2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd.
FOSHAN ELECTRICAL AND LIGHTING CO., LTD.
2015 Semi-annual Report
August 2015
2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd.
Section I. Important Reminders, Contents & Explanation
The Board of Directors, the Supervisory Committee as well as all directors,
supervisors and senior management staff of Foshan Electrical and Lighting Co., Ltd.
(hereinafter referred to as “the Company”) warrant that this report is factual, accurate
and complete without any false record, misleading statement or material omission.
And they shall be jointly and severally liable for that.
All directors have attended in person the board session for reviewing this report
except the following:
Name Position Reason for not attending the Name of the proxy
session in person
Wu shenpo Director ON business Werner Jrgen Dietrich Hoffmann
Ye zaiyou Director ON business Liu xingming
The Company plans not to distribute cash dividends or bonus shares or turn capital
reserve into share capital.
Pan Jie, company principal & chief of the accounting work, and Yin Jianchun, chief
of the accounting organ (chief of accounting), hereby confirm that the Financial
Report enclosed in this report is factual, accurate and complete.
The future plans and some other forward-looking statements involved in this report
shall not be considered as virtual promises of the Company to investors. And
investors are kindly reminded to pay attention to possible risks.
This report is prepared in both Chinese and English. Should there be any discrepancy
between the two versions, the Chinese version shall prevail.
2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd.
Contents
2015 Semi-annual Report .................................................................................................................. 1
Section I. Important Reminders, Contents & Explanation ............................................................ 2
Section II. Company Profile .............................................................................................................. 5
Section III. Highlights of Accounting Data & Financial Indicators .............................................. 7
Section IV. Report of the Board of Directors ................................................................................. 10
Section V. Significant Events ........................................................................................................... 29
Section VI. Changes in Shares & Particulars about Shareholders.............................................. 40
Section VII. Preference Shares........................................................................................................ 46
Section VIII. Directors, Supervisors & Senior Management Staff .............................................. 47
Section IX. Financial Report ........................................................................................................... 49
Section X. Documents Available for Reference ........................................................................... 151
2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd.
Explanation
Term Refers to Contents
The Company, Company, FSL Refers to Foshan Electrical and Lighting Co., Ltd.
CSRC Refers to China Securities Regulation Commission
SZSE, the Stock Exchange Refers to Shenzhen Stock Exchange
Shareholders’ General Meeting of Foshan Electrical and
Shareholders’ General Meeting Refers to
Lighting Co., Ltd.
Board of Directors of Foshan Electrical and Lighting Co.,
Board of Directors Refers to
Ltd.
Supervisory Committee of Foshan Electrical and Lighting
Supervisory Committee Refers to
Co., Ltd.
Yuan, Thousand Yuan, Ten thousand RMB Yuan, RMB Thousand Yuan, RMB Ten thousand
Refers to
Yuan, One Hundred Million Yuan Yuan, RMB One Hundred Million Yuan
Reporting period, this reporting period Refers to 1 Jan. 2015-30 Jun. 2015
2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd.
Section II. Company Profile
I. Basic information of the Company
Stock abbreviation FSZM/YZMB Stock code 000541/200541
Stock exchange listed with Shenzhen Stock Exchange
Chinese name of the Company 佛山电器照明股份有限公司
Abbr. of the Chinese name of the
佛山照明
Company (if any)
English name of the Company (if
FOSHAN ELECTRICAL AND LIGHTING CO.,LTD
any)
Abbr. of the English name of the
FSL
Company (if any)
Legal representative of the
Pan Jie
Company
II. For Contact
Company Secretary Securities Affairs Representative
Name Lin Yihui Huang Yufen
No. 64, Fenjiang North Road, No. 64, Fenjiang North Road,
Contact address Chancheng District, Foshan City, Chancheng District, Foshan City,
Guangdong Province, P.R.China Guangdong Province, P.R.China
Tel. （0757）82966062/82810239 （0757）82966028
Fax （0757）82816276 （0757）82816276
E-mail fsl-yh@126.com fslhyf@163.com
III. Other information
1. Ways to contact the Company
Did any change occur to the registered address, office address and their postal codes, website address and email
address of the Company during the reporting period?
□ Applicable √ Inapplicable
The registered address, office address and their postal codes, website address and email address of the Company
did not change during the reporting period. The said information can be found in the 2014 Annual Report.
2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd.
2. About information disclosure and where this report is placed
Did any change occur to information disclosure media and where this report is placed during the reporting period?
□ Applicable √ Inapplicable
The newspapers designated by the Company for information disclosure, the website designated by CSRC for
disclosing this report and the location where this report is placed did not change during the reporting period. The
said information can be found in the 2014 Annual Report.
3. Change of the registered information
Did any change occur to the registered information during the reporting period?
□ Applicable √ Inapplicable
The registration date and place of the Company, its business license No., taxation registration No. and
organizational code did not change during the reporting period. The said information can be found in the 2014
Annual Report.
2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd.
Section III. Highlights of Accounting Data & Financial Indicators
I. Major accounting data and financial indicators
Does the Company adjust retrospectively or restate accounting data of previous years due to change of any
accounting policy or correction of any accounting error?
□ Yes √ No
Reporting period Same period of last year YoY +/- (%)
Operating revenues (RMB Yuan) 1,524,362,786.49 1,543,058,758.03 -1.21%
Net profit attributable to
shareholders of the Company (RMB 100,258,759.31 188,959,139.45 -46.94%
Yuan)
Net profit attributable to
shareholders of the Company after
91,812,010.45 169,224,226.63 -45.75%
extraordinary gains and losses (RMB
Yuan)
Net cash flows from operating
99,274,347.70 138,441,766.77 -28.29%
activities (RMB Yuan)
Basic EPS (RMB Yuan/share) 0.0788 0.1485 -46.94%
Diluted EPS (RMB Yuan/share) 0.0788 0.1485 -46.94%
Weighted average ROE (%) 3.48% 6.68% -3.20%
As at the end of the As at the end of last
+/- (%)
reporting period year
Total assets (RMB Yuan) 5,314,427,371.16 3,736,704,336.40 42.22%
Net assets attributable to
shareholders of the Company (RMB 4,325,397,037.15 3,044,585,720.58 42.07%
Yuan)
II. Differences between accounting data under domestic and overseas accounting standards
1. Differences of net profit and net assets disclosed in financial reports prepared under international and
Chinese accounting standards
√ Applicable □ Inapplicable
Unit: RMB Yuan
Net profit attributable to shareholders of Net assets attributable to shareholders of
the Company the Company
Reporting period Same period of last Closing amount Opening amount
2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd.
year
According to Chinese
100,258,759.31 188,959,139.45 4,325,397,037.15 3,044,585,720.58
accounting standards
Items and amounts adjusted according to international accounting standards
According to international
100,258,759.31 188,959,139.45 4,325,397,037.15 3,044,585,720.58
accounting standards
2. Differences of net profit and net assets disclosed in financial reports prepared under overseas and
Chinese accounting standards
√ Applicable □ Inapplicable
Unit: RMB Yuan
Net profit attributable to shareholders of Net assets attributable to shareholders of
the Company the Company
Same period of last
Reporting period Closing amount Opening amount
year
According to Chinese
100,258,759.31 188,959,139.45 4,325,397,037.15 3,044,585,720.58
accounting standards
Items and amounts adjusted according to overseas accounting standards
According to overseas
100,258,759.31 188,959,139.45 4,325,397,037.15 3,044,585,720.58
accounting standards
3. Explain reasons for the differences between accounting data under domestic and overseas accounting
standards
□ Applicable √ Inapplicable
III. Items and amounts of extraordinary gains and losses
√ Applicable □ Inapplicable
Unit: RMB Yuan
Item Amount Explanation
Gains/losses on the disposal of non-current assets
(including the offset part of asset impairment -391,009.93
provisions)
Government grants recognized in the current period,
except for those acquired in the ordinary course of
2,519,246.86
business or granted at certain quotas or amounts
according to the country’s unified standards
Gains and losses on change in fair value from tradable 18,541,755.45
financial assets and tradable financial liabilities, as well
2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd.
as investment income from disposal of tradable financial
assets and tradable financial liabilities and financial
assets available for sales except for effective hedging
related with normal businesses of the Company
Provisions for projected
Non-business income and expenses other than the above -14,119,698.73
liabilities
Other gain and loss items that meet the definition of an
491,693.21
extraordinary gain/loss
Less: Income tax effects -1,472,221.11
Minority interests effects (after tax) 67,459.11
Total 8,446,748.86 --
Explain the reasons if the Company classifies an item as an extraordinary gain/loss according to the definition in
the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the
Public—Extraordinary Gains and Losses, or classifies any extraordinary gain/loss item mentioned in the said
explanatory announcement as a recurrent gain/loss item
□ Applicable √ Inapplicable
No such cases during the reporting period.
2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd.
Section IV. Report of the Board of Directors
I. Overview
The reporting period saw an increasingly complicated global economic environment due to the
building-up downward pressure on the domestic economy and the slow recovery of the foreign
economies. In terms of the illuminating industry, despite the rapid development of LED, problems
existed such as structural overcapacity, fiercer market competition and falling product prices. In
face of the changes in the operating environment, the board and management of the Company relied
on the Company’s brands and strength in business and seized opportunities in the thorough
replacement by LED, striving to develop the LED business. Besides our developments in the
traditional, home and office lighting sectors, we also developed product series in the commercial
lighting sector which had been a weak point for us. This has further optimized our product mix.
For the reporting period, the Company achieved operating revenues of RMB 1524.3628 million,
down 1.21% over the same period of last year, of which the revenue from domestic sale reached
RMB 1061.981 million, up 0.93% year on year, and that from export reached RMB 462.3818
million, down 5.79% year on year; total profits of RMB 124.4494 million, down 45.64% over the
same period of last year; and net profit attributable to shareholders of the Company of RMB
100.2588 million, representing a year-on-year decrease of 46.94%.
II. Main business analysis
YoY change of major financial data:
Unit: RMB Yuan
Same period of last Main reasons for
Reporting period YoY +/-%
year change
Operating revenues 1,524,362,786.49 1,543,058,758.03 -1.21%
Operating costs 1,166,043,441.01 1,156,217,280.15 0.85%
Selling expenses
Selling expenses 82,224,380.27 62,967,912.93 30.58%
increased.
Administrative
114,295,848.69 104,495,339.45 9.38%
expenses
Financial expenses -11,207,940.80 -5,733,347.63 -95.49% Exchange losses
2015 Semi-annual Report of Foshan Electrical and Lighting Co., Ltd.
decreased.
The taxable income
Income tax expenses 27,933,767.11 41,689,863.95 -33.00%
decreased.
R&D inputs 44,480,518.51 34,671,618.47 28.29%
Net cash flows from
99,274,347.70 138,441,766.77 -28.29%
operating activities
Net cash flows from Investment
-10,708,737.02 -21,344,331.62 49.83%
investing activities decreased.
Net cash flows from
