair value should not reliably achieved, in
accordance with the notional amount (RMB 1.00) measurement.
Asset-related government grants recognized as deferred income, and average life of related assets
included in the current profit and loss distribution. With the proceeds of the relevant government
subsidies to compensate for the period after the relevant costs or losses recognized as deferred income
and, while recognizing the associated costs included in current period profit and loss; for compensation
related costs that have occurred or loss, directly gains and losses included in the current period.
26. Deferred Income Tax Assets and Deferred Income Tax Liabilities
A deferred tax asset and deferred tax liability shall be determined by a difference (temporary difference)
between the carrying amount of an asset or liability and its tax base. The deferred tax asset shall be
recognized for the carry forward of unused deductible losses that it is probable that future taxable profits
will be available against which the deductible losses can be utilized. For temporary difference arising
from initial recognition of goodwill, no corresponding deferred income tax liabilities will be recognized.
For temporary difference arising from initial recognition of assets and liabilities occurred in the
transaction related to non business combination which neither affect accounting profit nor assessable
income (or deductable losses), no corresponding deferred income tax assets and deferred income tax
liabilities will be recognized. As of the balance sheet date, deferred income tax assets and deferred
income tax liabilities are measured at the effective tax rate applicable to the period when recovery of
assets or settlement of liabilities occur.
217
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
The Company recognizes deferred income tax assets to the extent of future assessable income tax which
is likely to be obtained to offset deductable temporary difference, deductable losses and tax credits.
27. Lease
The Company categorizes the lease into the financial lease and the operating lease.
The financial lease is the lease in which all risks and returns related to the ownership of assets are
transferred in substance. The Company as a lease holder, on the date of lease, the financial lease is
recognized as the fixed asset at lower cost of fair value of the rental asset and the NPV of minimum
payment of leasing. The minimum payment of leasing is recognized as long-term payable and the
difference is accounted into unrecognized financing expense.
The operating lease is the lease apart from the financial lease. The Company, as a lease holder, accounts
the rents into current period by straight line method during the term of the lease. The Company, as a
leaser, accounts the rental income into current period by straight line method during the term of the
lease.
28. Income tax accounting
The Company accounted the income tax in a method of debit in balance sheet. The income tax expenses
include income tax in the current year and deferred income tax. The income tax associated with the
events and transactions directly included in the owners‘ equity shall be included in the owners‘ equity;
and the deferred income tax derived from business combination shall be included in the carrying amount
of goodwill, except for that above, the income tax expense shall be included in the profit or loss in the
current period.
The income tax expense in the current year refers to the tax payable, which is calculated according to
the tax laws on the events and transactions incurred in the current period. The deferred income tax refers
to the difference between the carrying amount and the deferred tax assets and deferred tax liabilities at
the year-end recognized in the method of debit in the balance sheet.
29. Segment information
Business segment was the major reporting form of the Company, which divided into 4 parts:
air-conditioner, refrigerator and freezer, marketing and others. The transfer price among the segments
will recognize based on the market price, common costs will allocated by income proportion between
segments except for the parts that without reasonable allocation.
218
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
30. Explanation on significant accounting estimation
The management of the Company needs to apply estimation and assumption when preparing financial
statement which will affect the application of accounting policy and amounts of assets, liabilities,
income and expense. The actual condition may differ from the estimation. Constant evaluation is
conducted by the management in respect of the key assumption involved in the estimation and judgment
of uncertainties. Effect resulting from change of accounting estimation is recognized in the period the
change occurs and future periods.
The following accounting estimation and key assumption may result in material adjustment to the book
value of assets and liabilities in future period.
(1) Inventory impairment provision
The Company provides impairment provision according to the type of finished products and goods
delivered under fixed proportion, and estimates the realizable net value of inventories by reference to
the projected selling price of similar inventories less sales expenses and related taxes on a regular basis,
so as to evaluate the rationality of the provision proportion. If the actual selling price or expense differs
from the previous estimation, the management will make corresponding adjustment to the proportion.
The estimation results based on existing experiences may differ from the latter actual results, which may
result in adjustment to the book value of inventories in the balance sheet and affect over the gains and
losses of the period when the estimation changes.
(2) Accounting estimation on long-term assets impairment provision
The Company makes impairment test on fixed assets such as buildings, machine and equipments which
have impairment indication and long-term assets such as goodwill as at the balance sheet date. The
recoverable amount of relevant assets and assets group shall be the present value of the projected future
cash flow which shall be calculated with accounting estimation.
If the management amends the gross profit margin and discount rate adopted in calculation of future
cash flow of assets and assets group and the amended gross profit margin is lower than the currently
adopted one or the amended discount rate is higher than the currently adopted one, the Company needs
to increase provision of impairment provision. If the actual gross profit margin is higher (or the discount
rate is lower) than the estimation of management, the Company can not transfer back the long term
assets impairment provision provided already.
(3) Accounting estimation on realization of deferred income tax assets
Estimation on deferred income tax assets needs estimation on the taxable income and applicable tax rate
for each future year. Realization of deferred income tax assets depends on whether a company is able to
obtain sufficient taxable income in future. Change of future tax rate and switch back of temporary
difference could affect the balance of income tax expense (gains) and deferred income tax. Change of
the aforesaid estimation may result in material adjustment to deferred income tax.
(4) Usable term and residual value rate of fixed assets and intangible assets
219
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
The Company, at least at the end of each accounting year, reviews the projected usable life and residual
value rate of fixed assets and intangible assets. The projected usable life and residual value rate are
determined by the management based on the historical experiences of similar assets by reference to the
estimation generally used by the same industry with consideration on projected technical upgrade. If
material change occurs to previous estimation, the Company shall accordingly adjust the depreciation
expenses and amortization expenses for future period.
(5) Projected liabilities arising from product quality guarantee
The Company commits to repair the major spare parts of refrigerators sold through go-to-countryside
promotion activity for free for ten years. As to the maintenance expenses that may be increased arising
from such commitment, the Company has provided projected liabilities.
Taking into account the various uncertainties during the ten years, the Company considers no discount
factor of such projected liabilities. In stead, the Company reviews the parameters (probility, proportion,
maintenance expense per single set) based on the actual occurrence of maintenance expenses as of each
balance sheet date. If obvious change is found, the Company will adjust the projected liabilities
according to the latest parameters so as to reflect the best estimation.
31. Other comprehensive income
Other comprehensive income represents various gains and losses not recognized in current gains and
losses according to other accounting rules.
Other comprehensive income items shall be reported in the following two classes under other relevant
accounting rules:
(1) Other comprehensive income items that can not be reclassified into gains and losses in future
accounting periods, mainly including changes arising from re-measurement of net liabilities or net assets
under defined benefit plan and interest in investee‘s other comprehensive income which are measured
under equity method and which can not be reclassified into gains and losses in future accounting
periods;
(2) Other comprehensive income items that will be reclassified into gains and losses in future
accounting periods upon satisfaction of required conditions, mainly including interest in investee‘s other
comprehensive income which are measured under equity method and which will be reclassified into
gains and losses in future accounting periods upon satisfaction of required conditions, gains or losses
arising from change of fair value of available-for-sale financial assets, gains or losses arising from
reclassification of held-to-maturity investment into available-for-sale financial assets, gains or losses
occurred by cash flow hedging instruments attributable to effective hedge, foreign currency financial
statement translation difference, etc.
32. Change of significant accounting policies and accounting estimates
(1) Change of significant accounting policies
220
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
The Company had no change of significant accounting policies in the year.
(2) Change of significant accounting estimates
The Company had no change of significant accounting estimates in the year.
V. Taxation
1. Major taxes (expenses) and tax rates
Tax(expenses)
Tax base
Tax rate
VAT
Income from sales of goods and from processing
17%
Business tax
Rental income and off-price expense
5%
Urban maintenance
construction tax
and
Turnover tax
5% or 7%
Education surcharge
Turnover tax
3%
Local education surcharge
Turnover tax
2%
Corporate income tax
Taxable income
15% or 25%
Original Book value of house property×(1-30%)or
House Property Tax
1.2% or 12%
annual rent income
RMB 2.5/M2 to RMB 15 /M
Land use tax
Actual land area used
2
2. Preferential tax and approval documents
The Company and its subsidiary Zhongke Meiling Cryogenics Technology Limited Company were
recognized as second Hi-Tech Enterprise for year of 2014 in Anhui Province with term of three years.
Therefore, the Company and its subsidiary Zhongke Meiling Cryogenics Technology Limited Company
enjoys 15% rate for the income tax for State Hi-Tech Enterprise. On 22 January 2015, being recognized
by ―Name Lists of First Hi-Tech Enterprise for year of 2014 in Anhui Province‖[WGQR(2014) No. 37]
from Anhui Science & Technology Department, the Company and Zhongke Meiling Cryogenics
Technology Limited Company continuous to enjoy 15% rate for the income tax for State Hi-Tech
Enterprise for three years term.
Subsidiary Zhongshan Changhong Electric Co., LTD. was recognized as First Hi-Tech Enterprise for
year of 2008 in Guangdong Province with 15% rate for the income tax for State Hi-Tech Enterprise
enjoys for term of three years. On 10 October 2014, being recognized by ―Name Lists of Second
Hi-Tech Enterprise for year of 2014 in Guangdong Province‖[YKGS(2014) No.15] from Guangdong
Science & Technology Department, Zhongshan Changhong Appliance Co., Ltd. continuous to enjoy
15% rate for the income tax for State Hi-Tech Enterprise for three years term.
Subsidiary Sichuan Changhong Air Conditioner Co., Ltd. approved the re-examination of high-tech
enterprise dated 25 December 2013, and was granted the ―Certificate of High-tech Enterprise‖
(certificate No.:
GR201051000154) with a maturity of three years. Being approved and file by First
Branch of Local Tax Bureau of Mianyang City on 2 May 2013, Sichuan Changhong Air Conditioner Co.,
221
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Ltd. was subject to enterprise income tax at a rate of 15%.
Subsidiary Mianyang Meiling Softwar Technology Co., Ltd. pass the software enterprise certificate on
27 June 2014, and obtained the Software Enterprise Certification [Chuan No.:R-2014-0072]. Calcuting
the promotion period since the year of profit-making, the 1st year to 2nd year, the income tax shall be
exempted, levy income tax based on half of the statutory rates from the 3rd year to 5th year, and enjoy the
preferential till expired
The subsidiary Mianyang Meiling Refrigeration Company Limited obtained the approval
(CJXCYH(2014)408) from the Economic and Information Commission of Sichuan province on 9 May
2014, which indicated that the Company belonged to encouraging industries as set out under the
Industrial Structure Adjustment Guideline Catalogue as amended in 2011 (GJFGW No.21). It is entitled
to the preferential EIT as an enterprise of the West Development planning. Upon necessary filing with
the tax authorities, the Company has been subject to the income tax rate of 15% since 2014 for a term of
seven years.
VI. Notes to the major items in the consolidated financial statements
With respect to the financial statements figures disclosed below, unless otherwise specified,
―year-beginning‖ refers to Jan. 1, 2014; ―year-end‖ refers to Dec. 31, 2015; ―the year‖ refers to Jan. 1 to
Dec. 31, 2015; ―the last year‖ refers to Jan. 1 to Dec. 31, 2014; the currency is RMB.
1. Monetary fund
Item
Amount at year-end
Cash
Bank deposit
Other Monetary fund
Total
Including:total amount deposited in overseas
Amount at year-begin
9,453.27
34,327.48
1,978,091,405.83
2,602,664,703.52
89,237,936.51
62,519,982.80
2,067,338,795.61
2,665,219,013.80
3,650,516.73
7,023,527.63
Other monetary fund:
Item
Amount at year-end
Bank acceptance deposits
73,336,369.12
Account of foreign currency for verification
11,956,592.65
Current deposit for the bank notes pool
4,566.34
UnionPay online
1,161,330.28
Taobao account
2,778,225.05
Tenpay
853.07
Total
89,237,936.51
Among other monetary capital, banking acceptance deposit which serves as non cash and cash
equivalents refers to the banking acceptance draft deposit with a term of over three months, amounting
to RMB13, 877,641.14. China UnionPay, Taobao account and TenPay are all third party payment
platforms. Except for the deposit of RMB151, 000.00, utilization of other balance is not subject to any
restriction.
222
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
The amount saving in Sichuan Changhong Group Finance Co., Ltd. (Changhong Finance Company) at
year-end converted as RMB 1,198,136,479.34.
According to the national policies relating to foreign exchange management, all goods payment
denominated in foreign currency should be transferred to reviewing accounts which may not be used
temporarily. Upon approval of such review, those payments may be transferred to general accounts. Due
to the relatively short time for reviewing foreign exchange, balance of the reviewing accounts is not
limited on utilization.
2. Notes receivable
(1) Category of notes receivable
Item
Amount at year-end
Bank acceptance bill
1,260,206,325.67
1,222,204,923.98
13,624.15
1,263,120.07
1,260,219,949.82
1,223,468,044.05
Commercial acceptance bill
Total
Amount at year-begin
(2) Notes receivable mortgaged by end of the year
Item
Amount mortgaged by end of the year
144,764,069.70
Bankacceptance
Note: in order to improve the utilization rate of notes, the Company pledged to banks those notes that
haven‘t expired yet in exchange for issuance of banking acceptance drafts.
(3) Note receivables endorsement or discount at year-end and are not expired on balance sheet date
Termination confirmation
amount at year-end
Item
No termination
confirmation amount at
year-end
949,566,160.85
Bankacceptance
(4)Notes transfer to account receivable due to the failure implementation from drawer at year-end: Nil
3. Accounts receivable
(1) Account receivable by category
Amount at year-end
Category
Book balance
Bad debt provision
Percent
age
Amount
Amount
Percent
age
Book value
Significant account receivable and withdrawal
bad debt provision single
Account receivable withdrawal bad debt
provision by combination
Combination 1
899,151,229.45
64.62%
Combination 2
485,718,137.71
34.91%
1,384,869,367.16
99.53%
50,980,689.92
3.68%
1,333,888,677.24
6,546,413.12
0.47%
4,577,545.97
69.92%
1,968,867.15
Subtotal of combination
Account receivable with single minor amount
223
50,980,689.92
5.67%
848,170,539.53
485,718,137.71
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
but withdrawal bad debt provision singly
Total
1,391,415,780.28
100.00%
55,558,235.89
3.99%
1,335,857,544.39
(Continued)
Amount at year-begin
Book balance
Category
Bad debt provision
Percent
age
Amount
Percent
age
Amount
Book value
Significant account receivable and withdrawal
bad debt provision single
Account receivable withdrawal bad debt
provision by combination
Combination 1
1,001,798,140.69
82.31%
Combination 2
211,449,366.71
17.37%
1,213,247,507.40
99.68%
56,282,407.74
4.64%
1,156,965,099.66
3,878,543.12
0.32%
651,365.78
16.79%
3,227,177.34
1,217,126,050.52
100.00%
56,933,773.52
4.68%
1,160,192,277.00
Subtotal of combination
Account receivable with single minor amount
but withdrawal bad debt provision singly
Total
56,282,407.74
5.62%
945,515,732.95
211,449,366.71
1) No account receivable with single major amount but withdrawal bad debt provision singly at
year-end.
2) Account receivable with withdrawal bad debt provision for combination 1 by aging account
Balance at year-end
Item
Account receivable
Bad debt provision
Provision proportion
884,277,048.85
44,213,852.44
5.00%
1-2 years
6,415,656.29
962,348.44
15.00%
2-3 years
4,031,042.94
1,410,865.03
35.00%
3-4 years
26,755.57
14,715.56
55.00%
4-5 years
145,448.97
123,631.62
85.00%
4,255,276.83
4,255,276.83
100.00%
899,151,229.45
50,980,689.92
Within 1 year
Over 5 years
Total
3) Account receivable with no withdrawal bad debt provision for combination 2
Combination
Book balance
451,442,978.66
Account connect with related parties
34,275,159.05
Letter of Credit
485,718,137.71
Total
224
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
4) Account receivable with single minor amount but withdrawal bad debt provision singly, refers to the
minor single receivables, and withdrawal bad debt provision by combination shows no risk
characteristic of the receivables, 7 clients involved.
(2) Bad debt reserve provided for, reversed (or recovered) during this year
Bad debt reserve written off this year was RMB 1,098,880.96, and the bad debt reserve reversed this
year was RMB 327, 259.24. No trade receivables written-off in previous year was recovered this year.
(3) No account receivable actually written-off in the Year.
(4) In the Year, top five receivables collected by arrears party amounting to RMB 709,542,554.12 in
total, accounted for 50.99% of the receivables at balance of the year-end, the bad debt provision accrual
correspondingly amounting to RMB 18,820,504.90 at year-end balance.
4. Accounts paid in advance
(1) Age of account paid in advance
Amount at year-end
Amount at year-begin
Item
Amount
Within 1 year
Percentage
Amount
Percentage
65,689,734.17
97.07%
90,498,929.82
97.83%
1－2 years
1,427,195.93
2.11%
1,080,459.71
1.17%
2－3 years
84,867.54
0.13%
367,366.72
0.40%
467,648.58
0.69%
554,947.81
0.60%
67,669,446.22
100.00%
92,501,704.06
100.00%
Over 3 years
Total
(2) Top 5 of account paid in advance in balance at year-end amounting to RMB 41,620,175.14,
accounted for 61.51% of the account.
5. Interest receivable
Item
Amount at year-end
Deposit interest receivable
Amount at year-begin
1,238,199.65
6. Other accounts receivable
(1) Category of other account receivable
Amount at year-end
Category
Book balance
Amount
Bad debt provision
Percentage
Amount
Percent
age
Bookvalue
Significant other account receivable and
withdrawal bad debt provision single
Other account receivable withdrawal bad
debt provision by combination
Combination 1
8,912,627.36
21.19%
Combination 2
33,144,455.48
78.81%
Subtotal of combination
42,057,082.84
100.00%
Other account receivable with single minor
225
3,645,930.93
40.91%
5,266,696.43
33,144,455.48
3,645,930.93
8.67%
38,411,151.91
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Amount at year-end
Book balance
Category
Amount
Bad debt provision
Percentage
Amount
Percent
age
Bookvalue
amount but withdrawal bad debt provision singly
Total
42,057,082.84
100.00%
3,645,930.93
8.67%
38,411,151.91
(Continued)
Amount at year-begin
Book balance
Category
Amount
Bad debt provision
Percent
age
Amount
Percent
age
Bookvalue
Significant other account receivable and
withdrawal bad debt provision single
Other account receivable withdrawal bad
debt provision by combination
Combination 1
9,411,515.36
29.25%
Combination 2
22,528,897.94
70.02%
Subtotal of combination
31,940,413.30
99.27%
3,211,084.50
10.05%
234,079.31
0.73%
234,079.31
100.00%
32,174,492.61
100.00%
3,445,163.81
10.71%
Other account receivable with single minor
amount but withdrawal bad debt provision singly
Total
3,211,084.50
34.12%
6,200,430.86
22,528,897.94
28,729,328.80
28,729,328.80
1) No significant other account receivable and no withdrawal bad debt provision single at year-end.
2) Other account receivable with withdrawal bad debt provision for combination 1 by aging account
Balance at year-end
Book Age
Account receivable
Bad debt provision
Provision proportion
2,455,732.43
122,786.62
5.00%
1-2 years
848,730.00
127,309.50
15.00%
2-3 years
645,000.00
225,750.00
35.00%
3-4 years
3,858,962.50
2,122,429.38
55.00%
4-5 years
376,980.00
320,433.00
85.00%
Over 5 years
727,222.43
727,222.43
100.00%
8,912,627.36
3,645,930.93
—
Within 1 year
Total
3) Other account receivable with no withdrawal bad debt provision for combination 2
Combination
Book balance
Contact with related party
200,000.00
Employee‘s reserve loans
12,675,338.75
Export tax rebate receivable
20,269,116.73
226
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Combination
Book balance
Total
33,144,455.48
4) No account receivable with single minor amount but withdrawal bad debt provision singly, refers to
the minor single receivables at year-end.
(2) Reversal (or withdraw) of reserve for bad debts in the Year
Amount of provision for bad debts this year was RMB 401,196.43, and the bad debt reserve reversed
this year was RMB234, 079.31. Bad debt recoverd the original verification was RMB 33,650.00 in the
year.
(3) No actual verification of other receivables in the year
(4) Classification of other accounts receivable according to the nature of account
Nature
Book balance at year-end
Book balance at year-begin
Non-consolidated related party
20,269,116.73
7,118,896.73
Employee‘s reserve loans
12,675,338.75
15,396,501.21
Deposit
3,918,959.87
6,479,826.61
Other
4,853,261.49
1,332,919.97
140,406.00
868,700.00
Advance money temporary
Deposit of migrant works wages
964,148.09
Non-related party account
Total
200,000.00
13,500.00
42,057,082.84
32,174,492.61
(5) Top 5 other receivables collected by arrears party at balance of year-end:
Name
Nature ofaccount
Tax bureau of Zhongshan
Export
rebate
Pu Lingqiao
Bookage
Bad Balance
atyear-end
of debt
provision
5,504,406.33
Within 1
year
13.09%
Employees
deposit
847,731.55
Within 1
year
2.02%
Wuxi Panasonic Refrigeration
Co., Ltd.
Replacement
of mould cost
651,600.00
Within 1
year
1.55%
32,580.00
ELECTROLUX
PRODUCTS
Replacement
of mould cost
580,329.59
Within 1
year
1.38%
29,016.48
Employees
deposit
513,800.00
Within 1
year
1.22%
Tao Jiabing
HOME
Total
tax
Balance atyear-end
Proportion in total
other receivables at
year-end
8,097,867.47
19.26%
61,596.48
(6) No other account receivable involved government subsidies at year-end.
(7) No other receivables terminated recognization due to the transfer of financial assets at year-end.
(8) No assets and liability transferr other receivables and continues to involve at year-end.
7. Inventories
(1) Classification of inventories
227
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Amount at year- end
Item
Impairment provision
Bookbalance
Rawmaterials
Stockcommodities
Book value
142,054,198.72
1,409,700.55
140,644,498.17
1,282,496,638.41
79,397,112.98
1,203,099,525.43
11,776,746.58
Low value consumable articles
11,776,746.58
111,731,464.26
Goodsin transit
169,601.55
111,561,862.71
Goods-in-process
19,235,397.13
19,235,397.13
Deferred expense for moulds
57,602,927.95
57,602,927.95
Total
1,624,897,373.05
80,976,415.08
1,543,920,957.97
(Contious)
Amount at year- begin
Item
Impairment provision
Bookbalance
Rawmaterials
Stockcommodities
Book value
107,161,337.95
271,868.17
106,889,469.78
1,540,132,511.00
73,008,115.56
1,467,124,395.44
18,346,189.76
Low value consumable articles
18,346,189.76
107,492,452.70
Goodsin transit
1,934,302.89
105,558,149.81
Goods-in-process
33,074,721.00
33,074,721.00
Deferred expense for moulds
34,768,482.07
34,768,482.07
Total
1,840,975,694.48
75,214,286.62
1,765,761,407.86
(2) Inventory falling price reserves
Amount at
Amount at
Increased in the
year-begin
year
Decreased in the year
Item
year-end
Switch-back
Raw materials
Stock
Other switch-out
271,868.17
1,216,219.88
78,387.50
1,409,700.55
73,008,115.56
11,713,812.66
5,324,815.24
79,397,112.98
1,934,302.89
1,455,056.46
3,219,757.80
169,601.55
75,214,286.62
14,385,089.00
8,622,960.54
80,976,415.08
commodities
Goods
in
transit
Total
(2) Provision for inventories
Item
Raw materials
Specific basis for determining of net realizable value
Cost is higher than net realisable value (The processed products are
decline)
228
Reasons for the
Switch-back or conversion
in the year
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Stock
Cost is higher than net realisable value (The market price at year-end
fell)
commodities
Goods in transit
Cost is higher than net realisable value (The market price at year-end
fell)
Goods in process
Cost is higher than net realisable value (The processed products are
decline)
8. Other current assets
Item
Amount at year- end
Financial products
Value-added
deducted
tax
to
Nature
500,000,000.00
Bank financial products
12,862,817.57
Reclassify of value-added
tax to be deducted
24,200,227.82
Reclassify of advance
payment of income tax
2,038,533.05
Reclassify of advance
payment of business tax
be
Advance payment of income
tax
Advance
payment
business tax
Amount at year-begin
of
539,101,578.44
Total
9. Finance asset available for sales
(1) Finance asset available for sales
Balance at year-end
Item
Bookbalance
Impairm
ent
provision
Balance at year-begin
Book value
Equity instrument available for
17,000,000.00
sales
Bookbalance
Impairme
nt
provision
Book value
17,000,000.00
5,500,000.00
5,500,000.00
17,000,000.00
17,000,000.00
5,500,000.00
5,500,000.00
17,000,000.00
17,000,000.00
5,500,000.00
5,500,000.00
Including: measured by fair value
Measured by cost
Total
(2) Finance asset available for sales measured by cost at year-end
Invested Unit
Total
5,000,000.00
0.0972%
1,707,274.11
12,000,000.00
12,000,000.00
16.00%
5,500,000.00 12,000,000.00
500,000.00 17,000,000.00
Decrease
in the
year
5,000,000.00
Fuyang.
Jiujiang
Meiling
Appliance Marketing Co., Ltd.
New
Cash
dividend
for the year
Year-begin
Huishang Bank Co., Ltd.
Sichuan Hongyun
Investment Fund
Holding
proportion
in invested
unit
Increase in
the yeary
it
500,000.00
Year-end
500,000.00
1,707,274.11
Note: Fuyang Meiling Appliances Marketing Co., Ltd. was renamed as Fuyang Weiao Appliances
Marketing Co., Ltd. in June 2015, the Company completed disposal of equity interests of Fuyang Weiao
Appliances Marketing Co., Ltd.
(3) No impairment reserve of finance asset available for sales at year-end.
229
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
10. Long-term equity investment
Change in the year
Invested Unit
Balance at
year-begin
Additional
investment
Disin
vestm
ent
Investment
profit and loss
confirmed by
equity method
Other
comprehen
sive income
adjustment
Other
changes
of
equity
Declaration of
cash dividends
or profits
Provisio
n for
Other
impair
ment
Balance at
year-end
Impairmen
t reserve
balance at
year-end
Associated companies
1. ChanghongRuba
ElectricCompany(Private)Ltd. Note 1
2. Hefei Xingmei Assets Management
Co., Ltd.
1,139,219.28
30,129,956.00
13,071,784.93
-2,079,009.67
523,514.71
29,713,680.32
-225,715.84
12,846,069.09
3. Sichuan Zhiyijia Network Technology
Co., Ltd.Note 2
15,000,000.00
-10,186,901.70
4,813,098.30
4. Hengyuan Dineng Rebao Technology
Company Limited Note 3
4,900,000.00
-854,497.32
4,045,502.68
5. Sichuan Tianyou Guigu Technology
Co., Ltd. Note 4
25,000,000.00
-2,178,803.38
22,821,196.62
75,029,956.00
-15,524,927.91
Total
14,211,004.21
523,514.71
74,239,547.01
Note 1: on 30 April 2014, our subsidiary Zhongshan Changhong and RUBA Comprehensive Trading Corporation entered into a registered capital increase agreement, pursuant to which, both parties
agreed to increase registered capital of USD12,310,000, among which, Zhongshan Changhong agreed to contribute capital of USD4,924,000 based on the original shareholding proportion of 40%, and
RUBA Comprehensive Trading Corporation agreed to contribute capital of USD7,386,000 based on the original shareholding proportion of 60%.
Note 2: on 16 December 2014, the Company executed a joint venture agreement with its controlling shareholder Sichuan Changhong Appliances Company Limited, targeting to jointly establish Sichuan
Zhiyijia Network Technology Co., Ltd. On 5 January 2015, Sichuan Zhiyijia Network Technology Co., Ltd was officially incorporated with registered capital of RMB50 million, among which, the
Company made contribution of RMB15 million with shareholding proportion of 30% and Sichuan Changhong Appliances Company Limited made contribution of RMB35 million with shareholding
proportion of 70%.
Note 3: our subsidiary Sichuan Changhong Air Conditioner Co., Ltd (―Changhong Air Conditioner‖) and Hengyouyuan Science & Technology Development Group (―Hengyouyuan‖) cooperated to
establish Hengyuan Dineng Rebao Technology Company Limited on 28 October 2015. The registered capital of the company is RMB50 million, among which, Changhong Air Conditioner contributed
RMB24.5 million, accounting for 49% of the registered capital, and Hengyouyuan contributed RMB25.5 million, accounting for 51% of the registered capital. The shareholders‘ contribution was
conducted in three batches. As for the first batch involving RMB10 million, it was fully satisfied on 4 December 2015, among which, RMB4.9 million and RMB5.1 million were made by Changhong Air
Conditioner and Hengyouyuan respectively. The second batch of capital contribution involves RMB20 million, which intends to be satisfied by 30 March 2016, with RMB9.8 million and RMB10.2
million being made by Changhong Air Conditioner and Hengyouyuan respectively. The third batch of capital contribution involves RMB20 million, which intends to be satisfied by 30 December 2016,
with RMB9.8 million and RMB10.2 million being made by Changhong Air Conditioner and Hengyouyuan respectively.
Note 4: Sichuan Tianyou Guigu Science & Technology Company was incorporated on 31 March 2015 with registered capital of RMB100 million. Our subsidiary Changhong Air Conditioner made capital
230
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
contribution of RMB 25 million in cash, accounting for 25% of the registered capital. Chengdu Jiaodao Property Development Company made capital contribution of RMB 20 million, accounting for 20%
of the registered capital. Chengdu Southwest Jiaotong University Industry (Group) Co., Ltd made capital contribution of RMB 20 million, accounting for 20% of the registered capital. Mianyang
Investment Holding (Group) Co., Ltd made capital contribution of RMB 5 million, accounting for 5% of the registered capital. Shanghai Zhongcheng Xindaya Financial Information Service Co., Ltd made
capital contribution of RMB 5 million, accounting for 5% of the registered capital. Jiangsu Runye Investment Co., Ltd made capital contribution of RMB 10 million, accounting for 10% of the registered
capital. Chengdu Dongyu Shangmao Co., Ltd made capital contribution of RMB 15 million, accounting for 15% of the registered capital.
231
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
11. Investment properties
(1) Investment properties measured at costs
Houses and
buildings
Item
Land use rights
Total
I.Original book value
1.Balance at year-begin
23,142,172.83
916,691.38
24,058,864.21
23,142,172.83
916,691.38
24,058,864.21
1.Balance at year-begin
8,788,007.66
378,060.93
9,166,068.59
2.Increased in the year
770,213.55
38,368.56
808,582.11
(1) provision or amortization
770,213.55
38,368.56
808,582.11
9,558,221.21
416,429.49
9,974,650.70
1.Book value at year-end
13,583,951.62
500,261.89
14,084,213.51
2.Book value at year-begin
14,354,165.17
538,630.45
14,892,795.62
2.Increased in the year
3.Decreased in the year
4.Balance at year-end
II.Accumulated
depreciation
accumulated amortization
and
3.Decreased in the year
4.Balance at year-end
III. Provision for impairment
IV. Book value
(2) No investment real estate measured by fair value at year-end.
(3) No particular about mortgage of investment property at year-end.
(4) No investment real estate having not completed the property right certificate at year-end
12. Fixed assets
(1) Details of fixed assets
Item
Houses and
buildings
Mechanical
equipment
Transport
equipment
Others
equipment
Total
I.Original bookvalue
1.Balance atyear-begin
836,740,766.13
958,392,783.27
25,263,127.02
146,276,936.85
1,966,673,613.27
2.Increased intheyear
43,141,563.31
97,122,730.13
2,137,992.37
12,090,104.39
154,492,390.20
1,182,243.16
14,433,444.77
1,756,852.39
4,442,325.37
21,814,865.69
41,959,320.15
82,689,285.36
381,139.98
5,724,856.29
130,754,601.78
1,918,435.55
1,918,435.55
4,487.18
4,487.18
(1)Purchase
(2) Construction in progress
transfer-in
(3)Asset
ransfer-in
reclassification
(4) Inventoryransfer-in
3.Decreasedin theyear
6,169,161.43
87,928,284.04
2,517,416.70
1,477,896.80
98,092,758.97
(1)disposeorretirement
968,537.05
86,791,691.36
2,517,416.70
1,477,896.80
91,755,541.91
(2)Transfer of construction in
progress
364,191.63
232
364,191.63
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Houses and
buildings
Item
(3)Asset
decrease
reclassification
(4)otherdecrease
Mechanical
equipment
Transport
equipment
Others
equipment
1,918,435.55
Total
1,918,435.55
3,282,188.83
772,401.05
873,713,168.01
967,587,229.36
24,883,702.69
156,889,144.44
2,023,073,244.50
1.Balance atyear-begin
123,227,113.01
542,609,362.47
16,447,345.32
56,052,690.94
738,336,511.74
2.Increased intheyear
27,672,093.01
98,564,880.85
2,081,968.74
11,956,704.81
140,275,647.41
(1)provision
27,672,093.01
98,564,880.85
2,081,968.74
11,956,704.81
140,275,647.41
3.Decreasedin theyear
973,599.59
74,754,909.94
2,762,462.15
1,273,348.79
79,764,320.47
(1)disposeorretirement
968,537.05
74,240,404.73
2,762,462.15
1,273,348.79
79,244,752.72
4.Balance atyear-end
4,054,589.88
II.Accumulated
depreciation
(2)increase
merger
of
enterprise
(2) Transfer of construction in
progress
(3)Asset
decrease
reclassification
138,021.37
138,021.37
5,062.54
5,062.54
(4)otherdecrease
376,483.84
4.Balanceatyear-end
376,483.84
149,925,606.43
566,419,333.38
15,766,851.91
66,736,046.96
798,847,838.68
1,240,639.77
3,114,942.24
15,166.17
202,432.49
4,573,180.67
3.Decreasedin theyear
1,164,573.06
7,762.50
2,744.79
1,175,080.35
(1)disposeorretirement
1,164,573.06
7,762.50
2,744.79
1,175,080.35
1,240,639.77
1,950,369.18
7,403.67
199,687.70
3,398,100.32
1.Bookvalueatyear-end
722,546,921.81
399,217,526.80
9,109,447.11
89,953,409.78
1,220,827,305.50
2.Bookvalueatyear-begin
712,273,013.35
412,668,478.56
8,800,615.53
90,021,813.42
1,223,763,920.86
III.Provision
impairment
for
1.Balance atyear-begin
2.Increased intheyear
4.Balance atyear-end
IV. Book value
The new fixed assets in this year mainly due to the RMB 131,856,939.71 transfer from construction in
process; decrease of the fixed assets in the Year mainly because the assets renewal transfer to
construction in process and assets dispose for retirement
(2) No fixed assts temporary idle at year-end.
(3) No fixed assets for collateral at year-end.
(4) No fixed assets leased through operating lease at year-end.
(5) No fixed assets leased through operating lease at year-end.
Items
Mechanical
equipment
Original book value
240,649.95
Accumulated
depreciation
168,829.95
233
Depreciation
provision
Net book value
71,820.00
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Transport equipment
Other equipment
Total
197,640.00
187,758.00
9,882.00
44,690,951.08
7,911,870.34
36,779,080.74
45,129,241.03
8,268,458.29
36,860,782.74
Other equipments leased under operating lease refer to the air conditioners leased out by Changhong Air
Conditioner to university dormitories. According to the contract, Changhong Air Conditioner installed
air conditioners at the places designated by the university, and the university is responsible for use and
maintenance of the air conditioners. The leasing fee paid by the university consists of: air conditioner
leasing fee, installment and dismantle fee, repair and maintenance fee, normal maintenance fee and
depreciation fee. The leasing fee is subject to payment per study year. Upon expiration of the leasing
agreement, the university has the right to choose new service provider or continue cooperation with
Changhong Meiling.
(6) Fixed assts without property certificate (House and buildings)
Item
Book value
Inspection room of 7# freezer palnt
Reason of not complete the
property cerfificate
227,573.38
In procedure
25,432,165.18
In procedure
2,860,550.12
In procedure
7#Freezer Plant
29,809,872.35
In procedure
8#Freezer Plant
27,434,881.11
In procedure
9#Freezer Plant
33,469,768.35
In procedure
299,669.39
In procedure
3,571,916.11
In procedure
3#Big refrigerator Plant
84,767,504.45
In procedure
3#Big refrigerator finished-goods Plant
45,395,154.19
In procedure
Canteen
1,898,752.97
In procedure
3# makeshift shelter
4,909,125.49
In procedure
4# makeshift shelter
5,755,946.79
In procedure
5# makeshift shelter
4,434,891.39
In procedure
6# building for cadremen
7,704,230.87
In procedure
7# building for cadremen
7,087,144.20
In procedure
8# makeshift shelter
4,468,174.89
In procedure
II canteen of living area
Hot water room of living area
Freezer salvage station
Freezer subsidiary station
Total
289,527,321.23
(7) No fixed assets ready for sale at year-end
13. Construction in progress
(1) Details of construction in progress
Item
Amount at year-end
234
Amount at year-begin
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Imp
air
men
t
pro
visio
n
Book
balance
Book value
Imp
air
men
t
pro
visio
n
Book
balance
Phase II of industry park capacity expansion
1,996,064.77
1,996,064.77
Construction project of Phase II for matching
life district of Industrial Park
1,325,050.00
1,325,050.00
Efficincyimprovementprojectformanufarue2ndplantDEline
Book value
18,466,267.38
18,466,267.38
1,092,770.90
1,092,770.90
Project of mid-large volume environment icebox production
annualoutputfor0.6 million
540,601.71
540,601.71
15,222,608.26
15,222,608.26
Relocation and capacity expansion project of
Zhongke Meiling
4,420,650.01
4,420,650.01
24,578.48
24,578.48
Capacity expansion of energy-saving and
environmental refrigerator with annual output
of 2 millions sets
36,085.47
36,085.47
564,428.79
564,428.79
Equipments pending for installation
4,033,590.36
4,033,590.36
4,721,906.90
4,721,906.90
Laboratory reconstruction of water cooled
chiller and water source heat pump unit
1,597,191.46
1,597,191.46
1,306,593.17
1,306,593.17
Phase 1 VISA laboratory
4,692,307.69
4,692,307.69
1,564,102.56
1,564,102.56
KA line
1,279,229.95
1,279,229.95
225,760.54
225,760.54
Comprehensive promotion of non shrink tube
expander
7,725,638.80
7,725,638.80
3,079,829.06
3,079,829.06
Central air conditioning relocation
Capacity Upgrading Project
1,092,360.60
1,092,360.60
138,000.00
138,000.00
R290 line transformation
9,920,126.79
9,920,126.79
213,119.96
213,119.96
The new purchase of evaporator with 6.35 C
production line
2,764,217.07
2,764,217.07
Technical innovation project of Zhongshan
Changhong
150,607.77
150,607.77
2,400,855.08
2,400,855.08
C line small refrigerator production and
transformation projects
2,319,042.81
2,319,042.81
The freezer front-end equipment capacity
expansion project
2,332,760.65
2,332,760.65
M linetransformation capacityupgradeproject
2,944,802.39
2,944,802.39
Other miscellaneousitems
7,334,552.69
7,334,552.69
13,745,886.49
13,745,886.49
56,504,880.99
56,504,880.99
62,766,707.57
62,766,707.57
and
Total
(2) Changes in significant construction in progress
Trans
Projects
Book
balance at
year-begin
Increase
during the
year
fer to fixed
assets in
Other
decrease
Book balance
at year-end
Source offunds
the year
Relocation and capacity
expansion
project
of
Zhongke Meiling
24,578.48
4,420,650.01
Phase II construction project of
Meilingtech industrialparkliving area
18,466,267.38
24,231,275.76
235
24,578.48
41,372,493.14
4,420,650.01
Self-raised
1,325,050.00
Self-raised
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Project of mid-large volume
environment icebox production
annualoutputfor0.6 million
15,222,608.26
15,112,539.09
29,794,545.64
540,601.71
Self-raised
(Continued)
Budget (in 10
thousand yuan)
Projects
Proportion of
project
investment in
budget
Accumulated
including:
Interest
amount of
interest
capitaliza
Progres
interest
capitalized
tion rate
s
capitalizatio amount of the
of the
n
year
year
Relocation and capacity
expansion
project
of
Zhongke Meiling
11,354.04
3.89%
6.00%
Phase II construction project of
Meilingtech industrialparkliving area
4,859.00
93.79%
97.09%
Project of mid-large volume
environment icebox production
annualoutputfor0.6 million
6,679.00
88.17%
99.00%
(3) No depreciation reserves for construction in process at year-end.
14. Disposal of fixed assets
Item
Relevant assets disposal for reserved lands
Closing amount
75,773,138.47
Opening amount
Reasons for disposal
transferred
75,808,843.84
Relocation for land
reserve
Pursuant to the urban planning requirements of the People‘s Government of Hefei city, Hefei Land
Reserve Center plans to purchase and store the land use right of an integrated economic development
zone of the Company located at Longgang of Hefei with an area of 103,978.9 sq.m. (Approximately
155.9684 mu, Land Use Right Certificate No.: Dong Guo Yong (2004) Zi No. 0200, the stated use of the
land is for industrial purpose). The estimated consideration for purchasing and storage is RMB74.48
million. The land is mainly used for the Company‘s warehouse, product finishing workshop and the
factory of Zhongke Meiling. Pursuant to the purchasing and storage requirements of land use right, the
land will be purchased and stored with vacant possession. In April 2013, the Company completed the
relocation of occupants of the premises, and the net fixed assets in relation to the land will transfer as
disposal, accounting treatment will be conduct in line with relevant rules upon receiving of the
relocation compensation.
Pursuant to the urban planning requirements of Hefei Municipal Government and the Government of
Feidong county, the land reserve center of Feidong county will purchase and store the land use right of
an economic development zone located at Feidong county, Hefei city, which is owned by the
Company‘s subordinate companies, Equator Electric and Equator Home Appliance, respectively, with an
area of 19,245.09 sq.m. (Approximately 28.87 mu, Land Use Right Certificate No.:
Dong Guo Yong
(2008) No. 0366, the stated use of the land is for industrial purpose) and an area of 46,161.9 sq.m.
(Approximately 69.24 mu, Land Use Right Certificate No.:
Dong Guo Yong (2008) No. 0367, the
stated use of the land is for industrial purpose). The total consideration for purchasing and storage is
approximately RMB36 million, of which the consideration for the land use right owned by Equator
236
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Electric and Equator Home Appliance is approximately RMB10.59 million and RMB25.41 million,
respectively. The Company has completed the relocation of occupants of the premises, and the net fixed
assets in relation to the land will transfer as disposal, accounting treatment will be conduct in line with
relevant rules upon receiving of the relocation compensation.
No impairment of elevant assets disposal for reserved lands at year-end.
15. Intangible assets
(1) According to intangible assets item
Item
Land use right
I.Original
value
book
1.Balance
year-begin
at
2.Increased in the
year
593,245,146.16
Trademark
special right
Non-patent
technology
283,292,439.34
87,563,002.33
13,056,121.02
Other
Total
964,100,587.83
35,952,949.63
12,406.87
49,021,477.52
12,406.87
1,013,122,065.35
3.Decreased in the
year
4.Balance
year-end
at
606,301,267.18
283,292,439.34
123,515,951.96
90,563,381.46
263,193,530.64
48,479,466.10
2.Increased in the
year
12,637,586.87
3,882,886.85
16,329,329.80
413.56
32,850,217.08
(1) provision
12,637,586.87
3,882,886.85
16,329,329.80
413.56
32,850,217.08
103,200,968.33
267,076,417.49
64,808,795.90
413.56
435,086,595.28
1.Book value at
year-end
503,100,298.85
16,216,021.85
58,707,156.06
11,993.31
578,035,470.07
2.Book value at
year-begin
502,681,764.70
20,098,908.70
39,083,536.23
II.Accumulated
depreciation
1.Balance
year-begin
at
402,236,378.20
3.Decreased in the
year
4.Balance
year-end
at
III. Provision for
impairment
IV. Book value
561,864,209.63
(2) As of the end of 2015, mortgage of intangible assets is as follows:
Name
Land use right
Property certificate serials
Area(M2)
HGYJCZi No.: 0121
Net book value
27,120.22
20,746,193.21
Note
See NoteVI.53
16. Development expense
Item
Balanceat
Increase during the year
237
Decrease during the year
Balance at
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
year-begin
Included in
Confirmed as
current
Other
Other
profits and intangible assets
losses
Internal
development
expenditure
year-end
Technology
development
Air-conditioner
for
24,684,278.08
45,991,452.16
19,756,344.24
50,919,386.00
Technology
development
refrigerator
for
509,879.01
18,083,766.92
16,196,605.39
2,397,040.54
Other technology
development
Total
28,401.18
25,194,157.09
28,401.18
64,103,620.26
35,952,949.63
53,344,827.72
17. Goodwill
(1) Original value of goodwill
Increase during the
year
Name of invested
unit
Hefei Meiling Group
Holding Co., Ltd.
Guangxi
Household
Co., Ltd
Huidian
Electrics
Total
Balanceat
year-begin
Formation
from
enterprise
merger
Other
Decrease during the
year
Formation
from
enterprise
merger
Other
Balance at
year-end
10,922,803.73
10,922,803.73
5,313,913.50
5,313,913.50
16,236,717.23
16,236,717.23
(2) Impairment provision of goodwill
Name of invested
unit
Hefei Meiling Group
Holding Co., Ltd.
Guangxi
Household
Co., Ltd
Balanceat
year-begin
Provision
Other
Decrease during the
year
Provision
10,922,803.73
Huidian
Electrics
Total
Increase during the
year
10,922,803.73
Other
Balance at
year-end
10,922,803.73
5,313,913.50
5,313,913.50
5,313,913.50
16,236,717.23
Note: at the year end, the Company conducted impairment test on goodwill, and provided for
impairment reserve in connection with the difference between the predicted future cash flow of the
investee and the group of assets including the goodwill. The recoverable amount is based on the
predicted future cash flow of the investee. Upon test, goodwill of Guangxi Weidian Appliances
Company has been found to be impaired, for which impairment reserve on goodwill was made in full
throughout this year.
18. Deferred income tax assets and deferred income tax liabilities
(1) Deferred income tax assets
Item
Balance at year-end
238
Balance at year-begin
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Deductible
temporary
difference
Deferred
income tax
assets
Deductible
temporary
difference
Deferred
income tax
assets
Deferred income tax assets recognized from
property depreciation preparation
110,979,461.54
16,646,919.23
107,473,949.07
16,242,800.33
Deferred income tax assets recognized from
accrual liability
338,125,014.55
50,718,752.18
347,107,686.15
52,066,152.92
Deferred income tax assets recognized from
Dismission welfare
45,269,999.29
6,790,499.89
47,406,511.04
7,110,976.66
Deferred income tax assets recognized from
deferred income
28,526,710.37
4,279,006.56
23,778,399.30
3,566,759.90
Deferred income tax assets recognized from
provision performance incentive
32,186,723.32
4,828,008.50
Deferred income tax assets recognized from
changes in the fair value
81,170.00
12,175.50
558,034,438.88
83,826,873.81
Total
522,901,185.75
78,435,177.86
(2) Details of unrecognized deferred income tax assets
Item
Balance at year-end
Deductible temporary difference
Deductible loss
Total
Balance at year-begin
33,825,285.91
31,224,787.59
381,710,616.21
270,797,755.64
415,535,902.12
302,022,543.23
19. Other non-current assets
Item
Balance at year-end
Term deposit for pledge
Balance at year-begin
44,221,416.00
Note: represents the 3-year fixed deposit of our subsidiary Zhongshan Changhong saved in China
Guangfa Bank Zhongshan Branch in exchange for long term borrowings.
20. Short-term loans
(1) Types of short-term loans
Type of loans
Balance at year-end
Balance at year-begin
Loan in pledge
24,268,373.19
34,266,400.00
Loan in credit
34,411,720.00
373,242,339.07
58,680,093.19
407,508,739.07
Total
New loans in the Year:
1) The Company signed the Export Commercial Invoice Financing Business Cooperation Agreement
(JHL SP2015-04) with the Construction Bank of China Hefei Luyang Branch. It was agreed that export
commercial invoice financing facilities shall not exceed RMB170 million with the term from 14
October 2015 to 22 July 2016. As of 31 December 2015, the balance of borrowing under this credit
facilities was €2,340,000.00, equivalent of RMB16, 602,768.00.
2) The Company entered into Trading Financing Comprehensive Credit Agreement with China
Everbright Bank Hefei Branch, which specified that the total trading financing facilities shall not exceed
239
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
RMB300 million. On 28 August 2015, Trading Financing Comprehensive Credit Agreement
(2015MMLH) was executed for issuance of import letter of credit business, import negotiation, export
negotiation business, discounting business under forward letter of credit as well as performance
guarantee business. As of 31 December 2015, the total balance of the borrowings under this credit
agreement was €2,510,000.00, equivalent to RMB17,808,952.00.
3) According to the General Export T/T Negotiation Contract entered into by the subsidiary Zhongshan
Changhong and Pingan Bank Zhongshan Branch, the subsidiary Zhongshan Changhong pledged its
trade receivables of €1,773,776.57 to Pingan Bank Zhongshan Branch on 30 December 2015, which
enabled it to obtain the effective financing of €1,590,000.00 (equivalent to RMB11, 281,368.00) for the
term from 30 December 2015 to 27 June 2016.
4) According to the General Export T/T Negotiation Contract entered into by the subsidiary Zhongshan
Changhong and Pingan Bank Zhongshan Branch, the subsidiary Zhongshan Changhong pledged its
trade receivables of USD2, 238,478.62 to Pingan Bank Zhongshan Branch on 3 December 2015, which
enabled it to obtain the effective financing of USD1, 999,970.00 (equivalent to RMB12, 987,005.19) for
the term from 3 December 2015 to 2 March 2016.
(2) No overdue short term borrowings unredeemed at year-end.
21. Financial liabilities at fair value through gains and losses
Balance at
year-end
Item
Derivative financial liabilities
Balance at
year-begin
81,170.00
Total
81,170.00
22. Notes payable
Type
Balance at year-end
Bank acceptance bill
Balance at year-begin
2,131,901,468.59
1,524,218,423.10
Commercial acceptance bill
17,687,020.37
28,891,869.45
Total
2,149,588,488.96
1,553,110,292.55
Notes expired at year-end without paid
23. Account payable
(1) Age of account payable
Item
Balance at year-end
Total
Including: over 1 year
1,579,743,968.83
1,681,116,965.38
35,948,594.07
23,178,949.48
No account payable with over one year book age at year-end.
24. Account payable
240
Balance at year-begin
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
(1) Age of account payable
Item
Balance at year-end
Total
Including: over 1 year
Balance at year-begin
291,650,166.00
296,641,377.09
17,661,751.92
57,986,602.90
(2) No major account received in advance with over one year age at year-end
25. Wages payable
(1) Types of wages payable
Balance at
year-begin
Item
Short-term compensation
After-service
welfarecontribution plans
defined
Dismiss welfare
Total
Increase in this
year
Decrease in this
year
Balance at
year-end
133,622,710.39
1,021,286,403.52
1,054,120,477.27
100,788,636.64
15,825,456.47
91,375,926.87
103,212,632.15
3,988,751.19
7,089,045.43
7,962,853.59
7,993,363.59
7,058,535.43
156,537,212.29
1,120,625,183.98
1,165,326,473.01
111,835,923.26
(2) Short-term compensation
Balance at
year-begin
Item
Wages ,bonuses, allowancesand subsidies
Increase in this
year
Decrease in this
year
Balance at
year-end
91,313,294.35
899,782,495.74
900,135,445.21
90,960,344.88
98,695.00
39,544,835.81
39,537,824.81
105,706.00
Social insurance
3,015,479.67
37,885,908.73
38,588,018.17
2,313,370.23
Including: Medical insurance
2,756,406.75
32,664,954.13
33,265,156.68
2,156,204.20
Work injury insurance
113,865.97
2,670,988.94
2,708,515.47
76,339.44
Maternity insurance
145,206.95
2,549,965.66
2,614,346.02
80,826.59
Housing accumulation fund
5,856,388.08
39,611,834.70
39,536,102.86
5,932,119.92
Labor union expenditure and
personnel education expense
1,152,129.97
4,461,328.54
4,136,362.90
1,477,095.61
Welfare for workers and staff
Short-termprofitsharingplan
32,186,723.32
Total
133,622,710.39
32,186,723.32
1,021,286,403.52
1,054,120,477.27
100,788,636.64
(3) Defined contribution plans
Balance at
year-begin
Item
Basic endowment insurance
Unemployment insurance
Total
Increase in this
year
Decrease in this
year
Balance at
year-end
14,922,593.36
85,269,746.96
97,095,565.92
3,096,774.40
902,863.11
6,106,179.91
6,117,066.23
891,976.79
15,825,456.47
91,375,926.87
103,212,632.15
3,988,751.19
26. Tax payable
Item
Balance at year-end
Value-added tax
Balance at year-begin
36,431,641.62
5,453,680.54
Business tax
331,980.59
241,751.51
Enterprise income tax
511,500.29
18,942,889.47
241
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Item
Balance at year-end
Balance at year-begin
Individual income tax
1,774,368.33
1,479,738.78
Urban maintenance and construction tax
4,086,493.83
2,594,882.87
House property tax
5,391,791.56
4,475,549.98
Land-use right tax
4,634,552.33
4,256,449.87
Educational surtax
2,901,637.90
1,854,826.07
Stamp tax
1,998,849.05
1,789,821.03
496,683.41
491,300.68
Treatment fund for abandon electric & electronics products
9,140,895.00
8,097,219.00
Other
2,023,808.41
1,475,240.38
69,724,202.32
51,153,350.18
Construction fund of Water Conservancy Projects
Total
27. Interest payable
(1) Classification of interest payable
Item
Balance at year-end
Interest on long-term loans for repayment of principal
of installment maturity
Balance at year-begin
214,328.89
(2) No significant overdue and unpaid interest ar year-end.
28. Dividends payable
Item
Balance at year-end
Balance at year-begin
City Insurance company
302,954.85
229,180.05
BOC-Fullgoal Tianyi Securities Investmen Fund
153,697.50
153,697.50
Hefei Branch of BOC
151,477.40
114,590.00
Hefei collective industry association
151,477.18
114,589.84
Entrust Investment Wuhu of Provincial ABC
121,181.94
91,672.02
1,319,711.04
1,533,911.50
2,200,499.91
2,237,640.91
Other piecemeal units
Total
Note: Balance at year-end refers to the common dividends that not receiving by shareholders.
29. Other payable
(1) Classfication of other payable according to nature of account
Nature of account
Balance at year-end
1.Accrued expenses(expenses occurred without reimbursed)
Balance at year-begin
504,970,093.23
775,705,911.82
2. receivables recived temporary and deducted temporary
10,425,931.78
46,001,012.19
3.deposit, margin
57,844,674.96
35,889,023.53
7,570,387.34
5,743,253.29
38,574,716.44
9,386,506.85
4.not the come-and-go with related parties in statement scope
5.other
242
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Nature of account
Balance at year-end
Total
619,385,803.75
Balance at year-begin
872,725,707.68
(2) Other significant payables aging over one year as at the year-end mainly refers to the procurement
deposit and provision for bank charges.
30. Non-current liability due within one year
(1) Classification of non-current liability due within one year
Item
Balance at year-end
Deferred income transfer to gains and losses within one year
11,153,067.68
Balance at year-begin
11,153,512.52
(2) Deferred income transfer into profit and loss within 1 year
Itemofgovernment
subsidies
Demolition
compensation
Jiangxi Meiling
Subsidy
increase
during
this
period
Amount at
year-begin
Amount
reckoned into
non-operation
revenue in the
Period
Other
changes
Amount at
year-end
Assets-related/Income-related
of
1,797,880.32
1,797,880.32 1,797,880.32
1,797,880.32
Assets-related
Demolition
compensation of Hefei
Meiling
2,467,448.08
2,467,300.72 2,466,855.96
2,467,003.32
Assets-related
technical reform for
Athena Project
4,286,250.00
4,286,250.00 4,286,250.00
4,286,250.00
Assets-related
734,062.44
Assets-related
1,700,000.00
Assets-related
167,871.60
Assets-related
Freezer project
Hefei Meiling
of
734,062.52
New generation of intelligent
energy-saving AC and
industrialization for key
apponents
1,700,000.00
Adaptability
improvement
R290/D52/13-R290 project
for
production of
FTXS
167,871.60
Total
11,153,512.52
734,062.50
167,871.60
734,062.42
167,871.60
9,453,365.14 9,452,920.30 11,153,067.68
Note 1: The project refers to the deferred income transfer to the non-current liability due within one year,
which will expected to amortized next year
Note 2: since the industrialization projects relating to the new generation of energy saving oriented
smart air conditioner and key components failed to complete projects review and acceptance by the end
of 2015, the Company didn‘t record them as non-operating income for this year. It is predicted that the
projects will complete review and acceptance in 2016.
31. Long-term loans
(1) Classification of long-term loans
Type
Amount at year-end
243
Amount at year-begin
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Type
Amount at year-end
Loan in pledge
Loan in mortgage
Loan in credit
Total
Amount at year-begin
43,662,966.40
11,014,200.00
3,840,000.00
4,480,000.00
195,501,900.00
3,452,800.00
243,004,866.40
18,947,000.00
(2) Details of long-term loans at year-end
Amount atyear-end
（RMB）
USD
3.20%
11,688,480.00
2018-1-6
USD
3.20%
31,974,486.40
2002-11-21
2017-11-20
RMB
3.05%
1,301,900.00
1,952,800.00
2004-12-10
2019-12-10
RMB
3.05%
1,200,000.00
1,500,000.00
2006-11-9
2021-11-8
RMB
3.30%
3,840,000.00
4,480,000.00
2015-12-18
2017-4-18
RMB
2.65%
193,000,000.00
Borrowing
day
Returning
day
Foreign
currency
Zhongshan Branch of China Guangfa
BankNote1
2014-12-24
2017-12-24
Zhongshan Branch of China Guangfa
BankNote2
2015-1-6
Ministry of Finance of HefeiNote3
Note4
Ministry of Finance of Hefei
Ministry of Finance of HefeiNote5
Anhui branchImport and Export Bank
Note6
Amount at
year-begin
（RMB）
Interest
rate
Loan unit
Total
243,004,866.40
11,014,200.00
18,947,000.00
Note1: On 24 December 2014, subsidiary Zhongshan Changhong entered into Foreign Currency
Mid-Longterm Loan Contract with Zhongshan Branch of China Guangfa Bank, agred that issuing
foreign currency USD1, 800,000.00 to the Company. The loans are contribute for the joint venture
project in Pakistan, that is Zhongshan Changhong Electrics and RUBA GENERAL TRADING FZE.
This borrowing was secured by the fixed deposit of USD 1,820,000.00 saved by Zhongshan Changhong
in China Guangfa Bank Zhongshan Branch.
Note 2: on 6 January 2015, the Company entered into Middle and Long Term Foreign Currency
Borrowing Contract with China Guangfa Bank Zhongshan Branch, which agreed that China Guangfa
Bank Zhongshan Branch would provide loans of USD 4,924,000.00 to the Company to finance the joint
venture project conducted by Zhongshan Changhong Appliances Co., Ltd and RUBA GENERAL
TRADING FZE Company in Pakistan. This borrowing was secured by Zhongshan Changhong with the
fixed deposits of USD 86, 000.00 and USD 4, 904,000.00 saved by it in China Guangfa Bank
Zhongshan Branch, respectively.
Note 3: on 1 November 2002, the Company entered into the Agreement Relating to Implementing
Construction Projects through Lending Treasury Bond Funds with the finance office of Hefei, pursuant
to which, the finance office of Hefei lent the treasure bonds or RMB7.16 million related to our
―Technology Reform Project in relation to Nanometer Materials for Retaining Freshness‖ to our
Company, with a terms of 15 years. The lent funds have begun to carry interest commencing from the
date of appropriation of funds by the finance office of Hefei (namely 21 November 2002), and the
Company shall pay the interests to the finance office of Hefei annually on an average basis during the
lending period. The first four years of the loan is grace period. The interest rate per annum applicable to
244
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
the lent funds is floating interest rate since 1999 (for interest rate per annum in respect of each batch of
Treasury bond lending capital, it is determined by reference to one-year time deposit rate per annum on
value date of the prevailing year as published by the PBOC, plus 0.3 percentage points). The Company
repaid principal of RMB 650,900.00 and interest of RMB 59,600.00 in this year.
Note 4: It was the special treasury bond capital appropriated by Ministry of Finance of Hefei for
enterprises‘ information reform, received on Dec. 10th, 2004. The principal repaid in this year was RMB
300,000.00, and interest was RMB 45,800.00.
Note 5: In August of 2006, the Company signed Asset Mortgage Agreement with Ministry of Finance of
Hefei. It takes five industry crusher chambers which cover an area of 2,322.98 square meters as
mortgage for the Company to get the lending of treasury bond fund which has 15-year term and worthy
of RMB 7,040,000 from the Ministry of Finance of Hefei. The capital on-lending began to bear interest
from the appropriate date (November 9, 2006), which would be paid by stages in the loan period to
Ministry of Finance of Hefei by the Company. The first four years were grace period, during which the
annual interest rate was subject to floating interest rate (the annual interest rate was the annual interest
rate of one year fixed deposit plus 0.3%). On 1 March 2013, according to the Letter Relating to Ceasing
Process of Other Securities in respect of the Properties in Feidong Longgang Industrial Park of Hefei
Meiling Co., Ltd. (HCJ(2006)No.85) issued by the finance office of Hefei, Meiling commenced the
national purchase of its land parcels in Longgang in compliance with the land planning of Hefei
municipal government, which required its properties in Longgang land parcel to be unrestricted. The
real estate for mortgage lifted in 2006 of the Company with registration No. HGYJCZ No.0121 which
was used as the security for treasury bonds lending capital (details were set out in Note VI.15). The
Company repaid principal of RMB 640,000.00 and interest of RMB 147,800.00 in this year.
Note 6: on 18 December 2015, the Company and the Export-Import Bank Anhui Branch executed a
Borrowing Contract (High-tech Products Export Seller Credit) which agreed that the Export-Import
Bank Anhui Branch would grant to the Company loans with total facilities of RMB250 million.
Utilization of this loan is subject to export of high-tech products only. The term of the loan is 16 months,
and the interest rate is based on export seller credit rate.
32. Long-tern wage payable
Item
Balance at year-end
Dismissal welfare
Total
Balance at
year-begin
38,211,463.86
40,317,465.61
38,211,463.86
40,317,465.61
According to the internal early retirement policy, the long-term payable dismissal welfare bears by the
Company up to end of the year amounting to RMB 38,211,463.86
33. Projected liability
Item
Balance at year-end
245
Balance at year-begin
Reason
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Item
Balance at year-end
Product quality guarantee
Guarantee fund for quality service
Total
Balance at year-begin
Reason
11,146,216.49
11,030,437.10
Guarantee of product
326,978,798.06
336,077,249.05
Guarantee of product
338,125,014.55
347,107,686.15
Product quality deposit is the maintenance expense provided by the Company under the national policy,
while quality service special guarantee capital is the warranty costs provided for product quality in
addition to such policy.
34. Deferred income
(1) Classification of deferred income
Item
Amount at
year-begin
Amount at year-end
Government subsidies---subsidies of development project
52,631,208.54
47,219,392.56
Government subsidies---subsidies of Relocation
80,259,410.00
84,775,835.21
132,890,618.54
131,995,227.77
Total
(2) Government subsidy
Amount at
year-begin
Item
New
subsidy in
the Year
Amount
reckoned into
non-operatin
g income
Other
changes
Amount at
year-end
Concerned
with
assets/earni
ngs
Demolition compensation of
Hefei Meiling
49,844,920.65
2,466,855.96
47,378,064.69
Assets
concerned
technical reform for Athena
Project
22,022,812.50
4,286,250.00
17,736,562.50
Assets
concerned
3,670,312.46
734,062.42
2,936,250.04
Assets
concerned
5,000,000.00
Assets
concerned
23,526,710.37
Assets
concerned
2,950,000.00
Assets
concerned
10,100,000.00
Assets
concerned
2,350,000.00
Assets
concerned
7,258,396.00
Assets
concerned
4,000,000.00
Assets
concerned
9,354,634.94
Assets
concerned
300,000.00
Assets
concerned
Freezer
Meiling
project
of
Hefei
Low temperature refrigeration equipment
industrializationproject
Relocation of Mianyang Meiling
productionbase
5,000,000.00
23,778,399.30
Capital appropriated from the national
treasury
VISA research and application
2,950,000.00
10,100,000.00
Development and productization of the
CHIQ AC
2,350,000.00
Adaptability
improvement
R290/D52/13-R290 project for
production of FTXS
7,426,267.60
Intelligent white-goods software platform
and research and industrialization of typical
applications
4,000,000.00
Demolition compensation of
Jiangxi Meiling
11,152,515.26
Design and application of energy saving
airconditioningduct
Total
251,688.93
167,871.60
1,797,880.32
300,000.00
131,995,227.77
10,600,000.00
251,688.93
9,452,920.30
132,890,618.54
Note: other movements of this item are attributable to reclassification of the amount to be amortized
246
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
over one year to non-current liabilities due within one year.
35. Share capital
Change during theyear（+、-）
Balance at
year-begin
Item
Total shares
Shares
New
transferred
Bonus
shares
from
share
issued
capital
reserve
Other
Balance at
year-end
Subtotal
763,739,205.00
763,739,205.00
36. Capital reserve
Amount at
year-begin
Item
Share premium
Increase during the
year
Decrease during
the year
1,418,790,515.26
Other capital reserve
Total
Amount at
year-end
19,826,450.03
48,169,423.77
387.13
1,466,959,939.03
387.13
1,398,964,065.23
48,169,810.90
19,826,450.03
1,447,133,876.13
Note: decrease of equity premium for this year was due to written off of capital reserve arising from
acquisition of minority interests of certain marketing subsidiaries. Increase of other capital reserve was
resulted from accounting for allotment of shares.
37. Other comprehensive income
Account in the year
Item
Less:written in
other
comprehensive
Account
income in
Balance at
Less :
before
previous period
year-begin
income tax
income tax in and carried
expense
the year
forward to
gains and losses
in current
period
Belong to
parent
company
after tax
Belong to
minority
shareholders
after tax
Balance at
year-end
Other comprehensive income re-divided into gains/losses
Including: conversion
difference
arising
from foreign currency
financial statement
-3,262,898.99
1,288,320.82
982,398.38
305,922.44
-2,280,500.61
38. Surplus reserves
Item
Amount at
year-begin
Statutory surplus reserve
244,249,403.98
Discretionary surplus reserve
115,607,702.16
Total
359,857,106.14
Increase during the
year
Decrease during
the year
7,209,888.04
Amount at
year-end
251,459,292.02
115,607,702.16
7,209,888.04
367,066,994.18
39. Retained profit
Item
This year
Amount at the end of last year
835,453,313.49
247
Last year
608,723,517.81
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Item
This year
Last year
Add: adjustment from undistributed profit at year-begin
Including: retroactive adjustment by Accounting Standards for
Business Enterprise
change of accounting policy
Correction of former material error
Change of combination scope under common control
Amount at the beginning of this year
Add: net profit attributable to shareholders of parent company for this
year
Less: withdraw of statutory surplus reserve
835,453,313.49
608,723,517.81
26,496,345.34
294,508,518.37
7,209,888.04
21,954,370.39
45,824,352.30
45,824,352.30
808,915,418.49
835,453,313.49
withdraw of discretional surplus reserve
Withdraw of general risk provision
Dividend payable for ordinary shares
Dividend of ordinary shares transferred to share capital
Amount at the end of this year
40. Operating income and operating cost
(1) Operating income and operating cost
Item
Amount for this year
Amount for last year
Main business income
9,984,929,643.90
10,235,295,432.94
Other business income
430,899,582.58
529,512,826.06
10,415,829,226.48
10,764,808,259.00
Main business cost
7,933,155,345.44
7,778,559,232.09
Other business cost
386,238,604.18
455,641,122.40
8,319,393,949.62
8,234,200,354.49
Total
Total
(2) Main business classified according to product
Amount for this year
Amount for last year
Product
Operation income
Operation cost
Operation income
Operation cost
Refrigerator,
freezer
6,016,962,165.33
4,635,965,951.91
6,040,444,418.68
4,570,710,308.05
Air-condition
3,415,727,210.45
2,844,833,539.24
3,713,322,713.63
2,815,201,211.17
Washing
machine
311,253,231.93
251,499,037.91
300,842,410.21
241,891,596.98
Other
240,987,036.19
200,856,816.38
180,685,890.42
150,756,115.89
9,984,929,643.90
7,933,155,345.44
10,235,295,432.94
7,778,559,232.09
Total
(3) Main business classified according to sales region
Amount for this year
Amount for last year
Region
Operation income
Operation cost
Operation income
Operation cost
Domestic
7,796,580,823.06
5,969,660,156.80
8,357,078,580.03
6,090,036,935.91
Overseas
2,188,348,820.84
1,963,495,188.64
1,878,216,852.91
1,688,522,296.18
248
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Amount for this year
Amount for last year
Region
Operation income
Total
Operation cost
9,984,929,643.90
7,933,155,345.44
Operation income
10,235,295,432.94
Operation cost
7,778,559,232.09
Top five clients have income in sales of RMB 3,516,390,298.47 yuan in total, a 33.76% in total
operation income.
41. Business tax and extra charges
Item
Amount for this year
Business tax
Amount for last year
1,008,789.43
1,195,351.94
City construction tax
23,269,482.13
18,668,607.86
Extra charge for education and local education surcharge
16,855,250.46
14,171,990.54
404,921.48
369,754.98
45,449,658.00
44,463,708.00
Real estate tax
Treatment fund for abandon electrics & electronics
Other
1,636.10
Total
86,988,101.50
78,871,049.42
42. Sales expense
Item
Amount for this year
Amount for last year
Transport expenses
426,412,904.69
416,862,719.78
Salary , extra charges and laboring charge
439,108,736.38
254,834,861.58
National three guarantees expense
142,589,930.91
140,438,110.90
Market support
135,851,606.51
456,838,187.64
Air conditioner installation fee
132,863,018.76
203,937,738.12
Storage lease expenses
116,943,905.77
106,346,363.07
Advertisement expenses
46,857,777.01
49,596,475.30
Travelling expenses
37,860,248.62
33,525,290.43
Operation activities expenses
16,242,283.18
22,319,414.93
Meeting organization
10,618,708.25
11,898,047.59
House-lease expenses
9,083,216.04
5,297,530.33
Communication expenses
6,829,621.84
6,314,292.86
Depreciation expenses
5,096,254.24
5,065,509.28
30,969,788.34
56,875,673.94
1,557,328,000.54
1,770,150,215.75
Other expenses
Total
43. Administration expense
Item
Amount for this year
Salary and social insurance etc.
Amount for last year
182,901,730.34
218,044,853.79
Trial fee of R&D
42,368,258.96
43,555,339.21
Tax
35,706,726.32
41,944,611.92
Amortized intangible assets
33,729,263.12
31,239,932.31
249
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Item
Amount for this year
Amount for last year
Depreciation
18,417,541.37
14,751,540.92
Utilities
10,245,730.45
8,383,041.49
Domestic travelling fee
10,214,611.69
8,967,790.41
Inspection and authentication fee
7,849,745.81
8,847,930.85
Business activities
5,893,620.91
5,721,184.73
Office charge
5,776,454.98
7,383,697.75
Property insurance
2,785,476.37
1,107,828.00
Funds of Board
2,029,495.42
1,257,343.43
61,770,227.24
77,053,770.56
419,688,882.98
468,258,865.37
Others
Total
44. Financial expense
Item
Amount for this year
Amount for last year
Interest expenditure
21,979,849.01
18,797,291.23
Less: Interest income
119,432,573.17
104,701,782.31
Add: exchange loss
-11,199,996.34
-26,094,028.36
procedure charge expenditure
5,064,460.35
45,444,661.06
discount expenditure
1,860,545.49
-28,280,471.36
Cash discount
-4,132,327.05
other expenditure
Total
190,154.13
-1,914,740.22
-101,537,560.53
-100,881,397.01
45. Loss from Assets depreciation
Item
Amount for this year
Amount for last year
Bad debt losses
-1,259,023.10
10,247,181.08
Provision for falling price of inventory
14,385,089.00
6,997,409.43
Provision for devaluation of goodwill
5,313,913.50
Total
18,439,979.40
17,244,590.51
46. Changes in fair value gains/losse
Item
Amount for this year
Amount for last year
Financial liabilities measured at fair value and whose movements are
included in the profit and loss of the current period
81,170.00
-81,170.00
Including :Income of fair value changes from derivative financial
instruments
81,170.00
-81,170.00
81,170.00
-81,170.00
Total
47. Investment income
(1) Sources of investment income
Item
Amount for this year
250
Amount for last year
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Item
Amount for this year
Amount for last year
-15,983,663.17
-445,938.81
Investment income obtained from held of finance asset available for
sales
5,756,139.46
1,825,061.39
Investment income obtained from disposal of financial assets
measured at fair value and whose movements are included in the
profit and loss of the current period
-2,296,400.00
459,500.00
Investment income obtained from disposal of finance asset available
for sales
480,332.00
Long-term equity investment income by equity method
-3,542,539.95
Other
-12,043,591.71
Total
-1,703,917.37
(2) Long-term equity investment income by equity method
Amount for
this year
Item
ChanghongRuba ElectricCompany(Private)Limited
Sichuan Zhiyijia Network Technology Co., Ltd.
Hongyuan Dineng Rebao Technology Co. Ltd.
Sichuan Tianyou Guigu Technology Co., Ltd.
than last year
Changes of net profit of the
invested unit
-225,715.84
865,521.39
Changes of net profit of the
invested unit
-2,537,744.93
26,757.05
Changes of net profit of the
invested unit and counter
current transaction offset
-10,186,901.70
-854,497.32
-2,178,803.38
-15,983,663.17
Total
Reason of change of this year
-1,338,217.25
Hefei Meiling Sole Energy Technology Co., Ltd.
Hefei Xingmei Assets Management Co., Ltd.
Amount for
last year
-445,938.81
(3) Investment income obtained from financial assets available for sales
Item
Amount for this year
Dividends of Huishang Bank Co., Ltd. (shareholding 0.0972%)
1,707,274.11
Dividends of Fuyang Jiujiang Meiling Appliance Marketing Co., Ltd.
(shareholding 10%)
Purchase of bank financial products
Amount for last year
1,675,061.39
150,000.00
4,048,865.35
5,756,139.46
Total
1,825,061.39
(4) The investment income from disposal of financial assets at fair value through profit or loss refers to
the profit or loss occurred from non-deliverable forward (NDF) transaction.
(5) Investment income obtained from disposal of finance asset available for sales:
Item
Amount for this year
Disposal of equity of Fuyang Jiujiang Meiling Appliance Marketing
Co., Ltd.
480,332.00
Total
480,332.00
48. Non-operation revenue
251
Amount for last year
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
(1)Non-operation revenue
Item
Current Year
Last Year
Amount reckoned
into non-recurring
gains/losses in the
Year
Gains from disposal of non-current
assets
1,772,947.83
2,048,964.19
1,772,947.83
Including:Gains from disposal of
fixed assets
1,772,947.83
2,048,964.19
1,772,947.83
36,843,584.02
41,165,417.52
29,285,357.05
613,886.32
680,237.53
613,886.32
4,952,259.70
14,388,089.28
4,952,259.70
44,182,677.87
58,282,708.52
36,624,226.70
LastYear
Resource and basis
Assets/benefit
related
Goverment subsidy
Income of penalty
Other
Total
(2)Goverrment subsidy
Item
Project
of
Refrigerators
CurrentYear
Athena
Luxury
4,286,250.00
4,286,250.00
Deferred income transfer-in
Assets related
Staff dormitory building project
2,467,300.72
2,469,126.98
Deferred income transfer-in
Assets related
Relocation project of
Meiling Refrigeration
1,797,880.32
1,797,880.32
Deferred income transfer-in
Assets related
Freezer project
734,062.50
734,062.52
Deferred income transfer-in
Assets related
Removal compensation
251,688.93
16,221,600.70
Deferred income transfer-in
Assets related
OtherDeferred income transfer-in
167,871.60
554,101.38
Deferred income transfer-in
Assets related
VATbackofsoftwareproducts
7,558,226.97
2,419,323.88
Technical renovation fund (high tax
refund)
2,127,801.98
Jingdezhen high tech Industrial Development
ZoneManagement Committee
Benefitrelated
Subsidy for brand
extension aboard
2,000,000.00
YWJMCZ [2013] No.8
Benefitrelated
Municipal Finance Bureau enterprise post
subsidy
1,717,800.00
HRSM[2015]No.128
Benefitrelated
Foreign trade development in the province to
promotespecialfunds
1,362,000.00
HJQG[2014] No.123
Benefitrelated
Special fundsforenterprisedevelopmentin2015
1,100,000.00
WJXJGH(2015)No.502
Benefitrelated
"Goingout" subsidy
1,077,933.00
YSWHH[2015] No.324
Benefitrelated
Jiangxi
propagate
Benefitrelated
Export certification feesin 2014
895,500.00
HSWM[2015] No.98
Benefitrelated
Nanjing Port Container Development Award in
2014
810,670.00
NGC[2012] No.12
Benefitrelated
Economic DevelopmentZone grant
640,650.00
HJQG(2014) No. 123, HZ(2015) No. 36 and
Hefei economic and Technological
Development Zone to promote science and
technology innovation policy (4) (10) (18) in
2014
Benefitrelated
District Science and Technology Bureau research
and developmentinstitutions equipment subsidies
639,000.00
Economic Development Zone to promote
scientific and technological innovation policy
incentivesninth
Benefitrelated
2014 "going out" special funds (in order to
supplement)
630,000.00
YSWCH[2014]No.143
Benefitrelated
Second batch of enterprises to enhance the
trainingofskillstrainingsubsidiesin2015
600,000.00
HRSM[2015]No.73
Benefitrelated
252
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Item
CurrentYear
LastYear
Assets/benefit
related
Resource and basis
Special funds for technical transformation in
Zhongshan
541,300.00
ZJX[2015] No.634
Benefitrelated
Provincialnewproductawards
500,000.00
2014 Economic Development Zoneto promote
the development of new industrial policy to
honorthe award tenth
Benefitrelated
District Science and Technology Bureau to
analyze and testthecostofsubsidies
384,551.00
Economic Development Zone to promote
scientific and technological innovation policy
incentivestenth
Benefitrelated
KeyR & Dequipmentpurchasegrants
378,800.00
Awards eleventh independent innovation policy
inApril2015
Benefitrelated
Finance Bureau CZ038001 letter to protect the
firstphaseoffunds
301,100.00
YSWZH[2015] No.18
Benefitrelated
High level science and technology talent award
policyprojectaward
271,386.00
High level science and technology talent award
policyproject
Benefitrelated
Patent grant award of the science and Technology
Bureauofthedistrict
247,400.00
Economic Development Zone to promote
scientific and technological innovation policy
incentivessixteenth, seventeenth and eighteenth
Benefitrelated
Financialsubsidy
226,700.00
HJQG(2014) No.123
Benefitrelated
Finance Bureau letter to protect the second phase
offunds
205,400.00
YSWCH[2015]No.59
Benefitrelated
Economic Development Zone to promote
scientific and technological innovation policy
incentives sixteenth, seventeenth [HRM
(2013)No.139]
Benefitrelated
Skillgrantforposition
87,500.00
915,500.00
Development supporting fund for electronic
information industry
3,000,000.00 [GXBC(2014)No.425]
Benefitrelated
Cash for foreign trad promotion policy for year of
2013
2,158,000.00
[CQ(2014)No.170]
Benefitrelated
Foreign Trade and Economic development
policyfund
1,720,100.00
[HZM (2013)No.115]
Benefitrelated
Keysupportingsubsidyforentperiseposition
1,160,600.00
[HRSM (2014)No.169]
Benefitrelated
Instrumentsdetection costsubsidy
588,515.00 [HZ(2014) No.62][HZ(2010) No.35]
Fund of foreign trade policy project
474,000.00
Foreign trade promotion policy of
Commerce bureau of Hefei City
Benefitrelated
Rewards for new products
162,150.00
[HZ (2012) No.53]
Benefitrelated
Other
Total
2,834,811.00
2,504,206.74
36,843,584.02
41,165,417.52
Benefitrelated
Benefitrelated
49. Non-operating expenditure
Item
Current Year
Last Year
Amount reckoned
into non-recurring
gains/losses in the
Year
Loss from disposal of non-current
assets
6,088,450.57
2,480,137.41
6,088,450.57
Including: loss from disposal of fixed
assets
6,088,450.57
2,480,137.41
6,088,450.57
External donation
Penalty and late fee
Energy saving waste settlement loss
14,142.00
2,099,844.49
103,156,160.00
253
2,287,159.26
2,099,844.49
103,156,160.00
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Item
Current Year
Other
Total
Last Year
Amount reckoned
into non-recurring
gains/losses in the
Year
3,956,467.55
1,275,743.21
3,956,467.55
115,300,922.61
6,057,181.88
115,300,922.61
50. Income tax expenses
Item
Amount for this year
Amount for last year
Current income tax
5,835,302.27
74,929,533.80
Deferred Income Tax
5,391,695.95
-7,931,439.23
11,226,998.22
66,998,094.57
Total
51. Other comprehensive income
Found more in ―VI. 37. Other comprehensive income‖ in the Note
52. Items to cash flow statement
(1) Cash received (paid) from (for) other activities relating to operation/investment/financing
1) Cash received from other activities relating to operation
Item
Amount for this year
Goverment subsidy and rewards
Amount for last year
19,588,440.50
16,354,662.03
Margin, deposit
4,287,105.89
2,583,264.63
Royalty for trademark right
1,800,000.00
154,678.74
Rent income
1,481,578.50
2,551,574.39
369,556.28
6,284,804.12
3,666,134.64
1,763,814.96
Collection of social security fund
Other
Compensations
2,747,941.96
Reserved fund collected
76,287.25
Total
31,192,815.81
32,517,028.08
2) Cash paid for other activities relating to operation
Item
Amount for this year
Market expenses
Amount for last year
171,453,328.37
189,171,500.28
AD charge
57,339,812.53
72,673,005.91
Business travel, meeting and exhibition expenses
48,406,191.75
62,451,431.15
Rental expense
33,247,245.61
26,155,095.62
Labor service charge
10,608,044.21
22,291,862.53
Transport and vehicle charges
12,348,979.82
18,496,511.32
Business activities expenses
22,662,782.33
17,174,713.29
Promotion expenses
3,640,833.44
14,885,231.59
Technology cooperation fee and consultancy charge
1,388,512.38
13,857,650.62
16,080,395.94
12,258,797.57
Charge of inspection, testing, certification and evaluation
254
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Item
Amount for this year
labor insurance premium
handling Charges
Communication fee
Deposit loans
Office expenses
Back saving energy subsidies
Amount for last year
861,682.18
10,332,666.65
15,713,817.60
9,672,790.21
3,542,470.33
9,535,309.68
14,485,493.43
7,650,964.55
3,333,240.92
6,690,451.67
65,380,000.00
Others
103,280,112.90
Total
583,772,943.74
128,014,703.93
621,312,686.57
3) Cash received from other activities relating to investment
Item
Amount for this year
Interest income arising from bank savings
Government investment granted
Margin
Total
Amount for last year
118,194,373.52
104,701,782.31
10,600,000.00
12,914,468.97
2,281,636.39
148,117.26
131,076,009.91
117,764,368.54
4) Cash paid for other activities relating to investment
Item
Amount for this year
Equity purchase margin
Amount for last year
10,000,000.00
5) Cash received from other activities relating to financing
Item
Amount for this year
Odd shares returned by stock exchange
Amount for last year
387.13
88,864.95
6) Cash paid for other activities relating to financing
Item
Amount for this year
Pledged time deposit
Amount for last year
44,221,416.00
Amount refund to minority shareholders due to the
cancellation of subsidiary
Handling charge of dividend
Total
130,164.45
2,973,468.35
93,855.90
94,952.40
44,445,436.35
3,068,420.75
(2)Supplementary information about consolidated cash flow statement
Item
2015
2014
1. Net profit is adjusted to cash flow of operation
activities:
Net profit
21,220,208.30
280,406,925.17
Add: provision for depreciation of assets
18,439,979.40
17,244,590.51
141,084,229.52
129,699,412.39
32,850,217.08
31,189,960.95
4,315,502.74
431,173.22
Depreciation of fixed assets, consumption of oil gas
assets and depreciation of productive biological assets
Amortization of intangible assets
Amortization of long-term retained expense
Loss from disposal of fixed assets, intangible assets
and other long term assets(gain is listed with ―-‖)
255
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Item
2015
2014
Loss from discarding fixed assets as useless (gain is
listed with ―-‖)
Loss from change of fair value(gain is listed with
―-‖)
Financial expense (gain is listed with ―-‖)
Investment loss (gain is listed with ―-‖)
Decrease of deferred income tax assets (increase is
listed with ―-‖)
-81,170.00
81,170.00
-107,628,849.74
-111,998,519.44
12,043,591.71
1,703,917.37
5,391,695.95
-7,931,439.23
216,078,321.43
-169,224,979.41
-209,295,797.87
159,704,041.25
86,755,181.76
-175,717,193.34
-9,705,054.07
9,873,871.04
211,468,056.21
165,462,930.48
2,053,310,154.47
2,645,879,017.88
2,645,879,017.88
2,238,884,137.50
-592,568,863.41
406,994,880.38
Increase of deferred income tax liabilities (decrease
is listed with ―-‖)
Decrease of inventories (increase is listed with ―-‖)
Decrease of operational
(increase is listed with ―-‖)
accounts
receivable
Increase of operational accounts payable (decrease
is listed with ―-‖)
Other
Net cash flow arising from operation activities
2. Major investment and financing activities that do
not involve cash receipts:
Conversion of debt into capital
Switching Company bonds due within one year
financing lease of fixed assets
3. Net change in cash and cash equivalents:
Balance at year-end of cash
Less: Balance at year-begin of cash
Add: Balance at year-end of cash equivalents
Less: Balance at year-begin of cash equivalents
Net increase in cash and cash equivalents
(3) No net cash paid for subsidiary obtained in the Year
(4) No cash received by disposal of subsidiary in the Year
(5) Cash and cash equivalent
Item
Amount for this year
Cash
Amount for last year
2,053,310,154.47
2,645,879,017.88
9,453.27
34,327.48
Bank deposits available for payment at any time.
1,978,091,405.83
2,602,664,703.52
Bank deposits available for payment at any time
75,209,295.37
43,179,986.88
2,053,310,154.47
2,645,879,017.88
Including: cash in stock
Cash equivalents
including: bond investment due within 3 months
Balance of cash and cash equivalents at year end
Including: using the restiicted cash and cash equivalents of the
parent company or subsidiary of the group
53. Assets with ownership or the right to use restricted
256
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Item
Ending Book value
Monetary fund
14,028,641.14
Notes receivable
Account receivable
Pledged
27,121,084.29
Pledged
20,746,193.21
Mortgaged
44,221,416.00
Pledged
Intangible assetsnote2
note3
Total
Bank acceptance margin and Taobao account margin
144,764,069.70
note1
Other non-current assets
Reasons
250,881,404.34
Note 1: security for trade receivables was export T/T negotiation pledge. For details, please refer to ―20.
Short term borrowings‖ under this note VI.
Note 2: security for intangible assets was security of land use right. For details, please refer to ―31. Long
term borrowings‖ under this note VI.
Note 3: security for other non-current assets was security of fixed deposits. For details, please refer to
―19. Other non-current assets‖ under this note VI.
54. Foreign currency
(1) Foreign currency
Item
Ending foreign currency
balance
Exchange rate
Ending RMB converted
balance
Monetary fund
Including: USD
8,965,882.54
6.4936
58,220,854.86
Euro
1,851,666.03
7.0952
13,137,940.82
AUD
1,269,705.28
4.7276
6,002,658.68
Rupi
58,971,754.61
0.0619
3,650,516.73
48,551,023.97
6.4936
315,270,929.25
Euro
4,891,884.85
7.0952
34,708,901.39
AUD
2,267,501.28
4.7276
10,719,839.05
Rupi
849,981,320.02
0.0619
52,616,223.66
88,211.26
6.4936
572,808.64
74,149,508.32
0.0619
4,590,062.18
223,720.00
6.4936
1,452,748.19
679,064,377.23
0.0619
42,035,986.33
14,555.67
6.4936
94,518.70
142,216,728.38
0.0619
8,803,613.69
1,999,970.00
6.4936
12,987,005.19
Account receivable
Including:USD
Other receivables
Including:USD
Rupi
Accounts payable
Including:USD
Rupi
Other accounts payable
Including:USD
Rupi
Short-term loans
Including:USD
257
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Item
Ending foreign currency
balance
Euro
Exchange rate
Ending RMB converted
balance
6,440,000.00
7.0952
45,693,088.00
6,724,000.00
6.4936
43,662,966.40
Long-term loans
Including:USD
(2) Foreign operational entity
The foreign operational entity of the Company was Changhong Ruba Trading Company (Privat)
Limited, mainly operates in Lahore, Pakistan; Recording currency is Rupi.
VII. Changes of consolidation rage
1. Enterprise combined under the different control: Nil
2. Enterprise combined under the same control: Nil
3. Reversed takeover: Nil
258
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
4. Subsidiary liquidated
Subsidiary
Priceofthe
equity
disposed
Ratio ofthe Way ofthe
equity
equity
disposed
disposed
Difference betweenthe
disposal priceand
Proportion
Determinati
proportion of the
of the
Bookvalue of Fairvalue of
Gains orlossesofthe
on basis for
Time point
subsidiary’snet assets
residual
the residual
the residual
the time
residual equity
of control
enjoy in aspectofthe
equity on equity on date equity on date
point of
re-measured by fair
rightlose
consolidated financial datewhen when control when control
value
control right
rightslose
statement,whichis control rights rightslose
lose
lose
respond to the disposal
investment
Determination method
and main hypothesisfor
the residual equity’sfair
value on the datewhen
control rightlose
Neijiang Meiling Appliance
Marketing Co.,Ltd.
95.00%
Liquidation
2015.5
cancelled
Liquidation
completed
Notapplicable
Hengyang
Meiling
Appliance Marketing Co.,
Ltd.
85.00%
Liquidation
2015.8
cancelled
Liquidation
completed
Notapplicable
Other
comprehensive
income transferred
into investment
income ,which
relatedwiththe
equity investment of
original subsidiary
Total
5. Subsidiary established
Subsidiary
Type
Hongyuan
Earth
Energy Heat Pump
Technology Co. Ltd.
Limited
company
Registere
Business nature
d place
Mianya
ng
Manufacture
and sale
RC (10
thousand
Yuan)
Capial actually
paid at
year-end (10
thousand
Yuan)
5000.00
1000.00
259
Other balance that
consider as the net
investment for
subsidiary in nature
Share-heldi
ng Ratio
(%)
51.00
Ratio of
voting right
(%)
51.00
Consolidate
d (Y/N)
Y
Minority’s
interest
4,571,628.02
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
VIII. Equity in other entity
1. Equity in subsidiary
(1) Composition of the enterpreise group
Subsidiary
Registration
Business area
place
Business
nature
Share-helding ratio
(%)
Directly
Indirectl
y
Acquire way
ZhongkeMeilingCryogenicTechnologyCo., Ltd.1)
Hefei
Hefei
Manufactures,
sales
70.00
MianyangMeilingSoftwareTechnologyCo., Ltd. 2)
Mianyang
Mianyang
Software
development
99.00
1.00
Investment
MianyangMeilingRefrigeration Co., Ltd.3)
Mianyang
Mianyang
Manufactures,
sales
95.00
5.00
Investment
JiangxiMeilingAppliance Co., Ld.4)
Jingdezhen
Jingdezhen
Manufactures,
sales
98.75
1.25
Investment
Hefei MeilingApplianceMarketingCo., Ltd.5)
Hefei
Hefei
Sales
99.82
0.18
Investment
GuangxiHuidian HomeApplianceCo., Ltd.6)
Nanning
Nanning
Sales
100.00
Enterprise combined under the
differentcontrol
LuoheMeilingApplianceMarketingCo., Ltd.7)
Luohe
Luohe
Sales
100.00
Investment
Wuhu MeilingApplianceMarketingCo., Ltd.8)
Wuhu
Wuhu
Sales
98.00
Investment
Changchun
Changchun
Sales
97.00
Investment
Bengbu
Bengbu
Sales
93.50
Investment
Jinan
Jinan
Sales
91.40
Investment
NanchangMeilingApplianceMarketingCo., Ltd.12)
Nanchang
Nanchang
Sales
85.00
Investment
Jingzhou MeilingApplianceMarketingCo., Ltd.13)
Jingzhou
Jingzhou
Sales
81.00
Investment
Shengyang
Shengyang
Sales
94.80
Investment
Wuhan
Wuhan
Sales
91.00
Investment
Zhengzhou
Zhengzhou
Sales
85.00
Investment
ShijiazhuangMeilingApplianceMarketing Co., Ltd.17) Shijiazhuang Shijiazhuang
Sales
95.33
Investment
MianyangMeilingApplianceMarketing Co., Ltd.18)
Mianyang
Mianyang
Sales
93.80
Investment
Chengdu MeilingApplianceMarketing Co.,Ltd.19)
Chengdu
Chengdu
Sales
94.00
Investment
Guiyang MeilingApplianceMarketingCo.,Ltd.20)
Guiyang
Guiyang
Sales
86.00
Investment
Fuzhou MeilingApplianceMarketingCo., Ltd.21)
Fuzhou
Fuzhou
Sales
99.00
Investment
NanjingMeilingApplianceMarketingCo., Ltd.22)
Nanjing
Nanjing
Sales
99.00
Investment
Hefei
Hefei
Sales
95.00
Investment
Taiyuan
Taiyuan
Sales
85.25
Investment
Changsha
Changsha
Sales
86.00
Investment
Hohhot
Hohhot
Sales
83.00
Investment
HangzhouMeilingApplianceMarketing Co., Ltd.27)
Hangzhou
Hangzhou
Sales
95.00
Investment
ChongqingMeilingApplianceMarketingCo., Ltd.28)
Chongqing
Chongqing
Sales
98.00
Investment
KunmingMeilingApplianceMarketingCo.,Ltd.29)
Kunming
Kunming
Sales
86.50
Investment
ShanghaiMeilingApplianceMarketing Co.,Ltd.30)
Shanghai
Shanghai
Sales
99.00
Investment
NantongMeilingApplianceMarketingCo.,Ltd.31)
Nantong
Nantong
Sales
92.00
Investment
Guangzhou
Guangzhou
Sales
98.00
Investment
ChangchunMeilingApplianceMarketing Co., Ltd.9)
Bengbu MeilingApplianceMarketingCo., Ltd.10)
JinanMeilingApplianceMarketing Co., Ltd.11)
ShengyangMeilingApplianceMarketingCo., Ltd.14)
Wuhan MeilingApplianceMarketingCo., Ltd.15)
Zhengzhou MeilingApplianceMarketingCo., Ltd.16)
Hefei MeilingWhiteApplianceMarketing Co., Ltd.23)
Taiyuan MeilingApplianceMarketingCo., Ltd.24)
ChangshaMeilingApplianceMarketingCo., Ltd.25)
HohhotMeilingApplianceMarketingCo., Ltd.26)
Guangzhou MeilingApplianceMarketingCo., Ltd.32)
260
Investment
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Subsidiary
TianjinMeilingApplianceMarketing Co., Ltd.33)
Registration
Business area
place
Business
nature
Share-helding ratio
(%)
Directly
Indirectl
y
Acquire way
Tianjin
Tianjin
Sales
100.00
Investment
Urumchi
Urumchi
Sales
90.00
Investment
Harbin MeilingApplianceMarketingCo., Ltd.35)
Harbin
Harbin
Sales
95.00
Investment
BeijingMeilingApplianceMarketing Co., Ltd.36)
Beijing
Beijing
Sales
99.00
Investment
Lanzhou MeilingApplianceMarketingCo., Ltd.37)
Lanzhou
Lanzhou
Sales
51.50
Investment
Xi‘an MeilingApplianceMarketingCo., Ltd.38)
Xi‘an
Xi‘an
Sales
98.50
Investment
Hefei Hefei Meiling Non-ferrous Metal Product Co.,
Ltd.39)
Hefei
Hefei
Manufactures,
sales
100.00
Enterprise combined under the
differentcontrol
Hefei HefeiMeilingPackagingProductsCo.,Ltd,40)
Hefei
Hefei
Manufactures,
sales
51.72
Enterprise combined under the
differentcontrol
Pakistan
Pakistan
Sales
60.00
Investment
Sichuan ChanghongAirConditionerCo., Ltd.42)
Mianyang
Mianyang
Manufactures,
sales
100.00
Zhongshan ChanghongApplianceCo., Ltd43)
Zhongshan
Zhongshan
Manufactures,
sales
90.00
Hefei Meiling Group HoldingCo., Ltd.44)
Hefei
Hefei
Manufactures,
sales
100.00
MeilingEquatorElectric(Hefei)Co., Ltd. 45)
Hefei
Hefei
Manufactures,
sales
100.00
Enterprise combined under the
differentcontrol
Hefei Equator ElectricCo., Ltd. 46)
Hefei
Hefei
Manufactures,
sales
100.00
Enterprise combined under the
differentcontrol
Mianyang
Manufactures,
sales
51.00
Investment
UrumchiMeilingApplianceMarketingCo., Ltd.34)
ChanghongRubaTradingCompany41)
Hongyuan Earth Energy Heat Pump Technology Co.
Mianyang
Ltd.47)
48.28
Enterprise combined under the
same control
10.00
Enterprise combined under the
same control
Enterprise combined under the
differentcontrol
Note:
1)Zhongke Meiling Low Temperature Technology Company Limited (―Zhongke Meiling‖), the
predecessor of which was Zhongke Meiling Low Temperature Technology Limited Liability Company,
was established on 29 October 2002 by joint contribution from the Company and Technical Institute of
Physics and Chemistry, CAS (―TIPC‖), with registered capital of RMB60 million upon the
establishment, among which, the Company made capital contribution of RMB42 million (including the
assets in specie at the consideration of RMB35,573,719.70 as evaluated by Beijing Zhongzheng
Appraisal Co., Ltd. with issuance of the Appraisal Report (ZZPBZ(2002)No.029) and cash contribution
of RMB6,426,280.30) accounting for 70% of the aforesaid registered capital, and TIPC made capital
contribution of RMB18 million with intangible assets of such value (namely the single compressor
mixture industrial low temperature refrigeration technology) as evaluated by Jingzhongzi Assets
Appraisal Co., Ltd. with issuance of the Appraisal Report (ZZPBZ(2002)No.225) accounting for 30% of
the aforesaid registered capital. The paid-in of the above registered capital has been verified by
Huazheng Accounting Firm by issuance of the Assets Verification Report(HZYZ(2002)No.B157) dated
16 October 2002.
In October 2014, according to the relevant provision under the Management Rules on Application of
State Owned Assets by Central Business Organs, TIPC transferred the 30% equity interests held by it in
Zhongke Meiling Low Temperature Technology Company Limited to its wholly-owned subsidiary
Zhongke Xianxing (Beijing) Assets Management Co., Ltd (―Zhongke Xianxing‖) which would perform
management over the operating assets of TIPC. Upon consideration and approval at the 37 th meeting of
the 7th Board of Directors of Hefei Meiling Co., Ltd, it is agreed to waive the pre-emptive right.
On 10 August 2015, all the founders signed the Founder Agreement of Zhongke Meiling Low
Temperature Technology Company Limited, pursuant to which, they decided to change the firm type of
261
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Zhongke Meiling Low Temperature Technology Company Limited to a joint stock company. Based on
the net assets of RMB96,431,978.25 as audited by Xinyong Zhonghe CPA as of 30 June 2015, an
aggregate of 65,000,000 shares have been converted at the proportion of 1:0.67, which are to be held by
the original shareholders according to their respective entitlement. In case that the net assets exceed
registered capital, the balance shall be recorded in capital reserve. On 28 August 2015, Xinyong
Zhonghe CPA reviewed the registered capital and paid-in thereof in respect of the stock reform, and
issued Assets Verification Report (XYZH/2015CDA40161). The Company registered industrial and
commercial information on 11 September 2015.
2) Mianyang Meiling Software Technology Co., Ltd. (hereinafter referred to as Meiling Software
Company) was established on Jan. 24, 2014. It is a limited company jointly invested by the Company
and Mianyang Meiling Refrigeration Co., Ltd., being approved by the Industial and Commerce Bureau
of Peicheng Distric, Mianyang City. The company owes registered capital of RMB 5 million, including
RMB 4.95 million contributed by Meiling Company in cash, accounted for 99% of the registered capial;
Mianyang Meiling Refrigeration Co., Ltd. contributed RMB 50000 in cash with 1% of the registed
capital occupied. The above mentioned register capital have been verified by verification report of
Chuanjinlai Yanzi No.[2014] B039 issued by Sichuan Jinlai Accounting Firm Co., Ltd..
3) Mianyang Meiling Refrigeration Co., Ltd. (hereinafter referred to as Mianyang Meiling Company), a
limited liability company jointly set up by the Company and China-tech Meiling Company, was founded
on Mar. 6, 2009. Its registered capital and paid-in capital was RMB 50 million upon establishment, of
which, the Company invested RMB 45 million, accounting for 90% of the registered capital; Zhongke
Meiling Company invested RMB 5 million, accounting for 10% of the registered capital. The capital
receipt was verified by the verification report [CXKY (2009) No. 008] of Sichuan Xingrui Certified
Public Accountants. On 19 January 2011, the Company increase RMB 50 million in capital of Mianyang
Meiling, of which RMB 95 million invested by the Company, a 95% of total register capital while RMB
5 million invested by Zhongke Meiling, a 5% of total capital occupied. The paid-in capital has been
verified by Capital Verification Report ［XYZH/2010CDA6040］from Chengdu Branch of Shinewing
CPA CO., Ltd. In 2011, Zhongke Meiling entered into ―Equity Transfer Agreement‖ with Jiangxi
Meiling Refrigeration Co., Ltd. 5 percent equity of Mianyang Meiling held by Zhongke Meiling was
transferred to Jiangxi Meiling Refrigerator. In September 2013, Jiangxi Meiling Refrigeration was
combined by Jiangxi Meiling Appliance Co., Ld, than 5 percent equity was transfer to Jiangxi Meiling
Appliance.
4) Jiangxi Meiling Appliance Co., Ld.(Jiangxi Meiling Appliance Co.,) was a limited liability company
jointly established by the Company and Mianyang Meiling on 23 May 2011. Register capital of the
company totally as RMB 50 million, RMB 49.375 million invested by the Company, 98.75% in total
register capital while RMB 0.625 million invested by Mianyang Meiling , a 1.25% in total register
capital occupied. The initial investment RMB 10.50 million was received dated 13 May 2011 with RMB
10 million from the Company and RMB 0.5 million from Mianyang Meiling. Rest of the capital shall be
invested fully within 2 years after the joint ventures established according to capital requirement. The
initial investment capital were verified by the Capital Verification Report [JXKYZi(2011) No. 090]
262
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
issued from Jingdezhen Xingci CPA Co., Ltd. Second capital RMB 39.5 million was fully funded on 28
July 2011, the Company contributed RMB 39.375 million while Mianyang Meiling Company invested
RMB 125,000, the contributions have been verified by the capital verification report [Jing Xing Kuai
Yan Zi (2011) No.: 134] issued from JDZ Xingci CPA Co., Ltd.
5) Hefei Meiling Appliance Marketing Co., Ltd. (Meiling Marketing Company for short) is the limited
company jointly invested by the Company and Mianyang Meiling Company on 21 Oct. 2009.
Registered capital and paid-up capital was RMB 10 million, including RMB 9.9 million invested by the
Company, a 99% of the registered capial; Mianyang Meiling Company contributed RMB 0.1 million, a
1% of the registered capial. The above mentioned paid-up register capital have been verified by
verification report of [Wan An Lian Xin Da Yan Zi (2009) No. 074] issued by Anhui An Lian Xin Da
Accounting Firm Co., Ltd. On 25 Nov. 2010, the Compan increased capital RMB 45 million, registered
capital amounting to RMB 55 million, including RMB 54.9 million contributed by the Company, a
99.82% of the registered capial, while Mianyang Meiling invested RMB 0.1 million, a 0.18% of the
registered capial. The increased capital have been verified by verification report of [Wan Hua Shen
Zheng Da Kuai Yan Zi (2010) No. 1514] issued by Anhui Hua Shen Zhengda CPA Co., Ltd.
6) Guangxi Huidian Home Appliance Co., Ltd. (Guangxi Huidian for short) established in March 2010
with registered capital of RMB 5 million. The Company invested RMB 1 million, accounted for 20% of
the registered capital; Meiling Marketing acquired 44% equity interests from the minority shareholders
in 2014. In 2015, Meiling Marketing and Jiangxi Meiling Appliances entered into equity transfer
agreements with minority shareholders respectively, to acquire as the transferees the 35.6% and 0.4%
equity interests of Guangxi Weidian held by minority shareholders. Upon completion of equity transfer
in April 2015, Meiling Marketing and Jiangxi Meiling Appliances held the entire equity interests of
Guangxi Weidian as a whole.
7) Luohe Meiling Appliance Marketing Co., Ltd. (Luohe Meiling for short) was established dated 10
December 2010 with registered capital of RMB 5 million. The Company invested RMB 1.85 million,
accounted for 37% of the registered capital. In 2013, Meiling Marketing purchased minority equity of
27%; in 2014, Meiling Marketing purchased minority equity of 35.6%; Meiling Marketing signed equity
transfer agreement with the minority shareholders in 2015, to acquire as the transferee the 0.4% equity
interests of Luohe Meiling held by minority shareholders. Upon completion of such equity transfer,
Jiangxi Meiling Appliances held in aggregate the entire equity interests of Luohe Meiling.
8) Wuhu Meiling Appliance Marketing Co., Ltd. (Wuhu Meiling for short) was established dated 24
December 2010 with registered capital of RMB 6 million; the Company invested RMB 2.16 million,
accounted for 36% of the registered capital. After Meiling Marketing acquired 65% equity interests
from the minority shareholders in 2014, Meiling Marketing the Company totally holds 98% equity of
the Wuhu Meiling;
263
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
9) Changchun Meiling Appliance Marketing Co., Ltd. (Changchun Meiling for short) was established
dated 22 December 2010 with registered capital of RMB 3million; Meiling Marketing invested RMB
2.91 million, accounted for 97% of the registered capital.
10) Bengbu Meiling Appliance Marketing Co., Ltd. (Bengbu Meiling for short) was established dated
27 December 2010 with registered capital of RMB 3 million; Meiling Marketing invested RMB 2.55
million, accounted for 85% of the registered capital. In 2013, Meiling Marketing purchased 2.4% equity
from the minority; and entered into equity transferred agreement with minority shareholders in 2014,
transferred 6.1% equity of Bengbu Meiling held by the minority respectively, after equity transferred
completed in December 2014, Meiling Marketing totally holds 93.5% equity of the Bengbu Meiling.
11) Jinan Meiling Appliance Marketing Co., Ltd. (Jinan Meiling for short) was established dated 3 June
2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 1.08 million,
accounted for 36% of the registered capital; after Meiling Marketing acquired 55.4% equity interests
from the minority shareholders in 2015, Meiling Marketing totally holds 91.4% equity of the Jinan
Meiling.
12) Nanchang Meiling Appliance Marketing Co., Ltd. (Nanchang Meiling for short) was established
dated 5 January 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 1.08
million, accounted for 36% of the registered capital. After the Company acquired 49% equity interests
from the minority shareholders in 2014, Meiling Marketing totally holds 85% equity of Nanchang
Meiling.
13) Jingzhou Meiling Appliance Marketing Co., Ltd. (Jingzhou Meiling for short) was established dated
10 January 2011 with registered capital of RMB 4 million; Meiling Marketing invested RMB 2.4 million,
accounted for 60% of the registered capital. In 2013, the Company purchased 20% equity from minority;
After Meiling Marketing acquired 1% equity interests from the minority shareholders in 2014, Meiling
Marketing totally holds 81% equity of Jingzhou Meiling.
14) Shengyang Meiling Appliance Marketing Co., Ltd. (Shengyang Meiling for short) was established
dated 26 January 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 2.844
million, accounted for 94.8% of the registered capital.
15) Wuhan Meiling Appliance Marketing Co., Ltd. (Wuhan Meiling for short) was established dated 10
January 2011 with registered capital of RMB 5 million; Meiling Marketing invested RMB 4.55 million,
accounted for 91% of the registered capital.
16) Zhengzhou Meiling Appliance Marketing Co., Ltd. (Zhengzhou Meiling for short) was established
dated 17 January 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 1.08
million, accounted for 36% of the registered capital. In 2013, Meiling Marketing purchased 10% equity
from minority; Meiling Marketing signed equity transfer agreement with the minority shareholders in
2015, to acquire as the transferee the 39% equity interests of Luohe Meiling held by minority
264
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
shareholders. Upon completion of such equity transfer, Meiling Marketing held in aggregate the 85%
equity interests of Zhengzhou Meiling.
17) Shijiazhuang Meiling Appliance Marketing Co., Ltd. (Shijiazhuang Meiling for short) was
established dated 14 January 2011 with registered capital of RMB 3 million; Meiling Marketing invested
RMB 1.08 million, accounted for 36% of the registered capital; After Meiling Marketing acquired
27.33% equity held by the minority in 2014, holding 63.33% equity of the Shijiazhuang Meiling; After
Meiling Marketing acquired 32% equity held by the minority in 2015, totally holding 95.33% equity of
Shijiazhuang Meiling;
18) Mianyang Meiling Appliance Marketing Co., Ltd. (Mianyang Meiling for short) was established
dated 27 January 2011 with registered capital of RMB 5 million; Meiling Marketing invested RMB 2.6
million, accounted for 52% of the registered capital. After Meiling Marketing purchased 33% equity
from minority in 2013, and purchased 8.8% equity from minority in 2015, Meiling Marketing totally
holds 93.8% equity of Mianyang Meiling.
19) Chengdu Meiling Appliance Marketing Co., Ltd. (Chengdu Meiling for short) was established dated
26 January 2011 with registered capital of RMB 5 million; Meiling Marketing invested RMB 4.17 million,
accounted for 83.4% of the registered capital; After Meiling Marketing purchased 1.6% equity from
minority in 2014, and purchased 9% equity from minority in 2015, Meiling Marketing totally holds 94%
equity of Chengdu Meiling.
20) Guiyang Meiling Appliance Marketing Co., Ltd. (Guiyang Meiling for short) was established dated
24 January 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 0.78 million,
accounted for 26% of the registered capital; In 2013, Meiling Marketing purchased 18% equity from
minority; In 2015, Meiling Marketing signed equity transfer agreement with the minority shareholders
in 2015, to acquire as the transferee the 42% equity interests of Guiyang Meiling held by minority
shareholders. Upon completion of such equity transfer in June 2015, Meiling Marketing held in
aggregate the 86% equity interests of Guiyang Meiling.
21) Fuzhou Meiling Appliance Marketing Co., Ltd. (Fuzhou Meiling for short) was established dated 25
January 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 2.97 million,
accounted for 99% of the registered capital.
22) Nanjing Meiling Appliance Marketing Co., Ltd. (Nanjing Meiling for short) was established dated
14 Feb. 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 2.97 million,
accounted for 99% of the registered capital.
23) Hefei Meiling White Appliance Marketing Co., Ltd. (White Appliance for short) was established
dated 21 January 2011 with registered capital of RMB 6 million; Meiling Marketing invested RMB 5.1
million, accounted for 85% of the registered capital; Meiling Marketing signed equity transfer
agreement with the minority shareholders in 2015, to acquire as the transferee the 10% equity interests
of White Appliance held by minority shareholders. Upon completion of such equity transfer in February
265
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
2015, Meiling Marketing held in aggregate the 95% equity interests of White Appliance.
24) Taiyuan Meiling Appliance Marketing Co., Ltd. (Taiyuan Meiling for short) was established dated
18 January 2011 with registered capital of RMB 4 million; Meiling Marketing invested RMB 1.59 million,
accounted for 39.75% of the registered capital; In 2013, after the Company purchased 45.5% equity
from minority, the Company totally holds 85.25% equity of the TaiyuanMeiling.
25) Changsha Meiling Appliance Marketing Co., Ltd. (Changsha Meiling for short) was established
dated 26 January 2011 with registered capital of RMB 5 million; Meiling Marketing invested RMB 1.8
million, accounted for 36% of the registered capital; the Company entered into equity transferred
agreement with minority shareholders in 2014, transferred 50% equity of Changsha Meiling held by the
minority, after equity transferred completed in December 2014, the Company totally holds 86% equity
of the Changsha Meiling.
26) Hohhot Meiling Appliance Marketing Co., Ltd. (Hohhot Meiling for short) was established dated 21
Feb. 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 1.65 million,
accounted for 55% of the registered capital; In 2013, after the Company purchased 28% equity from
minority, the Company totally holds 83% equity of the Hohhot Meiling.
27) Hangzhou Meiling Appliance Marketing Co., Ltd. was established dated 17 Feb. 2011 with registered
capital of RMB 3 million; Meiling Marketing invested RMB 2.655 million, accounted for 88.5% of the
registered capital; Meiling Marketing signed equity transfer agreement with the minority shareholders in
2015, to acquire as the transferee the 6.5% equity interests of Hangzhou Meiling held by minority
shareholders. Upon completion of such equity transfer in February 2015, Meiling Marketing held in
aggregate the 95% equity interests of Hangzhou Meiling.
28) Chongqing Meiling Appliance Marketing Co., Ltd. (Chongqing Meiling for short) was established
dated 1 March 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 2.55
million, accounted for 85% of the registered capital; After Meiling Marketing purchased 13% equity
from minority in 2015, Meiling Marketing totally holds 98% equity of Chongqing Meiling.
29) Kunming Meiling Appliance Marketing Co., Ltd. (Kunming Meiling for short) was established
dated 28 Feb. 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 1.395
million, accounted for 46.5% of the registered capital; In 2013, after the Company purchased 40%
equity from minority, the Company totally holds 86.5% equity of the Kunming Meiling.
30) Shanghai Meiling Appliance Marketing Co., Ltd. (Shanghai Meiling for short) was established dated
9 March 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 2.97 million,
accounted for 99% of the registered capital.
31) Nantong Meiling Appliance Marketing Co., Ltd. (Nantong Meiling for short) was established dated
8 March 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 1.74 million,
accounted for 58% of the registered capital; In 2013, after the Company purchased 34% equity from
266
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
minority, the Company totally holds 92% equity of the Nantong Meiling.
32) Guangzhou Meiling Appliance Marketing Co., Ltd. (Guangzhou Meiling for short) was established
dated 13 May 2011 with registered capital of RMB 5 million; Meiling Marketing invested RMB 4.3
million, accounted for 86% of the registered capital; after Meiling Marketing acquired 12% equity
interests from the minority shareholders in 2014, Meiling Marketing totally held the 98% equity
interests of Guangzhou Meiling.
33) Tianjin Meiling Appliance Marketing Co., Ltd. (Tianjin Meiling for short) was established dated 2
March 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 2.565 million,
accounted for 85.5% of the registered capital; In 2015, Meiling Marketing and Jiangxi Meiling
Appliances entered into equity transfer agreements with minority shareholders respectively, to acquire
as the transferees the 14.1% and 0.4% equity interests of Guangxi Weidian held by minority
shareholders. Upon completion of equity transfer in December 2015, Meiling Marketing totally held the
entire equity interests of Tinjian Meiling.
34) Urumchi Meiling Appliance Marketing Co., Ltd. (Urumchi Meiling for short) was established dated
4 March 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 2.7 million,
accounted for 90% of the registered capital.
35) Harbin Meiling Appliance Marketing Co., Ltd. (Harbin Meiling for short) was established dated 6
April 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 1.08 million,
accounted for 36% of the registered capital; Meiling Marketing acquired 41.5% equity interests from the
minority shareholders in 2014, Meiling Marketing acquired 17.5% equity interests from the minority
shareholders in 2014, Meiling Marketing totally held the 95% equity interests of Harbin Meiling.
36) Beijing Meiling Appliance Marketing Co., Ltd. (Beijing Meiling for short) was established dated 28
March 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 2.97 million,
accounted for 99% of the registered capital.
37) Lanzhou Meiling Appliance Marketing Co., Ltd. (Lanzhou Meiling for short) was established dated
25 March 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 1.215 million,
accounted for 40.50% of the registered capital; In 2013, after the Company purchased 11% equity from
minority, the Company totally holds 51.5% equity of the Lanzhou Meiling.
38) Xi‘an Meiling Appliance Marketing Co., Ltd. (Xi‘an Meiling for short) was established dated 13
April 2011 with registered capital of RMB 3 million; Meiling Marketing invested RMB 1.83 million,
accounted for 61% of the registered capital; Meiling Marketing acquired 24% equity interests from the
minority shareholders in 2014, Meiling Marketing acquired 13.5% equity interests from the minority
shareholders in 2014, Meiling Marketing totally held the 98.5% equity interests of Xi‘an Meiling.
39) Hefei Meiling Nonferrous Metal Products Co., Ltd. (Nonferrous Metal) was the Sino-foreign joint
venture jointly set up by original Meiling Group, Hefei Meiling Copper Co., Ltd. And Singapore Kim Shin
267
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Development Co., Ltd., which have been originally approved by the [WJMWFZZ(1996) No.349] of
Foreign Trade and Economic Committee of Anhui Province. Its registered capital was US$ 2.92 million
upon establishment, of which, original Meiling Group invested US$ 1.46 million (monetary capital),
accounting 50% of the registered capital, Hefei Meiling Copper Co., Ltd invested US$ 0.584 million
(monetary capital of RMB 0.18 million and real assets of US$ 0.404 million), accounting 20% of registered capital
while Singapore Kim Shin Development Co., Ltd invested US$ 0.876 million (monetary capital),
accounting 30% of the registered capital. The above mentioned investment verified by the verification
report of [HSWZ(1995) No. 0737], [HSWZ(1996) No. 328] and [HSWZ(1998) No. 088] from Anhui
CPAs Co., Ltd. In July 2008, approved by [HWS(2008) No.53] from Foreign Trade Economic
Cooperation Bureau of Hefei City, 30% equity and 20% equity held by Singapore Kim Shin Development
Co., Ltd and Hefei Meiling Copper Co., Ltd respectively transferred to original Meiling Group Totally. The
Company‘s register capital came into RMB 24,286,808.00 after transference, and was not the
joint-venture any more.
40) Hefei Meiling Packing Products Co., Ltd. (Packing Products) was the Sino-foreign joint venture jointly
set up by Hefei Paper Box Plant, original Meiling Group and Singapore Anda Development Co., Ltd in December
1993, which approved by [HWJZ(1993) No. 0444] of Foreign Trade and Economic Committee of Hefei City
with its register capital of US$ 3.067 million. The register capital while established have been verified
by [HKHY(1995) No. 5] from original Hefei CPAs Co., Ltd. On December 30, 2002, being approved by
[HWJ(2002) No. 259] of foreign trade Economic Cooperation Bureau of Hefei City, 48.28% equity
owned by Hefei Paper Box Plant transferred to the Company. On June 17, 2005, 25% equity owned by
Singapore Anda Development Co., Ltd transferred to original Meiling Group freely by one-time. The Company
turned into domestic-capital enterprise from foreign-capital enterprise with changed registered capital of RMB
18.4 million. The re-register of register capital being verified by [WCQYZ(2005) No. 256] from Anhui
CHengqin CPAs Co., Ltd. After equity transferred, the Company invested RMB 8.88 million accounting
48.28% in register capital while Meiling Group invested RMB9.52 million with 51.72% in register
capital. Resolution from the 46th meeting of 6th session of the Board, while purchasing Meiling Group,
the assets and liabilities of Meiling Packaging Products Co., Ltd., which are not included in transfer-in
assets, will derivate into the Hefei Xingmei Assets Management Co., Ltd., the former Meiling
Packaging Products Co. reduced its capital as RMB 17.4 million, and registered changed for industrial
and commerce have completed on 27 June 2011.
41) Changhong Ruba Trading Company (Private) Limited (―Changhong Ruba‖) was a joint venture
established by Zhongshan Changhong Appliances Company Limited and RUBA GENERAL TRADING
FZE Company (―RUBA‖) on 5 August 2011 with the approval from Guangdong Development and
Reform Commission by issuance of the Approval Relating to Joint Construction of a Manufacturing and
Selling Platform Project in Pakistan by Zhongshan Changhong Appliances Company Limited
(YFGWZ(2011)958). The registered capital of the joint venture is USD6 million, among which, USD3.6
million is contributed by Zhongshan Changhong Appliances in cash with shareholding proportion of
60%, and the remaining USD2.4 million is contributed by RUBA in cash with shareholding proportion
of 40%.
42) Sichuan Changhong Air-conditioners Co., Ltd.(Changhong Air-conditioner for short), a limited
268
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
liability company jointly set up by Sichuan Changhong and Changhong Chuangtou, was founded on
November 28, 2008. Its registered capital was RMB 200 million upon establishment, of which, Sichuan
Changhong invested RMB 298 million (RMB 210,088,900 invested by monetary capital while RMB
87,911,100 invested by real material), equivalent to RMB 198 million shares, accounting for 99% of the
registered capital; and Changhong Chuangtou invested RMB 3 million, accounting for 1% of the
registered capital with equivalent of RMB 2 million shares. The registered capital receipt was verified
by the verification report [CGYYZ (2008) No. 177] of Sichuan Guangyuan Certified Public
Accountants Co., Ltd. and [HLTHYZ(2008) No. 12-006] of Sichuan Henglitai Certified Public
Accountants Co., Ltd. In December 2009, the Company obtained 100% equity of Changhong
Air-conditioner by consolidated under the same control.
43) Zhongshan Changhong Electric Co., Ltd.( Zhongshan Changhong), was the original Guangdong
Changhong Electric Co., Ltd., and is a limited liability company jointly set up by Sichuan Changhong
and China Minmetals on May 22, 2001. Its registered capital was RMB 80 million upon establishment,
of which, Sichuan Changhong invested RMB 72 million, including RMB 69.3 million biding for the
estate/ non-estate from original Zhongshan Sanrong Air-conditioner Co., Ltd. And its patent use-right of
RMB2.7 million, accounting for 90% of the registered capital; Chine Minmetals invested RMB 8
million in monetary capital accounting 10% of the registered capital. The Company changed its name
originally from Guangdong Changhong Electric Co., Ltd in July 2003. In December 2009, the Company
obtained 90% equity of Zhongshan Changhong by consolidated under same control. 10% equity held by
China Minmetals has been transferred by Changhong Air-conditioner on April 11, 2010. On 25 May
2014, the Company increased RMB 36 million to Zhongshan Changhong, and Changhong AC increased
RMB 4 million. After capital increased, registered capital of Zhongshan Changhong turns to RMB 120
million, including RMB 108 million contributed by the Company, accounted for 90% of the registered
capital, Changhong AC invested RMB 12 million, accounted for 10% of the registered capital.
44) Hefei Meiling Group Holding Co., Ltd (Meiling Group), was the state-owned company originally approved
by People‘s Government of Hefei Province and established authorized by SASAC of Hefei City. On July 14,
2008, 100% state-owned equity of Meiling Group has freely transferred to Xingtai Holding by Hefei
SASAC. Agreement by the approval of < State-owned property agreement transfer from Meiling
Group> [ HGZCQ(2010) No.34] of Hefei SASAC on April 9, 2010, 100% state-owned property of
Meiling Group after partial assets and liabilities separated transferred to the Company from Xingtai
Holding as amount of RMB 113.2 million. The re-registration of industrial and commercial procedure
for Meiling Group after separated partial assets liability has finished on July 28, 2010. The new Meiling
Group has register capital of RMB 80 million, and have been verified by the [AD(2010)YZD No. 016]
from Anhui Anding CPAs Co., Ltd.
45) Meiling Equator Appliance (Hefei) Co., Ltd.( Equator Appliance for short) was the Sino-foreign joint
venture jointly set up by original Meiling Group and EQUATOR INVESTMENTS (USA) INC.( EQUATOR
for short), which have been approved by the [SWZWFZZ(2004) No.0103] of Approval Certificate of
269
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Foreign Enterprise from People‘s Government of Anhui Province. Its registered capital was US$ 3
million upon establishment, of which, Sino company invested US$ 2.25 million in machinery equipment,
accounting 75% of the registered capital while foreign company invested US$ 0.5 million in monetary
capital and US$ 0.25 million in intangible assets, amounting to US$0.75 million, accounting 25% of the
registered capital. The above mentioned investment verified by the verification report of [WYAYZ
(2004) No. 135] from Anhui Yongan CPAs Co., Ltd. In July 2007, approved by [HWJ(2007) No.136]
from Foreign Trade Economic Cooperation Bureau of Hefei City, 25% equity held by EQUATOR
transferred to Anhui Meiling Electric Co., Ltd. Totally. The Company‘s register capital came into RMB
24,793,200 after transference, and was not the joint-venture any more. 25% equity owned by Anhui
Meiling Electric Co., Ltd has been transferred totally to original Meiling Group in July 2009.
46) Hefei Equator Appliance Co., Ltd.( Equator Appliance) was jointly set up by original Meiling Group and
Yingkaite Appliance on September 26, 2007. Its register capital was RMB 12 million, among which,
original Meiling Group invested RMB 8,670,600 in monetary capital, accounting 72.255% in registered
capital; Equator Appliance invested RMB 3,329,400 in the assessment value of intangible assets
(land-use right), accounting 27.745% of total registered capital. The investment being verified by
[WYAZ(2004) No. 135] from Anhui Yongan CPAs Co., Ltd.
47) Hongyuan Ground Energy Heating Pump Technology Company (―Hongyuan Ground Energy‖) was
established as a limited liability company with joint capital contribution from Sichuan Changhong Air
Conditioner Company (―Changhong Air Conditioner‖) and Hengyouyuan Science & Technology
Development Group on 28 August 2015, with the approval from the Industrial and Commercial
Administration Office of Fucheng district, Mianyang, Sichuan province. The registered capital of the
company is RMB50 million, among which, RMB25.5 million is contributed by Changhong Air
Conditioner in cash with shareholding proportion of 51%, and the remaining RMB24.5 million is
contributed by Hengyouyuan Science & Technology Development Group in cash with shareholding
proportion of 49%.
(2) Major non-wholly-owned subsidiary
Subsidiary
Gains/losses
attributable to
minority in the
Year
Shareholdi
ng of
minority
Dividend
distributed to
minority
announced in the
Year
Balance of
minority’s
interest at
year-end
Zhongke Meiling
30.00%
2,057,469.98
30,290,856.49
Hongyuan Ground Energy
49.00%
-328,371.98
4,571,628.02
(3) Financial information for major non-wholly-owned subsidiary
Ending balance
Subsidiary
Current assets
Non-current assets
Total assets
270
Current liabilities
Non-current
liability
Totalliabilities
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Subsidiary
Zhongke
Meiling
Hongyuan
Ground
Energy
Ending balance
110,871,612.72
23,171,786.54
134,043,399.26
28,073,877.64
25,708,356.81
45,480.97
25,753,837.78
16,423,984.68
5,000,000.00
33,073,877.64
16,423,984.68
(Continued)
Opening balance
Subsidiary
Current assets
Zhongke
Meiling
Non-current assets
128,850,510.99
4,947,756.41
Total assets
Current liabilities
133,798,267.40
Non-current
liability
39,686,979.03
Totalliabilities
39,686,979.03
Hongyuan
Ground
Energy
(Continued)
Current Year
Subsidiary
Operation income
Total comprehensive
income
Net profit
Cash flow from
operation activity
Zhongke
Meiling
92,111,076.79
6,858,233.25
6,858,233.25
-8,138,362.46
Hongyuan
Ground
Energy
18,346,958.57
-670,146.90
-670,146.90
-79,832.60
(Continued)
Last Year
Subsidiary
Operation income
Zhongke
Meiling
85,502,644.66
Net profit
9,750,150.99
Total comprehensive
income
9,750,150.99
Cash flow from
operation activity
15,390,186.51
Hongyuan
Ground
Energy
(4) Major limitation on using enterprise group‘s assets and liquidate debts of enterprise group: Nil
(5) Offering financial supporting or other supports for structured entity that included in consolidation
statement scope: Nil
271
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
2. Changes of owner‘ equity shares in subsidiary and its impacts
Item
Shijiazhuang Mianyang
Meiling
Meiling
Chengdu
Meiling
Guiyang
Meiling
Hefei
Meiling
Tianjian
Meiling
Chongqin
g Meiling
Jinan
Meiling
Guangxi
Huidian
Hangzhou
Meiling
Zhengzho
uMeiling
Harbin
Meiling
Xi’an
Meiling
Luohe
Meiling
Total
Original ratio of shares
held
63.33%
85.00%
85.00%
44.00%
85.00%
85.50%
85.00%
36.00%
64.00%
88.50%
46.00%
77.50%
85.00%
99.60%
Equity purchased from
minority
32.00%
8.80%
9.00%
42.00%
10.00%
14.50%
13.00%
55.40%
36.00%
6.50%
39.00%
17.50%
13.50%
0.40%
Ratio of shares held at
period-end
95.33%
93.80%
94.00%
86.00%
95.00%
100.00%
98.00%
91.40%
100.00%
95.00%
85.00%
95.00%
98.50%
100.00%
Cash
6.00
10.00
18.00
14.00
10.00
15.00
14.00
36.00
2.00
7.00
5.00
12.00
10.00
20,000.00
20,159.00
Acquisition cost/total
disposal consideration
6.00
10.00
18.00
14.00
10.00
15.00
14.00
36.00
2.00
7.00
5.00
12.00
10.00
20,000.00
20,159.00
Less: net assets of
subsidiary measured by
equity shares obtained
bydisposed
-610,004.86
473,073.75
-2,454,432.81
-895,946.91
-305,138.77
-1,569,571.50
-601,015.00
-5,420,784.15
-2,935,006.60
-859,991.18
-2,964,276.36
-1,561,816.74
-122,843.31
21,463.41
-19,806,291.03
Balance
610,010.86
-473,063.75
2,454,450.81
895,960.91
305,148.77
1,569,586.50
601,029.00
5,420,820.15
2,935,008.60
859,998.18
2,964,281.36
1,561,828.74
122,853.31
-1,463.41
19,826,450.03
Including:
Capital public reserve
adjusted
-610,010.86
473,063.75
-2,454,450.81
-895,960.91
-305,148.77
-1,569,586.50
-601,029.00
-5,420,820.15
-2,935,008.60
-859,998.18
-2,964,281.36
-1,561,828.74
-122,853.31
1,463.41
-19,826,450.03
Surplus public reserve
adjusted
Retained profitadjusted
Purchased minority‘s equity of marketing subsidiary in the Period, balance between the long-term equity investment newly obtained and the net assets shares enjoy
according to the new share-holding proportion since purchasing date amounting to -19,826,450.03 Yuan in total, and reckoned into capital public reserve.
272
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
3. Equity in joint venture or affiliated enterprise
(1) Major joint venture or affiliated enterprise
Share holding
(%)
Joint venture or affiliated enterprise
Main office
place
Registe
r place
Business
nature
Direct
ly
Indire
ctly
Accounting
treatment
for
investment
of
joint venture or
affiliated
enterprise
Affiliated enterprise:
1.ChanghongRubaElectricCompany
(Private)Ltd.
Lahore,
Pakistan
Lahore
Manufactures,
sales
40.00
Equity
Hefei
Hefei
Rental,
agency
48.28
Equity
30.00
Equity
2.Hefei Xingmei Assets Management Co.,
Ltd.
3.Sichuan Zhiyijia Network Technology
Mianyang
Co., Ltd.
Mianyang Sales
4.Hongyuan Dineng Rebao Technology Co.
Mianyang
Ltd.
Mianyang
R & D, sales,
after-sales
49.00
Equity
5.Sichuan Tianyou Guigu Technology Co.,
Mianyang
Ltd.
Mianyang
Manufactures,
sales
25.00
Equity
(2) Financial information for major Joint venture: Nil
(3) Financial information for affiliated enterprise
Ending balance /CurrentYear
Item
Currentassets:
Including:cash and cash equivalent
Non-currentassets
Total assets
Currentliability
ChanghongRubaEl
ectricCompany(Pri
vate)Ltd.
HefeiXingmei
Assets
Management Co.,
Ltd.
Sichuan Zhiyijia
NetworkTechnology
Co.,Ltd.
Hongyuan Dineng
RebaoTechnology
Co. Ltd.
SichuanTianyou
GuiguTechnology
Co.,Ltd.
80,097,168.57
4,422,052.11
1,049,476,856.75
23,764,511.93
72,222,287.99
7,375,329.25
4,422,051.68
91,309,812.52
8,883,320.31
55,646,748.59
89,542,558.20
24,020,971.98
1,601,922.21
735,873.42
33,684,137.62
169,639,726.77
28,443,024.09
1,051,078,778.96
24,500,385.35
105,906,425.61
79,017,873.84
1,835,590.18
1,026,110,698.01
14,504,686.26
7,727,913.42
Mom-currentliability
Totalliabilities
6,900,000.00
79,017,873.85
1,835,590.18
1,026,110,698.01
14,504,686.26
14,627,913.42
Equity attributable to shareholder of
parent company
90,621,852.92
26,607,433.91
24,968,080.95
9,995,699.09
91,278,512.19
Share of net assets measured by
shareholing
36,248,741.17
12,846,069.09
7,490,424.28
4,897,892.55
22,819,628.05
2,677,325.98
852,389.87
-1,568.58
Minority‘sinterest
Adjustmentitme
--Goodwill
Unrealized profit of the internal
downstreamtransactions
-365,542.81
Unrealized profit of the internal
392,444.88
273
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
upstreamtransactions
Other
Book value of the equity investment
for affiliate
29,713,680.32
12,846,069.09
4,813,098.30
4,045,502.68
22,821,196.62
Operation income
106,976,700.85
1,770,062.00
2,211,431,774.61
6,373,887.46
2,809,349.48
Financialexpenses
94,584.75
-4,571.75
-4,333,752.73
-1,250.90
-543,578.15
-25,031,919.05
-4,300.91
-8,721,487.81
Hongyuan Dineng
RebaoTechnology
Co. Ltd.
SichuanTianyou
GuiguTechnology
Co.,Ltd.
Fair value of equity investment for the
affiliateswith consideration publicly
Income taxexpenses
Netprofit
4,755.05
-5,264,779.35
-467,514.17
Netprofitofdiscontinuingoperation
Othercomprehensiveincome
Total comprehensiveincome
Dividend received from affiliates in the
Year
(Continued)
Opening balance /LastYear
ChanghongRubaEle
ctricCompany
(Private)Ltd
HefeiXingmei
Assets
Management Co.,
Ltd.
61,531,111.48
3,967,411.07
1,695,264.18
911,126.07
Non-currentassets
16,469,584.73
25,009,461.78
Total assets
78,000,696.21
28,976,872.85
Currentliability
58,747,740.71
1,901,924.77
58,747,740.71
1,901,924.77
Equity attributable to shareholder of
parent company
19,252,955.50
27,074,948.08
Share of net assets measured by
shareholing
7,701,182.20
13,071,784.93
Item
Currentassets:
Including:cash and cash equivalent
Mom-currentliability
Totalliabilities
Minority‘sinterest
Adjustmentitme
--Goodwill
Unrealized profit of the internal
downstreamtransactions
6,561,962.92
Unrealized profit of the internal
upstreamtransactions
235,752.83
Other
Book value of the equity investment
for affiliate
1,139,219.28
13,071,784.93
58,197,435.26
1,923,269.50
Fair value of equity investment for the
affiliateswith consideration publicly
Operation income
274
Sichuan
Zhiyijia
Network Technology
Co.,Ltd.
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Financialexpenses
62,647.42
-2,865.25
656,274.70
1,792,712.08
Income taxexpenses
Netprofit
Netprofitofdiscontinuingoperation
Othercomprehensiveincome
Total comprehensiveincome
Dividend received from affiliates in the
Year
325,544.37
(4) Financial summary for non-important Joint venture and affiliate enterprise
Item
Ending balance / Current
Year
Opening balance
/ Last Year
Affiliate:
Total book value of investment
Total amount measured by shareholding
ratio
--net profit
-8,152,786.56
-6,977,806.68
--Other comprehensiveincome
-- Total comprehensiveincome
(5) Major limitation on capital transfer ability to the Company from joint venture or affiliates: Nil
(6) Excess loss occurred in joint venture or affiliates: Nil
(7) Unconfirmed commitment with joint venture investment concerned: Nil
(8) Intangible liability with joint venture or affiliates investment concerned: Nil
4. Major conduct joint operation: Nil
5. Structured body excluding in consolidate financial statement: Nil
IX. Relevant risks related with financial instrument
The major financial instruments of the Company include borrowings, account receivables, account
payables, transactional financial assets, transactional financial liabilities, the details of which are set out
in Note 6. Risks related to these financial instruments include exchange risks and interest rate risks. The
management of the Company controls and monitors the risk exposures to ensure the above risks are
under control.
In connection with exchange risks, in order to prevent from exchange risks arising from foreign
currency transaction amount, foreign currency dominated loans and interest expenditure, the Company
entered into several forward exchange contracts with banks. Fair value of the forward exchange contract
which has been recognized as derivative financial instrument as of 31 December 2014 has been included
in profits and losses. As export business is increasing, if risks that are out of control of the Company
occur such as appreciation of RMB, the Company will mitigate the relevant risks by adjusting its sales
policy.
The Company‘s interest rate risk arises from bank borrowings and interest-bearing debt. Financial
275
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
liabilities at floating rate expose the Company to cash flow interest rate risk, and financial liabilities at
fixed rate expose the Company to fair value interest rate risk. The Company will determine the
respective proportion of contracts at fixed and floating rates based on the prevailing market conditions.
As of 31 December 2015, the interest-bearing debts mainly referred to borrowing contracts at floating
rate denominated in RMB with total amount of 199,341,900.00, borrowing contracts at fixed rate
denominated in USD with total amount of 56,649,971.59 and borrowing contracts at fixed rate
denominated in Euro with total amount of 45,693,088.00. Risks relating to change of fair value of
financial instruments arising from movement of interest rate mainly related to bank borrowings at fixed
rate. As for borrowings at fixed rate, the Company aims to keep its floating rate. Risks relating to
change of cash flow of financial instruments arising from movement of interest rate mainly related to
bank borrowings at floating rate. The Company establishes its policy to keep floating rate for these
borrowings so as to eliminate fair value risk arising from movement of interest rate.
X. Fair value
No assets or liabilities measured by fair value at year-end.
XI. Related parties and related transaction
(I) Relationship of related parties
1. Controlling shareholder and ultimate controller
(1) Controlling shareholder and ultimate controller
Controlling shareholder and
ultimate controller
Sichuan Changhong Electric Co.,
LTD
Type of
entity
Place of
registratio
n
Nature of
business
Mianya
ng
Manufactur
e and sales
4,616,244,222
Legal
representativ
e
Organization
code
24.88%
24.88%
Sichuan Changhong Electronic Holding Group is the controlling shareholder of Sichuan Changhong
Appliances, and the SASAC Mianyang office holds 100.00% equity interests of Sichuan Changhong
Electronic Holding Group, which means that SASAC Mianyang office is the ultimate controller of the
Company.
(2) Register capital and change thereof of controlling shareholder
controlling shareholder
Sichuan Changhong Electric Co.,
LTD
Increase
during the
year
Opening balance
Decrease
during the
year
4,616,244,222
Ending balance
4,616,244,222
(3)Shares held by the controlling shareholder and its changes on equity
Amount of shares held
Shareholding ratio (%)
Controlling shareholder
Ending balance
Sichuan Changhong Electric Co.,
LTD
Opening balance
Ratio at year-end
189,994,153
24.88%
189,994,153
2. Subsidiary
276
Ratio at
year-begin
24.88%
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Found more in Note ―VIII. 1 (1) Enterprise group composition‖
3. Joint venture and Affiliated enterprise
Major Joint venture and affiliated enterprise of the Company found more in Note ―VIII. 3 (1) major
joint venture and Affiliated enterprise‖. Other Joint venture and affiliated enterprise that have related
transactions occurred with the Company in the Year or occurred in last period, and with blance results:
Joint venture and Affiliated enterprise
Relationship
Hefei Meiling Sole Energy Technology Co., Ltd.
Affiliated enterprise of Subsidiary Meiling Group
ChanghongRubaElectricCompany(Private)Ltd.
Affiliated enterprise of Subsidiary Zhongshan Changhong
Hefei Xingmei Assets Management Co., Ltd.
Affiliated enterprise of the Company
Sichuan Zhiyijia Network Technology Co., Ltd.
Affiliated enterprise of the Company, sharing the same
controlling shareholder with the Company and actual
controller
Hongyuan Dineng Rebao Technology Co. Ltd.
Affiliated enterprise
Air-conditioning
of
Subsidiary
Changhong
Sichuan Tianyou Guigu Technology Co., Ltd.
Affiliated enterprise
Air-conditioning
of
Subsidiary
Changhong
4. OtherRelated parties
OtherRelated parties
Relationship
Huayi Compressor Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong Mold Plastic Tech. Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong Jijia Fine Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Mianyang Hongfa Technology Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong Package Printing Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong Precision Electronics Tech. Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Jiahong Industrial Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong New Energy Technology Co., Ltd.
Control by same controlling shareholder and ultimate
controller
081 Electronic Group Sichuan Liyuan Electronic Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Guangdong Changhong Electronics Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Zhongshan Guanghong Mold Technology Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong Electronic Products Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Guangdong Changhong Ridian Technology Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong Xinrui Technology Co., Ltd
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong Power Source Co., Ltd.
Control by same controlling shareholder and ultimate
controller
277
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
OtherRelated parties
Relationship
Sichuan Changhong Lighting Technology Co.,Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Hongwei Technology Co., Ltd.
Control by same controlling shareholder and ultimate
controller
CHANGHONG(HK)TRADINGLIMITED
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong International Hotel Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong Communication Technology Co.,
Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Service Exp. Appliance Service Chain Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Chengdu Changhong Minsheng Logistic Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong International Travel Agency Co., Ltd.
Control by same controlling shareholder and ultimate
controller
PT.CHANGHONGELECTRICINDONESIA
Control by same controlling shareholder and ultimate
controller
Sichuan CCO Display Device Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Mianyang Lejiayi Trading Chain Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Hongxin Software Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Chongqing Hongshenghuo Trade Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong Devices Technology Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Changhong Electric (Australian) Co., Ltd.
Control by same controlling shareholder and ultimate
controller
CHANGHONGELECTRICMIDDLEEASTFZE
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong Gerun Renewable Resources Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Hefei Changhong Industrial Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Lejiayi Chain Management Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong Minsheng Logistics Co., LTD
Control by same controlling shareholder and ultimate
controller
ChanghongEuropeElectrics.r.o
Control by same controlling shareholder and ultimate
controller
Chengdu Changhong Property Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Anhui Xinhao PDP Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Huafeng Corp. Group
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong Network Technology Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Chengdu Changhong Electronic Technology Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Guangyuan Hongcheng Industrial Co., Ltd.
Control by same controlling shareholder and ultimate
controller
278
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
OtherRelated parties
Relationship
Guangyuan Changhong Molding Technology Co., Ltd.
Control by same controlling shareholder and ultimate
controller
BVCH Optronics (Sichuan) Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Beijing Changhong Technology Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong Electronic System Co., Ltd.
Control by same controlling shareholder and ultimate
controller
081 Electronic Group Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Sichuan Changhong Group Finance Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Yibing Hongxing Electronics Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Wandao Network Technology Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Jingdezhen Honghua Home Appliance Parts Co., Ltd.
Control by same controlling shareholder and ultimate
controller
Mianyang Hongrun Electronic Co., Ltd.
Affiliate enterprise of controlling shareholder
Sichuan Hongyu Metal Manufacture Co., Ltd.
Affiliate enterprise of controlling shareholder
Sichuan Changxin Refrigeration Parts Co., Ltd.
Affiliate enterprise of controlling shareholder
Mianyang Highly Electric Co., Ltd.
Affiliate enterprise of controlling shareholder
Sichuan Changhe Technology Co., Ltd.
Affiliate enterprise of controlling shareholder
Fuyang Weiao Appliances Marketing Co., Ltd
A stock-jointly enterprise of the subsidiary before June 2015
(II) Related transactions
1. Purchasing commodity
Related parties
Content
Current Year
(10 thousand
Yuan)
Last Year
(10 thousand
Yuan)
Sichuan Changhong Electric Co., LTD
Purchasing
commodity
9,499.26
9,707.03
Huayi Compressor Co., Ltd.
Purchasing
commodity
51,119.55
53,639.11
Sichuan Changhong Mold Plastic Tech. Co., Ltd.
Purchasing
commodity
34,993.69
35,062.48
Sichuan Changhong Jijia Fine Co., Ltd.
Purchasing
commodity
15,319.03
18,969.79
Mianyang Hongfa Technology Co., Ltd.
Purchasing
commodity
187.64
244.46
Sichuan Changhong Package Printing Co., Ltd.
Purchasing
commodity
3,891.28
4,691.01
Sichuan Changhong Precision Electronics Tech. Co., Ltd.
Purchasing
commodity
450.53
590.14
Sichuan Jiahong Industrial Co., Ltd.
Purchasing
commodity
3.09
74.88
Sichuan Changhong New Energy Technology Co., Ltd.
Purchasing
commodity
43.42
69.59
081 Electronic Group Co., Ltd.
Purchasing
commodity
188.68
919.33
279
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Related parties
Content
Current Year
(10 thousand
Yuan)
Last Year
(10 thousand
Yuan)
Mianyang Hongrun Electronic Co., Ltd.
Purchasing
commodity
579.88
1,159.66
Guangdong Changhong Electronics Co., Ltd.
Purchasing
commodity
437.11
83.52
Zhongshan Guanghong Mold Technology Co., Ltd.
Purchasing
commodity
Sichuan Hongyu Metal Manufacture Co., Ltd.
Purchasing
commodity
37.51
56.80
Sichuan Changhong Devices Technology Co., Ltd.
Purchasing
commodity
2,929.15
3,854.88
Guangdong Changhong Ridian Technology Co., Ltd.
Purchasing
commodity
466.10
Sichuan Changhong Xinrui Technology Co., Ltd
Purchasing
commodity
8,375.23
Sichuan Changhong Power Source Co., Ltd.
Purchasing
commodity
Sichuan Changhong Lighting Technology Co.,Ltd.
Purchasing
commodity
4.79
2.57
Sichuan Hongwei Technology Co., Ltd.
Purchasing
commodity
17.74
3.72
Sichuan Changhe Technology Co., Ltd.
Purchasing
commodity
341.13
339.04
Sichuan Changxin Refrigeration Parts Co., Ltd.
Purchasing
commodity
11,944.29
18,660.82
Mianyang Highly Electric Co., Ltd.
Purchasing
commodity
14,137.35
19,068.53
CHANGHONG(HK)TRADINGLIMITED
Purchasing
commodity
871.32
Sichuan Changhong International Hotel Co., Ltd.
Purchasing
commodity
5.74
Sichuan Zhiyijia Network Technology Co., Ltd.
Purchasing
commodity
1.62
Sichuan Changhong Communication Technology Co., Ltd.
Purchasing
commodity
0.16
Sichuan Tianyou Guigu Technology Co., Ltd.
Purchasing
commodity
23.62
Purchasing
commodity
155,868.91
Total
10.84
9,819.97
2.29
177,030.46
2. Labor service receive
Related parties
Content
Current Year
Last Year
Sichuan Changhong Minsheng Logistics Co., LTD
labor service receive
420,383,202.30
400,886,757.55
Sichuan Service Exp. Appliance Service Chain Co., Ltd.
labor service receive
125,062,530.99
134,553,661.98
Sichuan Changhong Electric Co., LTD
labor service receive
13,536,578.79
24,337,599.95
Sichuan Hongwei Technology Co., Ltd.
labor service receive
968,584.90
1,186,226.42
Guangdong Changhong Electronics Co., Ltd.
labor service receive
113,519.53
66,923.93
Sichuan Changhong International Hotel Co., Ltd.
labor service receive
17,473.00
Sichuan Changhong Electronics Group Co., Ltd.
labor service receive
12,922.00
280
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Sichuan Changhong Mold Plastic Tech. Co., Ltd.
labor service receive
12,279.45
44,609.86
Sichuan Changhong Jijia Fine Co., Ltd.
labor service receive
4,304.00
7,200.00
Sichuan Jiahong Industrial Co., Ltd.
labor service receive
29,852.60
1,456,232.68
CHANGHONG(HK)TRADINGLIMITED
labor service receive
2,007,833.37
Sichuan Changhong International Travel Agency Co., Ltd.
labor service receive
Total
33,740.00
562,149,080.93
562,572,952.37
3. Purchase of fuels and energy
Related parties
Content
Receive fuels and
Huayi Compressor Co., Ltd.
Current Year
Last Year
247,361.46
698,413.00
14,864,527.96
14,622,529.22
energy
Receive fuels and
Sichuan Changhong Electric Co., LTD
energy
Receive fuels and
Sichuan Changhong Electronics Group Co., Ltd.
5,396.54
energy
15,117,285.96
合计
15,320,942.22
4. Sales of goods/ labor service providing
Related parties
Content
Current Year
Last Year
(10 thousand Yuan) (10 thousand Yuan)
Sichuan Changhong Electric Co., LTD
Sales of goods
81,929.71
138,282.94
Sichuan Changhong Electronics Group Co., Ltd.
Sales of goods
0.69
-4.87
PT.CHANGHONGELECTRICINDONESIA
Sales of goods
20.92
Sichuan Changhong Jijia Fine Co., Ltd.
Sales of goods
2,906.14
2,315.69
Sichuan Changhong Mold Plastic Tech. Co., Ltd.
Sales of goods
12,094.53
9,854.84
Sichuan CCO Display Device Co., Ltd.
Sales of goods
244.06
Mianyang Lejiayi Trading Chain Co., Ltd.
Sales of goods
1,056.07
CHANGHONG(HK)TRADINGLIMITED
Sales of goods
38,162.85
21,723.05
Sichuan Changhong Xinrui Technology Co., Ltd
Sales of goods
3,764.42
6,463.63
Sichuan Changhong International Hotel Co., Ltd.
Sales of goods
1.35
485.53
Sichuan Hongwei Technology Co., Ltd.
Sales of goods
6.00
0.86
Sichuan Hongxin Software Co., Ltd.
Sales of goods
36.78
Chongqing Hongshenghuo Trade Co., Ltd.
Sales of goods
89.66
Sichuan Changhong Devices Technology Co., Ltd.
Sales of goods
Sichuan Changhong New Energy Technology Co., Ltd.
Sales of goods
1.02
Changhong Electric (Australian) Co., Ltd.
Sales of goods
553.78
Guangdong Changhong Ridian Technology Co., Ltd.
Sales of goods
637.38
Sichuan Changhong Package Printing Co., Ltd.
Sales of goods
21.16
Sichuan Changhong Precision Electronics Tech. Co., Ltd.
Sales of goods
14.92
281
48.60
0.85
138.50
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Related parties
Content
Current Year
Last Year
(10 thousand Yuan) (10 thousand Yuan)
Sichuan Changhong Minsheng Logistics Co., LTD
Sales of goods
117.48
081 Electronic Group Co., Ltd.
Sales of goods
-6.04
Sichuan Service Exp. Appliance Service Chain Co., Ltd.
Sales of goods
733.07
936.78
Sichuan Changhong Power Source Co., Ltd.
Sales of goods
17.86
4.10
CHANGHONGELECTRICMIDDLEEASTFZE
Sales of goods
15.44
Sichuan Changhong Gerun Renewable Resources Co., Ltd.
Sales of goods
615.73
805.44
Hefei Changhong Industrial Co., Ltd.
Sales of goods
439.68
296.92
Zhongshan Guanghong Mold Technology Co., Ltd.
Sales of goods
Lejiayi Chain Management Co., Ltd.
Sales of goods
547.15
ChanghongEuropeElectrics.r.o
Sales of goods
92.42
Sichuan Zhiyijia Network Technology Co., Ltd.
Sales of goods
42,090.46
Chengdu Changhong Property Co., Ltd.
Sales of goods
1.37
Anhui Xinhao PDP Co., Ltd.
Sales of goods
53.85
Hongyuan Dineng Rebao Technology Co. Ltd.
Sales of goods
1,033.72
Sichuan Tianyou Guigu Technology Co., Ltd.
Sales of goods
36.01
Hefei Meiling Sole Energy Technology Co., Ltd.
Sales of goods
75.23
CHANGHONGRUBAELECTRICCO.,LTD
Sales of goods
3,039.47
Chengdu Changhong Minsheng Logistic Co., Ltd.
Sales of goods
6.21
17.84
Sichuan Huafeng Corp. Group
Sales of goods
4.24
1.11
Guangdong Changhong Electronics Co., Ltd.
Sales of goods
1.36
Huayi Compressor Co., Ltd.
Sales of goods
227.52
Sichuan Changhong Network Technology Co., Ltd.
Sales of goods
Chengdu Changhong Electronic Technology Co., Ltd.
Sales of goods
Guangyuan Hongcheng Industrial Co., Ltd.
Sales of goods
Guangyuan Changhong Molding Technology Co., Ltd.
Sales of goods
Mianyang Highly Electric Co., Ltd.
Sales of goods
0.46
147.64
Sichuan Changxin Refrigeration Parts Co., Ltd.
Sales of goods
3,333.09
5,904.64
Guangxi Huidian Home Appliance Co., Ltd.
Sales of goods
Fuyang Weiao Appliances Marketing Co., Ltd
Sales of goods
Total
54.25
18.74
4.37
3.28
741.20
0.03
0.05
0.38
3,915.85
333.75
15,035.04
192,193.72
209,354.53
Businesses between the Company and its connected persons are generally conducted under market
operation rules as if they were the same as other business counterparties. For price of sale or purchase
and provision of other labor service between the Company and its related parties, the state pricing is
applicable if the pricing do exists; in case of absence of such state pricing, price is determined under
market price; in case of absence of such market price, price is determined by both parties at actual cost
plus reasonable expenses; for some special services, the price of which cannot be determined under the
rule of cost plus expense, the price shall be determined by both parties by negotiation.
282
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
5. Fuel and energy providing
Related parties
Content
Current Year
Last Year
Guangdong Changhong Electronics Co., Ltd.
Fuel and energy
providing
866,165.68
775,507.61
Sichuan Changhong Minsheng Logistics Co., LTD
Fuel and energy
providing
80,271.36
68,484.59
Sichuan Service Exp. Appliance Service Chain Co., Ltd.
Fuel and energy
providing
170.93
1,089.83
Zhongshan Guanghong Mold Technology Co., Ltd.
Fuel and energy
providing
11,743.74
Sichuan Hongwei Technology Co., Ltd.
Fuel and energy
providing
1,739.58
Sichuan Changhong Jijia Fine Co., Ltd.
Fuel and energy
providing
386,615.33
316,100.25
Sichuan Changhong Mold Plastic Tech. Co., Ltd.
Fuel and energy
providing
5,769,242.83
6,262,181.97
Guangdong Changhong Ridian Technology Co., Ltd.
Fuel and energy
providing
Total
6,355.35
7,102,466.13
7,443,202.92
6. Related rental
(1) Renting
Lessor
Type of assets
leasing
Lessee
Hefei Meiling
Co.,Ltd.
Sichuan ChanghongMold PlasticTech. Co., Ltd.
Hefei Meiling
Co.,Ltd.
Sichuan Changhong JijiaFineCo., Ltd.
Forklifttruck
Hefei Meiling
Co.,Ltd.
Sichuan Changhong JijiaFineCo., Ltd.
Plant
Hefei Meiling
Co.,Ltd.
Sichuan ChanghongXinruiTechnologyCo.,Ltd
Plant
Leasing income
recognized in
this year
1,294,380.00
Leasing income
last year
1,294,380.00
62.74
466,560.00
466,560.00
Forklifttruck
1,191.51
Machinerayequip
ment
8,177.80
Changhong
BVCHOptronics(Sichuan)Co., Ltd.
Air-Conditioner
Goodslift
63,720.00
63,720.00
Changhong
Sichuan Changhong JijiaFineCo., Ltd.
Air-Conditioner
Bridge crane
7,000.00
7,000.00
793,674.56
Changhong
Sichuan ChanghongMold PlasticTech. Co., Ltd.
Air-Conditioner
Zhongshan
Changhong
GuangdongChanghongElectronicsCo., Ltd.
Trade center
814,103.36
Zhongshan
Changhong
Sichuan Changhong JijiaFineCo., Ltd.
2# livingarea
10,320.21
Zhongshan
Changhong
Sichuan ChanghongMinsheng LogisticsCo., LTD
Trade center
40,659.36
Zhongshan
Changhong
GuangdongChanghongElectronicsCo., Ltd.
2# livingarea
473,026.50
Zhongshan
Changhong
Zhongshan GuanghongMoldTechnologyCo.,Ltd.
2# livingarea
66,461.12
Zhongshan
Changhong
Sichuan ChanghongMinsheng LogisticsCo., LTD
2# livingarea
13,314.60
Zhongshan
GuangdongChanghongRidianTechnologyCo.,Ltd.
2# livingarea
74,198.73
283
37,285.92
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Lessor
Type of assets
leasing
Lessee
Leasing income
recognized in
this year
Leasing income
last year
Changhong
Zhongshan
Changhong
Sichuan HongweiTechnologyCo., Ltd.
Mianyang
Refrigeration
Sichuan ChanghongMold PlasticTech. Co., Ltd.
Rentalof
warehouse
65,886.80
75,033.96
Mianyang
Refrigeration
Sichuan ChanghongPackagePrintingCo., Ltd.
Rentalof
warehouse
3,773.59
8,882.27
Mianyang
Refrigeration
Sichuan Changxin RefrigerationParts Co., Ltd.
Rentalof
warehouse
566.03
3,224.16
Mianyang
Refrigeration
Sichuan ChangheTechnologyCo., Ltd.
Rentalof
warehouse
271.69
386.41
Jiangxi
Electric
2# livingarea
9,417.14
Sichuan ChanghongMold PlasticTech. Co., Ltd.
Rentalof Plant
451,920.00
451,920.00
JiangxiElectric
Sichuan Changhong JijiaFineCo., Ltd.
Rentalof Plant
134,064.00
111,720.00
JiangxiElectric
Sichuan Changhong JijiaFineCo., Ltd.
Machinerayequip
ment
99,487.17
82,905.98
3,462,144.26
4,033,111.35
Total
(2) Lessee of related parties
Lessee
Type of assets
leasing
Sichuan ChanghongElectric Co., LTD
Changhong
Air-Conditioner
Plant
Sichuan ChanghongElectric Co., LTD
Mianyang software
Lessor
Leasing income
recognized in
this year
Leasing income
last year
7,857,172.10
7,215,370.47
Office room
27,192.00
24,926.00
Zhongshan Changhong
Warehouse
280,000.00
Appliance marketing
Office
535,471.91
Sichuan ChanghongElectronicsGroup Co., Ltd.
Changhong
Air-Conditioner
Staffdoormitary
9,767.00
Sichuan ChanghongElectronicsGroup Co., Ltd.
Mianyang Refrigeration
Staffdoormitary
7,840.00
7,680.00
BeijingMeiling
Office
356,514.00
356,514.00
9,073,957.01
8,173,459.56
Start
End
Completed
(Y/N)
GuangdongChanghongRidianTechnologyCo., Ltd.
Sichuan ChanghongElectric Co., LTD
Beijing ChanghongTechnologyCo., Ltd.
Total
568,969.09
7. Related guarantee
Secured party
Sponsored party
Maximum guarantee
amount
Hefei
Meiling
Zhongshan
Changhong
100,000,000.00
2014.11.01
2015.11.01
Y
Hefei
Meiling
Zhongshan
Changhong
120,000,000.00
2014.12.03
2015.12.03
Y
Hefei
Meiling
Zhongshan
Changhong
80,000,000.00
2015.03.30
2016.03.29
N
Hefei
Meiling
Zhongshan
Changhong
50,000,000.00
2015.05.27
2016.05.27
N
Hefei
Meiling
Zhongshan
Changhong
150,000,000.00
2015.12.29
2016.12.29
N
100,000,000.00
2014.11.01
2015.11.01
Y
Counter
guarantee:
Zhongshan
Hefei
Meiling
284
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Secured party
Sponsored party
Maximum guarantee
amount
Start
End
Completed
(Y/N)
Changhong
Zhongshan
Changhong
Hefei
Meiling
120,000,000.00
2014.12.03
2015.12.03
Y
Zhongshan
Changhong
Hefei
Meiling
80,000,000.00
2015.03.30
2016.03.29
N
Zhongshan
Changhong
Hefei
Meiling
50,000,000.00
2015.05.27
2016.05.27
N
Zhongshan
Changhong
Hefei
Meiling
150,000,000.00
2015.12.29
2016.12.29
N
8. Assets transfer, debt restructuring of related parties
Related parties
Type
Current Year
Last Year
Sichuan Changhong Electric Co., LTD
Purchasing Fixed assets
3,271,518.77
6,569,137.07
Sichuan Hongxin Software Co., Ltd.
Purchasing Fixed assets
990,566.04
973,584.91
Mianyang Hongfa Technology Co., Ltd.
Purchasing Fixed assets
Sichuan Changhong Electronic System Co., Ltd.
Purchasing Fixed assets
714,059.83
081 Electronic Group Co., Ltd.
Purchasing Fixed assets
59,829.06
Sichuan Changhong Gerun Renewable Resources
Co., Ltd.
Fixed assets sold
Sichuan Changhong New Energy Technology Co.,
Ltd.
Fixed assets sold
Sichuan Changhong Mold Plastic Tech. Co., Ltd.
Fixed assets sold
965,811.97
775,619.15
15,035.60
39,941.33
9. Related transaction with Changhong Finance Company
(1) Saving balance
Company
Hefei Hefei Meiling Co., Ltd.
Opening balance
Ending balance
Income from bank
saving
941,030,195.58
929,016,660.03
25,062,853.52
Sichuan Changhong Air Conditioner Co.,
Ltd.
71,331,435.22
51,254,783.01
1,434,734.61
Zhongshan Changhong Appliance Co., Ltd
27,847,795.88
64,705,781.78
268,025.68
3,832.74
2,525,086.02
50,772,917.93
726,413.11
218,333.30
2,150,000.00
102,164,170.55
1,933,226.11
1,040,209,426.68
1,198,136,479.34
34,100,339.05
Bank acceptance book
discounted amount
Bank acceptance
discounted amount
Hefei Meiling Group Holding Co., Ltd.
ZhongkeMeiLingLow-temperatureTechnologyCo., Ltd.
Mianyang MeiLing Refrigeration Co., Ltd.
Jiangxi MeiLing Electric Appliance Co.,
Ltd.
Total
(2) Notes discounted
Company
Expenses of
discounted
Hefei Hefei Meiling Co., Ltd.
500,385,590.61
492,058,535.34
8,327,055.27
Sichuan Changhong Air Conditioner Co.,
459,584,300.88
453,288,264.14
6,296,036.74
285
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Ltd.
Hefei Meiling Group Holding Co., Ltd.
100,000,000.00
97,918,750.00
2,081,250.00
Mianyang MeiLing Refrigeration Co., Ltd.
190,000,000.00
186,339,333.31
3,660,666.69
Jiangxi MeiLing Electric Appliance Co.,
Ltd.
250,000,000.00
248,230,944.44
1,769,055.56
1,499,969,891.49
1,477,835,827.23
22,134,064.26
Total
(3) Notes issued
Company
Issuing unit
Note amount
Type
Hefei Hefei Meiling Co., Ltd.
Sichuan Changhong Group Finance
Co., Ltd.
342,661,441.57
Bankacceptance
Sichuan Changhong Air Conditioner
Co., Ltd.
Sichuan Changhong Group Finance
Co., Ltd.
880,487,164.36
Bankacceptance
Zhongshan
Co., Ltd
Appliance
Sichuan Changhong Group Finance
Co., Ltd.
226,243,389.39
Bankacceptance
Jiangxi MeiLing Electric Appliance
Co., Ltd.
Sichuan Changhong Group Finance
Co., Ltd.
200,000,000.00
Bankacceptance
Changhong
Total
1,649,391,995.32
(4) Borrowing
Company
Openi
ng
balan
ce
Hefei Hefei
Meiling Co.,
Ltd.
Borrowing
in the
current
period
Current
repayment
Closi
ng
bala
nce
Borrowi
ng date
100,000,000.00 100,000,000.00
Maturit
y date
Repay
ment
Date
2015.07.13 2016.01.13 2015.07.21
Borrowin
g interest
expense
75,444.44
Intere
st rate
3.40%
(5) Accounts receivable factoring
Company
Open
ing
balan
ce
Hefei
Hefei
Meiling Co.,
Ltd.
Increasing in
the current
period
50,000,000.00
Clos
ing
bala
nce
Current
repayment
50,000,000.00
Borrowing
date
2015.08.05
Maturity
date
2015.09.05
Interest
expense
Finan
cing
rate
176,527.78
4.10%
10. Key management‘s remuneration
Current Year(10 thousand
Yuan)
Item
Total remuneration
340.36
Including: performance incentive fund
Last Year (10 thousand
Yuan)
6,212.04
5,854.42
(III) Come and go balance with rlated parties
1. Receivables
Item
Related parties
Ending balance
286
Opening balance
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Book balance
Bad
debt
provi
sion
Book balance
Account
receivable
Sichuan Changhong Electric Co., LTD
Account
receivable
Sichuan Changhong Electronics Group Co., Ltd.
2,209,161.87
2,275,111.97
Account
receivable
Sichuan Changhong Mold Plastic Tech. Co., Ltd.
207,505.03
207,551.84
Account
receivable
Sichuan Changhong Xinrui Technology Co., Ltd
6,775,359.64
Account
receivable
Lejiayi Chain Management Co., Ltd.
Account
receivable
Sichuan Zhiyijia Network Technology Co., Ltd.
Account
receivable
Sichuan Hongwei Technology Co., Ltd.
Account
receivable
Sichuan Changhong Network Technology Co., Ltd.
Account
receivable
Hongyuan Dineng Rebao Technology Co. Ltd.
Account
receivable
PT.CHANGHONGELECTRICINDONESIA
2,078.83
186,763.21
260,839,736.46
8,998.00
51,150.00
12,094,465.83
212,356.95
Account
receivable
Hefei Changhong Industrial Co., Ltd.
Account
receivable
Huayi Compressor Co., Ltd.
Account
receivable
Sichuan Changhong International Hotel Co., Ltd.
Account
receivable
Sichuan Changhong Jijia Fine Co., Ltd.
Account
receivable
Sichuan Service Exp. Appliance Service Chain Co.,
Ltd.
200,895.77
Account
receivable
Sichuan Changhong Precision Electronics Tech. Co.,
Ltd.
61,041.23
Account
receivable
CHANGHONG(HK)TRADINGLIMITED
Account
receivable
Guangdong Changhong Ridian Technology Co., Ltd.
Account
receivable
Chengdu Changhong Minsheng Logistic Co., Ltd.
Account
receivable
081 Electronic Group Co., Ltd.
Account
receivable
Sichuan Changhong Electronic Products Co., Ltd.
Account
receivable
Sichuan Changhong Gerun Renewable Resources Co.,
Ltd.
Account
receivable
Yibing Hongxing Electronics Co., Ltd.
Account
receivable
Sichuan Changhong Package Printing Co., Ltd.
Account
receivable
Chengdu Changhong Electronic Technology Co., Ltd.
Account
1,492,108.99
2,161,717.28
263,800.00
1,063,400.00
2,859,768.75
4,050,000.00
5,536.56
297,217.00
133,214,694.78
110,975,853.15
120,000.00
42,000.00
2,086,000.00
Hefei Meiling Sole Energy Technology Co., Ltd.
287
64,949.99
3,559.52
1,855.46
1,058,049.10
1,058,049.10
800.00
1,835,245.20
5,309,045.20
50,010.80
Bad
debt
prov
ision
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Ending balance
Item
Bad
debt
provi
sion
Related parties
Book balance
Opening balance
Bad
debt
prov
ision
Book balance
receivable
Account
receivable
Fuyang Weiao Appliances Marketing Co., Ltd.
Account
receivable
CHANGHONGRUBAELECTRICCO.,LTD.
Account
receivable
Anhui Xinhao PDP Co., Ltd.
Account
receivable
Mianyang Highly Electric Co., Ltd.
10,628,035.60
34,269,278.41
24,626,053.78
630,000.00
172,800.00
Account paid
in advance
Sichuan Changhong Electric Co., LTD
Account paid
in advance
Sichuan Service Exp. Appliance Service Chain Co.,
Ltd.
Account paid
in advance
Sichuan Changhong Mold Plastic Tech. Co., Ltd.
Account paid
in advance
Mianyang Hongfa Technology Co., Ltd.
497,968.81
Other
receivables
Sichuan Changhong Electric Co., LTD
13,500.00
Other
receivables
Sichuan Service Exp. Appliance Service Chain Co.,
Ltd.
7,756,082.59
Total
176,653.43
5.38
171,714.91
200,000.00
451,642,984.04
180,844,946.38
2. Payables
Item
Related parties
Ending balance
Opening balance
Account
received in
advance
Sichuan Changhong Electric Co., LTD
Account
received in
advance
Sichuan Service Exp. Appliance Service Chain Co.,
Ltd.
Account
received in
advance
Lejiayi Chain Management Co., Ltd.
Account
received in
advance
Sichuan Changhong Gerun Renewable Resources
Co., Ltd.
Account
received in
advance
CHANGHONGELECTRICMIDDLEEASTFZE
Account
received in
advance
Sichuan Tianyou Guigu Technology Co., Ltd.
Account
received in
advance
Sichuan CCO Display Device Co., Ltd.
Account
received in
advance
081 Electronic Group Co., Ltd.
28,677.70
Account
received in
Guangyuan Changhong Molding Technology Co.,
Ltd.
35,000.00
4,549,701.77
25,349.12
900.02
126,710.08
339,625.21
240,205.07
1,626.32
148,501.26
74,587.00
288
234.16
74,587.00
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Item
Related parties
Ending balance
Opening balance
advance
Account
received in
advance
Guangyuan Hongcheng Industrial Co., Ltd.
Account
received in
advance
Changhong Electric (Australian) Co., Ltd.
Account
received in
advance
Sichuan Changhong New Energy Technology Co.,
Ltd.
Account
received in
advance
Fuyang Weiao Appliances Marketing Co., Ltd.
320.00
5,542.58
0.01
331.99
Accounts
payable
Sichuan Changhong Electronics Group Co., Ltd.
Accounts
payable
Sichuan Changhong Electric Co., LTD
29,663,341.60
27,737,562.90
Accounts
payable
Sichuan Changhong Mold Plastic Tech. Co., Ltd.
46,397,079.60
67,897,349.69
Accounts
payable
Huayi Compressor Co., Ltd.
139,199,433.03
108,783,172.50
Accounts
payable
Sichuan Changhong Jijia Fine Co., Ltd.
18,183,863.16
53,421,683.82
Accounts
payable
Sichuan Changhong Minsheng Logistics Co., LTD
13,561,624.33
38,816,514.90
Accounts
payable
Sichuan Changhong Package Printing Co., Ltd.
3,814,526.06
10,966,607.44
Accounts
payable
Sichuan Changhong Devices Technology Co., Ltd.
2,856,979.62
20.08
Accounts
payable
Mianyang Hongrun Electronic Co., Ltd.
438,778.08
958,576.70
Accounts
payable
Sichuan Changhong Precision Electronics Tech. Co.,
Ltd.
474,412.43
1,422,908.29
Accounts
payable
081 Electronic Group Co., Ltd.
145,004.41
140,059.51
Accounts
payable
Sichuan Changhong New Energy Technology Co.,
Ltd.
35,055.83
114,219.50
Accounts
payable
Sichuan Changhong Lighting Technology Co.,Ltd.
28,458.00
30,062.00
Accounts
payable
Sichuan Jiahong Industrial Co., Ltd.
78,317.93
Accounts
payable
Sichuan Changhong Power Source Co., Ltd.
17,694.78
36,423.46
Accounts
payable
Sichuan Hongyu Metal Manufacture Co., Ltd.
76,605.95
132,682.43
Accounts
payable
Sichuan Service Exp. Appliance Service Chain Co.,
Ltd.
12,325,292.30
11,017.79
Accounts
payable
Sichuan Changhong Electronic Products Co., Ltd.
Accounts
payable
Sichuan Hongwei Technology Co., Ltd.
Accounts
payable
Sichuan Changhong International Hotel Co., Ltd.
Accounts
Sichuan Changhong Gerun Renewable Resources
60,553.56
8,928,899.08
177,450.00
289
7,576.00
10,503.63
10,503.63
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Item
payable
Related parties
Ending balance
Opening balance
Co., Ltd.
Accounts
payable
Chengdu Changhong Minsheng Logistic Co., Ltd.
Accounts
payable
Sichuan Changhong Xinrui Technology Co., Ltd
Accounts
payable
Sichuan Changhong International Travel Agency Co.,
Ltd.
Accounts
payable
Mianyang Hongfa Technology Co., Ltd.
Accounts
payable
4,609,168.32
17,899,155.35
13,510,239.53
56,786.66
37,968.00
113,000.00
Guangdong Changhong Electronics Co., Ltd.
2,668,615.00
381,686.49
Accounts
payable
Guangdong Changhong Ridian Technology Co., Ltd.
1,389,173.12
512,483.48
Accounts
payable
Zhongshan Guanghong Mold Technology Co., Ltd.
Accounts
payable
Sichuan Changhong Electronic System Co., Ltd.
Accounts
payable
Sichuan Tianyou Guigu Technology Co., Ltd.
Accounts
payable
Sichuan Changxin Refrigeration Parts Co., Ltd.
Accounts
payable
Mianyang Highly Electric Co., Ltd.
Accounts
payable
111,259.76
77,000.00
333,333.01
5,266,539.58
10,478,359.11
20,557,246.51
15,136,189.07
Sichuan Changhe Technology Co., Ltd.
1,288,398.54
965,891.13
Accounts
payable
Hongyuan Dineng Rebao Technology Co. Ltd.
2,846,000.00
Other
accounts
payable
Sichuan Changhong Electric Co., LTD
1,992,259.81
Other
accounts
payable
Sichuan Changhong Electronics Group Co., Ltd.
Other
accounts
payable
Sichuan Changhong Minsheng Logistics Co., LTD
Other
accounts
payable
Sichuan Changhong Mold Plastic Tech. Co., Ltd.
Other
accounts
payable
Sichuan Changhong Jijia Fine Co., Ltd.
Other
accounts
payable
Sichuan Changhong Gerun Renewable Resources
Co., Ltd.
Other
accounts
payable
CHANGHONG(HK)TRADINGLIMITED
Other
accounts
payable
081 Electronic Group Co., Ltd.
Other
accounts
payable
Guangdong Changhong Ridian Technology Co., Ltd.
4,124.00
586,504.95
586,504.95
1,557,408.63
1,431,191.81
361,466.64
361,466.64
10,000.00
10,000.00
876,260.05
3,549.14
290
1,826,155.03
126,812.00
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Item
Related parties
Ending balance
Other
accounts
payable
Sichuan Changhong Xinrui Technology Co., Ltd
Other
accounts
payable
Huayi Compressor Co., Ltd.
Other
accounts
payable
Sichuan Changhong Package Printing Co., Ltd.
Other
accounts
payable
Mianyang Highly Electric Co., Ltd.
Other
accounts
payable
Opening balance
200,000.00
200,000.00
1,050,000.00
650,000.00
50,000.00
50,000.00
603,295.12
527,934.86
Sichuan Changhe Technology Co., Ltd.
50,000.00
50,000.00
Other
accounts
payable
Sichuan Changxin Refrigeration Parts Co., Ltd.
50,000.00
50,000.00
Other
accounts
payable
Sichuan Zhiyijia Network Technology Co., Ltd.
48,707.00
Total
332,381,077.89
371,783,768.71
(IV) Commitments from related parties: Nil
XII. Share-based payment: Nil
XIII. Contingency
1. Pending action or possible liabilities formed from arbitration: Nil
2. Contingency from external guarantee: Nil
3. Other contingency: nil
XIV. Commitments: Nil
XV. Events occurring after the balance sheet date
1. Important non-adjustment items: nil
2. Profit distribution
In accordance with the auditing of ShineWing Certified Public Accountants (LLP), the individual
statements of the parent company have achieved net profits of RMB 72,098,880.38 Yuan in 2015.
According to the relevant regulations, after the parent company‘s statements withdrawing the statutory
surplus reserve of RMB 7,209,888.04 Yuan, adding the undistributed profits of RMB 767,437,070.86
Yuan in the beginning of the year, and deducting the annual profits of RMB 45,824,352.30 Yuan
distributed in 2014, the parent company‘s individual statements has accumulated the undistributed
profits of RMB 786,501,710.90 Yuan in 2015. In 2015, the parent company‘s individual statements have
accomplished the profits available for distribution of RMB 64,888,992.34 Yuan
According to the relevant laws and regulations and the provisions of "Articles of Association" and
considering the interests of the shareholders and the company's long-term development needs, the board
of directors approved the company to distribute the cash bonus of RMB 0.6 Yuan per 10 stocks
(including tax) to all shareholders on the basis of the general capital of 763,739,205 stocks of December
31, 2015, totally the cash bonus RMB 45,824,352.30 Yuan has been distributed (Including tax, the cash
bonus accounts for 70.62% of the profit available for distribution in the individual statements of the
291
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
parent company in the current year). After the distribution, the total share capital of the company keeps
the same, accumulates the remaining undistributed profits of RMB 740,677,358.60 Yuan which is to be
distributed annually after carry-over
This above plan has been considered and passed by the 19th meeting of the 8th session board of directors,
and needs to be approved by annual general meeting.
3. Maj or sales return: nil
4. Other than the above mentioned events, the Company have no other events occurred after balance
sheet date.
XVI. Other significant matters
1. Correction of previ ous perios and influence: nil
2. Debt restructuring: nil
3. Assets replacement: nil
4. Pension plan: nil
5. Discontinuing operation: nil
6. Branch infor mation
Item
Ice cuber
AC
Marketing
Other
Operation income
614,160.94
367,505.44
335,681.58
25,885.69
Including:: Income fromtradingoutside
324,603.36
367,501.14
335,681.58
13,796.84
289,557.58
4.29
609,672.48
372,448.66
4,488.46
Total assets
Totalliability
Income fromtradinginbranch
Salesin branch
301,650.73
Total
1,041,582.92
1,041,582.92
12,088.85
301,650.72
341,128.09
25,622.14
302,416.30
-4,943.22
-5,446.51
263.55
794,648.36
223,685.55
54,359.54
20,589.29
186,663.33
906,619.41
414,708.29
156,991.87
83,382.59
9,408.26
99,850.16
564,640.85
Depreciation and amortizataion expenses
12,915.16
3,585.22
17.53
465.97
Capital expenditure
12,273.20
9,688.67
26.14
590.20
65.67
22,512.54
Non-cash expenses except for depreciation and
amortizataion
45,630.75
41,599.35
41,725.14
1,585.28
419.71
130,120.81
Operation expenses
Operationprofit
1,046,455.07
-4,872.15
Suppllementaryinformation
16,983.88
7. Other major transactions and events shows impact on investor‘s decision-making: nil
XVII. Notes to main items of financial statement of parent company
1. Account receivable
(1) Risk structure of account receivable
Ending amount
Category
Book balance
Bad debt provision
Book value
Amount
Ratio
Account receivable with single significant
amount and withdrawal single item bad
debt provision
292
Amount
Ratio
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Ending amount
Category
Book balance
Bad debt provision
Book value
Amount
Ratio
Amount
Ratio
Combination 1
153,138,749.45
16.03%
Combination 2
801,957,750.21
83.97%
Combination Subtotal
955,096,499.66
100.00%
11,767,503.69
1.23%
943,328,995.97
955,096,499.66
100.00%
11,767,503.69
1.23%
943,328,995.97
Account receivable withdrawal bad debt
provision by combination
11,767,503.69
7.68%
141,371,245.76
801,957,750.21
Account receivable with single minor
amount but withdrawal single item bad
debt provision
Total
(Continued)
Opening amount
Category
Book balance
Bad debt provision
Book value
Amount
Ratio
Amount
Ratio
Account
receivable
with
single
significant amount and withdrawal single
item bad debt provision
Account receivable withdrawal bad debt
provision by combination
—
—
—
—
—
Combination 1
258,239,547.96
31.25%
16,578,700.15
6.42%
241,660,847.81
Combination 2
568,186,736.90
68.75%
Combination Subtotal
826,426,284.86
100.00%
16,578,700.15
2.01%
809,847,584.71
826,426,284.86
100.00%
16,578,700.15
2.01%
809,847,584.71
568,186,736.90
Account receivable with single minor
amount but withdrawal single item bad
debt provision
Total
1) No account receivable with single significant amount and withdrawal bad debt provision single at
year-end.
2) Account receivable with Withdrawal of bad debt provision by aging account in combination 1
Ending balance
Book Age
Account receivable
Within 1 year
Bad debt provision
Provision ratio (%)
145,919,355.24
7,295,967.76
5%
1-2 years
217,416.03
32,612.40
15%
2-3 years
3,935,723.07
1,377,503.07
35%
3-4 years
55%
4-5 years
Over 5 years
Total
32,231.00
27,396.35
85%
3,034,024.11
3,034,024.11
100%
153,138,749.45
11,767,503.69
—
3) Account receivable without bad debt provision withdrawal in combination 2
293
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Combination
Book balance
Connected amount between related parties
767,682,591.16
Account receivable with L/C
34,275,159.05
Total
801,957,750.21
4) No account receivable with single minor amount but withdrawal single item bad debt provision at
year-end
(2) Provision, reversal (or recovery) of bad debt provision
Bad debt provision was RMB 4,811,196.46 in the year; No recovery or reversal bad debt provision in
the year.
(3) No account receivable actually written-off at year-end.
(4) No arrears of the shareholders holding more than 5% (including 5%) shares with voting rights of the
Company at year-end.
(5) The top five account receivable at year-end has RMB 388,091,167.93 in total, a 40.63% in total
account receivable.
(6) Account receivable de-recognized: Nil
2. Other account receivable
(1) Category of other account receivable
Ending amount
Category
Book balance
Bad debt provision
Book value
Amount
Ratio
Amount
Ratio
1,976,106.94
40.82%
Other account receivable with single
significant amount and withdrawal single
item bad debt provision
Other account receivable withdrawal bad
debt provision by combination
Combination 1
4,840,833.66
8.76%
2,864,726.72
Combination 2
50,391,165.17
91.24%
Combination Subtotal
55,231,998.83
100.00%
1,976,106.94
3.58%
53,255,891.89
55,231,998.83
100.00%
1,976,106.94
3.58%
53,255,891.89
50,391,165.17
Other account receivable with single minor
amount but withdrawal single item bad
debt provision
Total
(Continued)
Opening amount
Category
Book balance
Bad debt provision
Book value
Amount
Other account receivable with single
significant amount and withdrawal single
item bad debt provision
Other account receivable withdrawal bad
debt provision by combination
294
Ratio
Amount
Ratio
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Opening amount
Category
Book balance
Bad debt provision
Book value
Amount
Ratio
Combination 1
4,821,810.59
8.52%
Combination 2
51,791,307.54
91.48%
Combination Subtotal
56,613,118.13
100.00%
Other account receivable with single minor
amount but withdrawal single item bad debt
provision
Total
2,000.00
56,615,118.13
100.00%
Amount
Ratio
1,702,368.33
35.31%
3,119,442.26
51,791,307.54
1,702,368.33
3.01%
2,000.00
100.00%
1,704,368.33
3.01%
54,910,749.80
54,910,749.80
1) No other account receivable with single significant amount and no withdrawal bad debt provision single at
year-end
2) Other account receivable with withdrawal bad debt provision by aging account for combination 1
Ending balance
Item
Account receivable
Within 1 year
1,474,891.16
Bad debt provision
Provision ratio (%)
73,744.56
1-2 years
5%
15%
2-3 years
10,000.00
3,500.00
35%
3-4 years
3,178,962.50
1,748,429.38
55%
4-5 years
176,980.00
150,433.00
85%
Over 5 years
100%
Total
4,840,833.66
1,976,106.94
—
3) Other receivable without bad debt provision withdrawal in combination 2
Combination
Book balance
Connected amount between related parties
32,309,376.56
Loans of employee‘s pretty cash
3,317,078.21
export tax refunds receivable
14,764,710.40
Total
50,391,165.17
4) No other account receivable with single minor amount but withdrawal bad debt provision singly,
refers to the minor single receivables at year-end.
(2) Reversal (or withdraw) of reserve for bad debts in the Year
Amount of provision for bad debts this year was RMB 240,088.61, and the bad debt reserve reversed
this year was RMB 2,000.00. Bad debt recoverd the original verification was RMB 33,650.00 in the
year.
(3) Other account receivable charge off in this year: Nil
(4) No areas from shareholders‘ unit with over 5 percent (5 percent included) voting rights held at
year-end
295
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
(5) Top 5 other account receivable has RMB 33,590,217.87 in total, a 60.82% in total account receivable
at year-end
(6) Other receivables classify by nature
Nature
Ending book balance
Related parties
Loans of employee‘s pretty cash
Margin
Opening book balance
32,309,376.56
47,316,187.56
3,317,078.21
4,475,119.98
398,295.60
3,208,962.50
Advance money paid temporary
648,700.00
Othger
4,442,538.06
Salary margin for migrant worker
2,000.00
964,148.09
Export rebate
14,764,710.40
Total
55,231,998.83
(7) Other receivable de-recognized: Nil
296
56,615,118.13
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
3. Long-term equity investments
(1) Classification of long-term equity investments
Ending balance
Opening balance
Item
Book balance
Impairment loss
Book value
Book balance
Impairment loss
Book value
Investment in subsidiaries
Hefei Meiling Packing Products Co., Ltd.
12,961,230.52
12,961,230.52
12,961,230.52
12,961,230.52
Zhongke MeiLing Low-temperature Technology Co.,
Ltd.
42,000,000.00
42,000,000.00
42,000,000.00
42,000,000.00
Mianyang MeiLing Refrigeration Co.,
Ltd.
95,000,000.00
95,000,000.00
95,000,000.00
95,000,000.00
Hefei Meiling Appliance Marketing Co.,
Ltd.
54,900,000.00
54,900,000.00
54,900,000.00
54,900,000.00
Zhongshan Changhong Appliance Co.,
Ltd
112,256,419.37
112,256,419.37
112,256,419.37
112,256,419.37
Sichuan Changhong Air Conditioner Co.,
Ltd.
305,600,437.79
305,600,437.79
305,600,437.79
305,600,437.79
Hefei Meiling Group Holding Co., Ltd.
113,630,000.00
113,630,000.00
113,630,000.00
113,630,000.00
Jiangxi MeiLing Electric Appliance Co.,
Ltd.
79,000,000.00
79,000,000.00
79,000,000.00
79,000,000.00
Mianyang Meiling Software Technology
Co., Ltd.
4,950,000.00
4,950,000.00
4,950,000.00
4,950,000.00
Hefei Xingmei Assets Management Co.,
Ltd.
12,846,069.09
12,846,069.09
13,071,784.93
13,071,784.93
Sichuan Zhiyijia Network Technology
Co., Ltd.
7,490,424.28
7,490,424.28
840,634,581.05
840,634,581.05
833,369,872.61
833,369,872.61
Investment in associates
Total
(2) Investment in subsidiaries
297
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Invested unit
Opening balance
Increase during the
year
Decrease during the
year
Ending balance
Hefei Meiling Packing Products Co., Ltd.
12,961,230.52
12,961,230.52
Zhongke Meiling Cryogenic Technology
Co., Ltd.
42,000,000.00
42,000,000.00
Mianyang MeiLing Refrigeration Co.,
Ltd.
95,000,000.00
95,000,000.00
Hefei Meiling Appliance Marketing Co.,
Ltd.
54,900,000.00
54,900,000.00
Zhongshan Changhong Appliance Co.,
Ltd
112,256,419.37
112,256,419.37
Sichuan Changhong Air Conditioner Co.,
Ltd.
305,600,437.79
305,600,437.79
Hefei Meiling Group Holding Co., Ltd.
113,630,000.00
113,630,000.00
Jiangxi MeiLing Electric Appliance Co.,
Ltd.
79,000,000.00
79,000,000.00
Mianyang Meiling Software Technology
Co., Ltd.
4,950,000.00
4,950,000.00
820,298,087.68
820,298,087.68
Total
Provision forimpairment
losses
Ending balance of
impairment loss
(3)Investment in associates
Changes intheYear
Invested unit
Hefei Xingmei Assets
ManagementCo., Ltd.
Opening balance
13,071,784.93
Sichuan Zhiyijia Network
TechnologyCo.,Ltd.
Total
Additional
Investment
13,071,784.93
Negative
Investment
Adjustment
for other
comprehensi
ve income
Investment income
recognizedunder
equity
Other
equity
change
Cash dividend or
profitannounced to
issued
Provision for
impairment loss
Ending balance
Other
-225,715.84
12,846,069.09
15,000,000.00
-7,509,575.72
7,490,424.28
15,000,000.00
-7,735,291.56
20,336,493.37
298
Ending
balance of
impairment
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
4. Operation income and operation cost
Current Year
Last Year
Item
Income
Cost
Income
Cost
Main business
5,758,154,658.16
4,822,671,744.03
5,573,437,601.75
4,612,264,571.70
Other business
696,528,668.87
678,486,276.86
922,201,742.56
890,185,694.84
6,454,683,327.03
5,501,158,020.89
6,495,639,344.31
5,502,450,266.54
Total
(1) Classified according to product
Current Year
Last Year
Product
Operation income
Operation cost
Operation income
Operation cost
Main business
5,758,154,658.16
4,822,671,744.03
5,573,437,601.75
4,612,264,571.70
Refrigerator and
freezer
5,459,207,451.22
4,572,815,730.29
5,288,051,822.48
4,380,922,852.47
295,337,371.41
249,850,015.80
280,891,308.64
231,474,961.42
5,117.95
4,910.25
3,604,717.58
1,087.69
4,494,470.63
-133,242.19
696,528,668.87
678,486,276.86
922,201,742.56
890,185,694.84
683,226,603.42
674,964,128.19
876,880,438.36
866,217,767.37
Rental income
11,666,668.47
2,487,625.73
7,348,749.20
1,895,032.35
Other income
1,635,396.98
1,034,522.94
37,972,555.00
22,072,895.12
6,454,683,327.03
5,501,158,020.89
6,495,639,344.31
5,502,450,266.54
Washing
machine
Air conditioner
Other
Other business
Sales
of
raw
materials
Total
(2) Classified according to region
Current Year
Last Year
Regions
Operation income
Operation cost
Operation income
Operation cost
Domestic income
4,964,248,778.53
4,192,090,273.97
5,149,352,504.38
4,287,706,201.86
Export income
1,490,434,548.50
1,309,067,746.92
1,346,286,839.93
1,214,744,064.68
6,454,683,327.03
5,501,158,020.89
6,495,639,344.31
5,502,450,266.54
Total
Top five clients of the Company owe income in sales of RMB 893,420,151.79, a 13.84% in total
operation income.
5. Investment income
Item
Long-term equity investment income by equity method
Current Year
Last Year
-7,735,291.56
865,521.39
Investment income during holding the financial assets available for
sale
5,756,139.46
1,675,061.39
Investment income from disposal of financial assets, which is
measured by fair value and with its variation reckoned into current
gains/losses
-2,296,400.00
459,500.00
Total
-4,275,552.10
3,000,082.78
XVIII. Approval of financial statement
299
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
The financial statement has already been approved from the board of directors of the Company for
reporting dated 23 March 2016.
300
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
Supplementary information for financial statement
1. Non-operational gains and losses for this year
(1) Non-recurring gains and losses regulated by Explanation Announcement of Information Disclosure
on Stock Issuance Enterprise No.1—Non-recurring gains/losses (2008) from CSRC:
Item
Current Year
Gains and losses from disposal of non-current assets
Note
-4,315,502.74
Tax refund or mitigate due to examination-and-approval beyond power or without
official approval document or accident
Government subsidy recorded in current gains and losses
29,285,357.05
Capital occupancy expense, collected from non-financial enterprises and recorded
in current gains and losses
Income from the exceeding part between investment cost of the Company paid for
obtaining subsidiaries, associates and joint-ventures and recognizable net assets fair
value attributable to the Company when acquiring the investment
Gains and losses from exchange of non-monetary assets
Gains and losses from assets under trusted investment or management
Various provision for impairment of assets withdrew due to act of God, such as
natural disaster
Gains and losses from debt restructuring
Enterprise reorganization expense
Gains and losses of the part arising from transaction in which price is not fair and
exceeding fair value
Current net gains and losses occurred from period-begin to combination day by
subsidiaries resulting from business combination under common control
Gains and losses arising from contingent proceedings irrelevant to normal operation
of the Company
Except for effective hedge business relevant to normal operation of the Company,
gains and losses arising from fair value change of tradable financial assets and
tradable financial liabilities, and investment income from disposal of tradable
financial assets, tradable financial liabilities and financial assets available for sale
2,313,967.35
Switch-back of provision of impairment of account receivable which are treated
with separate depreciation test
Gains and losses obtained from external trusted loans
Gains and losses arising from change of fair value of investment real estate whose
follow-up measurement are conducted according to fair value pattern
Affect on current gains and losses after an one-time adjustment according to
requirements of laws and regulations regarding to taxation and accounting
Trust fee obtained from trust operation
Other non-operating income and expenditure except for the aforementioned ones
-103,646,326.02
Other gains and losses items complying with definition for non-current gains and
losses
Subtotal
-76,362,504.36
Affect on income tax
-9,078,920.45
Affect on minority equity(after taxation)
171,435.87
-67,455,019.78
Total
2. Return on equity and earnings per share
In accordance with requirement of the No. 9 Rule of Information Disclosure Compiling of Public Listed
Companies: Calculation and Disclosure of Return on Equity and Earnings per Share (revised in 2010),
301
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2015 to 31 December 2015
(Unless otherwise specified. RMB for record in the statement)
the weighted average return on equity, basic earnings per share and diluted earnings per share of the
Company in 2015 are as follow:
Profit during the report period
Weighted average
return on equity
Net profit attributable to shareholders of
parent company
0.78%
Net profit attributable to shareholders of
parent company after deduction of
non-recurring gains and losses
2.75%
Earnings per share/EPS
Basic EPS
0.0347
0.0347
0.1230
0.1230
3. Accounting difference under the accounting rules in and out of China: Nil
4. Supplementary information for accounting policy changed: Nil
302
Diluted EPS
HEFEI MEILING CO., LTD. Annual Report 2015
Section XI. Documents available for Reference
I. Financial statement carrying the signatures and seals of the Chairman, principal of the accounting
works and person in charge of accounting organ;
II. Original auditing report carrying the seal of CPA and autography and seal of the accountants;
III. Original documents of the Company and manuscripts of public notices that disclosed in the
website designated by CSRC in the report period;
The aforesaid documents are all available at headquarter of the Company. The Company would
provide them timely when CSRC and Shenzhen Stock Exchange require or the shareholders need
consultation according to the regulations and Articles of Association.
Chairman: Liu Tibin
Hefei Meiling Co., Ltd.
25 March 2016
303