Stock Code: 000541, 200541 Stock Name: FSL, FSL-B Announcement No.2021-081
FOSHAN ELECTRICAL AND LIGHTING CO., LTD.
THIRD QUARTERLY REPORT 2021
Important Notes:
1. The Board of Directors, the Supervisory Committee as well as the directors, supervisors and seniormanagement of the Company hereby guarantee that the contents of this Report are true, accurate and complete andfree of any misrepresentations, misleading statements or material omissions, and collectively and individuallyaccept legal responsibility for such contents.
2. The Company’s legal representative, Chief Financial Officer (CFO), and person-in-charge of the Company’saccounting organ (equivalent to accounting manager) hereby guarantee that the financial statements carried in thisReport are true, accurate and complete.
3. Indicate whether the financial statements in this Report have been audited by an independent auditor.
□Yes √ No
I Key Financial Information(I) Key Accounting Data and Financial IndicatorsIndicate whether there is any retrospectively restated datum in the table below.
√ Yes □ No
ReasonBusiness Combination under the same control
Foshan Electrical and Lighting Co., Ltd. (hereinafter referred to as the “Company”) and all the membersof the Company’s Board of Directors hereby guarantee that the contents of this Report are true, accurateand complete and free of any misrepresentations, misleading statements or material omissions.
| Q3 2021 | Q3 2020 | YoY change (%) | Q1-Q3 2021 | Q1-Q3 2020 | YoY change (%) | |||
| Before | Restated | Restated | Before | Restated | Restated | |||
| Operating revenue (RMB) | 1,291,797,822.97 | 1,036,642,740.19 | 1,036,642,740.19 | 24.61% | 3,247,139,939.17 | 2,559,526,867.23 | 2,559,526,867.23 | 26.86% |
| Net profit attributable to the listed company’s shareholders (RMB) | 81,457,735.74 | 81,713,561.32 | 80,361,361.50 | 1.36% | 192,013,278.67 | 232,775,009.15 | 229,257,636.05 | -16.25% |
| Net profit attributable to the listed company’s shareholders before exceptional gains and losses (RMB) | 49,859,285.46 | 71,099,990.80 | 71,099,990.80 | -29.87% | 148,809,792.97 | 221,534,826.80 | 221,534,826.80 | -32.83% |
| Net cash generated from/used in operating activities (RMB) | —— | —— | —— | —— | -53,586,119.35 | 352,083,952.07 | 358,429,129.88 | -114.95% |
| Basic earnings per share (RMB/share) | 0.0590 | 0.0593 | 0.0582 | 1.37% | 0.1392 | 0.1688 | 0.1662 | -16.25% |
| Diluted earnings per share (RMB/share) | 0.0590 | 0.0593 | 0.0582 | 1.37% | 0.1392 | 0.1688 | 0.1662 | -16.25% |
| Weighted average return on equity (%) | 1.34% | 1.68% | 1.64% | -0.30% | 3.16% | 4.62% | 4.50% | -1.34% |
| 30 September 2021 | 31 December 2020 | Change (%) | ||||||
| Before | Restated | Restated | ||||||
| Total assets (RMB) | 9,680,260,873.44 | 8,519,336,914.11 | 8,519,336,914.11 | 13.63% | ||||
| Equity attributable to the listed company’s shareholders (RMB) | 5,768,505,220.54 | 6,263,921,304.54 | 6,263,921,304.54 | -7.91% | ||||
(II) Exceptional Gains and Losses
√ Applicable □ Not applicable
Unit: RMB
| Item | Q3 2021 | Q1-Q3 2021 | Note |
| Gain or loss on disposal of non-current assets (inclusive of impairment allowance write-offs) | 34,427,822.81 | 37,465,645.94 | |
| Government grants through profit or loss (exclusive of government grants given in the Company’s ordinary course of business at fixed quotas or amounts as per the government’s uniform standards) | 1,992,367.94 | 9,783,400.54 | |
| Capital occupation charges on non-financial enterprises that are recognized in profit or loss | 156,022.79 | 672,918.25 | |
| Gain or loss on fair-value changes on held-for-trading financial assets and liabilities & income from disposal of held-for-trading financial assets and liabilities and available-for-sale financial assets (exclusive of the effective portion of hedges that arise in the Company’s ordinary course of business) | 729,976.10 | 3,086,026.10 | |
| Non-operating income and expense other than the above | 272,067.17 | 461,715.28 | |
| Less: Income tax effects | 5,571,510.58 | 7,540,835.61 | |
| Non-controlling interests effects (net of tax) | 408,295.95 | 725,384.80 | |
| Total | 31,598,450.28 | 43,203,485.70 | -- |
Other items that meet the definition of exceptional gain/loss:
□ Applicable √ Not applicable
No such cases in the Reporting Period.Explanation of why the Company reclassifies as recurrent an exceptional gain/loss item listed in the Explanatory
Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to thePublic—Exceptional Gain/Loss Items:
□ Applicable √ Not applicable
No such cases in the Reporting Period.(III) Changes in Key Financial Statement Line Items and Explanation of why
√ Applicable □ Not applicable
Unit: RMB
| Item | 30 September 2021 (or Q1~Q3 2021) | 31 December 2020 (or Q1~Q3 2020) | Change (%) | Explanation of why |
| Monetary assets | 1,760,127,913.79 | 981,249,699.49 | 79.38% | Sale of shares in Gotion High-tech and Everbright Bank in the current period |
| Held-for-trading financial assets | 15,849,274.83 | 407,619,201.36 | -96.11% | Disinvestment in wealth management products upon maturity in the current period |
| Notes receivable | 539,331,195.31 | 140,972,143.00 | 282.58% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Accounts receivable | 1,518,848,691.05 | 1,134,233,235.70 | 33.91% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Prepayments | 34,161,622.80 | 11,994,745.05 | 184.80% | Acquisition of Nanning Liaowang, which was not under common control with the Company, and increase in prepayments as a way to lock material prices considering the rising trends, in the current period |
| Other receivables | 37,472,402.46 | 20,194,968.19 | 85.55% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Inventories | 1,082,058,596.03 | 735,685,116.91 | 47.08% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Current portion of non-current assets | 828,260.33 | N/A | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Other current assets | 98,583,324.68 | 175,090,368.85 | -43.70% | Redemption of large bank deposit receipt upon maturity in the period |
| Investments in other equity | 1,896,379,865.09 | 3,305,501,030.06 | -42.63% | Sale of shares in Gotion High-tech and Everbright Bank in the current period |
instrumentsInvestmentproperty
| Investment property | 43,939,108.83 | N/A | Transfer of certain properties for self-use purposes to investment property in the current period | |
| Fixed assets | 1,333,797,307.59 | 685,707,548.55 | 94.51% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Construction in progress | 667,212,280.64 | 503,941,120.31 | 32.40% | Greater investments in plant and office building construction in the current period |
| Right-of-use assets | 7,025,188.45 | N/A | The Company has adopted the new accounting standard governing leases since 1 January 2021 | |
| Intangible assets | 266,206,860.62 | 170,693,873.30 | 55.96% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Long-term prepaid expense | 109,270,354.86 | 13,411,226.23 | 714.77% | Acquisition of Nanning Liaowang, which was not under common control with the Company, and high decoration expenditure on new construction project, in the current period |
| Deferred income tax assets | 53,170,745.58 | 40,253,777.17 | 32.09% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Other non-current assets | 36,635,070.12 | 11,423,843.62 | 220.69% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Short-term borrowings | 99,609,290.15 | N/A | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period | |
| Notes payable | 975,990,073.22 | 480,971,214.80 | 102.92% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Accounts payable | 1,499,932,297.53 | 1,059,674,020.99 | 41.55% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Advances from customers | 3,944,098.24 | 1,285,357.28 | 206.85% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Taxes and levies payable | 149,486,282.38 | 18,876,657.51 | 691.91% | Sale of shares in Gotion High-tech and Everbright Bank in the current period |
| Other payables | 273,639,931.65 | 76,668,330.66 | 256.91% | Acquisition of Nanning Liaowang, which was |
| not under common control with the Company, in the current period | ||||
| Current portion of non-current liabilities | 27,954,184.73 | N/A | The Company has adopted the new accounting standard governing leases since 1 January 2021 | |
| Other current liabilities | 8,880,985.50 | 5,503,702.07 | 61.36% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Lease liabilities | 3,879,727.77 | N/A | The Company has adopted the new accounting standard governing leases since 1 January 2021 | |
| Long-term payables | 2,660,158.50 | N/A | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period | |
| Dividends payable | 15,646.07 | N/A | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period | |
| Provisions | 7,988,407.72 | N/A | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period | |
| Deferred income | 1,739,611.97 | N/A | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period | |
| Deferred income tax liabilities | 236,662,936.70 | 414,670,609.97 | -42.93% | Sale of shares in Gotion High-tech and Everbright Bank in the current period |
| Other non-current liabilities | 1,244,064.84 | -100.00% | Clearing of liabilities of subsidiary to be liquidated and deregistered | |
| Capital reserves | 716,896.42 | 15,157,514.90 | -95.27% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Less: Treasury stock | 234,482,185.55 | N/A | Repurchase of treasury shares in the current period | |
| Other comprehensive income | 1,250,583,258.27 | 2,349,388,533.61 | -46.77% | Sale of shares in Gotion High-tech and Everbright Bank in the current period |
| Retained earnings | 2,610,974,583.29 | 1,758,462,062.48 | 48.48% | Acquisition of Nanning Liaowang, which was not under common control with the Company, transfer of gains on the sale of shares in Gotion |
| High-tech and Everbright Bank to retained earnings, in the current period | ||||
| Non-controlling interests | 471,520,095.77 | 48,258,834.53 | 877.06% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Cost of sales | 2,688,051,460.39 | 2,021,309,966.18 | 32.99% | Cost of sales increased accordingly when operating revenue increased in the current period; and the Company has adopted the new accounting standard governing revenue since 1 January 2020, transferring transportation expense related to contract performance to cost of sales, and cost of sales of Q1-Q3 2020 was adjusted accordingly. |
| Taxes and levies | 35,666,632.84 | 25,476,192.44 | 40.00% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Administrative expense | 139,028,237.97 | 106,118,667.06 | 31.01% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Finance costs | -2,864,640.73 | -14,891,399.78 | 80.76% | Decrease in interest income in the current period |
| Interest expense | 2,778,317.57 | N/A | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period | |
| Interest income | 8,464,154.75 | 28,278,343.23 | -70.07% | Decrease in bank deposits in the current period |
| Returns on investments in associates and joint ventures | 78,184.56 | 3,696,391.14 | -97.88% | Decrease in net profits of associates attributable to owners of the Company as the parent in the current period |
| Gain on changes in fair value | 2,669,976.10 | 445,000.00 | 499.99% | Changes in the fair value of forward FX settlement contracts as a result of exchange rate fluctuations |
| Credit impairment loss | -9,044,765.70 | -4,002,685.70 | -125.97% | Increase in allowances for expected credit losses due to an increase in accounts receivable |
| Asset impairment loss | -9,854,112.27 | -3,200,793.69 | -207.86% | Increase in inventory valuation allowances in the period |
| Asset disposal income | 36,004,193.06 | 7,489.02 | 480659.74% | Increase in asset liquidization in the current period |
| Non-operating income | 2,576,875.64 | 936,299.73 | 175.22% | Increase in gains on the disposal of fixed assets in the period |
| Non-operating | 653,707.48 | 1,135,442.81 | -42.43% | Decrease in losses on the disposal of fixed assets |
| expense | in the period |
| Income tax expense | 27,104,238.58 | 39,481,644.30 | -31.35% | Due to the tax policy that the R&D expense was allowed for over-deduction in the calculation of the taxable income amount according to the Notice of Further Implementing the Policy with Respect to Taxable Income Over-deduction for R&D Expense (STA Notice 2021 No. 28) issued by the State Taxation Administration in the current period |
| Net profit attributable to non-controlling interests | 8,523,262.26 | 4,056,265.84 | 110.13% | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
| Other comprehensive income, net of tax | -302,248,841.46 | 345,434,286.72 | -187.50% | Decrease in price of shares held in listed company in the current period |
| Other comprehensive income, net of tax attributable to owners of the Company as the parent | -302,458,364.50 | 345,434,286.72 | -187.56% | Decrease in price of shares held in listed company in the current period |
| Changes in the fair value of investments in other equity instruments | -302,616,816.85 | 345,412,469.12 | -187.61% | Decrease in price of shares held in listed company in the current period |
| Differences arising from the translation of foreign currency-denominated financial statements | 158,452.35 | 21,817.60 | 626.26% | Fluctuation of foreign currency against RMB |
| Other comprehensive income, net of tax attributable to non-controlling | 209,523.04 | N/A | Acquisition of Nanning Liaowang, which was not under common control with the Company, in the current period |
interestsTotalcomprehensiveincome
| Total comprehensive income | -101,712,300.53 | 578,748,188.61 | -117.57% | Decrease in price of shares held in listed company in the current period |
| Net cash generated from/used in operating activities | -53,586,119.35 | 358,429,129.88 | -114.95% | Increase in payments for goods as a result of rising material prices in the current period |
| Net cash generated from/used in investing activities | 1,189,612,389.08 | -138,956,001.55 | 956.11% | Sale of shares in Gotion High-tech and Everbright Bank in the current period, resulting in an increase in cash generated from investing activities |
| Net cash generated from/used in financing activities | -519,401,249.39 | -258,879,038.49 | -100.63% | Repurchase of treasury shares in the current period, resulting in an increase in cash used in financing activities |
| Effect of foreign exchange rates changes on cash and cash equivalents | -38,165,626.64 | -1,874,714.70 | -1935.81% | Fluctuation of foreign currency against RMB |
| Net increase in cash and cash equivalents | 578,459,393.70 | -41,280,624.86 | 1501.29% | Increase in net cash generated from investing activities |
| Cash and cash equivalents, end of the period | 1,530,248,538.98 | 1,014,401,788.61 | 50.85% | Increase in net cash generated from investing activities |
II Shareholder Information
(I) Numbers of Ordinary Shareholders and Preference Shareholders with Resumed Voting Rights as wellas Holdings of Top 10 Shareholders
Unit: share
| Number of ordinary shareholders | 69,229 | Number of preference shareholders with resumed voting rights (if any) | 0 |
| Top 10 shareholders | |||
| Name of shareholder | Nature of shareholder | Shareholding percentage | Total shares held | Restricted shares held | Shares in pledge, marked or frozen | |
| Status | Shares | |||||
| Hong Kong Wah Shing Holding Company Limited | Foreign corporation | 13.47% | 188,496,430 | 0 | In pledge | 92,363,251 |
| Prosperity Lamps & Components Limited | Foreign corporation | 10.50% | 146,934,857 | 0 | ||
| Guangdong Electronics Information Industry Group Ltd. | State-owned corporation | 8.77% | 122,694,246 | 0 | In pledge | 32,532,815 |
| Shenzhen Rising Investment Development Co., Ltd. | State-owned corporation | 5.12% | 71,696,136 | 0 | ||
| Essence International Securities (Hong Kong) Limited | Foreign corporation | 2.51% | 35,125,872 | 0 | ||
| Central Huijin Asset Management Co., Ltd. | State-owned corporation | 2.42% | 33,878,900 | 0 | ||
| Rising Investment Development Limited | Foreign corporation | 1.82% | 25,482,252 | 0 | ||
| China Merchants Securities (HK) Co., Limited | State-owned corporation | 1.05% | 14,714,285 | 0 | ||
| Zhuang Jianyi | Foreign individual | 0.85% | 11,903,509 | 0 | ||
| Guangdong Rising Finance Holding Co., Ltd. | State-owned corporation | 0.82% | 11,434,762 | 0 | ||
| Top 10 unrestricted shareholders | ||||||
| Name of shareholder | Unrestricted ordinary shares held | Shares by class | ||||
| Class | Shares | |||||
| Hong Kong Wah Shing Holding Company Limited | 188,496,430 | RMB-denominated ordinary share | 188,496,430 | |||
| Prosperity Lamps & Components Limited | 146,934,857 | RMB-denominated ordinary share | 146,934,857 | |||
| Guangdong Electronics Information Industry Group Ltd. | 122,694,246 | RMB-denominated ordinary share | 122,694,246 | |||
| Shenzhen Rising Investment Development Co., Ltd. | 71,696,136 | RMB-denominated ordinary share | 71,696,136 | |||
| Essence International Securities (Hong Kong) Limited | 35,125,872 | Domestically listed foreign share | 35,125,872 | |||
| Central Huijin Asset Management Co., Ltd. | 33,878,900 | RMB-denominated ordinary share | 33,878,900 | |||
| Rising Investment Development Limited | 25,482,252 | Domestically listed foreign share | 25,482,252 | |||
| China Merchants Securities (HK) Co., Limited | 14,714,285 | Domestically listed foreign share | 14,714,285 |
| Guangdong Rising Finance Holding Co., Ltd. | 11,434,762 | RMB-denominated ordinary share | 11,434,762 |
| DBS VICKERS (HONG KONG) LTD A/C CLIENTS | 9,744,456 | Domestically listed foreign share | 9,744,456 |
| Related or acting-in-concert parties among the shareholders above | Among the top 10 shareholders, Hong Kong Wah Shing Holding Company Limited, Shenzhen Rising Investment Development Co., Ltd., Guangdong Electronics Information Industry Group Ltd., Guangdong Rising Finance Holding Co., Ltd. and Rising Investment Development Limited are acting-in-concert parties; Prosperity Lamps & Components Limited and Zhuang Jianyi are acting-in-concert parties. Apart from that, it is unknown whether there is among the top 10 shareholders any other related parties or acting-in-concert parties as defined in the Administrative Measures for the Acquisition of Listed Companies. | ||
| Top 10 shareholders involved in securities margin trading (if any) | None | ||
(II) Number of Preference Shareholders and Shareholdings of Top 10 of Them
□ Applicable √ Not applicable
III Other Significant Events
√ Applicable □ Not applicable
1. Share repurchase
The Third Extraordinary Shareholders’ General Meeting for 2020 of the Company reviewed and passed theProposal on Repurchasing Some A and B Shares of the Company on 18 December 2020 The Company formulatedand disclosed the repurchase report in line with relevant regulations. See the Report on Repurchasing Some A and BShares of the Company published on Cninfo (www.cninfo.com.cn) on 24 December 2020. As of 30 September 2021,the Company accumulatively repurchased 31,070,300 A-Shares and 13,998,884 B-Shares, respectively, throughcall auction, representing 3.22% of the total share capital. RMB196,959,000 (excluding the transaction cost) andHKD45,059,500 (excluding the transaction cost) were spent for the repurchase of the A and B Shares, respectively.
2. Sales of shares of Gotion High-tech and Everbright Bank
On 25 August 2021, the Proposal on Asset Disposal was approved at the 16
th Meeting of the 9
thBoard of Directorsof the Company. As such, the Company was agreed to sell shares in Gotion High-tech, Xiamen Bank, andEverbright Bank, with a total transaction amount not exceeding 30% of the Company’s total assets as at the end of2020, i.e. RMB2.55 billion (exclusive of the financial assets sold in H1 2021). The assets would be sold withintwo years starting from approval of the sale by the Board of Directors. The management was authorized by theBoard of Directors to sell, within the aforesaid time limit, the aforesaid assets in a proper timing via the securitiestrading system by way of centralized bidding or bulk trading. In September 2021, the Company sold 12,349,900
shares of Gotion High-tech at the price of RMB600.7638 million (with fees not deducted yet). Upon the decrease, itheld 20,316,675 shares of Gotion High-tech, representing 1.59% of the total share capital. Meanwhile, theCompany sold 3,000,000 shares of Everbright Bank at the price of RMB10.1288 million (with fees not deductedyet). Upon the decrease, it held 15,546,754 shares of Everbright Bank, representing 0.03% of the total share capital.In conformity with the new financial instrument standards effective on 1 January 2019, the Company recorded theinvestments in Gotion High-tech and Everbright Bank as non-trading equity instrument investment at fair valuethrough other comprehensive income. The decreases did not affect the Company's profit in the current period.
3. Significant asset restructuring
On 21 June 2021, the Company received the Letter of Intent to Transfer Shares in Foshan NationStarOptoelectronics Co., Ltd. from its controlling shareholder Guangdong Rising Holdings Group Co., Ltd. (RisingGroup). In pursuit of the strategic objective of the integration and synergies of the LED business, Rising Groupand its acting-in-concert party intended to transfer their 21.32% interest in Foshan NationStar Optoelectronics Co.,Ltd. (NationStar Optoelectronics) to the Company.On 28 September 2021, the Preliminary Plan of Foshan Electrical and Lighting Co., Ltd. for Significant AssetPurchase & Related-party Transaction and its summary, together with other relevant proposals, were approved atthe 17
th Meeting of the 9
thBoard of Directors of the Company. On 27 October 2021, the Report (Draft) onSignificant Asset Purchase & Related-party Transaction and its summary, together with other relevant proposals,were approved at the 19
th Meeting of the 9
thBoard of Directors of the Company. As such, the Company wasagreed to acquire, through cash payment, the 100% interest in Foshan Sigma Venture Capital Co., Ltd. (Sigma,holding 79,753,050 shares in NationStar Optoelectronics) from Guangdong Electronics Information IndustryGroup Ltd. (Electronics Group), and a total of 52,051,945 shares in NationStar Optoelectronics from RisingGroup and Guangdong Rising Finance Holding Co., Ltd. (GD Rising Finance). Before this restructuring, theCompany held 1,014,900 shares in NationStar Optoelectronics. After this restructuring, the Company and itswholly-owned subsidiary would hold a total of 132,819,895 shares, or 21.48%, in NationStar Optoelectronics,which would make the Company the controlling shareholder of NationStar Optoelectronics. There is uncertaintywith respect to this restructuring for it is subject to further approval from the Company’s general meeting, or otherpossible approval as required by applicable laws and regulations. For further information, see the relevantannouncements including the Preliminary Plan of Foshan Electrical and Lighting Co., Ltd. for Significant AssetPurchase & Related-party Transaction and the Report (Draft) on Significant Asset Purchase & Related-partyTransaction disclosed by the Company on http://www.cninfo.com.cn dated 30 September 2021 and 28 October
2021.
4. Acquisition of Nanning Liaowang
On 23 June 2021, the 14th Meeting of the Ninth Board of Directors of the Company reviewed and passed theProposal on Acquisition of Nanning Liaowang Auto Lamp Co., Ltd., which allowed the Company to acquire theunderlying asset with the equity fund of RMB487.52 million (the total investment does not exceed RMB500 millionand is subject to the actual amount incurred), through equity acquisition, capital increase, and share expansion.On 27 July 2021, the Company received the Decision of the State Administration for Market Regulation on NotCarrying out Further Anti-monopoly Review Concerning Concentration of Business Operators (Anti-monopolyReview Decision [2021] No. 426, which means that the aforesaid acquisition has passed the review concerningconcentration of business operators.In August 2021, formalities were completed with the industry and commerce administration with respect to thetransfer of share ownership and the increase in Nanning Liaowang’s registered capital, and Nanning Liaowangreceived the new Business License issued by Nanning Administrative Review Bureau. Currently, the Companydirectly holds a 53.79% interest in Nanning Liaowang, which has become a majority-owned subsidiary of theCompany and has been included in the consolidated financial statements of the Company. For further information,see the Announcement on Acquisition of Nanning Liaowang Auto Lamp Co., Ltd. and the Announcement onProgress on the Acquisition of Nanning Liaowang Auto Lamp Co., Ltd. published by the Company onwww.cninfo.com.cn on 24 June 2021, 29 July 2021 and 17 August 2021, respectively.
5. De-registration of subsidiary
FSL New Light Source Technology Co., Ltd. received the Notice of Approval for De-registration from FoshanBureau for Market Regulation in September 2021, which means that the formalities regarding the de-registrationof this company have been completed. As such, the said company has been excluded from the consolidatedfinancial statements of the Company since the date of de-registration.
IV Quarterly Financial Statements(I) Financial Statements
1. Consolidated Balance Sheet
Prepared by Foshan Electrical and Lighting Co., Ltd.
30 September 2021
Unit: RMB
| Item | 30 September 2021 | 31 December 2020 |
| Current assets: | ||
| Monetary assets | 1,760,127,913.79 | 981,249,699.49 |
| Settlement reserve | ||
| Loans to other banks and financial institutions | ||
| Held-for-trading financial assets | 15,849,274.83 | 407,619,201.36 |
| Derivative financial assets | ||
| Notes receivable | 539,331,195.31 | 140,972,143.00 |
| Accounts receivable | 1,518,848,691.05 | 1,134,233,235.70 |
| Receivables financing | ||
| Prepayments | 34,161,622.80 | 11,994,745.05 |
| Premiums receivable | ||
| Reinsurance receivables | ||
| Receivable reinsurance contract reserve | ||
| Other receivables | 37,472,402.46 | 20,194,968.19 |
| Including: Interest receivable | ||
| Dividends receivable | ||
| Financial assets purchased under resale agreements | ||
| Inventories | 1,082,058,596.03 | 735,685,116.91 |
| Contract assets | ||
| Assets held for sale | ||
| Current portion of non-current assets | 828,260.33 | |
| Other current assets | 98,583,324.68 | 175,090,368.85 |
| Total current assets | 5,087,261,281.28 | 3,607,039,478.55 |
| Non-current assets: | ||
| Loans and advances to customers | ||
| Debt investments | ||
| Other debt investments | ||
| Long-term receivables | ||
| Long-term equity investments | 179,362,810.38 | 181,365,016.32 |
| Investments in other equity instruments | 1,896,379,865.09 | 3,305,501,030.06 |
| Other non-current financial assets | ||
| Investment property | 43,939,108.83 | |
| Fixed assets | 1,333,797,307.59 | 685,707,548.55 |
| Construction in progress | 667,212,280.64 | 503,941,120.31 |
| Productive living assets | ||
| Oil and gas assets | ||
| Right-of-use assets | 7,025,188.45 | |
| Intangible assets | 266,206,860.62 | 170,693,873.30 |
| Development costs | ||
| Goodwill | ||
| Long-term prepaid expense | 109,270,354.86 | 13,411,226.23 |
| Deferred income tax assets | 53,170,745.58 | 40,253,777.17 |
| Other non-current assets | 36,635,070.12 | 11,423,843.62 |
| Total non-current assets | 4,592,999,592.16 | 4,912,297,435.56 |
| Total assets | 9,680,260,873.44 | 8,519,336,914.11 |
| Current liabilities: | ||
| Short-term borrowings | 99,609,290.15 | |
| Borrowings from the central bank | ||
| Loans from other banks and financial institutions | ||
| Held-for-trading financial liabilities | ||
| Derivative financial liabilities | ||
| Notes payable | 975,990,073.22 | 480,971,214.80 |
| Accounts payable | 1,499,932,297.53 | 1,059,674,020.99 |
| Advances from customers | 3,944,098.24 | 1,285,357.28 |
| Contract liabilities | 80,791,218.18 | 65,777,726.45 |
| Financial assets sold under repurchase agreements | ||
| Customer deposits and deposits from other banks and financial institutions | ||
| Payables for acting trading of securities | ||
| Payables for underwriting of securities | ||
| Employee benefits payable | 67,076,352.89 | 82,485,090.47 |
| Taxes and levies payable | 149,486,282.38 | 18,876,657.51 |
| Other payables | 273,639,931.65 | 76,668,330.66 |
| Including: Interest payable | ||
| Dividends payable | 15,646.07 | |
| Fees and commissions payable | ||
| Reinsurance payables | ||
| Liabilities directly associated with assets held for sale | ||
| Current portion of non-current liabilities | 27,954,184.73 | |
| Other current liabilities | 8,880,985.50 | 5,503,702.07 |
| Total current liabilities | 3,187,304,714.47 | 1,791,242,100.23 |
| Non-current liabilities: | ||
| Insurance contract reserve | ||
| Long-term borrowings | ||
| Bonds payable | ||
| Including: Preference shares | ||
| Perpetual bonds | ||
| Lease liabilities | 3,879,727.77 | |
| Long-term payables | 2,660,158.50 | |
| Long-term employee benefits payable | ||
| Provisions | 7,988,407.72 | |
| Deferred income | 1,739,611.97 | |
| Deferred income tax liabilities | 236,662,936.70 | 414,670,609.97 |
| Other non-current liabilities | 1,244,064.84 | |
| Total non-current liabilities | 252,930,842.66 | 415,914,674.81 |
| Total liabilities | 3,440,235,557.13 | 2,207,156,775.04 |
| Owners’ equity: |
| Share capital | 1,399,346,154.00 | 1,399,346,154.00 |
| Other equity instruments | ||
| Including: Preference shares | ||
| Perpetual bonds | ||
| Capital reserves | 716,896.42 | 15,157,514.90 |
| Less: Treasury stock | 234,482,185.55 | |
| Other comprehensive income | 1,250,583,258.27 | 2,349,388,533.61 |
| Specific reserve | ||
| Surplus reserves | 741,366,514.11 | 741,567,039.55 |
| General reserve | ||
| Retained earnings | 2,610,974,583.29 | 1,758,462,062.48 |
| Total equity attributable to owners of the Company as the parent | 5,768,505,220.54 | 6,263,921,304.54 |
| Non-controlling interests | 471,520,095.77 | 48,258,834.53 |
| Total owners’ equity | 6,240,025,316.31 | 6,312,180,139.07 |
| Total liabilities and owners’ equity | 9,680,260,873.44 | 8,519,336,914.11 |
Legal representative: Wu Shenghui Chief Financial Officer: Tang QionglanPerson-in-charge of the Company’s accounting organ: Peng Fentao
2. Consolidated Income Statement for Q1~Q3
Unit: RMB
| Item | Q1~Q3 2021 | Q1~Q3 2020 |
| 1. Revenues | 3,247,139,939.17 | 2,559,526,867.23 |
| Including: Operating revenue | 3,247,139,939.17 | 2,559,526,867.23 |
| Interest income | ||
| Insurance premium income | ||
| Fee and commission income | ||
| 2. Costs and expenses | 3,083,822,353.14 | 2,328,425,120.71 |
| Including: Cost of sales | 2,688,051,460.39 | 2,021,309,966.18 |
| Interest expense | ||
| Fee and commission expense | ||
| Surrenders | ||
| Net insurance claims paid | ||
| Net amount provided as insurance contract reserve | ||
| Expenditure on policy dividends | ||
| Reinsurance premium expense | ||
| Taxes and levies | 35,666,632.84 | 25,476,192.44 |
| Selling expense | 97,504,547.84 | 93,125,368.77 |
| Administrative expense | 139,028,237.97 | 106,118,667.06 |
| R&D expense | 126,436,114.83 | 97,286,326.04 |
| Finance costs | -2,864,640.73 | -14,891,399.78 |
| Including: Interest expense | 2,778,317.57 | |
| Interest income | 8,464,154.75 | 28,278,343.23 |
| Add: Other income | 10,478,472.71 | 10,870,023.46 |
| Return on investment (“-” for loss) | 32,146,261.42 | 37,773,909.66 |
| Including: Share of profit or loss of joint ventures and associates | 78,184.56 | 3,696,391.14 |
| Income from the derecognition of financial assets at amortized cost (“-” for loss) | ||
| Exchange gain (“-” for loss) | ||
| Net gain on exposure hedges (“-” for loss) | ||
| Gain on changes in fair value (“-” for loss) | 2,669,976.10 | 445,000.00 |
| Credit impairment loss (“-” for loss) | -9,044,765.70 | -4,002,685.70 |
| Asset impairment loss (“-” for loss) | -9,854,112.27 | -3,200,793.69 |
| Asset disposal income (“-” for loss) | 36,004,193.06 | 7,489.02 |
| 3. Operating profit (“-” for loss) | 225,717,611.35 | 272,994,689.27 |
| Add: Non-operating income | 2,576,875.64 | 936,299.73 |
| Less: Non-operating expense | 653,707.48 | 1,135,442.81 |
| 4. Gross profit (“-” for loss) | 227,640,779.51 | 272,795,546.19 |
| Less: Income tax expense | 27,104,238.58 | 39,481,644.30 |
| 5. Net profit (“-” for net loss) | 200,536,540.93 | 233,313,901.89 |
| 5.1 By operating continuity | ||
| 5.1.1 Net profit from continuing operations (“-” for net loss) | 200,536,540.93 | 233,313,901.89 |
| 5.1.2 Net profit from discontinued operations (“-” for net loss) | ||
| 5.2 By ownership | ||
| 5.2.1 Net profit attributable to owners of the Company as the parent | 192,013,278.67 | 229,257,636.05 |
| 5.2.1 Net profit attributable to non-controlling interests | 8,523,262.26 | 4,056,265.84 |
| 6. Other comprehensive income, net of tax | -302,248,841.46 | 345,434,286.72 |
| Attributable to owners of the Company as the parent | -302,458,364.50 | 345,434,286.72 |
| 6.1 Items that will not be reclassified to profit or loss | -302,616,816.85 | 345,412,469.12 |
| 6.1.1 Changes caused by remeasurements on defined benefit schemes | ||
| 6.1.2 Other comprehensive income that will not be reclassified to profit or loss under the equity method | ||
| 6.1.3 Changes in the fair value of investments in other equity instruments | -302,616,816.85 | 345,412,469.12 |
| 6.1.4 Changes in the fair value arising from changes in own credit risk | ||
| 6.1.5 Other | ||
| 6.2 Items that will be reclassified to profit or loss | 158,452.35 | 21,817.60 |
| 6.2.1 Other comprehensive |
| income that will be reclassified to profit or loss under the equity method | ||
| 6.2.2 Changes in the fair value of other debt investments | ||
| 6.2.3 Other comprehensive income arising from the reclassification of financial assets | ||
| 6.2.4 Credit impairment allowance for other debt investments | ||
| 6.2.5 Reserve for cash flow hedges | ||
| 6.2.6 Differences arising from the translation of foreign currency-denominated financial statements | 158,452.35 | 21,817.60 |
| 6.2.7 Other | ||
| Attributable to non-controlling interests | 209,523.04 | |
| 7. Total comprehensive income | -101,712,300.53 | 578,748,188.61 |
| Attributable to owners of the Company as the parent | -110,445,085.83 | 574,691,922.77 |
| Attributable to non-controlling interests | 8,732,785.30 | 4,056,265.84 |
| 8. Earnings per share | ||
| 8.1 Basic earnings per share | 0.1392 | 0.1662 |
| 8.2 Diluted earnings per share | 0.1392 | 0.1662 |
Where business combinations under common control occurred in the current period, the net profit achieved by theacquirees before the combinations was RMB0.00, with the amount for the same period of last year beingRMB0.00.Legal representative: Wu Shenghui Chief Financial Officer: Tang QionglanPerson-in-charge of the Company’s accounting organ: Peng Fentao
3. Consolidated Cash Flow Statement for Q1~Q3
Unit: RMB
| Item | Q1~Q3 2021 | Q1~Q3 2020 |
| 1. Cash flows from operating activities: | ||
| Proceeds from sale of commodities and rendering of services | 3,085,511,864.49 | 2,372,665,610.58 |
| Net increase in customer deposits and deposits from other banks and financial institutions | ||
| Net increase in borrowings from the central bank | ||
| Net increase in loans from other financial institutions | ||
| Premiums received on original insurance contracts | ||
| Net proceeds from reinsurance |
| Net increase in deposits and investments of policy holders | ||
| Interest, fees and commissions received | ||
| Net increase in loans from other banks and financial institutions | ||
| Net increase in proceeds from repurchase transactions | ||
| Net proceeds from acting trading of securities | ||
| Tax and levy rebates | 67,824,017.34 | 78,544,375.70 |
| Cash generated from other operating activities | 183,149,876.57 | 348,511,200.38 |
| Subtotal of cash generated from operating activities | 3,336,485,758.40 | 2,799,721,186.66 |
| Payments for commodities and services | 2,349,116,131.34 | 1,441,367,716.28 |
| Net increase in loans and advances to customers | ||
| Net increase in deposits in the central bank and other banks and financial institutions | ||
| Payments for claims on original insurance contracts | ||
| Net increase in loans to other banks and financial institutions | ||
| Interest, fees and commissions paid | ||
| Policy dividends paid | ||
| Cash paid to and for employees | 610,789,268.92 | 488,980,780.48 |
| Taxes and levies paid | 151,873,804.01 | 132,543,748.28 |
| Cash used in other operating activities | 278,292,673.48 | 378,399,811.74 |
| Subtotal of cash used in operating activities | 3,390,071,877.75 | 2,441,292,056.78 |
| Net cash generated from/used in operating activities | -53,586,119.35 | 358,429,129.88 |
| 2. Cash flows from investing activities: | ||
| Proceeds from disinvestment | 617,614,728.08 | |
| Return on investment | 1,028,240,118.94 | 40,476,714.61 |
| Net proceeds from the disposal of fixed assets, intangible assets and other long-lived assets | 2,051,425.43 | 134,956.12 |
| Net proceeds from the disposal of subsidiaries and other business units | ||
| Cash generated from other investing activities | ||
| Subtotal of cash generated from investing activities | 1,647,906,272.45 | 40,611,670.73 |
| Payments for the acquisition of fixed assets, intangible assets and other long-lived assets | 192,707,372.24 | 54,567,672.28 |
| Payments for investments | 265,586,511.13 | 125,000,000.00 |
| Net increase in pledged loans granted | ||
| Net payments for the acquisition of subsidiaries and other business units | ||
| Cash used in other investing activities | ||
| Subtotal of cash used in investing activities | 458,293,883.37 | 179,567,672.28 |
| Net cash generated from/used in investing activities | 1,189,612,389.08 | -138,956,001.55 |
| 3. Cash flows from financing activities: | ||
| Capital contributions received | ||
| Including: Capital contributions by non-controlling interests to subsidiaries | ||
| Borrowings received | ||
| Cash generated from other financing activities | ||
| Subtotal of cash generated from financing activities | ||
| Repayment of borrowings | 147,457,301.21 | |
| Interest and dividends paid | 137,261,237.19 | 258,879,038.49 |
| Including: Dividends paid by subsidiaries to non-controlling interests | ||
| Cash used in other financing activities | 234,682,710.99 | |
| Subtotal of cash used in financing activities | 519,401,249.39 | 258,879,038.49 |
| Net cash generated from/used in financing activities | -519,401,249.39 | -258,879,038.49 |
| 4. Effect of foreign exchange rates changes on cash and cash equivalents | -38,165,626.64 | -1,874,714.70 |
| 5. Net increase in cash and cash equivalents | 578,459,393.70 | -41,280,624.86 |
| Add: Cash and cash equivalents, beginning of the period | 951,789,145.28 | 1,055,682,413.47 |
| 6. Cash and cash equivalents, end of the period | 1,530,248,538.98 | 1,014,401,788.61 |
Legal representative: Wu Shenghui Chief Financial Officer: Tang QionglanPerson-in-charge of the Company’s accounting organ: Peng Fentao(II) Adjustments to the Financial Statements
1. Adjustments to the Financial Statements at the Beginning of the First Execution Year of the NewStandards Governing Leases from 2021
√ Applicable □ Not applicable
Whether the Company needs to adjust items in the balance sheet at the beginning of the year
√ Yes □ No
Consolidated Balance Sheet
Unit: RMB
| Item | 31 December 2020 | 1 January 2021 | Adjusted |
| Current assets: | |||
| Monetary assets | 981,249,699.49 | 981,249,699.49 | |
| Settlement reserve |
| Loans to other banks and financial institutions | |||
| Held-for-trading financial assets | 407,619,201.36 | 407,619,201.36 | |
| Derivative financial assets | |||
| Notes receivable | 140,972,143.00 | 140,972,143.00 | |
| Accounts receivable | 1,134,233,235.70 | 1,134,233,235.70 | |
| Receivables financing | |||
| Prepayments | 11,994,745.05 | 11,994,745.05 | |
| Premiums receivable | |||
| Reinsurance receivables | |||
| Receivable reinsurance contract reserve | |||
| Other receivables | 20,194,968.19 | 20,194,968.19 | |
| Including: Interest receivable | |||
| Dividends receivable | |||
| Financial assets purchased under resale agreements | |||
| Inventories | 735,685,116.91 | 735,685,116.91 | |
| Contract assets | |||
| Assets held for sale | |||
| Current portion of non-current assets | |||
| Other current assets | 175,090,368.85 | 175,090,368.85 | |
| Total current assets | 3,607,039,478.55 | 3,607,039,478.55 | |
| Non-current assets: | |||
| Loans and advances to customers | |||
| Debt investments | |||
| Other debt investments | |||
| Long-term receivables | |||
| Long-term equity investments | 181,365,016.32 | 181,365,016.32 | |
| Investments in other equity instruments | 3,305,501,030.06 | 3,305,501,030.06 | |
| Other non-current financial assets | |||
| Investment property | |||
| Fixed assets | 685,707,548.55 | 685,707,548.55 | |
| Construction in progress | 503,941,120.31 | 503,941,120.31 | |
| Productive living assets | |||
| Oil and gas assets | |||
| Right-of-use assets | 6,229,690.85 | 6,229,690.85 | |
| Intangible assets | 170,693,873.30 | 170,693,873.30 | |
| Development costs | |||
| Goodwill | |||
| Long-term prepaid expense | 13,411,226.23 | 13,411,226.23 | |
| Deferred income tax assets | 40,253,777.17 | 40,253,777.17 | |
| Other non-current assets | 11,423,843.62 | 11,423,843.62 |
| Total non-current assets | 4,912,297,435.56 | 4,918,527,126.41 | 6,229,690.85 |
| Total assets | 8,519,336,914.11 | 8,525,566,604.96 | 6,229,690.85 |
| Current liabilities: | |||
| Short-term borrowings | |||
| Borrowings from the central bank | |||
| Loans from other banks and financial institutions | |||
| Held-for-trading financial liabilities | |||
| Derivative financial liabilities | |||
| Notes payable | 480,971,214.80 | 480,971,214.80 | |
| Accounts payable | 1,059,674,020.99 | 1,059,674,020.99 | |
| Advances from customers | 1,285,357.28 | 1,285,357.28 | |
| Contract liabilities | 65,777,726.45 | 65,777,726.45 | |
| Financial assets sold under repurchase agreements | |||
| Customer deposits and deposits from other banks and financial institutions | |||
| Payables for acting trading of securities | |||
| Payables for underwriting of securities | |||
| Employee benefits payable | 82,485,090.47 | 82,485,090.47 | |
| Taxes and levies payable | 18,876,657.51 | 18,876,657.51 | |
| Other payables | 76,668,330.66 | 76,668,330.66 | |
| Including: Interest payable | |||
| Dividends payable | |||
| Fees and commissions payable | |||
| Reinsurance payables | |||
| Liabilities directly associated with assets held for sale | |||
| Current portion of non-current liabilities | 2,812,729.51 | 2,812,729.51 | |
| Other current liabilities | 5,503,702.07 | 5,503,702.07 | |
| Total current liabilities | 1,791,242,100.23 | 1,794,054,829.74 | 2,812,729.51 |
| Non-current liabilities: | |||
| Insurance contract reserve | |||
| Long-term borrowings | |||
| Bonds payable | |||
| Including: Preference shares | |||
| Perpetual bonds | |||
| Lease liabilities | 3,416,961.34 | 3,416,961.34 | |
| Long-term payables | |||
| Long-term employee benefits payable | |||
| Provisions |
| Deferred income | |||
| Deferred income tax liabilities | 414,670,609.97 | 414,670,609.97 | |
| Other non-current liabilities | 1,244,064.84 | 1,244,064.84 | |
| Total non-current liabilities | 415,914,674.81 | 419,331,636.15 | 3,416,961.34 |
| Total liabilities | 2,207,156,775.04 | 2,213,386,465.89 | 6,229,690.85 |
| Owners’ equity: | |||
| Share capital | 1,399,346,154.00 | 1,399,346,154.00 | |
| Other equity instruments | |||
| Including: Preference shares | |||
| Perpetual bonds | |||
| Capital reserves | 15,157,514.90 | 15,157,514.90 | |
| Less: Treasury stock | |||
| Other comprehensive income | 2,349,388,533.61 | 2,349,388,533.61 | |
| Specific reserve | |||
| Surplus reserves | 741,567,039.55 | 741,567,039.55 | |
| General reserve | |||
| Retained earnings | 1,758,462,062.48 | 1,758,462,062.48 | |
| Total equity attributable to owners of the Company as the parent | 6,263,921,304.54 | 6,263,921,304.54 | |
| Non-controlling interests | 48,258,834.53 | 48,258,834.53 | |
| Total owners’ equity | 6,312,180,139.07 | 6,312,180,139.07 | |
| Total liabilities and owners’ equity | 8,519,336,914.11 | 8,525,566,604.96 | 6,229,690.85 |
Legal representative: Wu Shenghui Chief Financial Officer: Tang QionglanPerson-in-charge of the Company’s accounting organ: Peng Fentao
2. Retrospective Restatement of Previous Comparative Data due to the First Execution of the NewStandards Governing Leases from 2021
□ Applicable √ Not applicable
(III) Independent Auditor’s ReportIndicate by tick mark whether the financial statements above have been audited by an independent auditor.
□Yes √ No
These financial statements have not been audited by such an auditor.
Foshan Electrical and Lighting Co., Ltd.
Legal representative: Wu Shenghui
29 October 2021